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My Name Isn't Ben

Summary:

A lot of people imagined life with their own omnitrix, myself included, but waking up in the shoes of a smelly ten year old was not my ideal fantasy. How could I, a fully grown adult, accept the fact that not only am I stuck in a kid's body but also have an alien watch stuck to my wrist? Most people would love having super powers. Me? I actually think the road trip sounds more fun.

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Chapter 1: Standing in Someone Else's Smelly Shoes

Chapter Text

My Name Isn't Ben

Chapter 1

The first thing I noticed was that my bed had a lot more room than usual. I could stretch out farther, still under the blankets with my feet still comfortably resting on the mattress instead of hitting the footboard. Spreading my arms wide I could barely hang my fingertips off the edges. I relished in the space, not questioning it as sleep beckoned me to return with newfound comfort.

Yet since I was partially awake, I could tell that daylight was bleeding into the room due to a gleam of red overtaking what should be pitch black darkness. Great, the blackout sheet must have fallen from my window. I'll have to tape it back up in order to get some better sleep if I was to be awake for work tonight.

WORK!

I flung my arm out, to the side, bounding myself across the bed to reach the nightstand where my phone should be. I was always paranoid about possibly missing a day of work, and I didn't want to get fired after just getting this job! I needed that money for the wedding!

My hand slapped the wood where the smartphone would normally be, and after a few unsuccessful attempts I had to reach farther until my hand bumped something unfamiliar. Finally risking opening my eyes, the stinging light taking its revenge on my avoidance of the sun due to working grave shifts, I didn't recognize where I was.

"Optimus?" I saw the poster of the transformer on the wall across from me, where the walk-in closet was supposed to be. There were so many unfamiliar posters and spaceship models hanging from the ceiling in a room that wasn't mine. The door was in the wrong place, the walls too light a shade, and the smell…ugh don't get me started on the-

"Smell?" I could smell? I regretted giving a couple of test sniffs as a putrid odor assaulted me. Sitting up and giving a few whiffs into my nostrils just to make sure, I was disgusted but curious how my sense of smell returned after it had been gone for years. Now granted I haven't heard of anyone else getting hit by a car and losing a sense with no other injuries, but why was it back? Whose room was I in?

And why was it such an awful mess with an even worse scent?

A dream, maybe I'm in a dream. Wasn't the first time I dreamt I was in someone else's shoes. But usually when I become this aware I naturally wake up. Sliding out from the blankets, I registered the world in a much shorter perspective.

I was a whole two feet shorter!

"Ok dream, I-woah, what happened to my voice?" This was getting weirder and weirder, but if it was a dream I knew how to wake up. Shutting my eyes as hard as I could, I tensed as I fought to take control over my real body and open my real eyes. 3, 2, 1-Nope, still here.

I still believed this was a dream because it was one thing to wake up in an unfamiliar room, but to have an unfamiliar short body with a scratchy voice that didn't really sound like a real person's? Yep, dream.

I first opened my palm towards the absolute mess, trying to control the realm of imagination and clean up a little. Nothing, it stayed there mocking me with the disorder.

I tried to grow, to regain my height but nothing changed.

Come on, I had learned to control my dreams ever since I was ten! But I was stuck, trapped in whatever conjuration my mind had decided it needed me to experience.

My body became alert as I heard footsteps approach from outside, if this wasn't a dream it had to be a nightmare. The monsters were coming and I had to fight back.

"Oh Ben." A woman's voice, not cruel or dangerous but gentle and kind. "Are you awake already?"

I didn't answer, because she probably wasn't talking to me. Maybe someone in a room next door.

This dream was getting pretty complex.

The knob on the door twisted, every muscle in my dwarfed form tensing as I readied myself. A blonde woman, maybe in early thirties, peeked into the room. "You're up early. Have you got everything packed for your trip yet?"

Trip?

She looked over, spotting a poor attempt at a packed gray duffel bag and sighed. "Ben, your grandpa will be picking you up straight from school so you won't have time after to pack. If you don't want me to pack for you then make sure to put everything you want and need inside. Breakfast will be ready in half an hour."

Then she left, leaving me stupefied over the whole thing.

Not knowing exactly what my own goal was, I decided to just play along and begin sifting through everything in the room to identify what exactly I would need. Where was I going? For how long? Were there even any clean clothes I could find? Did I have access to anything I could wash my clothes with?

What could even fit me?

So many questions ran through my mind as I began to identify all the basics. I had moved around a lot in my life, and sometimes I had to live out of a backpack that needed to have space for school supplies as well. It was easy to find the bare necessities, but I was unfortunate that the room had hardly any real camping gear in case we were going outdoors.

The mess annoyed me so much as I was packing that I ended up cleaning while I was trying to put together a basic travel kit. Clothes were easy, they could be reused several times so long as I had access to some cleaning supplies regularly. I came across a lot of shirts with the same vaguely familiar design. A white t-shirt with black lines around the holes with a solid one running down the shoulders and the front. Still, most of what was on the floor were binders, old assignments with discomforting low grades.

As I looked through to identify what was still needed and what could be trashed, I saw the same name on the homework.

Benjamin Tennyson.


By the time I got dressed and tried to find my way through the unfamiliar, rather nice looking home, I followed the trace that my working nostrils brought me to. Breakfast, a rather nice looking spread of eggs, bacon, toast, pancakes, you name it.

"Morning Ben." The man sitting with a steaming cup had brown shaggy hair and brilliant green eyes, wearing a business casual outfit of slacks and a polo shirt. I always hated wearing polos. "Excited for the last day of school?"

Ugh, school dreams. I still had them even though I hadn't been to school in years. But if it was the last day, it wouldn't be as bad. Fond memories of snacks, classroom parties, movies, and activities rushed through my mind.

"Can't wait." I said as I had to practically hop into the full sized chair instead of sitting down like a real person. Gosh I forgot what that was like. My feet didn't even touch the floor, they just hovered a good six inches from the ground. Seeing how both of the adults had already served themselves and were eating, I found the casual relaxing air calming my nerves despite the disgusting smell of coffee beside me.

I always hated the taste of coffee flavored things, and now that I could smell again it reminded me how I could never stand being in a cafe when I was a kid.

Dishing myself up, questioning how much my smaller body could eat, I could feel the woman's eyes on me as I was spreading peanut butter along my pancakes. It was probably my hair, I almost always had bad morning hair but I hadn't gone to the bathroom yet because I usually took care of all of that after breakfast.

"I'll clean up after I eat." I assured as I sliced some strawberries to finish my nutritional balance on the plate.

"Oh it's just, nothing Ben." She smiled proudly as she began to eat from her own fruit bowl. "I'm just happy you've finally decided to start eating better instead of drowning your plate in syrup."

"You may want to bring some for the road though." The man teased. "Something to cover up the taste in your Grandpa Max's cooking."

I could feel the cogs spinning in the back of my mind, there was something so very familiar about this dream and my head was doing its best to recall critical information. Not that it mattered, eventually I would wake back up.

A bark came from behind me, startling me from how close it was. Snapping around, I saw a german shepherd with a spiked collar in the backyard eagerly wagging its tail and staring at me.

"Would you let the dog in?" The man of the house requested, making me believe this was their dog. I slid down from the chair, walking to the glass door and sliding it open to let the canine in.

It paused when it got close enough to touch, and I knew that it was reexamining me with hesitation. It didn't eye me with joy like a family member, he was gauging me like I had suddenly become a stranger to it.

I stepped out of the way, giving it the space it would need to get past me and enter the house but it still lingered in the grass.

The moment I saw the hairs on its back stand on edge, I sought safety back next to the owner of the dog. If I was in my real body, I would be hesitant to pick a fight with a grown german shepherd, but not when it was nearly as tall as me.

The creature let out a short growl, earning the instant attention of the adults.

"What is up with you? You love Ben!" The woman tried to calm it down as it refused to get anywhere near me.

It knew, and I knew it knew, that I did not belong. I looked like Ben but I wasn't. Who knows how frightening that would be to a dog when someone is disguising themselves as someone you know?

I might as well be a skinwalker to it, a monster, an alien that had invaded its home and no one else could tell.

"I uh, better eat my breakfast and finish getting ready." I said, as I had no idea what time school started or what time I would normally leave.


The dream continued, and I felt so lost.

It was hard enough to fight the silent answer my mind was puzzling together on how this was all familiar, but I had enough to try and solve as is. I felt confident enough to not believe I would need a backpack or have any homework to turn in for the last day of school. Getting ready earlier I saw the face of a young boy, one who was probably in late elementary or early middle school. I had worked in a couple schools before to guess a kid's age pretty accurately.

But the hardest part was that I had no idea where my classroom was, I could just follow kids that looked my age but after that it was a guessing game. I tried to wait for someone who was a friend of mine to try talking to me and help me out, but no such luck. Ben must not have anyone close to him at school.

Luckily one teacher, a woman in a blue sweatshirt over a white button up shirt called out to me. "Benjamin, you don't want to be tardy on your last day. You can't afford to have another one on your record otherwise you might be held behind."

While I complied without argument, I didn't feel like thanking the woman. She seemed to have a decent grudge against me, or Ben, and hardly felt happy with my presence. I wasn't oblivious to say she decided to single Ben out just to vent frustrations, kids could be brutal, but she was still a teacher and I knew that sometimes you just had to take it because they were just kids.

Parents needed to do the disciplining, and I'm not sure how much Ben received given he was allowed to have such a stinky smelly room.

I mostly kept to myself as the tradition of the last day of school began. No kids bothered me much which made it easier. Junk food buffet, a movie, thankfully no yearbook signing which was apparently yesterday. Can't imagine how Ben would feel if I didn't get anyone to sign it.

No, that's not how it would work. This was a dream, none of this was technically real.

That's what I constantly had to remind myself because of how real it felt, how normal it was, any detail I could think to look for was there and it didn't waver in its existence in the fog of a dream.

"2006" I said as I read aloud the calendar. To be back in 2006, I can't say I recall everything about the year but I can say it felt like a simpler time as a kid for me back then. A lot had changed from 2006 to my time in over a decade. As I got older I was made more aware of all the cogs in the machine that was the world, the ignorance and joy I had as a kid to not even need to worry about it all and simply live in the moment and have fun with adults to provide my needs for me.

Eventually when the last recess ended, I picked myself up from the spot on the jungle gym I was sitting in contemplation on and walked back with my obnoxious classmates. I could see the fights over the water fountains, teachers hollering to those still lingering at the four square area to put the ball away, the dozens of otter pop wrappers littering the grass from the treats shared for the end of the year.

I picked up whatever I could, avoiding slobber around the ends and seeing all the wasted sugar water. I felt my stomach lurch at the sudden idea of guzzling as much as I saw some kids eat.

"Benjamin." My teacher, no, Ben's teacher approached in a much calmer, more curious attitude than when I first met her. "Was today fun?"

"Um, yeah." I still wasn't used to the sound of my own voice. It was so weird because it didn't sound like any kids' that I ever met.

"Ok, well thank you for helping clean up." She said as I threw away the many wrappers into the large black garbage bins. "Please make sure to wash your hands."

"Oh I intend to." I said, trying not to think about how much slobber of spit and sugar that still managed to get on my fingers. Guess my response was not what she expected because I instantly recognized the concerned teacher's look. She was glancing around at other fellow adults, needing someone to confirm her worries were warranted before she even decided about calling parents or sitting me down to talk.

Hopefully someone else would ease her worries given how you would expect a kid to be a little different on the last day of school. Trouble makers usually had more patience and less resentment towards school knowing that it was a day full of fun before three months of avoiding an environment they didn't like.

Everyone just wanted to be done, to have a break. Me? I just wanted to finally wake up. Sure remembering what being a kid was like was fun but I didn't have that filter anymore, I wasn't the same age as all these kids and I couldn't play with them like I used to.

After a quick stop to the bathroom, thoroughly washing my entire arms and checking myself over for anything that might have gotten on my face, I went back to the classroom for the last twenty minutes of class. We had all cleaned out our storage areas, cleaned our desks, and tidied up for the next year students. When some kids had done the bare minimum of cleaning (aka just brushing everything into the trash or their backpack) I had silently moved over with my clorox wipe and hard scrubbed every surface of their desk when they were chatting with friends.

The teacher who had been trying to round up the noisy ones like cattle, trying to squeeze a few more ounces of cleaning out of them so that she wouldn't have to, noticed my furious scrubbing and utter disgust towards finding all the booger filled corners. I was aware that she was taking special interest in my need to clean, but it didn't matter because I just couldn't stand a mess.

And Ben was one messy kid if his desk was anything to judge by.

Once the bell rang, they rushed from the classroom, the teacher not bothering to try and get a few words in. They wouldn't listen, no kids would listen to a teacher now that summer break had officially begun. I briefly thought about it too, but I was going to get picked up right? Ben I mean, who was me at the moment.

There were still things to clean, and in my experience of getting picked up from school and working at them was that at the end of the year a family member other than parents would find a place to park and go to the front office to ask directly for the child.

"Benjamin? The bell rang." The teacher reminded me as she began throwing away all the empty paper plates stained with sugar and grease on the table in the back.

"I know." I said as I located the powerless vacuum, rolling it back and forth to eliminate the crumbs. I knew a janitor would come through anyways with a better one but I wanted to do what I could while I had the time. "Ben-My Grandpa is going to pick me up so I'll help before he shows up."

"Uh huh." I couldn't tell if she accepted my answer or not but she was certainly filing that information away. "Do you like your grandfather?"

Ah, I saw where this was going. I used the same tactics to gauge if a kid was being neglected or abused when I worked at a school. This body that I was in didn't have any bruises, and I doubt the parents I met would really force him onto a solo trip with his grandfather if he was that bad.

"He's not bad." I answered. I didn't know much more about the guy that I never personally met but if he really was bad news I felt confident to spot the signs. It was amusing to entertain the idea like this dream was going to go on for that long, but I just couldn't help but feel like I needed to start thinking more long term than just what I was doing in the moment.

Dreams didn't have consequences, so why did it feel like this one did? Was it because it was so real? So detailed? So consistent? So normal despite me having no control over it?

When I was done, she insisted on walking me out while grabbing her belongings and locking the door behind her. It had been fifteen minutes since the final bell rang and the huge bustle of traffic in the front had started to die down to something more manageable.

"Benjamin." She called out to me again as I looked up. She couldn't have been taller than five and a half feet but I still had to look up to meet her eyes. I hated the perspective, my height stolen away as I felt a lot more vulnerable to the world. "I may have been a little more strict with you than you would have liked, but if there's something that's upsetting you I want to help you get through it."

"Thanks, but I'm fine, really."

"Then why aren't you excited for summer?"

To me summer vacation stopped existing for a long time. If I wanted a vacation I would have to plan it months in advance and constantly check with my boss to make sure my days off get approved only to watch my bank account drop at every gas station, every restaurant, every trinket or experience. I enjoyed my trips but it was still a lot of work, not like when I was a kid.

"I'm just making sure I don't have any unrealistic expectations."

"That's a very….mature perspective."

Then it got awkward, the longer that cars filtered out the more tense the air began to build up between us. This was starting to become a little unsettling, not waiting with a teacher outside like I'm in trouble but this day had been so mundane. None of my dreams were like this, not even the most boring ones. After a minute the scenery usually changed, someone new entered something happened.

It wasn't fifteen minutes of standing and waiting as parents kept picking up children.

I couldn't claim this could be a dream because it felt like anything but one.

Out of the corner of my eye I saw one of my classmates, a pudgy kid with glasses trying to walk home but getting cornered by two other bigger kids. I saw the two others playing rather rough earlier with the dodgeball, one skinnier one with thick eyebrows that almost connected and a shorter stockier kid with shaggy hair and glasses.

I watched, listened because it was the only other thing happening as the woman kept eyeing cars trying to find Ben's grandfather.

"Normally we'd take your money and beat you up." I barely managed to hear them, questioning if I heard that right. "But since it's the last day of school, we're going to give you a break. Now just fork over the cash so we can get out of here."

I had the small hope that this was just a game of cops and robbers or a variation, but when you worked at schools for a few years you could spot the bad eggs pretty fast. As one of the few guys, it was usually my responsibility to confront these tense situations because kids would shut up and listen to an angry man rather than an angry woman.

"Hey!" I yelled out in a deeper, more authoritative tone that had been well practiced in my life. It startled everyone, including the teacher at my side as I stormed over. "What do you think you're doing?"

The two kids who were some stereotypical brats quickly got over the fear that normally shook any small child when a grown man got angry with them. It quickly reminded me that even if it was a shock how my actions of being reserved and quiet suddenly turned to outright fury, I was still a small boy with a weird voice. No matter how mature or angry I sounded, these two were not threatened by me in the slightest.

"Oh is someone playing hero?" The taller one teased.

"So you realize what you're doing is completely wrong if you see me as a hero?" I accused, noting how the two had much more mass than I and were priming their fists. It seems that the last day of school didn't tucker them out yet.

"And?" The smaller one, who could probably still sit on me to pin me dared as he got up to my face. "What are you going to do about it Tennyson?"

Is this a bit? Are they really this flat that they just adopted your average view of a bully? Usually most kids see themselves as in the right or justified in their actions. These two knew exactly what they were doing and didn't bother to deny it.

Was this just how 2006 was and I just forgot? While I remember some kids being real jerks back then I can't say any of them even realized they were on the wrong side of the fence.

While this would normally be a moment where I see just how in depth this dream is, there was already a figure of authority keeping an eye on me due to my odd behavior all day.

I could tell by the way they looked up past me and ignored me in favor of just booking it that my teacher was intervening. They were two delinquents who were kids as well, and no kid wanted to be held after school during the first day of summer.

Turning back up to her as the true victim rushed to get home, all of that tension that I had bottling up just fizzed out. "Thanks."

"You sounded so angry with them." She mentioned as she looked me over for any injuries a little more closely. "Have they been the reason you didn't feel like playing today?"

"Nah, but they didn't help that's for sure."

I could hear it before I could see it, a rickety metal clattering as its engine kept hitting itself over to propel an old rusty RV into my sights. The driver in a red Hawaiian floral shirt pulled up rather fast, clearly in a hurry but was nevertheless cheery.

"Come on Ben!" He called out while making eye contact with me, that nagging feeling in the back of my mind banging against my forethoughts. "We're burning daylight! I want to make it to camp by nightfall."

"Are you Benjamin's grandfather?" My teacher asked, the relatively old man addressing her with some concern.

"I am, did something happen today?"

"I'd like to talk with you for a moment-" She glanced down to me, clearly I was the subject of whatever conversation she was about to have with him. "Privately?"

He made a short grumble, either to clear his throat or some form of thought but his face was completely neutral. "Ok then."

Ben's grandfather took it seriously enough to put the motor home in park, the one that I kept staring at because I knew that vehicle. As he stepped out of the side door, he gave a curious eye towards me as he walked up to us. "Ben, why don't you head on into the Rust Bucket and get yourself settled?"

"Ok." With no arguments I made my way, step by step towards the object of my attention. Whatever my mind was trying to tell me or memories that were being brought to light it was all screaming at me and I knew it. Something was so familiar about all of this but it wasn't snapping together yet despite having more than enough pieces of the puzzle.

A small head of red caught my eye through the window, another reminder demanding that I place whatever is happening to my focus. Glancing back and seeing my teacher making sure to keep her tone to a whisper to Ben's grandfather, I entered inside the RV and felt my brain threaten to strangle me.

"I swear-" The young girl sitting at the small dining area gave me a stink eye with familiar green eyes, that blue cat shirt, the condescending tone. "-if you couldn't stay out of trouble on the last day of school there's no hope for you."

Then she got oddly cheerful. "Or better yet, maybe you'll get grounded and I'll get to spend the whole summer without you!"

Come on, what is this place?! How do I know it?!

Sitting down across from her, pressing my hands into my forehead, I diverted all my thinking power towards finishing this mental obstacle course.

"Woah, was it that bad?" She sounded almost concerned, almost. "Did you try pulling an end of year prank on the principal or something?"

I couldn't think, correction I was thinking so hard that I couldn't formulate a proper thought other than remembering this whole day and analyzing every bit of it.

"Hello, Earth to dweeb?"

Dweeb.

The cat shirt, the rv, the grandpa wearing a red floral shirt, a summer road trip.

Ben, they called me Ben Tennyson.

Ben 10.

"AGH!" Shooting up while smacking my head out of sheer self frustration, I completely freaked out the ten year old girl across from me.

"Woah calm down Ben it was a joke!"

"Ben!" I yelled as I rushed towards the bathroom, throwing open the door to reexamine myself in the mirror. There it was, a face not from a cartoon but a real ten year old boy. "That's Ben! I'm Ben!"

"Um, yeah?" The girl, Gwen nervously nodded.

"And you're Gwen!"

"Yes?"

"And that's Grandpa Max!" I pointed towards the man approaching.

"Your point?"

"This is the first episode! Where it all begins!"

She didn't even retort, just staring at me like I was some mental case. Which at this point I was given how it took me THIS LONG TO REALIZE! It didn't click at first, everything looked real not like some animated show where the background is a still undetailed frame. The only thing that was the most true to the show was the voices, they were all the same.

Finally figuring it out, I slumped back down into the cushion where Gwen eyed me like I might bite if she made a sudden move.

"Ok kids." Grandpa Max entered giving a joyful smile. "Hope you two are ready to hit the road!"

"I think Ben needs to hit the hay." Gwen mentioned, still very cautious of my presence. "He's acting all kinds of stupid today."

"Hey now." He leaned down slightly, placing a steadying hand on her shoulder. "Listen, it sounds like Ben has been feeling distant from everything today. Let's make sure he feels welcome on this trip."

A whole summer, visiting a multitude of national locations across the United States back in 2006 before the crime rate in so many popular cities really skyrocketed. Honestly, I should probably be more focused on the fact that aliens and monsters were about to become a regular thing but as a kid it used to be a dream of mine to pull a trip exactly like the one that Grandpa Max had originally envisioned.

Just a trip to the next state over for a week took months of savings and planning, and now I don't have to worry about any of the logistics. I could sit back and enjoy it all! If this weren't a dream.

Was it?


The moment the road trip kicked off I elected to get a number one spot to see it all by taking the passenger seat. I imagine I'll want to enjoy walking around or taking frequent naps as someone else drives for a change. Not that I didn't like driving, I loved it, and once I got my own car I practically demanded to be the one driving. It's just that when you're driving you have to focus more on the road than the scenery, and America was filled with so much of it. I wanted to see it all, so that's why I sat in the front instead of the more comfortable backseat where Gwen was double checking everything she packed.

Wish I knew we would be camping right off the bat, I would have packed a little differently. Then again, we're in an RV. I've never gone on a trip in an RV. Almost all my camping experience was in a shabby tent or just laying under the stars.

This was going to be a whole new level of adventure and I was so ready. Again, I wasn't really all that focused on the whole alien thing. Because while I recognized who I was with and where it would lead it still didn't feel real. I couldn't properly imagine all the alien battles and the craziness that I would have to face head on because that was all cartoons, a make believe story.

It seemed more likely that I would run into a few drug dealers than extra terrestrial invaders, not that Cartoon Network would ever air those.

"Someone seems chipper." Grandpa Max noticed I seemed much happier than the teacher earlier had mentioned to him. "I thought you might be reluctant given you and your cousins uh, disagreements."

"How many people get to visit practically every state in America in one summer?" I voiced as I could never imagine myself budgeting for that. "This is going to be a road trip to remember for life."

"Well, I'm not sure we'll get to every state. Alaska and Hawaii are a little harder to get to." Grandpa Max admitted as he pulled out a folded up map. "But I do have quite the route laid out."

Eagerly wanting to see how it was all laid out, I was thrown into a whirlpool of confusion when I saw all the intersected lines going back and forth across the US. This was his grandmaster master road trip plan? We would be going back and forth zig zagging to states that were already planned out. "Uh, Max-er, Grandpa? How come we aren't doing a sweep?"

Literally, after heading over to a campsite in California we were supposed to go straight over to the other side of the continent? Then head back towards Arizona only to head back East?

"Well that's a good point Ben." Grandpa Max agreed in a general sense. "If our main goal was just to visit every state then this would be one of the worst maps to follow."

I could already tell that this wasn't the goal then. If I remember the show right, they ended up visiting lots of events throughout the US. "So it's not the states, it's what's happening in them that you're planning."

"Bingo." He congratulated with enthusiasm, as he would a child. "You figured that out pretty fast Ben."

"Yeah." Gwen actually contributed to the conversation. "Way to point out the obvious Ben."

Oh like she was paying enough attention to know what we were talking about. Ignoring her jab, I just looked at all the notes along the map about the various things there were to do. I guess it's not far off from how I would plan my trips. Usually the goal was an event or a person in mind, then everything else was planned around that. Still, if I was to attempt what Grandpa Max had planned I would be in debt forever based on gas prices alone.

Grandpa Max had to be loaded to be able to afford all of this. Does being a 'Plumber' pay that well? Or did he not have to worry about gas given there's probably all sorts of alien tech running this thing?

Now that this wasn't a cartoon, I couldn't help but start to try and figure out how this road trip was feasible. There had to be some logic to it, some way for this to all work out if this was all real.

IF, it was real. Why am I even bothering to consider if this is real or not? Well simply put, I think I accepted the fact that this wasn't a dream much earlier today.

I tried not to think about it too hard, I had done enough for the day and it was supposed to be summer. So I sat back and enjoyed the expanse that was the open road heading through California towards one fateful campsite.


The sun was already setting by the time we arrived at the dense forest, my butt feeling a little sore from all the sitting. I was eager to stretch my legs in the small clearing that was the campsite and use my functional nose to take in the smell of nature.

"Ahhhh." I felt myself relax for once today, the immersive setting of the woods warming my nomadic soul. It was the start of summer, but I could already feel the bristling cold winds of the night starting to build up. Without a second thought I began looking around for some firewood, circling the perimeter for some tinder and other things to start with. I expected the immediate area to be picked clean but there was actually some good stuff that was overlooked.

"Hey Grandpa?" Gwen asked a question I didn't consider yet. "What's for dinner?"

The mention of it gurgled my stomach.

"I'm glad you asked Gwen." The man went to his kitchen to grab some grub that he had prepared for the three of us. Dropping what little I had collected so far next to the burnt remains of many campfires before us I went over to the picnic table that was fixed to the ground provided by the park. He emerged as Gwen and I eagerly awaited our first meal of the road trip.

"Marinated mealworms!" Grandpa Max was thrilled to place a large bowl of still very alive worms squirming in place. How did he keep these things alive this whole drive?! Did he pick these up today?! "Hard to find them fresh in the states."

It may not have died yet but I don't think I would call this fresh. "Uhm, are we gonna cook them or fry them with some eggs?"

"Eeewww Ben!" Gwen couldn't hide her disgust any longer. "You want this in your food?!"

I never said I wanted it, but if this is the price I had to pay to have an endless summer of adventures so be it. So long as I could keep it down that is.

"Not a bad idea." Grandpa Max had clearly done so before, but to my horror he just grabbed one of the escapees and slurped it up as is. "But they're good as is, just like lots of fruits and veggies."

I think Gwen and I both agreed that we felt a sudden loss in appetite seeing how bold the man was with food. Gwen might have found it purely gross as is but I couldn't help but be paranoid about something alive wiggling around my gut. I saw too many videos about parasites and just how awful they were to have. These might not have been parasites, but knowing that something was moving through me and I was helpless to do anything to stop it didn't sit right with me.

"I think I've got to ease into this." I hoped he would accept my plea for mercy. "Maybe we can grill it in a cheese sandwich?"

"Hmmm." He considered the idea, imagining how they would turn out the way I suggested. "You might not be able to distinguish their unique texture and flavor that way."

That was the goal! Please let me score!

"But I guess since this is supposed to be an adventure for your taste buds I'd be willing to try things a new way too."

VICTORY!

I could finally stop panicking, my stomach working its way back to hunger imagining a grilled cheese sandwich. Glancing up at Gwen she still seemed iffy about the whole thing.

"What? You think he might use some kind of pig milk cheese or something?" I asked.

"Don't tell me that's a thing."

"With him, I wouldn't be surprised."


Turns out, it was goat cheese. A far cry from the classic cheddar but honestly it was infinitely better than what he originally had planned. My sandwich might have ended up a little more burnt than I would have liked but I was not risking having one of those things try to climb back up. Once we were done eating, Gwen was quick to wash up and grab a laptop from her bag.

I guess I remember her having one, but a kid with their own laptop? I thought tablet babies were bad but that was at least a decade into the future. How rich were Gwen's parents to just buy her a laptop when she's ten years old?

How rich were Ben's parents? The room I woke up in wasn't that big but the house was still really nice.

"Anyone want to tell scary stories?" Grandpa Max offered, seeing how Gwen was distracting herself and I was messing with the fire.

I don't know if I had any good campfire stories to tell, but if this was 2006 then maybe I could try to use some horror movies they wouldn't have seen. Though looking at the pitiful amount of firewood I had barely collected for our meal wasn't going to last another thirty minutes. Hardly enough time to try and come up with a better way to retell Nope.

"Ok then, how about we roast some marshmallows?" So he did have real food!

Then it hit me, he switched to something else because he's trying to get us invested. I never noticed when I was a kid, but the older I got the easier it became to see when one of my parents or grandparents were trying to find a way to spend some quality time with us. Max was doing the same, and I just ignored him.

"Both sound really fun." I said as I got up from the stump I had claimed. "Let me just get some more firewood so we don't run out mid roast."

He perked up, seeing how willing I was to engage with him. "Good idea Ben. You know you've got a knack for camping that I didn't see in you before. You got that fire lit before I even grabbed a lighter."

Guess that wasn't a normal thing for a ten year old, unless Ben was a pro boy scout. Was Ben a boy scout? Another question to add to a world that I was still trying to juggle the logic of as I waved to the both of them as I went further into the woods to find some good, thick and dry branches.

That's where it got harder, while I had just found enough to get a fire going and for us to have some coals to cook with for a simple meal it looks like previous campers did end up grabbing the better firewood. I searched deeper, traveled farther, glancing back up at the stars every now and then to confirm my general direction.

That's when it happened, the shooting star that was clearly something falling hard and fast with fiery determination.

"The omnitrix." I uttered. Though maybe it's just a great flaming meteor, I had seen an awesome one before breaking up and burning bright.

The omnitrix wasn't really real, it was in a cartoon.

As if to correct my thought, the flaming orb snapped itself towards me. I took off in a sprint to escape the blast, the thundering clap of it slamming into the ground right behind me threw me onto my belly. Trees were uprooted from its descent, the dirt and rocks flying all around me as I shielded the back of my head.

Waiting for everything to settle and my ears to stop ringing, I pushed myself up and thanked the heavens that I wasn't injured after being targeted by a cosmic event.

Checking the crater before me, seeing the still hot glowing sphere resting in the center, I could deny it no longer as it cooled at a supernatural rate. This whole day I had been living in denial of the reality of the situation. I can't say how many had dreamed of this, myself included, to have an omnitrix of their own.

Yet here I was, not as myself but Ben, reaching out out towards the same unearthly green glow emanating from the alien device. I flinched as it leapt out, clasping onto my wrist, and with a resounding ping it all settled in.

I was in Ben's shoes, body and all, living his life in his world that wasn't my own.

"Ok ok, what's next." Knowing that events were still unfolding as I had seen them on television, I kept running my fingers over the unusual metal that encircled my wrist. It acted fluid just a minute ago, like it was more flexible and made of living rubber. That wasn't the case anymore, but it still felt so foreign. That was accurate I suppose. "Next uh, Ben goes Heatblast and burns down the forest."

Yeah, no, I wasn't repeating something as stupid as that. Screw canon I'm the one calling the shots now!

"Then, the drones attack." I looked back up to the stars, wondering how long it would be until they came for the device. "The two disc ones, and the big one."

There was another thing, Grandpa Max and Gwen were still back at the campsite unaware of what was unfolding. Should he go back and have them involved? While in the show they were necessary to Ben's many victories, it was different seeing them as real people.

A retired old man, and a ten year old girl. Who in their right mind would get them involved in the front lines of intergalactic warfare?

Another question I shoved to the back of my mind, still planning my next move because either way I was the one with an army of aliens at my command. Could I try to destroy the evidence and make it look like the omnitrix burned up on entry? Unlikely, but I still considered it.

What about if I just don't use it until after we're away from the crash site? No, Vilgax had a way to track it whenever it was active. There's no way the alien warlord who nearly died for this thing would leave the solar system after not finding it immediately. Never using it was out of the question, because while Vilgax was the 'big bad' of this universe he wasn't the only threat on this road trip.

There's also the fact that there wasn't anything stopping the drones just shooting everyone in the area if they couldn't find a trace of the omnitrix immediately.

Guess it was back to plan A then, which meant one thing.

I felt my mouth go dry as I held up my wrist, eyeing the green hourglass symbol as a new reality was just a push of a button away. It still wasn't that far off from reality, yeah a weird thing fell from the sky and now it's on my wrist….but to turn into an alien was beyond just daydreaming.

"Guess it was inevitable." Pressing in the green button, the dial popped up while releasing a short bling of noise while glowing intently, begging me to press down on the silhouette of Heatblast. "Please don't accidentally start a forest fire."

I pushed, and the next thing I knew I was seeing the world in a new pair of eyes for the second time today. Only this time, I was tall again. I'm not exactly sure how I was seeing with sockets of fire spewing out, or how my body was even working, but it was.

Raising my hand, I examined the four digit appendage that was HUGE. My forearms weren't just logs, my hands were so large they could grasp bowling balls like they were softballs. The heat flowed through me, under the sections of volcanic rock as energy was swelling inside of me.

"Huh." My new voice, deeper and more masculine spoke. "I don't really feel cold, or hot, just…active." It wasn't the right word but I didn't have a better one.

Still, had to make this count. I was burning valuable time by just standing here. Curling my fat flaming fingers, I was shocked by how natural it was to conjure a flaming orb. Letting it build up heat and pressure, I walked back through the trail of destruction to try and get a similar angle from how the pod crashed. I wanted this to look as authentic as possible, to stall Vilgax for as long as possible on if the omnitrix was still intact or not.

Taking a stance of a classic baseball pitch, I burned brighter and hotter as I condensed my attack into something that could rival the power of the pod upon its fall.

"HA!" I put a lot of strength into my throw, heaving outward while twisting myself with the momentum. The result would have blinded me if I still had human eyes, a powerful blast that scorched the Earth all the way to the impact zone, leaving molten metal shrapnel to fly all over the area.

It was so hot and so fast that my fear of starting a fire was soon extinguished as nothing was burning, only vaporized.

"Guess that takes care of it." I muttered as I walked away from the site, only for paranoia to begin working its way into my mind. Glancing back, I saw my footprints, more specifically the ones burned into the spot that I had lobbed the rocketing meteor. I was so hot that I etched my footprints into the spot I stood at.

So just like a good boy scout, I made sure to leave no trace of my presence.

And grab some extra firewood, like I originally promised.


I had to stay clear of the campsite until I turned back, doing my best to keep my flames low and my natural light dim to where no one would notice. After what I counted to be somewhere between ten to fifteen minutes I returned to my shorter stature.

No wonder Ben went alien as much as he could, being short sucks.

Hefting a stack of recently broken branches, I made my way through the trees and back into the opening where Gwen was still on her laptop with Grandpa Max keeping the coals alive in the fire pit.

"There you are Ben." The man got up, aiding me in carrying the wood that put a strain on my underdeveloped arms. "I was worried you might have gotten lost."

"No way." I almost took offense to that comment. I took pride in my sense of direction and general survival skills. "Just had to go a little farther to get the good stuff."

"Well you sure know how to pick em." Grandpa Max noted as he sat the wood beside the dying campfire. I placed my pile next to his, peeling off the old dry bark from the larger sticks and crushing them into flakes that I used to toss onto the subtle red glow in the pile of ash. With a few breaths it ignited, where I quickly got to work stacking smaller sticks to rekindle the flames.

"Hey Ben."

"Yeah Max?"

I winced at my error, hoping he wouldn't be too surprised by how casual I was with the older man. Sure I might have never have gotten as old as him but I had coworkers around the same age. It was out of place to refer to them as 'Grandpa', and Max wasn't my Grandfather. He was Ben's, who I was still was trying to pretend to be for some reason.

Luckily, he didn't comment on it. But he probably wasn't forgetting it for a while. "Where did you learn to build a campfire?"

"Oh uh, just a book I read at school." Was my only excuse of an answer.

I almost forgot Gwen was there until she piped up. "Since when do you read books?"

"When are you going to start camping instead of glamping?" It was meant to come out as light teasing, but the way those two stared at me with oddity made me feel like I said something weird.

"What's glamping?" Grandpa Max asked.

"Probably Ben just scrambling up words because he doesn't know enough." Gwen was not giving me a break. I knew she bickered with Ben plenty of times in the show but I don't feel like I've done anything to warrant this kind of attitude.

"Glamorous camping." I answered, doing my best not to give her a reason to treat me as a verbal punching bag for the whole summer. "It's for people who can't live an hour without electricity but still want to claim they're 'outdoorsy'."

She took that as a personal attack, which I swear I was not targeting her specifically.

"I bet I could last way longer than you. How many video games did you even bring with you?" Gwen challenged.

"None." Hiding a smug smile, I did consider bringing one or two of the video games that Ben had in his room. But after growing up I made it a point to not bring any games with me on vacation. I went on vacation to enjoy where I was going, not to stare at the same screen just somewhere else.

Of course, having my choice music player would be nice for the longer drives.

"Get real. You won't last a day without your Sumo Slammers." Gwen didn't believe me, but nevertheless she still put her laptop away and marched it back into the RV. Once she was gone, I turned back to the only person I feel like I could have a real conversation with. The only other adult present, Max, who was placing a couple marshmallows on a stick.

"I can see you're putting in some effort not to tease your cousin." He noted as he held one out to me. "I appreciate it, a lot. And I'm sure she will too before you know it."

"Thanks." I began slowly roasting the marshmallow, patiently cooking it on all sides to get that crisp golden layer. But for how long was I going to experience….whatever this was. I stared into the fire, remembering the being that I just was moments ago.

It was so different, but no way could I ever have imagined all the new sensations that the body brought with it. At this point I couldn't believe this was a dream, but I didn't know what else it could be.

How long until I would find myself back in my own life?


When we eventually got our tents set up, or tent, as Gwen elected to sleep in the RV instead of outside, I found myself unable to sleep. In my mind I was fully alert, waiting for the distant stomping of machinery, a pillar of black smoke rising somewhere around us, the hum of a drone seeking to locate the omnitrix.

It never came, did my plan work? Did I somehow manage to fool Vilgax himself into believing that it had burned up when falling through the atmosphere?

I highly doubted it, but it was still hard to accept that there was a device on my wrist that could turn me into aliens. So far I could only truly process what I had just experienced, fighting robots or aliens was still something that I could only imagine.

I'm not sure when I eventually fell asleep, but I did know when I woke up. The side of the tent brightening with the rays of the sun leaking through the thin material, the smell of morning dew wafting through my nostrils, the lingering smoke of the campfire that had stuck to my clothes. It was all too real.

Sitting up, I noticed that Grandpa Max was still sleeping soundly, and a quick check at my wrist proved that the omnitrix was still present. It was tempting to use it, all those powers, all the things I could do with it.

Yet, I couldn't guarantee Vilgax wasn't keeping a close eye on the area. At what point is he able to track the omnitrix being activated? Did the original drones when battling Ben manage to send enough data to him for him to trace or was it something else?

Either way, I elected not to use the omnitrix here unless absolutely necessary.

But then when could I use it next? I didn't exactly tell Gwen or Max about it when they would already know by now.

A prolonged yawn came from the man beside me, Max rubbing his tired eyes as the morning woke him up as well. "Morning Ben, you're up early. Did you sleep ok?"

Not really, but I didn't want to make him worry. He was a good man at heart just trying to give his grandchildren a nice summer vacation. "I might take a nap in the Rust Bucket on our way to the next destination."

"That's fine." He began stretching his back as he slumped upwards. "How does sheep tongue sound for breakfast?"

"Um, could we make bacon out of it?" My goal was to try and bring some vague normalcy to the food, at least enough to trick my mouth.

"Huh, never tried that." Grandpa Max's curiosity won, letting me savor another victory. "We could have some scrambled lizard eggs to go with it."

"Sure." I agreed, rolling up my sleeping bag while I tried to imagine how many lizard eggs it would take to fill one person's stomach.


Morning came, we went on a short hike on a trail nearby, and passed by locals who seemed well and fine. Guess no one got attacked last night, good. By the time we got back, packed up, and were about to head out, Gwen noted that something was different.

"Hey Ben."

"Yeah?"

"Where did you get that watch?"

Should I tell her? Tell Max and her now before I kept it secret too long and broke their trust when I revealed I kept a secret this big and this dangerous from them? Well, I always saw how that played out.

No one likes being lied to, and while I would like to keep things a bit more normal for now I knew I should tell them to avoid further conflict.

"It fell out of the sky and turned me into a flaming alien."

But the truth of this world, was so very hard to believe.

"Fine, don't tell me." Gwen carried the cooler back into the RV, completely dismissing my revelation.

I didn't blame her, I still was having a hard time believing it myself.

"Did you hear that Grandpa?" I turned around where Max was putting away the last of the cooking supplies. "I got a watch from outer space that turned me into an alien."

He seem stumbled for a moment, actually considering if the child before him had just had a taste of the universe. Still, aliens by most people were considered fiction, and he elected to believe I was still naive. "Wow Ben, you sure have the most unique dreams."

There it was, I told them and they didn't believe me. I could have sold it a little more or even turned into an alien right then and there to show I wasn't just making stuff up. Caution won out, I didn't want to start a fight and reveal myself this soon to other worldly threats.

So I decided to enjoy as normal of a summer road trip as I could, after all, it's not every day you're ten years old again.


Alright, I'm in a writing funk and I decided to write something completely different from what I normally do to try and pull myself out of it. As you can tell, this story isn't about 'how I would be a better Ben 10 in his shoes', it's about how absurd it would be to wake up in a child's shoes again outside your own life. Now this could very well be a one shot, or maybe just a way for me to get an idea off my chest. This wouldn't be the only story I've written to do that.

If I decide to proceed to continue with this story, I'm going to end up switching the episode order around. Because looking at where the episodes take place, the order doesn't make sense. In one episode, they're in the west, in the next on the east coast, and two episodes later it's like they're back in the west, then a few later in New York.

While I added in a little something to explain some back and forth traveling, in the end the only kind of people who travel this far this often have their own private jets to get them there in a few hours.

Also, I'm solely basing this off of OG Ben 10 lore, no Alien Force, no Omniverse, and definitely no reboot.

Any tag suggestions would be appreciated.

Chapter 2: Aunts and Aliens

Chapter Text

My Name Isn't Ben

Chapter 2

Not sure how I did it, but I did.

Looking back through the glass window, I saw us driving further away from our last camping area. Police lights pulsed blue and red through the fog as I watched the poachers being shoved into the back seats. Meeting a Krakken face to face was a whole new experience for me, and while I didn't necessarily need to intervene it was just another excuse to use the omnitrix.

With a little foreknowledge on what was happening, a little sabotage, and the use of Ripjaws, I had returned the eggs to their rightful mother.

All while Max and Gwen were oblivious to my actions.

Letting out another yawn from a restless night, I laid back on one of the small couches across from the kitchen.

"Feeling tired again Ben?" Grandpa Max asked out of concern. "You sure you're getting enough sleep? There's no shame in sleeping in the Rust Bucket when we're camping."

"No thanks." Gwen intervened. "I prefer my privacy."

Truth was, as an outdoorsy person myself I would take some shame in sleeping in the Rust Bucket instead of outside. The only exception would be if there was a big storm that leaked through the tent. That was an awful experience I had in Arizona when I was twelve, or eleven.

"I'll let Gwen have her privacy." I mentioned, still trying to ease the tension that Ben and Gwen had between one another after years of arguing and bickering. I'm sure Max would agree with me when my goal was to alleviate any possible headaches this summer.

"At some point we'll have to all sleep in the Rust Bucket on a few of our destinations." The man warned as he turned us onto the smoother, paved roads. "We don't want to pressure our next stop into letting us sleep in their home."

"Who are we visiting?" Gwen asked as I propped a pillow under my head.

"Your Aunt Vera. I told her we would be passing nearby and she was excited at the idea of having a visit from us."

I remember that episode. It took place somewhere hot with not much water in a neighborhood of retired folks. There were lots of places like that though. Carefully choosing my questions to not reveal my ignorance, I took a shot in the dark to figure out where we were going. "She hasn't moved right?"

"She's still in Glendale." Grandpa Max confirmed it. "I considered living there myself not that long ago. It's a nice community she's in, I don't see her leaving it anytime soon."

Glendale….can't say I recall a place called Glendale.

Hope I don't sound like an idiot with this next question, but if she was our next destination and we were leaving out the southside of California then there's only one real state she would be in. "How far is that from Phoenix again?"

"It's just north of it."

Arizona, I lived there for a few years. I wonder if we'll pass through where I used to live. It couldn't be that different from when I lived there in early 2010's right?

But, what if it didn't exist. What if all traces of the places I went to or the things I did weren't a part of this world?

Pushing the existential crisis aside, I shut my eyes and caught up on some sleep. The next thing I knew someone was shaking my leg. Lowering my arm from my face I gazed up to see Gwen was the one who woke me up.

"Come on, Grandpa said he'd buy us some ice cream after he fills up the Rust Bucket."

"Thanks." Rolling up onto my feet, I followed Gwen outside into the morning rays of what I could tell was going to be a hot day. We were definitely in Arizona. Flat mountain ranges, hardly a speck of life to be seen, mostly just pale dirt with a couple tumbleweeds waiting to be carried by the wind.

With my eyes still adjusting to the light, I relied on following Gwen's shadow to lead us inside to the air conditioned gas station that did put a focus on ice cream instead of having general stocked goods.

Now what to pick….

The clunk of metal got our attention, I looked out to see some rather disheveled looking guys with an old pick up trick connecting a chain to something I couldn't make out. Was this it? Was this where I revealed to their faces that I wasn't joking about turning into aliens?

Depends on if I got what I wanted.

While their eyes were away I snuck into the bathroom, pressing in the green button to have the device let out a gleeful tone at my touch. Scrolling through the options, I found one alien that would be good for the job, but might also have some horrible consequences later on.

"If I knew how to free you, I would." I said as I pushed down the dial.

Instead of being the haunting specter that might end up a villain whether I appeal to its desire to be free or not, I was shrunken down into the smallest I had ever been.

"Gray Matter?" I asked, thinking while acting because there wasn't much time. "Two out of three so far for alien of my choice."

Leaping down from the perch of the window, I dashed over to the truck that was beginning to rev itself and made sure I was not the object of their attention. There were multiple ways to disable a car, and I didn't need Gray Matter to know how but his ability to squeeze through small gaps made it easier than asking them to pop the hood.

One pull of a wire from the car battery, using it to whip off the timing belt was enough to disable this beast of a machine. Using a bit more intelligence than I usually have, I could identify what every cable, every wire did, and it allowed me to keep the driver distracted by making alarms, wipers, even having the doors sporadically unlock and lock over and over to make him remain where he was.

Not forgetting the other one, and hearing the frantic pushing of the gas pedal, I put a few things back to let the truck surge forward. I got lucky, as the other man was still holding the chain to it when he tried to use it as an improvised weapon against Max. It yanked him forward, having him skid across the pavement until he wisely let go.

The truck didn't last long, sputtering out and giving me plenty of smoke to hide my escape. I hope Gray Matter is good at holding his breath.

One minute and thirty seconds, leaving me with somewhere between eight to fourteen minutes left in this transformation. Yet they would come looking for me sooner, I needed to change back faster. I could remember there was a way in the show, and Gray Matter should be able to figure it out.

Thinking as I climbed back up into the bathroom, I could devise multiple ways to access basic functions of the omnitrix to attempt. There was just one issue I discovered as I stretched my arms behind me where the dial rested….I couldn't reach.

"Didn't Ben's future son use Gray Matter to access the Master Control?!" I winced as the tendons in my arms strained to let me gain access to the device.

Seconds turned to minutes, and each one that passed I was grateful they hadn't come to look for me in the bathroom but it was going to happen eventually. The longer I was in here, the greater chance they would barge right in.

"Come on!" I hopped backwards, hoping the wall would serve to press the omnitrix to return me to human. No such luck. All I could do was try to awkwardly revolve the outer ring of the device in a sequence that it accepted.

How did Vilgax know how to time the omnitrix out in the show even though he had never touched it before?

More questions than answers, and with my tiny fragile body I could feel the approaching footsteps.

Finally, the red beeping echoed around me as I dove under the stall door. With a bright flash and my body growing back to its normal height, I hit my head right on the toilet.

Ouch, I definitely deserve some ice cream after this.


Why was I watching the streets so expectantly? I knew we were on the wrong side of the state to see anything I would recognize. Still as I sat in the passenger seat I noticed I was taking in so many details about the place.

Max and Gwen hadn't really talked to me yet, and I didn't see any reason to mention anything to them. It was a 'comfortable' silence as I finally noted Max was slowing us down in front of one of the many houses.

"Make sure to watch your cheeks kids." Max warned as he unbuckled from his seat. "Vera's a pincher."

The moment I opened the door the scorching heat blasted my face, baking my skin in an all too familiar way. It was, nostalgic.

"Ben?" Gwen asked, holding something behind her as she lingered near the RV doorway. "Aren't you hot?"

"Well yeah, but it's not bad. I kind of like the sting." I just hope Ben isn't a super sweaty kind of kid, or person. My real body was good at regulating its temperature without the need to reapply deodorant every hour.

Whatever answer she was hoping for wasn't it, as she reached back to put something away just out of my sight. Gwen had been, more or less tolerating my presence so far. It was better than how it was at the start of the trip, maybe she was starting to see that I wasn't the same kid that butted heads with her. Still, her 'caution' if that was the right word was growing around me.

Gwen was starting to test the waters, waiting until she knew I was absolutely calm before poking me with a topic to see what would suddenly revert me back to the Ben she knew. Whether she wanted Ben back or not was lost to me.

I just want to enjoy a nice summer trip.

"Vera!"

"Max!"

The two older folks embraced a hug before the plump woman set her sights on us. She was so happy to have us present. From what I remember there wasn't anyone else here, just a lone woman who didn't live close to family. I had an Aunt like that, and I wanted to make sure Vera felt like she was a respected and loved member of the Tennyson family.

Even if it cost me my cheeks.

She brought us inside, made us feel welcomed with her….Jello concoction of meats and veggies. Sure I have had jello salad before but I had only ever heard of putting meals into jello mold.

"Now, what are these brown chunks?" Max was digging in, Gwen and I were still hesitant to partake. Was this a Tennyson thing with weird food? Ben's parents served me a good breakfast, and if Gwen is in the same boat as I am then these two were the weird ones in the family.

"Porkchops!" Vera happily answered as I held up a shaky spoon full in front of me. "And the white bits are cauliflower."

Separately, I could probably have enjoyed this. As a whole? The texture was all kinds of wrong. Doubting I would be able to get a different meal, and wanting to be grateful for this woman's hard work for family she was probably so happy to serve, I dug in.

Luckily, there was a lack of flavor to the jello, so I could just use my tongue to squish out the meal inside and eat that before gulping down the jello.

Gwen stared mouth agape at me. "You know what Ben, you can have mine. You've been hungry for everything this trip."

"Is that right?" Vera leaned over. "Ben's body must be ready to grow even bigger! Feel free to have as much as you can eat Ben!"

Huh, that was a motivation I didn't know I needed. If I was to get this pipsqueak of a body any taller I needed to eat just about everything before me. Accepting the task, I held up my work at the ready. "I'll do my best."

One of my other Aunts, as great as a cook as she was, loved to experiment. When I lived with her for a month I was the victim of all sorts of trials.

Vera reminded me of her, and suddenly I wished I could see my Aunt again and tell her how much I appreciated everything she did for me.

"Ben? What's wrong?" Vera's panicked voice had everyone stare at me, and I realized my vision was becoming a little more watery than normal.

A swelling pressure was at the back of my throat, I could feel my nose becoming runny. Don't cry, just don't cry.

"I'm ok." My choked voice did nothing to convince them. "Just, I really love my Aunt."

"Awww." Vera took it to heart, coming over to embrace me tightly to show just how much she loved me back.

It made me feel worse, because I wasn't talking about her, and she wasn't hugging Ben. I couldn't dare hug her back.

To keep myself out of any further conversation I focused on eating, and once I was done I volunteered to wash dishes. Taking as much time as I could without raising Vera's water bill in a dry state, I let the real Tennyson family talk to one another to catch up.

I could hear Gwen speak eagerly with Vera regarding some stuffed birds on a shelf. This was probably the most excited I've seen Gwen all summer, or ever really. I was happy she found something to smile about this trip. Gwen had mentioned it a few times off handedly that she had a different plan all worked out for the summer, but her parents 'forced' her on this trip.

I hope Max didn't take it too personally, as I suspected a big reason why Gwen had some disdain over the whole thing was because of me, or Ben I guess. The longer I was stuck in this body the more the line blurred.

At some point I was afraid that somewhere in the future when someone called out Ben's name, I would turn and think 'that's me.'

When everyone got settled down for the night in their beds in the warm, welcoming home, I felt anything but welcome. All night I thought about how I was just an invader with a familiar face, and I didn't have the courage to tell them.

Please Ben, just take your body back and spend as much time as you can with your family.


Opening my eyes, I came to a single conclusion.

I had stopped dreaming.

Whatever had happened, however I woke up in this body, it took away my ability to fully dream. That was a shame, my dreams usually spun fun narratives to live through. If needed, I could alter or change anything I wanted in it.

I had no idea if this was connected to the fact that I went to sleep and woke up in a new body in a world mostly similar to my own, but I didn't have reason to dismiss the connection either.

Stretching out of the pull out couch, I glanced over and saw Gwen laying there still soundly dreaming. Sleeping on a pullout couch crammed in with a relative, can't count how many times I did that with siblings and cousins while on vacation.

Did I feel weird about how I was technically a grown man that shared a bed with a ten year old girl that I only met about a week ago?

Oh yes, it was super weird. The only reason I managed to go to sleep was because, as per law of vacationing with relatives, a pillow wall was enforced strictly. It was a small comfort, enough to let me doze off.

I saw Max walk past, giving a short wave as he went to the main door of the house. "I'll be back in half an hour. Just need to get in a good walk before we get on the road again."

Nodding along, I watched him leave as I was now the only one awake. It wouldn't be long before Vera and Gwen woke up, so I decided it was time to have a little more control over what I ate. Going straight to the kitchen, I cracked open the fridge and took inventory of what was there. Lots of prune juice and some pills, but honestly it was stocked with a lot of normal stuff.

Now I wasn't much of a cook, but when it came to breakfast meals I was a champ. I had helped out with cooking hundreds of meals for a Christmas party one time with over five hundred attendees. With confidence guiding my hands, not even a short ten year old body could stop me from whipping up one of my go to dishes. Cheesy omelets with bell peppers, some spinach, and who could leave out bacon?

Luckily Vera didn't cheap out on ingredients. I hated pre-cooked bacon. I always made sure to cook it on a lower heat for longer to make sure I get it just right, and while the pan was sizzling away the smell managed to wake Gwen up.

"That….smells surprisingly good." She came over, making sure I hadn't picked up on Max's or Vera's unique palette. "You can cook?"

"Not a lot of things." I admitted as I threw together what was ready on a plate for her. "But what I can cook, I can cook."

Still unbelieving that I was really her cousin, the same one that annoyed her at every minute of being around her, she hesitantly accepted. "Thanks Ben."

Turning back to the stove, I cleaned as I wrapped up the last portion of food. Max would be back any moment, and I hoped that he could still appreciate real food. Out of the corner of my eye I saw Gwen still staring at me, trying to find something that wasn't there before.

"Why?" She asked out of the blue.

"Why what?"

"Why are you being so nice? You haven't pulled any pranks on me, you haven't called me any names, you haven't complained a single time, and to top it all off you keep helping out with cleaning and chores without being asked!"

"I'm just doing what I can."

"See!" She stood up, pointing right at me as if I was a ghost. "You're acting all humble about it with no smug attitude! It's like you got abducted and your brain swapped by aliens!"

Maybe that did happen, but without a scar around my scalp to prove it the idea was just another theory in hundreds that I had gone through. "Would you prefer I not make you a normal breakfast?"

That shut up her line of questioning real fast, the girl sitting right back down and protecting her meal. "No no, I'm more than happy to have something my stomach doesn't want to throw up."

She was oddly witty for someone who was ten years old. I could understand for a cartoon and all but if this was supposed to be reality then maybe here ten year olds had more developed brains.

"But really Ben, what changed you?"

I didn't have an answer for her.

Gwen accepted my silence for now, deciding to bring her empty dishes back to the sink and wash them herself instead of just resting them inside. Her hands went over to the coffee maker and that's when I left to avoid the horrid smell. After all I had three other meals prepared, I sat down to dig into my own. Part of why I didn't expand my cooking skills was because I had little patience. If I couldn't cook it under half an hour I thought it took too long and I would get too hungry to wait.

Half way through my meal, Vera came around and she seemed….off. No smile, wearing the same outfit as yesterday, and not even a good morning.

Not even a comment on the breakfast I prepared for her. Ouch.

"Where's your Grandpa?" She asked in a tone I couldn't decipher.

"Out on a walk." I answered while looking at the clock. He should've been back ten minutes ago.

"Here Aunt Vera!" Gwen had prepared the woman a glass of water with coffee alongside it. "I made you some-"

I saw the way the tray wobbled under her grip, she didn't center the cups and wasn't prepared for how off balance it would be. It fell down before Gwen's feet, and Vera jumped.

No really, she jumped way higher than a woman her age should be capable of. Then her legs snapped out into a splits over it, stretching a little beyond how long they were before.

"Clean it up!" She shouted in panic. "Right now!"

"I'm sorry." Gwen whined in guilt, grabbing a hand towel nearby and wiping away.

Ah crap, I had totally forgotten to pay attention to our surroundings. If I remembered a scene from Ben 10, that's because it was in an episode.

Every episode has danger of some kind.

"Hold on Gwen, first we need to sweep up the shards." Getting up to move over to the child, I took special care to act inconspicuous.

"No!" Vera denied my advice. "Wipe it all! I don't want to see a single drop!"

Gwen didn't know how to handle the aunt she loved, the aunt that was so kind, and acted so out of character. I may have unintentionally taken over Ben's body, but I wasn't an alien in disguise.

An alien that showed a distinct fear of water.

While I watched Vera's eyes locked onto the danger below, she never noticed my hand go for the sink's extendable head. I aimed it right at her, and pulled the handle.

"AAHHHHH!" She screamed as steam shot out from her body, legs melting as her fluid form flopped onto the ground.

Gwen flinched away, watching in horror as the woman melted into a puddle after getting splashed by a little water.

Wizard of Oz was more brutal than I gave it credit for.

Once the screaming stopped, the pile of goop lifeless, I ended my assault and stood over the alien corpse. This was my first ever honest encounter with an extraterrestrial life form.

That was also the first time I ever killed any form of sentient life.

I killed someone.

"Ben?!" Gwen was shaking in her shoes, unblinking towards what she witnessed. "W-what did you do?!"

"Vera was replaced by an alien." I answered simply. I couldn't waste time, from what scraps of memories I could recollect of a show I had watched long ago I was aware Max was also captured. "I need to go find her and Max."

"Aliens?!" This was probably one of the more traumatic ways to get Gwen to discover aliens were real. I couldn't regret it, I couldn't question my actions until I made sure that I had saved those who were taken. "Aliens are real?!"

"Yes." No beating around the bush. Normally this would be the part where Ben and Gwen team up and go stop the bad guys without hesitation. But looking at her now, Gwen had seen too much too fast and she was in shock.

Guiding her around the…mess…I brought Gwen to the bathroom and nudged her inside.

"Lock yourself in here." I ordered while pointing to the detachable shower head. "Start filling the tub, and use that as a weapon. Even if they cut off the water, if you fill the bathtub now they won't try to touch you."

They were after old people as far as I knew, but I don't think they would hesitate to kill us if we posed a threat.

"No wait!" Gwen latched onto my arm, quivering at the thought of being left alone. "Don't go, we can call the police or-"

"They won't believe us." I was vaguely aware that there was an organization outside the Plumbers that knew aliens were real and would be more than willing to handle them. Trouble was, I doubt they were listening into every 911 call and less likely to listen to a kid. "Trust me, and do as I say."

Not the best thing to say, but I needed to leave and I wanted her to accept that even if she didn't like it. I hated the idea of leaving someone begging for help.

I didn't need her to say yes, her letting go as I shut the door behind me was almost enough. Once I heard Gwen click the mechanism to lock herself inside, I took off.

I have avoided more public use of the omnitrix, and if I could keep it that way all the better. No one could see me if I was fast enough right?

As I dashed to the front door, I rose my wrist, clicked the button, and was delighted that the omnitrix offered the very alien I was after.

In a burst of light that stretched my bones and weaved my muscles tightly in an instant, I accelerated to a speed beyond anyone's perception.

Super speed was a coveted power, because you could get so much done in a blink of an eye. As the blue humanoid raptor XLR8, I could do exactly that.

I swept the streets for a hint of where the den, nest, ship, wherever they gathered was. When I saw a group of older folks heading to a dumpster with no trash in hand, I took that as a sign.

Zipping behind it, pushing my back up against it and heaving with the lack of super strength this alien had, I thanked whoever designed this thing to have wheels. It gave me enough of an edge to move it to reveal a large set of doors along the ground. Without a moments hesitation I ran in, flying through long tunnels carved out from the Earth.

After what felt like hours of searching, which was really only a couple of seconds, I came across something straight out of a comic book.

The retired residents, all trapped in organic pods of transparent slime. A couple of fluid organic humanoids not bothering to hide themselves were carrying a few eggs inside what I presumed was their ship.

"Hey!" I shouted in a new voice that did not sound it would come from a healthy pair of lungs.

Why would I announce myself to the invaders and have my presence known? One simple reason.

I had to give them a chance.

"These people are not for stealing!" I couldn't come up with anything better at the moment. Keeping it simple and direct was the best thing for a high intensity situation, which is why I kept the fact that I already killed one of their own to myself.

"We're not stealing." One of them gurgled, their organs visible through their bodies. "We're harvesting, and you better run while you still have the chance."

"I'm warning you." I stated, getting back down into a runner's position. "Leave in peace, before I leave you in pieces."

They laughed just as I hoped they were taking me seriously. I'm not sure if I still came off as a kid to them, or they were just that confident there was nothing I could do to them.

I remained in place, waiting for their allies to return so I could take care of them in one go.

"You think you can harm us?" One of them challenged, stretching their limbs into long whips. "What can you do alone, against all of us?"

I followed his gesture, seeing that back up had finally arrived.

Then, I did exactly as he suggested I do.

ran.

Becoming a blur of speed, my claws shredded their bodies like the snot rags they were before they could feel any of the pain. Unknowing if they could pull themselves back together in the state I left them, I returned my focus towards getting these people out.

One egg at a time I raced the victims back near the entrance. Originally I wanted to get everyone outside instantly, but that proved too tiring after a few so I just trimmed down the workload and brought them to the last tunnel with no other paths other than freedom.

Five, ten, seventeen, twenty six, thirty four, each time I passed I saw the bodies of snot closing in on each other, collecting into a single organism that was quickly growing frustrated with my intervention.

After the last pod was removed to safety, I swept the area and inside the ship ten times over to make sure no one was left behind.

With eight minutes at least left as an alien, I still had one more problem to take care of. As a speedster, I could stretch eight into eight hours easily.

"Our food!" The single towering threat cried as I ran back out. "That little pest! Come back here now so-!"

Returning just as it asked, it gasped in horror by what I had brought. A large plastic pool filled to the brim with water balloons. It was Arizona in the summer, there were dozens of homes across the state that were having fun to beat the heat.

It rose an arm, either for an attack or to shield itself. I didn't give it the chance to figure out. My arms whirled a storm of colorful sacks of water at it, each one exploding on impact and dissolving chunks of its flesh into lifeless goo.

It screeched as I pelted it relentlessly, its form shrinking with every pop that came over it. By the time I ran out whatever was left was squirming over its own dying body, too torn apart to form a coherent word.

Good, I didn't want it on my conscience that I executed an enemy begging for mercy.

Grabbing the pool with plenty of water sitting in it, I spun it around myself before releasing one end to drown out the suffering.

With a final splash, the invasion was no more.

I had faced my first alien threat, and slaughtered it leaving no witnesses to my actions. The omnitrix was still secret, Max and Gwen would still be safe from Vilgax's attention.

I only realized that I had been standing over the grave when I heard the tell tale alert that the omnitrix was about to time out. For XLR8, that was plenty of time to get back to Vera's home.

Timing out as I slid through the doorway, I nearly tripped over myself and into the body still left as a gross puddle on the floor.

"Ben?" Gwen called out hesitantly from the bathroom. "Is that you?"

"Yeah, it's me." It wasn't really, but I had been 'Ben' over a week now. Heading over to the bathroom door, I heard Gwen unlock it as I approached. Bad idea, if I wasn't me I could just open it up, like so, and-

-have a shower head blasted all over me. Ok, guess Gwen was still being careful.

Grabbing the towel next to the door and drying my face, I didn't need nor want Gwen to apologize for playing it safe. The girl, the ten year old child was still shaking with fear and adrenaline.

"It's ok now." I could say with certainty. "Everything's alright."

"W-what about the aliens? What about Grandpa and Aunt Vera."

"Safe." In their pods but still safe. "I just have to clean up the mess I made."

"I can help." She weakly offered. "Just, don't leave me here alone."

Glancing at the red dial of the omnitrix, it would still be a few minutes before I could turn into XLR8 again and put everyone back in their homes. Not sure if I could get them all right, but most of them should have family photos or ID's I can confirm in their rooms.

"You don't have to." I reminded, patting myself down with the towel.

"I want to." She was determined to participate in some form or another, staying true to character despite the awful experience she must have had. Even if I didn't want to get her involved, she might need to anyways given all the other things we would face in the near future.

I've been lucky so far, even with my foreknowledge it was only going to get me so far.

"Ok then." Leading Gwen out from her hiding place, I started checking closets for some kind of mop or rags that would serve to scoop up the pile of death that still lingered in the home.


It was almost nightfall by the time they woke up.

Max had done his stretches, was about to go through his routine before he spotted us sitting in front of Vera's television. "You two are up early."

"You're up late." I corrected, still keeping my eyes on the screen with Gwen. I had cooked another meal for us, just some crisp burritos as I stayed away from anything slimy. I expected Gwen to have grabbed her laptop and distract herself from what had happened.

Instead, she chose to stay right here, not wanting to be alone for a second. I didn't care what was on, and I doubted she did either right now, so I decided to see where my life and this one differed.

Cartoon Network was how I remember it, even most of the ads, just a couple things missing and a few new things to take their place.

Max checked the clock along the wall as I heard Vera begin to get out of bed. "It's seven thirty, I don't normally count this as early but it's not that late."

"P.M."

"What?"

"Seven thirty, P.M." With Gwen's nod of permission I turned off the television, getting up so we could both see Max and Vera alive and well. Almost like nothing had happened.

Max checked the watch on his wrist, squinting at it agreeing with me. "That can't be right."

"Oh Max, did you make these?" Vera had pulled out the leftovers from breakfast and lunch that I had stored away from the fridge. "If you folks were getting hungry you could have asked and I would be more than happy to whip something up."

Max eyed the meals, glancing back to us for an explanation. "Did you two cook?"

"Ben did." Gwen dumped it on me, not out of malice or teasing but just because of the simple fact that I did it.

"Oh wow!" Vera came over to give my hair a ruffle. "Didn't know you were quite the chef Ben! Maybe I could show you some of my own family recipes!"

"I'm not that good." I didn't have the patience for most cooking, and my attempts at jello in the past had been less than satisfactory. "You should try it before you make any hasty judgments."

"Right." Max was examining everything critically now, trying to decipher what exactly had transpired but he kept his thoughts to himself. "I'll just heat this up."

The adults left to the kitchen, Gwen leaning over to my ear to whisper as their backs were turned. "Should we tell them?"

"If they ask." I doubted they would. That was the perk about having the face of a kid.

No one expected me to know all the answers.


Huh, I ended up writing this chapter a lot sooner than I thought.

Welp, I guess I can post it.

Let me know your thoughts and what episodes you would prefer I focus the chapters on.

Chapter 3: Fight or Flight

Chapter Text

My Name Isn't Ben

Chapter 3

One thing that I felt I needed, when I really didn't, was my music.

I could go without it, especially when I had something else to do, someone to talk to, a nap, or a story to immerse myself in. There have even been times where I could just zone out and just let my thoughts run wild.

That last option was something I was doing my very best to avoid.

The fact that I had killed a bunch of aliens, the fact that I was ten years old again, the fact that this body was not my own, my life back home….my family, my friends, my soon to be wife.

I NEEDED a distraction, and I didn't have my days worth of songs on demand.

Who knew how much I was addicted to Spotify?

"Hey Grandpa?" I called up from the back of the RV, Gwen sitting across from me but content to simply watch the slow changing terrain.

"Yes Ben?"

"Could we listen to something on the radio?"

"Well sure." He happily complied as he began his long winded method to get the radio functional. "What are you in the mood for?"

It was when I realized right then that my favorite band didn't exist then. Starset wasn't my only option for music, but it occurred to me it might be years before I could hear their stuff again. So, I went with a classic, one of the few cd's my dad always played on road trips.

"Red Hot Chili Peppers?" I proposed, Gwen curiously glancing towards me in contemplative silence.

"Oh, I didn't know you liked them." Max seemed curious about my choice as well, as if Ben would never have associated with the band. "I'm sure we can find them somewhere, they are popular."

The moment the thrum of the chords rested upon me, I was finally free from the back of my mind screaming that I didn't belong here.

I'm going to need to ask if we can stop by a music store so I can pick up some cd's. How common and cheap were music players in 2006?

As the road took us by a forgotten western ghost town in the distance, the long abandoned ruins called out to the stored recesses of my mind. Was this a memory of an episode, or one of my own when exploring places like that? The haze of reality eluded me to an answer.

Hopefully we weren't missing anything important there.


As the gentle strums along one of the more calm melodies washed over my mind, I nearly forgot about my wrestling with what is real and what isn't. Reality was a rude awakening, and it reminded me so when my body was yanked as Max stomped hard on the brakes.

Were we being attacked by aliens? Mutants? Super powered beings? Magic wielders? As my small frame was flooded with adrenaline I leapt past Gwen and up towards the front of the vehicle to see none of the above, yet still a dreadful sight.

A collision up ahead, a large tanker connected to a semi truck and an unfortunate vehicle caught in its grasp. Flames were licking up all the spilt gasoline on the scorching desert road, and I saw the driver of the larger truck slamming desperately against the passenger side tilted towards the ground pinning the door stuck.

Ben might have immediately went for the watch, but I wasn't Ben. I had lived a life and had seen a similar accident at one of my workplaces and had to respond immediately.

That's exactly what I did now.

"Kids." Max was starting to unbuckle himself, eyes deadlocked onto the building inferno. "Stay here while I-BEN!"

I was already out of earshot when he called out seeing me running straight to the scene.

"Call 911!" I yelled out to one of the bystanders who had pulled over, awakening them out of their stupor. Without looking back I ran around the debris, already knowing my destination.

It couldn't be a coincidence, before and now I could see the driver trying to exit out of the very door that gravity was pulling them towards. Their brain wasn't functioning enough for them to realize that it wouldn't budge and they had to climb.

Leaping up as flames began to encircle the semi, my hands latched onto the steel plate that assisted drivers to step up into their vehicle. Ignoring the heat that was rising along my back, I swung my legs up, reaching up for the driver side door and yanking on the handle. I could feel the mechanism unlock, but the door was heavy for me.

Bracing one foot along the side of the semi, I squatted down and heaved.

The driver, fortunately not harmed unlike the last time I had to deal with something like this, turned towards me and saw freedom creaking a path open. He began to climb as I adjusted my grip, slipping my fingers into the sliver of an opening in the door and pulling with everything I had.

I couldn't fully push the door to rest in an open position, but I had created a large enough opening for the man to exit. Once he was out, I let go as the weight of the door slammed itself back down.

"Ben!" Max's voice, commanding and more firm than the roaring inferno around us, alerted me to a path being carved out of the fire by a portable fire extinguisher the older man wielded. "This way, now!"

I didn't need to be told twice, and neither did the driver as we both leapt down, heels crashing into the pavement with a blunt force I wasn't fully prepared for. Stumbling as I tried to outrun the flames that continued to build, fighting back against Max's onslaught, the driver I had just assisted picked me up with one arm and ran through the closing gap.

All I could see was the road moving under me, my body shaking with each thundering step the man hoisting me took as he sprinted from the tanker. Then there was a flash, a burst of heat, and I forced my eyes to close.

Yet never at any point did someone let me go.

"Ben!" Gwen's voice stuck out as I was placed down onto something to sit on, Multiple hands checking me over as I had no strength to resist. Taking a risk, I opened my eyes, seeing dozens of adults standing around me in the road.

I was sitting on the hood of a car as Max was looking me over, checking for any injuries. With a stern voice laced with concern and reprimand, he spoke only to me ignoring everyone else. "Ben, do you realize how dangerous that was?"

Yes, I knew very well. "That's why I had to get the driver out as soon as possible."

Max actually took a moment to think over my words before responding, something that I rarely saw people do especially towards children. "Why did you feel you had to get the driver out?"

"Because I could." Barely, and I was lucky I could given how I forgot in the heat of the moment how little strength a ten year old body had in comparison to my last one. One thing I had learned in life after facing multiple stressful, or near life threatening situations, is that everyone is responsible to help if able. Too many times had I watched people who were supposed to be the adults or those of higher authority that should have taken charge but didn't.

Max didn't say another word to me, instead he refocused towards the emergency units that had finally arrived to handle the remains of the crash, then back towards everyone that was eyeing the 'kid' that had run head first into danger.

"He's alright everyone." Max assured them to try and give me some space. "I'll talk to him about this more, but for now-"

"Hey." A man stepped through the crowd, the truck driver with his handlebar mustache, mullet, and white tank top. Getting over how he was the embodiment of a stereotype he leaned down to put a cautious hand on my shoulder. "Thanks little man. You saved my life."

I hated being the center of attention like this, and I never knew how to earnestly take a compliment. Yet I didn't want to be dismissive of him in any way like his life wasn't that special. "You're welcome."

As Max guided me back to the RV, I could see Gwen keeping watch on me as she followed us right in. It was hard to decipher what exactly she was feeling, there was probably a lot she was dealing with after seeing the whole alien thing, and now this.

Perhaps the absurdity of having her cousin be a superhero was what allowed Gwen to easily process things in the show. Great, now I'm thinking of a cartoon like it holds true to reality. Though for this world that I've found myself in, maybe there were unspoken rules that I was not aware of.

As soon as we got back in the RV, Gwen stood right before me, shifting from foot to foot as I could tell there was something she wanted to bring up.

"Ben." Max was settling into the driver seat as he motioned to the one next to him. "I'd like to talk some more about this, the sooner the better."

It sounded like there was an offer to put it off until later, but I wasn't that shaken up about the whole thing. "Ok."

Gwen retreated back to one of the backseats, escaping from whatever topic she struggled to bring up as I put my seatbelt on.

"So, what is it?" I asked, wondering how Max would feel about Ben running into danger without knowing he had powers.

"First, I want to say that was very brave of you." He was honest about that at the very least, guilt twisting in me as I knew he was under the impression he was talking to Ben. "But seriously Ben, you ran in there alone, without training, and didn't even call out anyone to help. Most of those adults back there thought they would see two people dead instead of one. I worried about the same thing for a second, or at least I would have needed to focus on helping you instead of helping the driver."

That made sense. It wasn't just about me putting myself at risk, I was taking people's attention away from someone in trouble and making myself a priority for rescue by throwing myself head first in there. It's one thing to see an adult in trouble, but way more would risk themselves if it was a kid.

To them, I was that kid. Perhaps the fact that I carried myself as an adult had them think twice about it but I can't keep overlooking the fact that no one besides myself, sees me as anything but.

"Do you understand?" He questioned, to which I replied with a silent nod of affirmation. His serious persona evaporated, leaving the lighthearted grandfather that I had seen most of the trip. "Good. Now, if you don't mind, let's keep this between us for now. If your mother found out I know she would cancel our summer trip before it really began."

Eager to switch topics, I jumped on the chance. Summoning the best face I could of child-like wonder and excitement, I responded. "So what do you have planned for us next?"

"Oh ho." He chuckled as he focused back on the road, our summer vacation continuing. "You're going to love 'it'."


What was it? It was somewhere in a town that probably had a whole page of Guinness world records dedicated to it. I don't think either Gwen or I expected one of the highlights marked out on this roadtrip to be a town full of cheap 'look at me' gimmicks.

It was pretty amusing really, every place we saw they had the world's biggest 'insert random thing here'. Maybe that's why Max was so enthusiastic about it, was because of how ridiculous it all was and it was fun just to go along with it.

"Sparksville." I read along the large gift shop sign.

Hold on, that rang a few bells, enough for me to remember this was actually in an episode. A maniacal little electrical alien right? As I did my best to recall the details, we were approached by an unenthused mayor who needed a shave.

"Welcome to Sparksville." His exhausted monotone voice rolled out. "I welcome you, seekers of wonder."

The next thing I knew, Max had thrown two tickets towards Gwen and I as he went to check us into the motel. "Stay close you two, keep an eye on one another."

Was that a que for Gwen to make sure I didn't run into any other fires?

"Ok Grandpa." Gwen nodded as I searched for where these tickets were supposed to be used.

There it was, a ticket booth with no line, and the mayor standing at the ready. There was a good chance that this man had invested his own money into all of this. That's how a few mayors from what I remember got into the positions that they did, they had some business or investment that made the town stand out in some way or another.

Walking over with Gwen following alongside, we discovered all sorts of wacky things to catch our attention. Now, none of it was very interactive or thrilling so I could see how a kid would be bored with all of this. I did my best to make the most of it for Gwen who had been getting quieter and quieter this whole trip.

"Alright Gwen." I stepped in front of her, ready to pose the challenge. "The one who guesses the most attractions wins."

"Wins what?" She was playing along so far.

"Something from the gift shop." Then with a smirk I added another rule. "Loser's pick."

That way, both of us could have some fun and whoever had to spend their saved up allowance could keep it in a reasonable budget.

"Ok." Some of the tension began to loosen, Gwen contemplating her options. "But we can't count something we've already seen so far."

"Of course."

"Then, what about the world's biggest candy bar?" She cracked a smile, as the competition began.

Racing from one attraction to another, taking it in, arguing if it counted or not towards one of our guesses, and immediately moving to the next, we managed to have fun again. We managed to be kids.

For the first time since I woke up two feet shorter, I forgot who I was.


"This is the last one." Gwen pointed to the large barn where 'it' resided. "It's gotta be the world's biggest block of cheese or butter churner."

"I'm pretty sure the largest block of cheese would be in Wisconsin." I added, though I wasn't sure if that was true or not. But if it was anywhere, I would bet there or that 'cheese vault' that the US has somewhere if it still exists.

"Ok then Ben." Gwen put her hands to her hips, confident she would be closer than I. "What's your guess? Double or nothing."

She was goading me, Gwen was ahead but I had a little bit of foreknowledge up my sleeve. "World's biggest rubber band ball."

"Really? You're giving up like that?"

"Oh I haven't given up in the slightest." I marched right ahead, reading each sign that warned of no cameras, no electrical equipment, no touching, no-oh, we better mind the signs.

As the spotlight came on inside the barn, the overly large sign lifting away to reveal what 'it' was, I relished in Gwen's shock as before us stood a towering ball of rubber bands that loomed over us.

"No way!" She cried in disbelief.

It was a little unfair on my end but I savored the victory. "Told you!"

"You cheated!"

"How?"

"No way were you actually guessed the main attraction was a rubber band ball! You must have known!"

"The rule was we couldn't have seen it before." I reminded with a fat grin on my face to rub it in. "This was in the barn the whole time, and I've never been here before or even seen a photo of it."

"But how?!"

As much fun as I was having right now, I couldn't help but be reminded that this was where it went wrong in the show. The longer we stayed here the bigger risk there was of disaster. I started marching right to the exit, Gwen following in defeat behind me.

"Come on." I led us right towards the gift shop, getting as far away from this place as fast as possible. "It's time for my prize and you better pick a good one."

Without needing to force Gwen to leave a rather bland attraction, we got there pretty fast and I had to say the gift shop seemed more entertaining than the attractions. At least with all the stuff in here you could use in some form or another.

There wasn't much that seemed practical to me though, except for a watch with a laser pointer on it. That was cool, if only I could wear it.

And just like that I was reminded of how much of a fool I was forgetting the omnitrix was on my wrist. It was fused to me to the point where I treated it as part of my body by this point, one that I could have used to easily minimize any risk to the driver and probably prevent the truck from exploding. I was caught up in how I would do things that I overlooked the fact that I did have superpowers, if only I wasn't so hesitant to use them.

While I had to internally debate over the pros and cons of usage of the omnitrix, Gwen tapped my shoulder to get me out of my head.

"Here." She held out a small brown paper gift bag. Oh, my prize.

"You know, you didn't actually have to." I said nevertheless, accepting the gift as I reached out to it. "Thank you though."

Gwen pulled it out of reach, keeping it away as she made a demand. "This isn't you Ben. I want an answer about what happened to you."

That was something incredibly hard to answer. 'Hey, I body switched with your cousin and never denied being him this whole time, tricking you and Max.' Yeah, that wasn't going to go well even if she believed it.

Keeping quiet wouldn't do me any favors though. "Would you prefer I act like the Ben you knew before?"

"No, definitely not." Gwen deflated, losing the joy that I had just managed to bring out of her. "But besides acting like a decent person….I can't believe I'm saying this but I'm worried about you."

"Is it because of the dangerous stuff?"

"Well duh." She rolled her eyes before finally meeting mine again. "You ran off to handle the alien thing, which I'm still having a hard time believing, and you ran right into that fire. I thought you were playing hero at first but….I can't help but think you're not happy and that you really do have a death wish."

Hold on what? That's what she got from this? I'll admit, I haven't exactly been happy about this whole situation. I'm really trying to just have fun but it's hard because….I don't know what's going on.

I admit it, I'm finally admitting it I'm terrified because I have no clue what to do about this. Did I just vanish from my life? Are my family and friends desperately looking for me still or presuming I'm dead? My fiancé, did she think I abandoned her?

The very thought made me sick to my stomach, the twisting welling up in me and I could barely hold it in. I wasn't suicidal, but I wasn't happy in this new life. It wasn't bad, but it wasn't mine.

I miss my life.

Before I knew it Gwen was wrapping me in her arms, squeezing me tightly as if I would run away the moment she let go. "You're family Ben, and I care about you."

It hurt even worse because she was talking about Ben, not me. She didn't care about me, no one in this world did. If they got to know me, know how I stole someone in their life, they would outright hate me.

There was no winning, no matter how many disasters I avoided or dangers I faced.

I felt halfway dead already, but I wasn't planning on letting Ben die.

"I promise." I began to utter. "I don't have a death wish."

Gwen pulled away, finally presenting the gift back towards me. "Here, I thought out of everything here you might actually like this."

Shoving it all back inside, living in the moment and pretending like I belonged with newfound isolation I pulled out what appeared to be a walkie talkie.

"It looks like a walkie talkie." Gwen turned it over in my hands, showing the package description. "But actually a radio and a music player. You seem to actually relax when Grandpa put on the music you asked for so, here."

"Wow." No really, wow. Not only did I think it looked cool but….this was really thoughtful. This wasn't the kind of present I wouldn't expect Ben to really like but, this meant a lot to me. "Gwen, thank you."

"You'll have to get a memory card though and download some songs to it." She continued as she found it easier to ramble on about the details of how it worked than to accept my thanks. "If you got some cd's, I could use my laptop to transfer the music over."

I may not know how to get back to my life, if it was even still there, and even if I still haven't accepted my circumstances fully at least Gwen seemed to accept the kind of person I was, even if I was wearing Ben's face.

"Alright." Gwen started towards the door towards the sideways motel that I was really curious about how it would feel sleeping in a bed on the wall/floor. "Let's get back to Grandpa, he probably finished checking us in a while ago."

"Gwen." I called out before she left. "This was really kind of you, and I really needed this."

"It's just, payback after you saved me from the alien." Gwen brushed it off, the two of us heading back to the motel.

She was starting to open back up again, and maybe for the better this time. "Do you want to talk about what happened back in Arizona?"

"Not, really." She admitted, fear flashing over her as she recalled what she had seen so suddenly. "But soon."

Gwen was trying to accept it, something I could relate to.

Aliens seemed like the least concerning thing to me at the time. We had avoided so many for so long with only one real incident.

How long until I would have to face them in earnest?


Back on the road the next morning, I stared out the window as we were leaving the western side of the US. Most of my life I had spent in the western side of the US, and now we were leaving it for now to go to states I had never set foot in before.

I'm not sure how Max was able to drive this much. Sure I liked driving for long periods too but after ten hours I wouldn't be up to getting back on the road the day after.

Gwen was on her laptop again, a good sign I guessed. As I looked over her shoulder I could see multiple tabs open with various informational websites. Some were random facts about various subjects but I could also see some about places we had been, places we could possibly visit, places we were going to be.

Is this why Gwen was considered so smart in the show, or here? Because of her passion to know so much about everything around her?

I found myself reading behind her for a bit, finding out history, culture, wild life, and all sorts of things about Oklahoma that I hadn't questioned before. All I knew about the state before was where it was and its name.

That only lasted so long before I felt a little carsick.

Max began pulling off the main road, heading through whatever town we were at to find a gas station.

"'Zombozo's traveling circus of laughs?' Cool!"

That name screamed evil clown, and looking out towards the sign that Gwen read she confirmed it. Does the yellow teeth, the heavy dark rings around the eyes and the shadow over casted from his twisted gaze trigger no danger response for her?

"What do you think Ben?" She asked, getting me involved because of course this needed my attention.

I have been to carnivals, festivals, fairs, and all sorts of gatherings with circus themes but I can't say I've actually been to a real circus before. Yet this wouldn't be a real circus, not in the world of Ben 10 and not with the killer clown advertisement.

Here it was, another chance to try and dodge yet another needlessly dangerous situation….yet if we didn't intervene the act would continue, more falling victim to this trap.

"Alright." I agreed as I tried to plan out my next steps. I doubt I would be having much fun this time around.

"I haven't been to a circus since I was a boy." Max chipped in as he began to turn the RV towards the detour.

I hardly felt like sitting, so instead I got up fighting the urge to pace back and forth to conceal my nervousness. Neither of them were aware of my foreknowledge or the omnitrix. After yesterday's plunge into flames they were keeping a close eye on me.

Gwen at least knew of aliens, but as I recalled her being targeted because of her joyous youth I elected to keep her as far from me this time. Max, even with his previous career, would need convincing from me to actually be wary of the clown and his supporters. Helping out with chores and being more mature than expected doesn't mean he would believe me without solid proof.

For now I would have to bide my time, wait for an opening before I could do anything. Unless I wanted to make it known to them now, just turn into an alien right in front of them and get it over.

Then the paranoia of how it could go wrong so fast cemented my will. Vilgax could be on my tail right now and I wouldn't know it, or how they would discover I might have more secrets beyond the omnitrix.

Fear was my enemy at this very moment, giving me every worse case scenario of if I exposed myself a little more.

I'd rather fight a demon clown right now.


As we walked through the ticket booth, I was reminded by one good thing about being in a new body. I could smell again, and each stand we passed was a glorifying sensation that rumbled my hunger. Funnel cakes, corn dogs, and over a dozen different things deep fried to a crisp golden delight.

"You feeling hungry Ben?" Max asked as he could hear my stomach over the town making their way through the fun and the treats.

"When isn't he?" Gwen jabbed in a friendly manner, showing a sign that she was really accepting who her cousin had become.

"Just a bit." I admitted, feeling a craving for every sweet that passed in someone's hand. That's right, as a kid my taste buds were different and my metabolism high. Which meant I could eat anything I wanted in short bursts. Oh how tempting it was to break the healthy eating habits I had spent years developing in my own life.

"Well the lines are short for the booths." Max was too kind, keeping an eye for anything our hearts desired and willing to make it happen so long as it was reasonable. "Why don't we grab something to munch on during the performances?"

I may have been over eager with such generosity, but it continually felt rewarding as I devoured three corndogs, a snow cone, a hefty bag of kettle corn, half of Max's funnel cake, and now my sites settled on Gwen's cotton candy.

"Hey oinker." She teased as she protected her treat, yet a hint of actual caution seeped through. "You ate enough to fill a cow. This is mine and I'm not sharing."

"He must be ready for a growth spurt." Max commented as we began approaching the ticket booth for entry to the largest tent. Holy crap I had eaten all of that before we even got to our seats? I don't think I ate this much as a kid and not often as an adult.

One summer I grew a whole foot in my last life, if I could achieve the same results this summer trip that would put me on the shorter side of adults and maybe I could be taken a little more seriously.

"Step right up and see the fingerless freak of nature!" An announcer in classic white and red stripes pointed out to a large imposing figure stomping his way onto a short stage along our path.

No hair, sickly pale skin, and a thick fingernail jutting up from his brow.

Serious, this place had such an appealing and inviting aroma that I overlooked the fact that this wasn't supposed to be a normal circus. Again, the details and blur of reality had left me overlooking where exactly I was. In the show they didn't have the animators sketch out every little booth with lively shop sellers in every spot.

How many other threats were lurking behind the veil that was my own perception? I couldn't blend the two worlds together, reality and cartoon. Everything here looked real, felt real, and for all intents and purposes it was.

But the fictional world crafted to tell a quick action packed story every week did not fit into the experiences of my previous life. It was always separate, reality and cartoon.

How was I supposed to alter my mind to convenience a world where both were one in the same?

Woah mama. I did not remember that circus girl with the super hair being that attractive.

"Let's go!" Gwen yanked at my arm, pulling me away from the spectacle. "We're going to miss Zombozo!"

It sounded ridiculous, and I was having a hard time believing still that we were walking right into a trap laid to suck out the joy of every person in attendance. I had to get out, I had to stop this before any real damage was done.

"I need to use the bathroom!" I stated, about to run out to find that machine that was the center of their operations.

Max had been all to watchful of me though, snatching me before I could get out of their sights. "Woah now Ben. Do you need to go that bad?"

My urge to immediately shout yes almost left me, but Max looked almost more skeptical of me than worried. Had I messed up? Slipped in some way to reveal one of my secrets? I wasn't trying to act like a kid but he couldn't guess I'm not Ben right?

"Come on." With a firm tug, Max brought me along. He was still warm with me, careful and in no way angry. Yet he wasn't letting me stray far. "There could be a bathroom in the tent right next to the stands so no one misses the show."

I preferred to think he just really wanted all of us to see the main attraction but I knew that was lying to myself.

I didn't run, I was just a bundle of nerves as we walked up the stands with the crowd flowing in preventing a quick escape. Indecision rooted me to just play along still, to be a witness to the main event, the threat. In the back of it all, tucked out of the attention of the lights pointed towards center stage I could begin to make it out. A towering imposing mechanism that seemed empty, lying in wait for its meal.

It had my attention for a moment as I thought I had finally found the source of the danger, until I saw it.

The little red car zoomed on stage, the oversized shoes stepping out, the frilly shirt with the glass orbs along his sleeves reflecting the faces that it wanted to steal the souls of, and finally his hat tipped up for me to see the sickening grin paired with hollow hungry eyes.

My heart clenched in my chest, beating faster and faster as my palms tightened under a thin layer of sweat building. Controlling my breathing, never blinking as I dared not look away, I recognized something was overcoming me. Something primal, an instinct that screamed danger.

I had faced an alien threat before without feeling anything but cold, stern resolve. Why was this so different? Why was my body responding to a clown as something worse than what I felt about Vilgax looming somewhere over the planet hunting me down?

It wasn't me, this feeling wasn't me. It was Ben's. Somewhere engraved in this child's body is a reaction so powerful it transcends all of my logic.

After Zombozo's dance with the car acting as a bull, he gazed upon the crowd and I cowered, I actually ducked away from his immediate gaze to make sure I wasn't detected. What was wrong with me?

Between the shoulders of the adults sitting in front of me, I saw him, and I was terrified that he might have seen me.

"You're all gonna die laughing. That's a Zombozo guarantee."

Why was everyone laughing all around me? He just threatened them all with death! Better question, why would anyone think a clown was serious? My reaction was beyond just knowing his intentions, I was genuinely registering him as a threat to my existence.

"Now for a volunteer." I hated the way his tongue snaked out, I hated his face, I hated his outfit, and I hated the way he eyed Gwen.

It hit me, Ben's fear is what was messing with my head, my attention and my plans. Ever since I knew what I would be facing today it had thrown me out of whack until it was all crashing down on me to where I was useless.

But there was a difference between Ben and I. Ben's instinct was to run while I was rooted in place. Ben sought for a way out, while I kept looking for a way to face the clown head on and disable his abilities.

Ben's body told me to run, but as much as I avoided violence in my previous life, I always felt myself pushed to fight when things got scary.

Flight or fight, and I never ran away.

"Me!" I yelled out while plunging my hand into the air. It actually stumbled Max's laughter at how sudden my tone changed to something that a child could never match. Still, whatever spell Zombozo had placed on the crowd was already taking root and they all continued to laugh, just a little more softly now.

"What a brave boy!" Zombozo cheered me on, waving me to come through. "But why don't we put a smile on that face?"

The more he focused on me, the more that bubbling hatred grew as I strode down the steps and out into the spotlights.

"Why so serious?" Zombozo taunted with that stupid grin, those disgusting teeth. "Eager to grow up to fill a pair of shoes?"

He flopped those ridiculous slabs of rubber out, making everyone else laugh at the pointless pun. Everything he did, everything he said I hated more and more the closer I got to him, the more I was exposed to him.

All of that panic was swiftly sharpening into a knife that wanted to shred him a part until he was no more. The idea of his existence insulted me, and I wanted him to stop.

I wanted him DEAD.

Zombozo had finally stopped focusing on the crowd, his smile lessening as I was merely ten feet away from him. It took all of my conscious restraint not to choke the life out of him as he suddenly rose from the ground, hovering around me with that hose connected to his back.

My nose could pick up on his rotten breath and I wished I never got my sense of smell back.

"You don't seem happy to see me." He still spoke aloud, putting on a performance. "Why can't we turn that frown upside down?"

"Pack up." I demanded through gritted teeth as I glared towards his glazed eyes. "Leave before someone gets hurt."

"Oh someone will get hurt all right." The clown that I despised more than anything floated up, snapping his fingers to summon a large wooden mallet. "Hasn't anyone told you that love hurts? And no one loves making people laugh more than me!"

The man slammed the ground before me, the walls of dirt becoming a gaping maw that threatened to enclose me in certain death.

"Let's see if we can squeeze even an ounce of joy out of you." Zombozo threatened, before I had vanished into the trap. The last thing he saw before the dust settled, was a flash of green.

"A disappearing act ay?" The clown hovered over the spot I was just in, searching the dust for any remains. "I don't like being made a fool by anyone other than myself!"

A groaning of metal resounded through the buckling laughter, Zombozo spinning left and right for what might be causing it. He couldn't see what was happening, he couldn't see me, and that's when I struck.

The very nozzle connected to his spine snapped out, possessed by a black liquid metal carrying veins of green circuits, and latched around his ankle. Zombozo spun around in anger, before it became the fear he had put in me earlier.

I was his worst nightmare now.

As Upgrade I had taken over the very machine he developed to drain the energy from all those who felt happiness, joy, and fed on it like a greedy king. The contraption became altered under my influence, the framework holding it up converting to powerful legs that stomped out towards him, the glass containers that reconfigured people's energy became dozens of piercing glowing eyes, and all around me wires and pipes converted into tendrils snapping with energy.

"Wait a second, this isn't part of the show!" Zombozo cried out in frustration, then yelled out as I had caught his ankle and thrashed him through the air.

They laughed, choking on their tears and spit as I could feel the audience actually believing this was still the show as I mercilessly dragged the clown through the dirt. While controlling the very machine that fed off it, I could detect that it flowed through the air and was absorbed into Zombozo's body.

He gained strength in their cheers and the adrenaline shooting through his heart, and grabbed onto the limb I held his leg with and tore at it.

No, I wouldn't let him escape.

I shot out several more limbs to ensnare him, sending dozens if not hundreds of volts through his body. He spasmed, his bones highlighting and hair frizzled like his very existence was crafted to be amusing no matter what he wished.

Caught up in the moment I failed to notice anyone approaching me until a sizzling pain ran up my leg. I pulled away from the source, turning my large body around to see the circus trio had returned and the one with a foul mouth had tried to melt one of my legs.

"Help me you fools!" Zombozo yelled as he fought with refound vigor to escape. I slammed him like a small animal to cease his squirming, my several green eyes burning brighter as I gave them some attention.

"Rah!" The largest of them charged ahead, and I blinded him with a blast directly to the face.

The other two smartened up, running around me in two different directions to try and divert my attention even further.

If I was a simple, human mind it could have been challenging, but I was a cold calculating machine now with dozens of sensors at my command with the ability to create more. I became a hurricane of metal whips, storms of thunder rolling off of me with hot beams slicing through everything in my path.

They lasted all but two seconds before one of them got snagged or hit by a glancing blow, and once they failed to keep moving I unleashed a torrent of rage against them. Their bodies became bruised, burnt, and dripping with trails of blood from some of their cuts. None of it was lethal, but they would not be leaving a hospital anytime soon.

"YAAAHHH!" The dumbest one of all, the toe for a brain charged after he had gotten back up, and I punished him with a stomp of my leg directly onto his small body before hammering the message into his thick skull.

Don't get up.

"Ugh." The clown pitifully whined clawing at the dirt underneath him as he tried to drag himself away.

A creature so vile, so inhuman it made aliens seem more relatable, I carried out the pleasure of putting it down. Coiling several sparking wires around him, stinging him with pain on every inch of his body every second, I opened the center of the mechanism to reveal a gaping furnace with rows of teeth dripping with arcs of green plasma.

I had converted his aspirations and his life's work into the very thing that would doom him. I halted his body just over it, letting the heat singe his hair. The clown was at my mercy, he was beaten and powerless to do anything. I had already taken his machine and dismantled every twisted mechanism into a new purpose.

My body had been telling me earlier that I needed to kill him, to erase him so I didn't feel so threatened. What was he now to me other than a sack of useless meat that happened to speak? Was I really going to kill someone and take pleasure in it?

I had become afraid of myself, of what I had become, and I saw that very fear in the cowering, swelling eyes of Zombozo. It wasn't just his face becoming swollen, his whole body was inflating! Just like a balloon until he popped into a cloud of confetti.

This wasn't my doing, or at least not my final intention. The part that troubled me most is that I wanted it, I wanted him dead all because I feared him so much.

Now I felt the same about myself.

The crowd erupted into applause, they enjoyed it too, the brutal violence, the senseless aggression. What was wrong, the world or my place in it?

Completely disassembling Zombozo's contraption as I pulled my fluid mechanical body out of it, I made sure to keep myself out of anyone's attention as I went to the injured trio.

I knew how to treat some of these injuries, and they still needed to be restrained. Who knows if they would actually be convicted of their crimes if there was no one to report them in the first place.

There was still work to be done and only two minutes, if that, were left in the omnitrix. That device that could turn me into aliens, but I had turned myself into a monster by my own will.

I needed to control myself, and by extension the powers I wielded.


"Ben!" Max called out in almost a panic as I found the man with Gwen searching for me. He rushed up to me as I braced for the sudden hug. "Where did you go? When the show ended we thought you ran off and-"

"Calm down, I was just in the bathroom." Not a lie, after all the food and excitement I really did have to go after I wrapped up as much as I could. If he believed me or not he didn't say.

"Make sure to have one of us with you next time." Max's eyes seemed heavy, and taking a look at Gwen she didn't seem as active either. Probably some lingering exhaustion and dizziness from Zombozo's work.

"I can go to the bathroom by myself." I assured, trying to ease their minds. Taking a glance around, I could see several employees packing up the stands, the food, all with uncertainty. Their boss was missing and his direct underlings missing, of course they're confused by a crowd that was relatively lively still. Their hit and run tactics would be no more, but they still didn't seem comfortable enough escaping their routine. "Looks like the circus is wrapping up early. Why don't we find a place to camp for the night and cook up dinner?"

"I guess." Max said as he took a look around, coming to a similar conclusion as myself but he didn't know why it was all over so fast. All those minor suspicions were connecting, and I could see it in him as he probably noted how I was the one who kept steering him away from the mysteries. "Come on kids, let's get going."

Already taking the lead, I didn't want to linger around any longer. I wanted to immerse myself back in nature, the campfires and the starry summer skies that were the grounded elements of reality that I found comfort in. Pulling out some earbuds, I put one in as I tuned my gift from Gwen to a station that was playing some relaxing folk music.

Yet before I could escape in the instruments, I heard Gwen speak to Grandpa in almost a whisper.

"I'm worried about Ben."

"Me too Gwen."

And thus, continued the longest road trip of my life.


I know a few of you are waiting and eager for the eventual reveal of the multiple secrets "Ben" is keeping. Trust me, I want to get to it too but I want to focus on building up the suspense and craft a scenario that will be rewarding when they are revealed.

As you saw, things didn't end like they did in canon, but it's also hard to see how these changes would actually impact things in the story long term given how the bad guys are still defeated and the heroes walk away.

Tensions are rising due to the changes though, and I guarantee they have an impact. It will just take longer to see them since these characters aren't having short one off developments like they do in episodes.

Now, which episode in season 1 should be visited next?

Any tag recommendations would be appreciated.

Chapter 4: Animals

Chapter Text

My Name Isn't Ben

Chapter 4

"Zombozo's circus was once viewed as a place of heartwarming laughs and fun, but just yesterday their show had been shut down early due to malfunctioning equipment that injured several star performers. When first responders arrived at the scene, they found there was much more behind the curtains. Several stores had reported robberies while they were closed for the events in town, and many of the missing jewelry, cash, and other personal belongings were stored alongside nearly a hundred thousand dollars worth of stolen goods. After tracing back the circus's long list of visited locations, each of them saw a major spike in thefts while the fun was in town. It wasn't so fun for any of the victims, and now in a twist of fate the perpetrators for these thefts have been left bruised and broken in their own act and will likely face an early retirement in prison if they manage to fully recover. The machine in question that put an end to the serial thefts is still under investigation as to what it's function is, and the creator and mastermind behind the crime only known as Zombozo is now missing. Police are still-"

I switched off the radio as the signal was beginning to fade, taking out my earbuds as I could feel the brakes of the Rust Bucket crawl us to a halt.

"Why don't you two use the bathroom and grab a snack while I fill up the tank?" Max recommended as he turned off the vehicle.

A snack sounded good, but I would prefer something closer to a small meal to satisfy myself until lunch. Maybe a hot dog? A Costco hot dog sounded really good right now.

As I went with Gwen in search of such delight, walking up and down aisles of goodies, I couldn't help but notice Gwen would keep to whatever lane I was on. If she was contemplating a box of something while I rounded the corner, she would put it down and follow me, restricting her options to whatever aisle I was in.

I wish I knew why she was doing this, I had guesses but there was little chance of her confessing why if she even knew.

Electing to end the chase, I just found a box of white cheddar Cheez-Its and called it good. "What are you hungry for?"

"Me?" Gwen pointed to herself, taken aback by the question. "Um, maybe some fruit bars?"

"You better grab some now then, Grandpa's almost done."

"Ok, yeah, sure, totally."

Gwen crept towards the end of the aisle, only needing to take a handful of steps to reach the product on the other side of the shelves. After an awkward round of seconds she finally left my sight. Come on Gwen it's literally on the other side it's not like I'm running off the moment I-

This world seemed very intent about not leaving me alone, as an explosion sounded outside near where the Rust Bucket was parked. Three individuals dressed in thick black leather with customized motorcycle helmets to conceal their identity while also mirroring it.

I might have just let the police come to handle it, if it wasn't so familiar and if the leader wasn't packing some serious sci-fi heat. No way law enforcement was equipped to handle it, and any doubts about getting involved vanished as I saw the weapon pointed towards Max's general direction.

Whirling around, checking to see if there were as many cameras back in a 2006 gas station as there were in my time, I saw none and only a mirror in the corner that no one was looking at.

Shoving my thumb onto the activation button of the omnitrix, the very device that anchored me to a life of non stop threats, I pleaded for it to give me something that I chose. Let me choose, if I don't have a choice about what life I get to live at least let me decide how I fight my battles.

In a flash of green, I found myself weightless, unbound to the physical world as I traveled untethered to sound, sight, touch, and even life.

"Ghost Freak." I uttered in a raspy whisper, invisible to all and especially my targets. They were selfish enough to take what wasn't theirs, but their self absorption led them to violence against the weak, the bystanders.

I may not be innocent of gruesome actions, but I never aimed my violent tendencies at those who were not harming others. It made me angry.

Flying straight to the one armed with a weapon beyond what this world should ever have at this time, they never noticed as I reached inside of it and began tearing every wire I could find. Next I considered my next tactic, assaulting with blunt force trauma?

No, a pull on my thoughts taught me that I couldn't just hurt them, I could control them. I can turn their violence towards each other.

Possessing the stockiest one, I waited until one of the members was scrambling for as much cash floating around and struck my heel into their side. I left them, leaving them dazed and confused as their new opponent got up in rage.

"What was that for?!" She screamed and threw a fist of her own. The leader took her attention away from the malfunctioning weapon, coming over to regain control of her subordinates.

"Fight about who gets what after! Right now we-"

Taking over the arm of the one who had just received the kick, I aimed the spiked knuckles and pummeled them alongside the woman's helmet to send cracks all along the visor. They were already so unstable, so reckless and quick to offense that it became a three way squabble. None of them were a team anymore, they were competing for who could leave with the most money.

My work was done, with only a couple of harmless blows they would squabble until the police caught up, and when I turned back over to see Gwen running out to Max I knew I had to somehow explain how I vanished again.

"GAHHH!" A guttural scream came out from behind me, my single eye traveling through the tears across my skin to widen at the sight of blood.

One of them had stabbed the leader, right in the side with a knife they must have had on them.

No, I didn't intend this, I barely left a couple of bruises and they went this far?

"I'm sick of you Joey! You keep pushing us into your crummy plans and we barely get anything out of it after risking our lives!"

"Ugh." The woman stumbled back, clutching the weapon in her side and fought the urge to yank it out as red began to run down her jacket. "The name's, Rojo. And anyone who crosses Rojo gets-"

"Let's see if they put it on your grave." The other reached into her pocket, and I flew out to stop it all before it got worse.

Reaching into their heads, by some force I didn't know I scrambled their thoughts until they slumped over until falling helplessly onto the road.

Sirens came around the corner, and once I spotted an ambulance alongside the fleet of police I rushed back to the Rust Bucket. My thoughts screamed at me to stay, to help out in anyway I could but the solid fact that I didn't know how to treat stab wounds nor did I know of a way for Ghost Freak to help I left.

I ran, and I hated it.

Once inside, I could hear Gwen and Max yelling out for me. If I delayed any longer their suspicion would be heavily warranted.

"How do I change back now?" I asked as I tugged at the dial in my chest. Ok, Vilgax could turn Ben back with a touch, future Ben pressed the button in the center to change Ben's form to another alien, there were really only two mechanisms on the omnitrix now to interact with. The outer rim, and the dial in the center.

As my pale claws hovered over it, I finally became aware that this was probably the first time I reflected back on my body as an alien. I was so far from human, a mind inside a foreign body. I wanted to be free, to be back in control of my own body in my own life.

"Please believe me." I rasped as I fiddled with the device, hoping the alien within could hear me. "I know better than anyone else how much this sucks."

In a flash, I was back.

My human feet thudded onto the floor I was just hovering over. Without a moment to lose I went over to the Rust Bucket's door and flung it open. "I'm in here! Is everything alright now?"

Max snapped over to me, sighing in relief to find that I was in the safety of the vehicle instead of charging headfirst into the danger. "There you are, good thinking getting to safety but please-"

I tuned him out as Gwen was right behind Max, shivering, quaking as she quickly stepped up into the Rust Bucket. Her chest kept rising and falling, eyes wide open and locked onto me as if to remind herself that I was here.

Something was very wrong here, and as someone who worked with kids before I could spot it a mile away.

As Max hopped back into the driver seat, eager to leave, I pulled out the gift Gwen gave me and placed an earbud near her while giving her something to tether her mind to. Something calm, something familiar, and what better way to get your spirits up than with some John Denver?

I was glad for the distraction too, because when I glanced back towards the crime scene I thought I saw them pull out a large black bag.


This was getting too out of hand, events becoming too sensitive to change with any slip causing devastating consequences. So far I had simply reacted in each moment, and then gone and tried to immerse myself in a semblance of normal. Not sure why I kept doing it, why I refused to participate in the madness this world produced despite being in the protagonist's shoes.

Did I feel they didn't fit me? Of course I did, this wasn't my life and I desperately wanted to wake up in my own bed.

Whether I like it or not, whether this really was real or not, I couldn't throw what I didn't accept to the side anymore.

That included the frog's tongue noodles.

"Don't we have any sauce we can add to these?" Gwen asked as she poked at her plate.

"Come on now, it'll just cover up the rich flavor." Max encouraged her to try it, slurping up his own dish.

What's done is done, whatever had happened to me happened and however I reacted before was the past. Rolling my wrist over to stare at the omnitrix, I had to come to terms with the powers held within because there was only more danger coming our way. Who knows how much practice Ben got with it turning into aliens anytime the urge hit him?

Me, I haven't even tried all ten options yet and none of them twice. The only good thing I had going for me is that I managed to turn back early on command, something I had to figure out how exactly I did. My natural aptitude for technology was going to help me master the omnitrix's functions way earlier than the show depicted would, giving me one edge on my sword.

The other edge of that sword was with the rare opportunity I had, knowing what was coming. I could prepare countermeasures. The one thing that was convenient about the show's layout was how separate many of the events were. Many episodes featured one time villains, one time dangers, and so long as I dealt with them swiftly they wouldn't return. Others though, the more threatening ones with potential to change history would become unpredictable after a first encounter with them.

I've always known I'm not Ben, and I can't expect that his enemies would react the same to me.

"You feeling ok Ben?" Max had set down his fork, eyeing me and my lukewarm meal. "You haven't even tried your meal yet."

"I'm fine." I had zoned out too long, and I tried to dive right back into the moment by scraping up a large mouthful of the greasy 'noodles' and tried to swallow them in one go.

It didn't work out well at all, and it only convinced Max that I really was sick when it all came back up instantly.

At least Max wouldn't be making that again anytime soon.


One thing that isn't shown as much in the show, was how much camping they really did. Stepping out into the authentic woodland air, I peered up through the dense forestry to see the rays of the sun bleeding through the gaps between the layers of leaves. It was so real, I could almost forget and just pretend it was me seeing this with my own eyes instead of through someone else's.

"Weren't we going to D.C. today?" Gwen asked as Max was setting up the tent.

"I thought we'd take it a little slower, ease up a little." Max finished up quickly through his well practiced maneuvers. "This has been an exciting trip so far, and a lot has happened."

Yeah, most people don't happen upon multiple crimes in a month let alone a year unless they live in a really bad part of town. That's not even including the aliens or monsters.

I definitely wasn't complaining though, it was always a bucket list item to camp out in West Virginia. I was about to lay down on a particularly soft looking spot of grass, then remembered my time in the outdoors in Virginia.

"Do we have any tick spray?" I asked, already trying to search through the supplies for it.

"Ticks?!" Gwen practically leapt back into the safety of the RV upon hearing the word. "Are they native here?"

"Very likely." Max gave me that look again, like he didn't know what to think of me having such practical knowledge on everyday stuff. "I have an all purpose bug spray that will do the trick."

He wasn't even subtle about it when I tucked my pant legs into my socks. Or maybe I wasn't being subtle about the fact that most kids didn't exactly think of that unless they're native.

Too many times I had thought about pretending to be an oblivious kid, to pretend to be Ben. No, I wasn't Ben and never would be. I was me. I wanted to be me again and no one else.

My head was getting cramped again, all those thoughts and feelings that I had tucked away were growing into a tumor that threatened to cut off my ability to function.

"I'm going to get a fire started." I said as I began to look around for any dry sticks. Harder to do in such a humid climate but I knew how to find them.

"Oh Ben!" Max yelled out, and I turned just in time to intercept a can of repellent just in time. That, right, nearly forgot. After a quick spray over myself I was ready to circle around the campsite.

There was always plenty of dried leaves to use as tinder, and a few twigs to get a flame going, but as for anything to burn for longer I would have to venture farther from the camp. Peeking over towards the other two, I expected one of them to declare they were going to join me or to stick close to camp. Instead they just let me wander around, farther and farther without so much as a word between the two of them.

I'm not surprised that I was naturally becoming more estranged from them, but it was nice around the beginning once they got adjusted to my general attitude.

If they were giving me solitude, I would accept it, so long as I could manage the mess that was becoming of my head. I wasn't oblivious, I was using every mental exercise I could think of to keep my sanity. Trouble was, I don't think any sane person could handle waking up in a life that wasn't their own.

Maybe that's what I was, insane. Still I chose to believe I wasn't and repeated some calming exercises.

One step was just stopping to examine every sense, the sight of the rows of green before me, the crisp old wood against my palms, the after taste of the water from the Rust Bucket's sink, the scent of something foul and rotten.

Geez that smell was absolutely putrid.

It only took an extra whiff to identify it was a culmination of the ingredients that Max had been working with earlier to supposedly cure my upset stomach. I don't see how anything with an odor like that could do any good.

So much for clearing my head, but still I tried in vain to continue with the last time.

Sound, footsteps slow but firm in their path. It couldn't be Max because he was preparing his poison, and Gwen would have a faster lighter pace and probably calling out for 'Ben'.

There was something else in these woods with us.

Now that I was much more aware of my surroundings, I could hear no birds no bugs, the woods were silent. My hand grazed the omnitrix, my only means of defense. Being so quick to rely on it was something I can't let become a habit, yet it would be a vital skill in life and death scenarios.

Was I just being paranoid again? This summer was packed with danger at every corner, and as far as I knew this wasn't one of the episodes.

Yet how many threats could Ben have faced outside of the cartoon?

A large snap of a branch sent a jolt through my legs, rushing me to camp as fast as I could. Each slam of my shoes along the ground sent a quake through my frame and my eardrums were overcome with every heartbeat growing louder inside of my chest.

I couldn't have gone that far, but it felt like it was taking infinitely longer to get back sprinting than it was strolling a short distance away.

"Gwen, get back!"

Max's shout only provoked me to push even harder, faster, stronger. Whatever I was worried about was real, giving me no hesitation as I burst out of the tree line and leapt into the fray.

I could make out the red of Max's shirt, Gwen right behind him as I threw myself ahead and soared up onto the table as my finger shot into the activation button.

Black, fuzzy, and BIG. The limbs were much thicker and longer than they should be. It was dancing along the definition of black bear but it was wrong. Still, I did exactly what I had done many times working on farms.

I roared.

"RAAAAAAHHHHH-!" Standing as tall as I could on the table, reaching up high with my palm resting on the extended dial of the omnitrix, I felt my throat ripping apart as I forced every molecule of air to scream out in a powerful statement.

You are in my territory, leave now!

"-AAAAHHHHHHHHHHH!" Just as I could feel my lungs twisting in on themselves, whatever this creature of midnight wearing a tightly fit disguise of a bear groaned in a whimper before taking a step back. It was giving in, being cautious, I had to press forward still.

"GET!" Max backed me up, giving a short bark of a command as he easily proved to be the biggest of us despite me standing on the table.

It jumped back, startled before letting out a few huffs of defeat and wandered back to where it came from.

I could finally relax, catch my breath and lower my arms as the omnitrix was still ringing and ready to be activated. I canceled it, letting the dial fall back in without a transformation.

"Wow kids." Acting like we just saw a spectacle at Yellow Stone, Max gave out a chuckle of amusement. "It's not everyday we see a bear, and black bears are naturally timid. Good thinking Ben using its fear to-"

"Max." Turning back around with my voice shot, I stared down his deceiving gaze. "That wasn't a bear."

That winning smile that could put anyone at ease dropped a fraction. "What makes you think it wasn't a bear?"

"Ben's right Grandpa." Gwen pointed up towards the branches that had barely skimmed the creature's back, almost twice as tall as a normal black bear. "Black bears aren't that big, and its legs were too long. I was researching the local wildlife but that didn't match anything I've ever seen before."

The man was quiet, keeping any further excuses and theories to himself as he turned back to the meal prep laying half completed, with my foot still in it.

"Sorry." I hopped down, cleaning the bottom of my shoe in the grass.

"Why don't we sleep inside the Rust Bucket tonight?" He finally offered, giving a false sense of security for us. Yet it was probably one of the most well modified vehicles in disguise. "I'll even cook up my signature wild hog dogs."

Gwen and I hoped it was just a slip of a tongue.


Something I didn't know that I missed, were bunk beds. With a smaller body, I could easily fit in the smaller bedding, but that didn't mean sleep came easy. It was getting more and more difficult, every time I began to relax my mind drifted back to happier memories, memories of exploring the tunnels under the high school, memories of racing through the night along backroads, memories of playing a game with family….

Memories of sitting on the couch with her head on my shoulder.

I missed her so much, we were going to have a life together and just barely a week before our wedding I was taken away from the life I had worked so hard to build up. I had finally found someone to live for, and I might not see her again.

Ever.

I was only barely aware enough to control my breathing, grabbing the pillow and stifling any noises that escaped my mouth without permission. Why why why why why was the question that continually raced round and round my collapsing mind.

Until a whisper, a gentle nudge of reality gave enough pause to let me think again.

"Ben?" Gwen's voice, low and quiet, spoke from below. "Are you awake?"

Peeling my face away from the wet layer on the pillow, I rolled over to see the moonlight reflect against those young, innocent eyes. Once she saw me looking down towards her, she spoke up a little.

"Grandpa's not here."

What?

With a sudden urgency, I was able to put all of my troubles aside because there was something important happening right in front of me to take care of. Slowly I slid out from the blankets, dropping myself to the ground and rolling my feet along to still any noises I might cause. Sure enough the makeshift bed that Max was supposed to be using was empty.

Where did he go?

Without the man present and no one else asleep I spoke up a little more. "Did you see him leave?"

"No, but I thought I heard the door close a second ago and the bathroom is still open." Gwen sat up a little more, hardly appearing sleepy at all. Something was keeping her up and I doubted it was the same reason as myself.

"He better not be after that thing." I cursed, peeking through the closed blinds along the window.

"Is it an alien?" She said the last word like it was forbidden.

"I don't know." Maybe it was ok to lie to kids at times, but I couldn't think of any good reason to. "I doubt it though."

"Then, what was it?"

Who honestly knows, between all sorts of aliens, supernatural beasts, experimentations that mutated-

"It's mutated." I realized. We were near D.C. This wasn't some random event, this had to be one of the unseen results from one of the Ben 10 villains. Dr. Animo, that man seemed obsessed with his pursuit of genetic modification and no way did he not have countless experiments before developing the means to transform beasts in an instant.

"How?" Gwen asked, and I couldn't just reveal my knowledge without a proper filter.

"Could I borrow your laptop?" For Ben, she would probably deny him the request.

Yet for me she wordlessly reached down to her bag and pulled it out. I sat down next to her on her bed as she fully sat up, powering it up and typing in her password. I also couldn't help but notice she went into another setting for fingerprint password.

Did 2006 have this technology this readily available for an affordable price? My theory on Gwen being extremely well off was looking more and more accurate each day.

"Here, you should be able to use it now." She handed it off to me, and it only took one search of 'illegal genetic experiments near me' to get a link mentioning Doctor Aloysius James Animo. It was a little more challenging to find some photos that were close to what we saw. The internet wasn't laid out in a way I was overly familiar with, yet several restrictions and other censors weren't as present.

Then there it was, the bear.

"Geez." Gwen leaned further over me, pitying the creature locked in such a tight cage with all several surgical wounds along its skin. "This guy is cruel. I can't help but feel bad for it, even if it was scary."

Max went out there, what was he intending to do?

I tried searching for more recent news about him, to see if I somehow missed something that would have required intervention. Nothing so far, his attack might not happen until we're in D.C. Then again, we could very well be off schedule either staying in one place longer because there was no need to flee or leaving sooner because we didn't use up time fighting villains.

We could very well be off track, just passing by developing crises before they are apparent. It could be too late as well, how many threats to the planet were there in the show that only needed a single day? There was that big alien tick thing in Yellow Stone from what I recall, that was going to devour the entire planet.

Was there anything I could do to make sure we could be there in time to stop it? What about everything I couldn't think of from the top of my head?

"Are you ok Ben?" Gwen asked, making me pull my hands away from my worsening headache.

No, I really wasn't. But I did what was becoming natural at this point, I lied.

"I'm always ok."

Unsure if she believed me fully or not Gwen gave no arguments. Then in the silence of the night, barely louder than the whispering winds through the trees, I became on edge.

Footsteps, treading lightly but way too close for comfort.

Closing Gwen's laptop to erase any light, she caught on just as any child would when they feared being seen up too late on their games. I had barely managed to pull myself onto the top bunk, rolling into my blanket as the door clicked open.

My back was to the door when they came in, preventing me from confirming it was Max without giving myself away for being awake. If it was Max, I could easily excuse myself for just waking up upon his return.

If it wasn't, the intruder would be well aware I had witnessed them.

My fear kept me frozen, senses blaring with every disturbance as whoever it was made their way to the sink. They barely creaked the faucet on, and if they were focusing on it then I could dare risk to peek over to them if only to calm my worries of the unknown.

When I could make out Max's frame, I managed to let out the breath I didn't know I was holding.

Yet my worries didn't ease up, as I saw the item he was holding under the water. The green translucent crystal shard, with blood and fur being washed away from its gleaming surface.

The future was changing before my very eyes, and it was hunting me down.


No sleep that night, and it was becoming harder and harder to fight the yawns that threatened to escape my lips. Still, I was determined to be awake, to be present and alert for anything and everything. Staying up and on my feet helped, but I soon found that my mind was spacing out frequently from the present.

"Which one did you like Ben?" Max's words suddenly yanked me back to reality, and I had to scramble for an answer that fit.

"The Washington Monument?"

"Um, Ben?" Gwen tapped along my shoulder as if I was still asleep. "We haven't gone to that one yet."

Crap, I had to scramble for excuses and I had to make it good. "Well maybe not directly but it's hard to miss. Nice to have something to reference in knowing where you are without needing a map."

When I pointed towards the tower of stone, the others glanced over and saw the landmark sitting in the center of many of the attractions. All day today we've been in D.C. checking out several monuments, historical landmarks, and as good as a look we're going to get of the White House.

The weirdest thing about all of this, was that I had been here before.

This was the first destination on our road trip, in this world, that was a place I had witnessed in my own version of reality. Last time I had gotten a Minecraft D.C. shirt, but Minecraft doesn't even exist yet.

It was dizzying, because it was so familiar yet I was in a whole new body with people I really didn't know that well that were so familiar with me. It's like I just body swapped with some other tourists and my body with my family was somewhere walking around, just around the corner.

I knew that couldn't be the case even if they did exist, if I existed here, because we visited D.C. sometime in 2014. Yet logic wasn't working very well right now because I still had no idea how I ended up in this situation despite my best efforts.

Without an answer that my mind was desperately searching for to make sense of it all, I had to drown out the overflowing anxiety of things being so close to what I knew. Putting an earbud in, I just tuned into a local station. I didn't care what music it was playing as long as it wasn't rap.

Luckily, they had a rock one that was coming through clearly. I was discovering that a lot of songs that were popular during 2006 were actually a lot of songs I listened to regularly. It made it easier to pretend like everything was normal.

Just like all good things it didn't last, because just as I was mentally singing along to Breaking Benjamin it was interrupted by something else, something that could only exist in a cartoon.

I paused, giving my full attention to it which only earned Max and Gwen's.

"What is it?" Gwen questioned as Max started taking another look around, others who were casually around radios were now very invested towards what they had to say.

"Let's get back to the Rust Bucket." He decided before either of us could come to a conclusion. "We'll go somewhere for dinner, and I'll let you two pick out a spot."

"Really?!" Gwen, excited by the chance of eating a meal with normal ingredients was ready to leave. "In that case can we go somewhere with Mongolian barbecue? We could-Ben?"

I wasn't following, still rooted in place as I could make out just what emergency was being broadcasted. An assault on a Megamart, large beasts, theft, in the area riding an oversized aerial creature.

Dr. Animo was on the move, and I knew where he was going.

"Why don't we grab something from a food truck or a cart nearby?" I proposed, pointing over towards the many options around the Smithsonian museums. "Or we could get in two more places before they close then go to dinner."

"We can go to them tomorrow Ben." Max turned himself towards where he parked, trying to coax me into following. "They'll close soon anyways, and once they do everyone will be rushing to dinner."

"It's still a little early for dinner isn't it?" I couldn't argue for long without seeming suspicious, but I wasn't seeing a way to win so easily. "Are either of you hungry right now?"

"I mean-" Gwen came to my rescue unknowingly. "-there's still time to go to at least two more, and half our day tomorrow could be taken up by a single tour. And Ben's right, it is early for dinner."

Max, with a reluctant sigh he caved in before smiling fondly at the two of us. "Ok, let's stick around for a little while longer."

The battle was won, a fight I didn't expect to happen. Max wasn't just weary of my behavior, there was a battle of experienced alertness as I watched him keep an eye on everything that moved around us. I would be worried if he wasn't honestly, because there have been too many oddities around us all summer and they are slowly creeping out from the shadows.

Today though, that could be different.

This wasn't something I could just run off and fight on my own without a witness. No, Animo was a public menace, a villain through and through whose first act was to openly defy the laws of nature just to….well I can't remember the exact details but I know he attacks a museum here with a mammoth and a dinosaur to reanimate their corpses.

That man was a genius I'll admit, a mad genius. It's a shame he was so brutal in his methods ignoring safety, otherwise his research would have thrown humanity into a new age where creatures could be created and modified to accomplish any task all while under control.

Then there was death, reanimating cells that have been dead millions of years. Who knows how much you could recover from someone who had passed away in the last couple of decades? Humanity would raise up leaders and influential figures who changed the course of history before in hopes they would guide us again.

Yet if they were still under control of whoever resurrected them….on second thought every page of Animo's research should be burned.

A large firm hand suddenly yanked on my shoulder, my eyes snapping up to see a person I nearly ran into without thinking.

"Watch out Ben." Max warned me gently as he crouched back down to see my tired saggy eyes. "Ben, maybe we should call it a night. You look tired."

I was. I was so tired but I still had work to do. Thankfully Max had snapped me out of my jumbled thoughts as I double backed to a very important point. I couldn't keep this a secret forever, it was getting harder and harder and I knew all along that these two were supposed to be Ben's support right alongside him.

"Can we talk?" I asked, and judging by both Max's and Gwen's reactions they were waiting for this chance.

"Of course Ben." Max guided us over to a nice bench, right outside the museum that advertised an event happening tonight.

Once I sat down my feet reminded me how long I had been walking and how sore they were. The urge to just slump over and nap right there was so tempting, but I sat up straight, Gwen sitting right next to me and Max decided to crouch down again to be eye level with me. It was odd that I decided to do this in such a public area, tourists and locals walking by hardly six feet away.

Yet I was running out of time, and I knew that telling them before they found out was for the best, to keep what little trust they could have in me. As I tried to find somewhere to start, how to explain it all, I felt my gut swell up in my throat choking any words from coming out.

If I tell them, the illusion is over. I will never have that escape of having a normal life, a normal trip with people who viewed me as one of their own.

I had to remind myself it was going to happen, one way or another and the choice would be taken from me.

Swallowing the lump, wiping my sweaty palms, the patient and kind man before me waited until I was ready. I wasn't, but I was going to do it anyways.

"Do you remember what I said, after the first night we camped?"

Max thought hard, reflecting back on what I might have said that was so important. Odds were he dismissed it because it sounded like just some random thing a kid would say for fun. I tried to help his mind work it out, turning over my wrist to let the omnitrix be front and center in the conversation. Gwen noticed it, but she too didn't recall my confession.

"Sorry Ben, I can't say I do." Max gave up right before Gwen jumped in.

"Does it have to do with your watch?" She pointed right at the device that never told the time. "Are you feeling guilty about it?"

I'm guilty alright, but not for the omnitrix, but for stealing Ben from them.

"Ben." Max regarded me as if I took a candy bar. "Does that watch belong to you?"

Did it? It wasn't intended for me, and not even for Ben, but it's not like it actually belonged to anyone as far as I knew. Vilgax claimed ownership but no way was I handing it over to him.

"Back at the campsite, that night, a meteor fell." It was so unusual, to reflect back at the events through my own eyes but also the memory of the show blurred over it. "Except it wasn't a meteor, it was metal, round, and it opened up."

The two didn't give any indication they were believing me or thought I was lying, but so far they were just listening.

"This was inside of it." I held it a little higher up. "I haven't used it very many times but when I have, it's turned me into aliens."

Both of them believed in aliens, I knew it. Max from his days as a plumber and Gwen's traumatic exposure to them. I hardly wanted to go on, but now that I was confessing this burden I had to continue to speak up.

"When I've used it it was always to stop something, those alien who kidnapped you and Vera, the ATM robbers, Zombozo and his circus who robbed people of their possessions and their souls, and just recently I-"

"That's enough Ben." Lowering his head in defeat, Max took a moment to collect himself before worriedly looking back up to my youthful, anxious face. "If you're not ready to talk about it, I won't push you. But the longer you bottle this up-"

He didn't believe me. I almost laughed to myself because of course he wouldn't. Despite all that he's seen, all that he's faced, and everything that's happened so far to raise his suspicions as high as possible he still can't accept the fact that a child is telling him aliens are real.

No one believes me, no one trusts me for anything important, and maybe that's not because I'm ten years old. Perhaps that's just me, I seem untrustworthy and prone to lying no matter what I do.

Even in someone else's shoes I can't escape my own fate.

Standing up, not bothering to listen to what they had to say, I just wanted to move on and pretend this never happened. Pretend that I wasn't Ben, that I was me again on my trip in D.C.

Until a piercing cry echoed above, a large shadow passed over us until the walls of the museum were crashed into. With mighty arms Max yanked Gwen and I under him as chunks of rubble were thrown out, screams pouring out in waves all around us.

"Run!" Max ordered, and I complied.

"BEN!" I could hear Gwen scream out in panic as I took off, right towards the source of it all. Animo, you have just picked the worst time to do this. Pushing my small body past all of the adults fleeing, being knocked around like a pinball, I grew more and more agitated.

I was tired, upset, frustrated, so many things seemed to just be piling up on me and now I was presented with a lunatic who decided to use one of the most gifted minds for petty purposes.

And now all these people wouldn't MOVE OUT OF THE WAY!

My brain wasn't willing to let me think properly, so without a plan I only focused on the task in front of me. This body was too weak, I needed a bigger, stronger one to get in there.

With a shove I activated the omnitrix, venting my aggression and slamming down the dial the moment I saw the perfect alien to make a punching bag out of Animo's mutations. Within a flash of otherworldly green, I stood taller than anyone with piercing golden eyes.

They jolted back, seeing my form as others got bruises just from bumping into my diamond hard skin. Hold on.

"You displayed Four Arms!" I yelled out at the omnitrix dial on my chest, shaking my head as I realized I was yelling at an inanimate object. I really was tired.

Without further delay I sprinted ahead, following the path of destruction and feathers that passed through the museum holding priceless moments in Earth's history. I wished I could have seen this place before Animo wrecked it.

"Yes, yes!" I heard his mad voice just around the corner, and as soon as I made it I saw his sickly yellow skin with a cobbled together contraption wrapped around his torso and skull, giving back life to a long dead mammoth.

"ANIMO!" I bellowed out as I pointed my sharpened arm towards him. He turned around, intrigued by my form and not threatened in the slightest. Cocky jerk. "Stop this right now! No one's doubting your intelligence but your means are unethical!"

"Unethical?!" He stomped like a pouting child. Guess this wasn't the first time someone's told him that. "My research would have changed the world, allowing us to control life to form into its most optimal evolution! Instead, I will make humanity learn first hand what happens when you dismiss Doctor Aloysius James Animo!"

With a finger he pointed at me, uncaring what I might be, he just viewed me as another obstacle. The Mammoth charged at me, and I at it. We ran towards one another picking up speed until I leapt right towards its face.

It wasn't supposed to be alive, so I made sure to put an end to it by jabbing my bladed arm into its eye and pushed. Crystal shards jutted out from its insides, slicing through every muscle, tendon, organ, anything that was keeping it moving. Knowing nothing could survive after that I pulled my arm out, reconverting it to a normal hand instead of a deadly weapon.

Glaring ahead, I saw Animo wasted no time in seeing how his work fared against an unknown. He really shouldn't turn his back. Running ahead, following the trail of claw marks his enlarged cockatiel, it wasn't long before I saw Animo already working on converting a skeleton into a zombified dinosaur. A T-Rex, with ribs exposed and flesh barely holding itself together.

Where did all of the mass come? The more I saw Animo's work first hand the more disappointed I became in the wasted intelligence.

As soon as the creature took its first steps, I held out my arm and threw a javelin of green diamond right into its skull. It screeched out, Animo glancing back in shock at how quickly I dealt with his last pet.

"Perhaps you are a specimen worth studying." He contemplated as the fossil refused to die. "Yet perhaps, another day. Today I will have my revenge!"

How stereotypical, so much so I grew angry at how stupid the logic of this world could be and thrust my hands into the ground, erecting towers of crystal knives that cut into the dinosaur from all sides, pinning it until it finally gave out in shuddering spasms.

Animo flinched, taking me seriously and going for his bird.

"Oh no you don't!" I was about to shoot out a barrage of crystals until a trunk wrapped itself around me. Acting quick I grew out anchors from my feet to keep myself rooted in place so it wouldn't toss me aside.

These things didn't want to die twice, well I didn't want to kill them twice either but they were getting on my nerves.

"RAH!" I cut myself free, the chunks of flesh falling around me as the Mammoth cried out. Extending my anchors through the ground, two walls of glimmering green smashed into both sides of it, holding it in place with no room to wiggle free.

"Ben!" A panicked young voice yelled out, one I recognized instantly and pulled me from the stormy emotions clouding my judgement.

Then I saw her, Gwen running into the open with shaky hands and wide eyes snapping all around. Once she spotted me, she halted, quivering at the mess and my merciless persona. Maybe if it was a cartoon I could have quickly moved on, focusing on Animo before he could escape.

Yet here I was, face to face with a real ten year old girl on the verge of panic, terrified of what I had done.

Terrified of what I was, who I was.

The next thing I knew two claws wrapped around her arms, yanking her from the ground and into the sky as a hostage.

"AHHHHH!" Her screams, a child's screams, it was so horrible to hear in person.

"Gwen!" It was Max's voice that called out to her, ran to try and catch her, but I knew I would have to act.

"Come on." I growled as I fiddled with the dial along my chest, unsure exactly what I was doing but having a rough idea. "Give me someone useful."

In another flash, I felt myself change instantly. Posture lowered, vision doubled, and more limbs than I ever had before. "Stinkfly, that will do."

I zipped right up into the air, following after the madman and leaving Max to give chase on foot below. It would take a while for him to get to the Rust Bucket, and longer for him to weave through traffic and figure out where we would be.

It was all up to me now. Time to be a hero.

Without anything else in the sky, I was able to spot them immediately. Animo was riding on top, Gwen still in the clutches of the massive bird as they soared above D.C. Where on Earth were the soldiers, the helicopters? This is where the three branches of government resided so why was there no immediate deployment to keep them safe?

Pushing myself, I began to gain on them. Animo must have assumed that a walking jewel couldn't touch him from up here because they didn't seem to be rushing.

Making sure to stay out of sight, following right behind as I lowered down to where the tailfeathers hid me, I could barely make out choked sobs coming from Gwen. Oh Animo if only you knew how hard it was not to just fly up there and stab my tail into you.

Instead I settled for something else to stab, and as soon as I latched my hands under Gwen's arms I swung my sharpened appendage right into the bird's foot. It's pained squeal drowned out Gwen's further screaming as I dove down to get her back on her feet.

"Please don't hurt me!" She begged, further breaking my heart by how much this poor girl was going through. So far each time danger was present, she was a witness, never knowing how much she could actually accomplish. I had sheltered her as much as I could, and the consequences were a fearful heart.

Even if I knew what her cartoon counterpart was capable of, how could I look at a fearful child and expect them to face threats that most adults couldn't handle.

"It's ok." My warbled speech tried to sooth. "I'm putting you down, I'm not gonna hurt you."

Setting her gently along the grass, Gwen's legs gave out under her as she collapsed on her rear, still shaking, still terrified. Each time I saw her like this the less I wanted her to be involved, because I would never let a real ten year old girl get involved in anything this dangerous.

That's what she looked like to me, a real girl scared and alone. Why was Max so willing to let kids face aliens in the show? I would have to face this conflicting internal debate later as I glanced back to where I last saw the bird. I saw a brief glimpse of its tail before vanishing behind the city skyline.

I needed to catch up.

"A-are you an alien?" She asked, crawling away from me. Yeah, Stinkfly wasn't the most visually appealing alien, or appealing in many ways. He was probably my least favorite but he proved his usefulness so far.

"Yeah, not all of us are bad. Well, not a lot of good ones show up to Earth but don't immediately assume they're all bad. Just, be cautious." I was rambling and the bad guy was getting away! "Can you contact your family?"

At the mention of it she scrambled in her pocket, pulling out a basic phone at the time. Not even a flip phone just a chunk of plastic with buttons and a small display.

"Good, have them come pick you up." My wings fluttered into a blur as I lifted off in a single bound. It was only after I got airborne that it occurred to me that I just pretended to be some random alien and not her cousin.

I wasn't her cousin though, but I just confessed being able to turn into aliens. "I have no idea what I'm doing."

Tracking down Animo that's what. After sprinting through the air, if that's even the correct word, I followed the last direction I saw Animo moving. I eventually made out the flapping wings in the distance. The man was definitely hauling now that he realized he was still vulnerable in the air.

I tried flapping harder, only making myself go up higher. This was my first time flying and while I was doing a whole lot better than I would have expected to have wings for the first time ever there was still a learning curve to optimize my flight. Whatever I was doing was going to have to be enough, Animo turning mid air and letting my straight path cross his new one.

I was almost there, just a few yards away but Animo's alertness spotted me. Instead of fleeing he aimed his creature at me. A bird versus a bug, not good odds.

"Stay back, pest!" Animo had his monster rear up, forcing me to dodge its beak and avoid the wind it was kicking up. "I will not be denied what is rightfully mine!"

I was too focused to try and come up with a witty reply, so instead I threw out globs of mucus from my eyes (I didn't know how it worked but it did) to blind the beast. It recoiled, hovering in place and giving me a short opening.

Flying right over the jaws of death I beelined it for Animo, latching onto him and pulling him from his pet.

"Let go of me!" He demanded, grabbing at my eyes as I decided to obey his command.

"Aaaahhh!" His yell alerted the cockatiel, the creature using its one unobstructed eye to target him and dive to rescue its master. I followed right after them, right alongside the bird and throwing a punch towards its face to make it back off. Giving a scratch with my tail for one final warning, I sent out a trail of mucus from my mouth to slap against Animo's chest, and as revolting as it was I slurped it up while flapping my wings as hard as I could to not become a splat on the road below.

The sudden jerk of motion threw off his helmet, the device cracking along the pavement and releasing a pulse of some unknown energy.

"Nooooo!" Animo cried in defeat, seeing his life's work break so easily.

"Shut up!" I shook him, slowly letting us down nearby some statue that was-a titanic memorial? I didn't realize there was an official one let alone it was in D.C. Luckily it was a vacant area, and after stripping him of his technology I cocooned him in my spit.

Yeah, this is probably why I hated Stinkfly.

He squirmed, wiggled in place but he wasn't going anywhere. Good, crisis averted. Now to go back and check on Gwen, grab the helmet and-

The beeping on my forehead warned me my time was running out, and with panicked flight I flew as far from Animo, from anywhere out in the open as fast as I could. With one final beep I was turned back into Ben mid flight. My legs tripped over themselves trying to keep up with Stinkfly's speed but no way could I have done that even with my real body.

Turning over, I could feel the sore bruises along my body as I laid there in the grass still clutching Animo's device. It was an exhausting day in more ways than I had the energy to think. I don't know how much longer I could do this alone, and no way did I want Gwen involved. Max, I would have to actually prove I wasn't just making stuff up to cope with whatever he guessed I was going through.

It all sounded so exhausting, and right now the warm sun, the cool grass, the quiet breeze caressing my face, it was too tempting. I closed my eyes, and drowned out this world I found myself in.


SI-Ben is going to have a lot of explaining to do the moment he gets back to Max and Gwen. I'm sure some of you are wondering why he's delayed telling Max and Gwen about this if he knows they are dependable allies in the show.

Here's a couple of points that I've written in, and I'll lay them out in case you missed them.

1. Everytime he uses the omnitrix it's a reminder that he's not in his own world, but instead one of aliens and monsters. Saying it outloud to the others, or even each use of the omnitrix shatters his illusion of normalcy.

2. While he knows Max & Gwen are necessary allies to Ben in the show, he sees them as real people. A real child, and a real retired man, not some animated characters but living breathing people. Who in their right mind would invite a child to go toe to toe with Alien Warlords?

3. Max doesn't want to believe that children are being roped into the world of aliens, and will deny any such thing unless the evidence is right in front of Ben and Gwen. This makes it harder when SI-Ben manages to work up the courage to tell them about the omnitrix without demonstrating it does what he says it does.

4. SI-Ben is also avoiding using the omnitrix unless absolutely necessary because he's aware its activation can be tracked. While he could logically use it before they leave somewhere to show them, this is a very convenient excuse for him to use the omnitrix less as stated in point 1.

There's a few other reasons but these are the top four. A few of you are also waiting on the edge of your seats for the big reveal, and trust me, after what just happened SI-Ben has a lot of explaining to do.

Chapter 5: Reality Check

Chapter Text

My Name Isn't Ben

Chapter 5

It was a simple drive, a route I took everyday to work. Up through the canyon in the late fall, the further I drove in the more snow littered the rocky mountains. Almost always I had some music playing, my smartphone plugged into the car to let the tunes drown out my thoughts as I immersed myself in the drive. This time was a rare time, no music, no one else in the car to converse with, just me and the road.

It felt wrong somehow, a pit of anxiety welling up inside of me. Did I forget something? My phone was plugged into the car, my keys running the vehicle, my wallet firm under my pants, and the weight of my flashlight hanging on the left of my belt. The last thing I could think of was my bag, so I peeked into the rearview mirror to try and find it.

Only instead of my NASA themed backpack, I saw a familiar face. It wasn't mine, but I had been wearing it for weeks now.

There he sat, the ten year old boy with unkempt brown hair, a white shirt with black trims and a line down the center, military green cargo pants, and green piercing eyes staring right back at me. Only the thing missing was the omnitrix, where was it?

As my mind was suddenly searching for it, I felt the weight of it on my wrist. A burning sensation crept up my arm, binding me in place as I was frozen in my seat and hands clamped onto the steering wheel. I was forced to keep driving, the edges of the road collapsing as my very world began to rip apart by an ethereal force. Trying as I might, the barren path was getting more and more narrow before me, and it took all of my awareness to not drive myself over the edge.

Then the distraction came, Ben started climbing up from the back seat with his eyes never leaving me. His face came right up beside mine, a cold breath sending a chill across my face. I

couldn't dare look away from the treacherous fragile path I was on, letting Ben have free reign to do whatever he wanted in the safety of my car, my soul.

In a hoarse voice that carried ice in each word, Ben spoke to me. "You want out too, don't you?"

Whatever this was, the road I was stuck on or the way I was forced to drive a path I never would have chosen, I found myself agreeing.

The windows began to grow darker as shadows rolled up from the fog manifesting outside the vehicle, my vision of where I was going becoming more and more obscure. It was only Ben's face that remained fully visible, the light of my dashboard highlighting half of his grotesque smile.

"Then, give me control."

"Why?" I managed to utter as some force began to close around my throat, further pinning me down into my own seat.

"Because-" I dared spare a glance, seeing only half of Ben's face as the other was shrouded in the creeping void, with a single piercing eye of deathly purple standing out from the smog. "-You want, what I want."

"Freedom."

The omnitrix that continued to burn across my arm began to burn so hot that I gasped out in pain. "AH!"

Snapping up with a spike of adrenaline, my mind was flooded by a second sensation of pain as my forehead hit something. It sent a pulse of dulling warmth across my face, and I winced with a hiss of regret.

After collecting myself and dealing with the pain, I glanced around to actually take note of where I was. The Rust Bucket, I was back in the safety of the camper with the burning sky settling down for the evening. I must have taken a nap again but, wait, that's not right.


We were in D.C., those creatures, Animo, I beat him and then I what? Did I get picked up? Did my sleep deprived self wander its way back to the only place I knew I could go?

Without the others here, I could only assume they were still out and probably looking for me. If I had a phone I would normally send a quick text or even call them. Yet here I was, a ten year old in 2006. Of course I didn't have a phone.

With no means to contact Max or Gwen, I was left with the only option to sit tight and wait for them. Given how I ended up separating from them, and after what I said, there was going to be a lengthy conversation when they got back and probably a lot of scolding.

Poor Gwen, she was probably being kept right at Max's side so he would at least have the comfort of knowing where one of his grandchildren was. Sorry Max, you had this well thought out road trip in mind and the stress of looking after us with escalating dangers is probably dulling your spirits.

I would try and do something in return, from giving them the assurance that I could take care of myself, that I could keep them safe from the dangers, and for starters something to eat. Moving over to the fridge, I tried to figure out just what I could make from Max's collection of questionable ingredients. At least he had some things I could work with.

I was just considering putting the leftovers away when I heard someone approaching, and after taking a peek out the window I was relieved to see Max with Gwen and….so exhausted. My heart went out to them, feeling a wave of guilt because they had probably spent so much time looking for Ben after all that danger.

"Come on." Max tried to snap Gwen out of her stiff silence. "I'm sure Ben is alright. He's got some sense and knows where we can find him. We'll go drive over to the station and see if he's-"

I opened up the door for them, Max's tense shoulder sagging down with heavy relief. With a hollow chuckle he started dragging himself inside. "Should have known to check here first, we should-"

My hand nearly slammed onto the omnitrix when I processed something was barreling towards me, my hand an inch away when Gwen latched onto me with her fingers digging into my shirt. She was shaking, breathing heavily and trying to keep herself from crying. "Don't leave us like that again."

"I'm sorry." I can't say I wouldn't do the same thing twice. The more I thought about bringing them into the line of fire the more hesitant I was. Yes, in the show they could handle themselves but right now I'm looking at a retired man whose body was slowing down and a traumatized ten year old girl.

It would take more than words to convince me these two were supposed to be in constant life and death scenarios.

"I made some food." I tried coaxing Gwen towards the dining area, walking with her as she still needed some form of physical contact even if it was just holding onto the sleeve of my shirt.

"Thank you Ben." Max didn't hesitate to squat down, resting after a very long day and filling his empty stomach.

It was quiet for a while, the two of them slowly getting through their meal as I tried to think of what I was going to say to them. Before Animo's attack I was already spilling the secret of the watch to them but it wasn't working as well as I hoped. As far as I could tell Max already had suspicions about some alien involvement, mixed with his knowledge and experience he should have been very easy to convince.

Sometimes he appeared to suspect how much I knew, how involved I was, but he refused to say anything. Twice now I have tried telling him about it but he didn't want to accept his previous work was roping in two kids. Not that I blame him but he was making this way harder than it should be.

Then there was Gwen, her mental state was slipping each time something happened and if I wasn't there to walk by her with every step her thoughts fell into shock and her body freezing up in fear. She would likely believe me, but to reveal that I would be knowingly exposing myself to more threats could do more harm than good. Gwen might very well just shut down and refuse to involve herself anymore with this.

A yawn escaped Gwen's mouth, the girl was exhausted, so was Max, so was I but perhaps not as much. I had a nap, a deep one that I could probably ride on for another four to six hours easy. Wordlessly I took her empty plate, bringing it over to the sink and beginning to wash it without a second thought.

"Why don't you get some sleep Gwen." Max offered, getting up to join me next to the sink. "Make sure to wash up first."

With a bob of a nod she allowed herself to stand up, waddling into the bathroom and closing the door behind her.

"I'm sorry Ben."

What?

I gazed up to Max, the strong confident man who exudes safety looking so broken and defeated. "Why are you sorry?"

"I haven't been doing a good job taking care of you lately."

"That's not true at all." I spoke up, but recalled how Max wanted Gwen away before he said anything so I returned to a hushed tone. "What made you think that?"

"You're taking care of yourself, and us whenever you can." He pointed out. "You're a boy on summer vacation and you haven't once suggested a place you wanted to go to, instead you're focused on what we're going to eat, making sure we're having fun, and when it comes to anything dangerous you're throwing yourself between it and us. And then you felt like you had to keep secrets to keep others safe."

That last line he spoke more so to himself, and I didn't know how exactly this was going to continue but I ended up blurting out the next thought that came to my mind.

"I didn't want it to be a secret, I didn't want it to be real and I just wanted to deny it was even happening. I think it caused a lot more problems than I tried to prevent." I uttered, and Max stopped to look down at me like I just mirrored his own, a reflection of his own actions.

Just as we finished washing and putting everything away, Max went up to the driver seat, myself following into the passenger like I belonged there.

"Gwen was really scared back there." Max said as we got back on the road. "She kept muttering about how we had to find you, because you knew how to keep us safe from the aliens, how you kept her safe before when Aunt Vera and I were taken."

While he took the time to gather his next words, treading the topic cautiously, I was waiting almost impatiently for him to give me the opportunity to say it or at least confirm it.

"She also mentioned an alien saving her today, a large bug with four eyes and wings. I saw it too."

As the Rust Bucket rolled up to a stoplight, Max took the short break to address the omnitrix with his gaze. I had mentioned it before, and brought it up again making sure he was listening intently. Given it was on his mind when things went down with Animo, and what had happened, my disappearance, I'm sure I didn't need to connect anymore dots for him. "Ben, was that you?"

So, there went another piece of the wall protecting my fragile identity. "Yes."

The light turned green, and we drove ahead together on the same road.

"Well, that explains a lot." Max sighed in exasperation. It's like he was still trying to accept it even if it made the most sense. "I wish I believed you sooner, and I'll admit I'm still having trouble believing it myself. So anytime anything like this happens again, I promise to take it seriously."

There was no excuse now. Someone else knew, someone I told and they knew it to be true now. The illusion was over, I could turn into aliens, I was in Ben's shoes, this was reality now, but I still didn't know what that meant for me.


Sleep came soundly again, shockingly, I was actually waking up and feeling well rested to the point I didn't want to just lay in bed for five more hours with thoughts drifting aimlessly. Making sure not to hit my head on the ceiling again I scooted towards the edge and plopped myself down onto the floor.

I could hear Max already getting ready for the day in the shower, and Gwen was still in her pajamas waiting for her turn sitting with her laptop typing away.

Gazing out the window, I could see we were still in the camping spot that Max took us to last night just north of D.C. in Massachusetts. I had never been this far north before, and the chill humid morning warned me that I should be wearing a jacket until the day officially heated up.

"Whatcha looking up?" I asked as I saw that Max had yet to prepare breakfast. Good, I could start using the kitchen before he could.

"Just refreshing on Salem's history." Gwen piped up, calm and in control of herself like yesterday didn't happen. "Grandpa said we could go to the museum of witchcraft today before we head into New York city."

The witchcraft museum in salem? I can't say I recall an exact time Ben and the others were in salem, if at all, but if we were going there then there was a good chance that Hex would be there. Anytime magic was involved he was there. Could this be it? Gwen gaining a taste of magic with confidence to use it could help her overcome her worsening fears.

Not that I suddenly was willing to let her battle monsters and aliens, but maybe it would help, give her a means of defense if needs be. Still, the fact that magic exists here means that there are witches.

Those witches at the salem witch trials, what was the truth behind them? Curiosity overcame me as I sat down next to Gwen, wanting to compare the history of this world versus my own.

"You think there could have been real witches back then?"

Saying it out loud sounded like the stupidest thing ever, even Gwen couldn't help but raise a brow at my question.

"Really Ben? Magic?"

"Did you believe in aliens a month ago?"

She opened her mouth to retort, pausing, and a wave of horrid realization came to her. "Could it-holy crap it could. Ben, what if it is? What else is real? How many people spend their lives trying to convince us that they experienced something we dismissed as fiction, calling them crazy, ostracizing them from society for trying to warn us."

"We don't know." This was a rabbit hole that I don't think either of us were ready for. "But I don't think we can dismiss it either. Why don't we use this trip to find out?"

Give her focus, give her purpose, give her a distraction. That's what she needed, that's what I always knew I needed whenever I was overwhelmed and stressed. We were more alike than I thought.

Using her computer, we delved into the rich history of salem, of wizards and witches, of magic and sorting through anything credible, questionable, and faked.

By the time we had bookmarked everything we were going to look into, Max was out of the shower and noticed we hadn't had breakfast yet.

"Why don't I whip us up some sautéed squid beaks? They're better than popcorn."

Should have made my purpose the kitchen instead of learning about magic.

I stepped up to the kitchen, ready to assist as Max to try and steer the meal to be halfway edible. I half expected him to wave me back down to sit with Gwen, but he took this chance to lean down to my ear. "Does Gwen know?"

It only took a blink of a second to realize what he was referring too. "I mean, I was telling both of you and she's seen things but I can't say the timing let her process it."

"Let's keep it between us for now." He must have been thinking this over quite a bit last night, his limbs still sagging as they pulled out the pan and searched for a tool I couldn't figure out the purpose for. "At least until we talk a little more about what you know so far about it."

I shouldn't be too surprised to learn that he wanted to keep it secret. Max had been keeping secrets from just about everyone from close friends to family his whole life. Yet in the show, Gwen and Max found out at right about the same time.

Gwen already knew about aliens, and I had voiced twice how I can turn into them. Now I was enlisting her help to prep us for what would probably await later today. While I could relate to Max on a lot of things just from being an adult, Gwen had been at my side and opened herself up to me. At some point I stopped viewing her as some character or an overly familiar stranger.

Even her mental maturity blurred my usual perception of her being a child, especially given how she was a fraction taller than myself.

Leaving her out felt, wrong.

"If it gets brought up." I told Max as it were a fact. "I'm not going to hide it."

At that moment Gwen's hyper focus on her research had dulled enough to pick up on that last part. "Hide what?"

"A secret ingredient." Max quickly intervened, giving me a sideways glance of contemplation. "Wouldn't want to overpower the raw flavor."

That quickly deterred Gwen from any further inquiries.

Now I could say something now, correct Max and get it over with, yet I could abide by his wishes and build up some more trust in this sensitive topic. After all, I was willing to bet that after today Gwen would see the omnitrix in action.


It was almost comical, the way that an experienced man who had gone toe to toe with otherworldly threats, now was entirely uncomfortable with the depiction of a cackling witch tied to the wooden post with fire around her feet. "You sure this is the place you both wanted to go?"

"This is one of the most confusing times in America's history." Gwen answered as we looked over the information plates, not as intrigued in the more eye catching theatrical displays, though some did creep me out too. "We don't know why so many people, women more notably, suddenly claimed that they were giving their souls to the devil and acting like they were possessed. There's not even many clear cases of them relaying what they were getting in return, but still they risked death."

"People turning on each other in paranoia of an evil entity is more understandable." I followed up as I tried flipping through the booklet for any historical texts that mentioned what exactly they saw, who did they talk to, what did they say?

What powers were demonstrated?

The more I read, the more a sinking feeling in my gut weighed down on my consciousness. The thing was, I believed in demons. Maybe not the traditional ones, but I knew something beyond the mortal plane existed.

Everyone I talked to, no matter what their religion, had a ghost story. Even those who claimed to be pure atheists with souls non-existent, grew weary as they spoke of apparitions that stepped into their lives if only for a moment. Some mentioned having lost loved ones call out from beyond the veil, others learning that the shadow creeping in the corner of their eye looked like someone who had died in that very home chained from unresolved emotions, or just something dark that sought to do someone harm because it could.

Did we have souls? Or was there something else with no physical form that mimicked our behaviors?

People could spend their whole lives trying to prove something that doesn't exist in their world.

Did I even have any proof that I wasn't Ben?

"They burned the spell books?" Gwen's mental nudge brought me back out of my crisis and back to reality, or at least what we commonly agreed as reality. I came over to join Max and Gwen towards one of the last parts of the tour. What little personal items remained, or recreated, were in glass cases. "They went through a lot of effort to get rid of any trace of witchcraft. Almost like they really believed it existed."

"You can make people believe a lot when they're scared." Max's wisdom spoke up as we stood in the halls of the museum of witchcraft. "That's all it was, a bunch of scared people."

"And this is what's left." I stared at the remnants of papers, of clothes, of dolls and furniture of people that lived many decades before ourselves. Well, we were here now. Did we just stand around and occupy ourselves until Hex showed up?

Was this even the right place or the right time?

Maybe if I didn't wonder these questions the universe wouldn't be reminded to throw the villain of the week at me.

I could feel the air grow heavy as it weighed on my very soul, something dark and powerful manifesting itself into our presence. Turning to its source with a hand already rolling over the omnitrix for safety I glared towards the large set of doors that slammed open a moment after I knew he was coming.

Huh, that face paint looked ridiculous in person. Or was it tattoos? It almost made me dismiss the threat with sickly gray skin that hovered forward with a foreboding aura around him.

Gwen's hand clenched around my arm, fright overtaking her mental fortitude as she could only stare at what we were seeing.

"I-it's real." She whispered as Max immediately sheltered us behind him, but Hex was not interested in us.

No, instead he ignored us in favor of locating one particular worn book that had manage to survive the test of time. Wait, weren't we supposed to be on the ceiling right about now? His approach to this was different, and the room we were in didn't seem like the one in the show.

We must have somehow caught Hex at a different point, either something bending our lives so that the show's events would still happen in some way or another or just an impossible coincidence.

Either way, it was a chance.

"It isn't here either." Hex muttered as he looked over the text. "But, this one will still prove useful to me."

With a flex of his gaze, the glass shattered into tiny factures, clattering onto the floor.

I had taken only one step forward before something pulled us towards the ceiling. There it was, our backs slamming onto the top of the room but the pull of gravity was still present.

Now or never, Hex didn't seem like one to needlessly linger around. I rolled my head towards Max who was trying to pry himself away from the spell alongside a scared stiff Gwen and one shaking tour guide. He soon caught my stare, and once I held up the omnitrix he gave a resigned nod.

Yet right before I could hit the dial we suddenly dropped, and this wasn't a two story room like in the show. Unknowing what alien was projected on the omnitrix, it would be better than myself.

In a bright dance of foreign energy, every strand of my DNA was rewritten and my mind placed into a new form. Tall, strong, and enough hands to catch everyone only a few feet before they hit the ground.

My large feet made a loud thump upon landing, no way to hide my new weight. So before Hex could turn his attention to the new player, I rolled the others out of my hands and lurched forward.

No puns, no witts, just immediate action before he could think. One hand to yank the staff away, another to clench around the amulets around his neck, a third to clench around his torso, and a final smack across his face.

His head snapped to the side, the man's body going limp in my hold as I feared for a moment that I miscalculated the strength I've never had before. No, I could hear his heart beating through his chest still and a barely audible groan escaped his mouth.

"Over already?" I questioned before holding the man up to eye level. Well, he did seem pretty old. Dangerous still, so taking a quick inventory of what was around I noted the metal railing to keep people out of the displays. Grabbing one of them, barely tugging to pull it out of the ground, I bent it around Hex to restrain him should he wake up before he was taken into custody.

Wonder what they're going to use to get him out of it.

Turning around, I saw Gwen stiffly frozen in place, staring up at me in fear next to Max who despite me telling him about the omnitrix was still wrapping his head around the idea. Luckily things happened so fast that the tour guide had yet to even get up from a crouch, and had their back to us.

Bringing one of my hands up to the omnitrix, I attempted to switch the setting over to human and pressed down.

Now I was blind, but saw more than I ever could on all fours with the staff and medallions under my paws. I let out a huff of disappointment before trying to correct the error.

Finally in one more flash I was me again, or, Ben at least.

Hang on, could I use the omnitrix to somehow turn me back? It wouldn't solve the issue of giving this world Ben back…or could it? Ghost Freak broke free at one point with an entire body. Could the omnitrix create separate bodies?

Making a mental sticky note and putting it on a HIGH priority to see if I could confirm or not, I returned my attention to Max and Gwen who approached me with some form of awe and shock.

"Holy crap you can turn into aliens." Gwen seemed to stabilize herself, seeing how the threat was taken care of, I was back to a familiar face, and no one was seriously hurt. She was recovering faster, great, I don't know if there were any available alien therapists on call.

With a playful smirk, I felt rather good about how things turned out this time. "Told you."

"Young man." The older woman who had finally turned around to see me holding Hex's items, the man laying defeated on the ground with no sign of getting up soon. "Did you stop him?"

"Yes he did." Max came in, putting a proud hand to my back while guiding me and Gwen out of there. "But this was still a scary experience so I want these kids somewhere more comfortable. I'll call the police and we'll hand over what we have from the criminal. Stay here and keep an eye on him will you?"

Still shaken by what occurred, the woman merely nodded along as she was given orders from someone who seemed to confidently handle the situation.

"Ma-Grandpa-" I started as I kept the magical tools a little closer to my person. "Are we really going to talk to the police about what happened?"

"I'll give a call." Max assured as we left the museum. "But just to report a robbery. Like I said before, we don't want your parents to try and end our road trip early now would we?"

Huh, I couldn't tell if this was because Max didn't want to try and give a false statement to the police or he really just wanted to get on with this once in a lifetime road trip. If that was truly his opinion, I felt the same way.


It wasn't long before we hopped into the Rust Bucket and gotten back on the road that we had begun to talk in earnest. I sat down, not in the passenger seat as Usual but in the couch seat closest to Max and across from Gwen who didn't seem as attentive as normal.

"-so far I can turn into ten different aliens." I fiddled with the omnitrix, just turning the dial and noting how there were different tones to the beeps but still nothing displayed. "And after dealing with that guy back there, I've turned into all ten of them now."

"That many times?" Max questioned as he shockingly glanced back at me through the rearview mirror. "I can't believe it took me this long to notice."

"Well, to be fair this was technically my eighth time using it." I tried giving him the benefit of the doubt between the fact that I was good at hiding it and how he could have been in denial about things becoming so chaotic on this trip. Still, for an ex plumber he didn't have a lot of excuses. "I'm just barely figuring out how to switch between them or change back early."

"So there's a time limit?" Gwen noted, still her eyes were on the table barely focused around the omnitrix.

"Good catch." I praised her to try and lift up her spirits a little more. "It's not exact but it's usually between ten to fifteen minutes. It usually takes half that time to recharge."

"Well, I'm glad you're taking this responsibility seriously." Max sighed as he began to accept the circumstances. "If you can't take it off, mine as well use it when you can help in serious circumstances."

"I've been trying not to use it very much." That was true, even if now I was messing with it now trying to find a pattern to the sequences. There was never any kind of display or menu I could access, all I had to go on were the beeps and the pattern of buttons I messed with. "But I'm starting to feel like if it's becoming unavoidable so many times I should know exactly what I'm dealing with, or at least what it's capable of."

"I guess I don't have to tell you to be careful now do I?" Max risked looking back to smile towards me, so proud of how responsible I was for a ten year old with so many powers at my disposal. "I trust you to do the right thing Ben. You've proved it many times this summer."

Guilt swelled in my throat, a feeling I hated that I was becoming accustomed to. It's not that I believed my actions were entirely wrong, but it was the fact that he was praising Ben. One big secret at a time, and maybe with my slowly building confidence in using the omnitrix I could use Gray Matter to try and come up with some solid theories about what happened.

"Hey Ben?" Gwen finally looked up from the table. "How come you didn't use it when you ran to that trucker?"

"Honestly-" I could at least tell the truth about everything else. "-I didn't think about it until after. It was mostly just a trained reaction to rush in and help."

Trained, crap. Should not have mentioned that and I needed to switch to something else before they even processed it. "Hey Gwen, could I have your help with something?"

"Hm?" She still had some thoughts racing through her mind but she still perked up.

Reaching beside myself, I pulled up the crow staff with the uniquely crafted metal charms along the necklace wrapped around the magical tool. "Think you can do some research and find out more about this thing and what it does? If we're going to encounter more magic maniacs I want to know what we can do to counter them, or disable their spells in some other way. Oh! And maybe see if they digitized that book he was interested in. If he had interest in what it said then there must be some actual application for it."

With an earnest smile and accepting the challenge of research, Gwen happily pulled out her laptop and began to work. "You are so lucky to have me. The fact that we have some real magical items I can use them as a reference for other materials that might be real. Wait, are you just making me do all the work?"

"You're the one with the laptop." I snarkily replied before softening up to raise the omnitrix. "Besides, I have the harder challenge of figuring out how an alien device works with nothing else to go off of."

"Maybe not." Max muttered in thought as I whipped around to stare at the man. Was he going to tell us now? Help me figure out how to use the omnitrix by exposing his past? He noticed my wide eyed gaze, coughing to correct himself. "W-well if we encounter more aliens you might be able to pick up some things they left behind."

Nope, he was keeping quiet on it. Besides, there were several species out there who developed technology in different ways and probably with different languages of code. It would take longer to try and work out how each of them worked from scratch.

"I'll think about it." As Max didn't reveal his past, I elected not to bring up mine. It was one thing to talk about the discovery of fantastical alien powers and mystic arts, but to reveal more than that at once would be, too much for them, and too much for me.

So, with a piece of paper and doing my best to note down all the different sounds the omnitrix made in what sequences alongside how many different command inputs there were while Gwen poured her attention into who knows how many texts and references to magic over human history.

"You two used to be so different." Max reminisced aloud from his position as he began to take us towards New York city. "To think all you two needed was a nice road trip to find so much common ground."

"Yeah." Gwen gently raised a friendly smile my way. "We're still kind of different but, I'll admit I'm appreciating your new attitude."

I couldn't bear to keep eye contact with her, instead distracting myself through a build up of tones as I twisted the dial through a new sequence that it seemed to be responding to and-

The dial jumped up, glowing brightly as energy circulated through the display as it began to rapidly cycle through each of the silhouettes.

I almost risked swearing out loud, I unlocked the master control that fast after trying for what, ten minutes? Guess my talent with messing with technology translated to super alien watches as well.

It solidified something in me, that no matter how the others perceived me or what body I was stuck in I wasn't Ben.

I was someone who was so adept at figuring out how to use equipment that I cracked the code to have complete control over the universe's most powerful watch. It was enough to strengthen my spirits to where I could begin to carry the weight on my mind that I didn't belong.


Alright, a bunch of things happened here so let's break it down in order.

Ghost Freak is starting to grow his influence/presence.

Max and Gwen are fully aware of SI-Ben being able to turn into aliens

Gwen now has all the charms of Bezel and Hex's staff, but still knows nothing about them and is only just starting to get over some of her fears.

SI-Ben has unlocked master control and is starting to begin to accept what has happened to himself.

Now, I'm going to write one more chapter, or maybe split it into a two parter as we arrive at the end of Season 1. SI-Ben is going to need Master Control if he wants to stand a chance against Vilgax, especially with the fact that he has so little experience in combat and just takes advantage of surprise and quick action.

I'm not sure if I'm going to let him keep master control for long, but I know that if I decide to take it away it won't be under the same circumstances. BIG NOTE ABOUT MASTER CONTROL, while I'm aware of how many uses the omnitrix has throughout the series and how amazing it would be to access all those functions and aliens on command (I wrote an entire fic about it) this story is sticking strictly to OG Ben rules, so master control will be limited to what we've seen it do in OG Ben. NOTHING from Alien Force, Ultimate Alien, Omniverse, Reboot or otherwise will be used.

It makes things easier that way and true to the lore that the writers anticipated for their original idea of Ben 10.

BTW, I haven't forgotten about Kevin, but SI-Ben hasn't remembered yet. Let me know what things you liked and what might have felt off, for example I was unsure how to feel about how much of SI-Ben's internal rambling I ended up writing in or how his reveal seemed to fall a little flat. I wrote most of this chapter very sleep deprived and I've been committing more time towards getting ready to move so I couldn't devote as much attention to this as I usually do in my writing.

Still, some people like my more raw writing than some of my more worked out scenes. Let me know what you thought of it and what you're excited to see happen next. While I'm wrapping up this season you can recommend what episodes of season 2 you would like me to put some effort on.

Chapter 6: The City That Never Sleeps

Chapter Text

My Name Isn't Ben

Chapter 6

Looking back, I really should have told Max and Gwen about the omnitrix sooner. It happened in the show, and they were willing to support in any way they could towards keeping people safe. Yet at the time, I still couldn't believe what happened.

Yeah, waking up in a ten year old's body was one thing, but to suddenly have a life of superpowers battling aliens and monsters was something completely different. Immersing myself into trying to have as much of a normal life as possible, praying I would wake back up in what I had perceived as reality for over twenty years.

Now, I was starting to accept that this was real. I was in Ben's body, with his omnitrix, dealing with his battles.

That included a guy who had arguably the most disgusting superpowers I could imagine.

"Humans!" The homeless man spat out in disgust, all manner of bugs and crawling critters swarming around him in the broken down home. "All of them, pests that need to be exterminated!"

Taking a flaming step towards him, I felt the heat swell in my arms as I added another reason to not like Stinkfly. Bugs were gross, and this guy was even worse. "Even ants and bees can fight over territory. If you want a home for you and your 'friends' then just-"

"It's the humans who occupy our territory, an infestation across the planet!" He yelled out as if he wasn't human himself. Either he had gone mad and fell back to his powers for identity or he really wasn't human. Either way, he was a threat.

The cockroaches, spiders, ants and all coated his body in a thick layer of living armor that continued to flow over him, making even my fiery form shiver.

"Sorry." With a spark of heat growing into a condensed ball of fire, I held it up threateningly towards him as a display of strength. "But your lease is up."

"…what?"

"A lease." I reiterated a little louder in case he didn't hear me. "You know, when you rent a place you sign a lease for a given amount of time. Did you not sign one?"

It was impossible to see his face through the exoskeletal shield scrambling over his body, but judging from his silence he had no idea what I was talking about.

Geez the one time I try to banter and it's to the guy with bugs for brains.

"Fine whatever." I rolled my eyes. "Last chance or else you'll be evicted with-"

Something attempted to crawl up my foot, making me jump at the sizzling critter that burnt up upon touching me. Glancing down it was a startling swarm of termites eating away at the ground right under me with wood creaking louder than I was comfortable with.

"Oh sh-" Falling down to the next level, I pushed out from my hands to propel myself back up to the mad man's level, seeing him already fleeing the room. Heh, fleeing.

I bounded out into the hallway where I could see him going straight to the far window. He had a layer of bugs still on him, so he would probably be mostly ok after what I was about to do.

Clasping my hands together, I threw them out with all the building heat in my grasp and blasted a torrent of flames towards him. I heard the bugs pop, sizzle and snap even before the attack hit. The wall of heat threw the man to the ground as the insects became nothing more than a pile of charred remains for him to land on.

His jacket was scorched, inhumanly colored skin brightened to near white along the point of impact. Just as I questioned if I had gone overboard his arms pushed out from under him as he hissed through the pain.

Alive good, consciousness, not so much. Walking over as he was recovering I swiftly smacked him with an overhead strike for his body to shoot back down harshly. He wasn't getting up this time.

With a single thought my body changed, the flames dying to be replaced by the blue reptilian speedster XLR8. I zipped over, grabbing his body before dashing outside where police had set up a perimeter around the demolition site. Tossing him into the backseat of one of the cars, writing a quick note about keeping him sedated until they could properly confine his abilities, I sped back towards where the Rust Bucket awaited.

I changed back to human, not my human self but instead the childlike appearance of one Benjamin Tennyson.

Wiping my shoes, patting myself down, I was glad to see no bugs stuck to me as I entered the RV.

"Ben!" Gwen all but leapt out of her seat upon my return. Some lingering trauma still haunted her whenever I was out of her sight, and it was harder for her whenever she knew something dangerous was happening. Yet each time I came back ok, everyone safe, it helped her recover a little more. "How did it go?"

"Gross." I summarized before looking over to Max. "How did it go with the mayor?"

"Well she was still shaken up, but safe now." He answered as he held up one of three of Gray Matter's creations. Three simple big zappers attached to some poles. Once supercharged for maximum efficiency, they were weapons perfect for the job. They would also be good for camping to keep us from getting bit while we slept. "Didn't even question why we had the right tools for the job."

Max set them down before we went over to the driver and passenger seat of the vehicle. With a crank of the keys the Rust Bucket sputtered to life and began trekking its way towards our original destination for the day. New York city, the one and only that many dreamed to visit because supposedly anything and anyone important went there.

I think it would be cool to see, but I can't say I could think of anything besides going up the empire state building to look over the several skyscrapers brushing their rooftops against the clouds. There was broadway off the top of my head, but I really didn't have much interest in that. I'll admit most of my knowledge of New York city was from playing Spider-Man and swinging through each of the streets.

Maybe grand central station? That would be cool, and if we could get into some of the abandoned train tunnels that would be awesome. Doubt Max and Gwen would agree to that. As the traffic leading towards the top tourist destination could be seen up ahead. Since we were slowing down I decided to vocalize my questions.

"So do we have anything planned to do or see while we're in New York?" I posed, mostly to Max since he was the one to plan this road trip in the beginning.

"This time we'll be staying in a nice four star hotel." The older man who rarely lost his cheer mentioned. "Now we can only stay there for a night but it's got enough to help us unwind."

"I could really use a spa." Gwen rolled her shoulders while still on her laptop. "Or better yet a massage."

"I think the hotel mentioned something like that." Max recalled much to Gwen's delight.

A massage and a spa trip huh? I actually had never been to one myself but even in a child's ever energetic body I was worn down from, well a lot. When I worked security for a hotel I would patrol through there, but never had the chance to enjoy the luxury. "That sounds nice."

Max took a risk to glance over at me, and I wasn't sure what it was for. "Now besides seeing some of the big sights like the statue of liberty, central park, or times square-"

"Oh!" Gwen perked up at the mention of times square. "Could we do some shopping there?"

Shopping in the heart of a tourist city? My non-existent funds cried at the thought of overpriced clothes and knick knacks. I lived in Vegas, I worked for some wealthy people, I knew how ridiculous some of the price tags could be for something you could find at walmart for less than half the price.

"Sure thing Gwen." Yet Max was happy to please his grandchildren. "What about you Ben? Anything you want to do? Any comic shops or arcades?"

Huh, comics did sound appealing in some sense but I didn't like having to buy so many comics just to get through the equivalent of an episode of a show. Plus, not a lot of places to store them in the Rust Bucket and even less money to buy enough to satisfy me. Libraries also were limited, only carrying an issue at a time for an entire series anytime I looked.

Yeah, comics were out. I'll wait until the internet is a little more advanced so I can read a few series I've been meaning to.

"Are we already going to visit the empire state building?" I asked, Max giving a short yes in return. "Then I think I'll be satisfied with that."

"Really Ben?" Gwen leaned out from her laptop. "We're going to New York city, anything anyone could want is there!"

Not everything.

But, I was curious now. What did I like, what did I want? All this time I was so distracted over what had happened to me that I really haven't let myself really relax and just give into my personal pleasures.

Fiddling with the gift Gwen gave me, I realized that perhaps there was someplace we could go to.

"What about a cd store?" I proposed. "You said it before Gwen that we could burn some cd's and put some music on a memory card. Why don't we do that?"

It might have been enough, the two of them satisfied by my simple request as Max chimed in.

"I've been meaning to add some more options to my music." Max patted the barely functioning stereo system. "We can go first thing in the morning after a nice night at the hotel. But anything else? It's not often people get to visit New York."

Well, if they're giving me the option to pick places I would prefer to go, I guess I could give in a little more, open up a few of my interests. But still, I had no idea what New York actually had.

"Hey Gwen?" I turned around in the passenger seat to get a proper look back towards her. The staff was stored away but the charms themselves were laying on the table with a notepad filled with scrambled information from various sources. Gwen had been starting on her research already, but I had no idea how close she was to unlocking their abilities. "Is it alright if I borrow your laptop at some point to look up some things to do in New York?"

Hesitation flashed over her, understandably because that laptop was new, her personal one, and likely filled with private-"Ok, come over here first."

Huh? That easily?

Complying with her request I made sure Max wasn't about to make any sudden turns before unbuckling and walking back to where she sat most of the day. Gwen was fiddling with a couple of her settings before pointing to the trackpad. "Here, put your pointer finger on this."

Once I did, I saw my fingerprint registering onto the computer. Gwen didn't have to tell me to lift my finger up and down, the instructions already on screen as it got multiple impressions of it.

"There." Gwen said as she rotated the laptop towards me. "You should be able to use it now. Just ask whenever you want."

"Really?" She was trusting me that much? I know I can't really think of anything I've done to get on her bad side but she had been at odds with Ben their whole lives as far as I was aware. "You trust me that much?"

"I wouldn't have before." Gwen admitted, stretching her arms before going back to the many notes she collected before. "But you've changed Ben. I'm not sure if it was the watch or something else, but you've done a lot for us, for me. From washing dishes without being asked to literally saving my life. It's the least I can do to let you look for something you want to do this trip."

"Wow, thanks Gwen." I sat down, seeing multiple tabs along magical items. "If there's anything I can do for you just let me know."

"Yeah, just don't go back to being the old Ben."

And just when I was starting to get comfortable I was given that harsh reminder. This isn't how things were supposed to be, and I had done nothing to fix this. "What if, the old Ben was more Ben than me?"

Gwen rose a brow towards my comment, unsure what to make of my words. "What is that even supposed to mean?"

"I think Ben just needs some good rest." Max said as we could make out the collage of towering buildings. "After we check in, why don't we see about that spa?"

While Gwen had given me free reign of the laptop for a moment, I turned back to the screen and froze at what I saw. Without realizing it, my hands had typed out a sentence in the search bar.

'You don't belong here'

Deleting it before I could question how those words found themselves there, I bit down on my tongue and just tried to capture that feeling I had barely touched upon this morning.


This had been the first time I had used the internet in this life. Things were older than in my time, to be expected of 2006. Yet besides the old styled interface it was actually faster than I had anticipated, not just that but there was more data readily available. Technology was disguised to look like it did in 2006, but it was more capable than it seemed.

Was this because aliens had frequent contact with earth? Some scraps of technology managing to push humanity's own a little farther than it would have gotten on its own? Not that I could really confirm, I was just another consumer who was just a little more tech savvy than the average person. Not to mention I wasn't that old in 2006, all I was doing back then on the internet was looking up pictures of pokemon, nerf guns, and cheaply made lightsaber youtube videos.

I only had suspicions, nothing to confirm.

"Wow." Gwen uttered in awe as we entered the rather luxurious hotel. For a New York hotel it was rather spacious in the lobby. If anything in New York proved it had money it was square footage. I could not imagine how much this was costing Max for a single night, then again if it was a single night perhaps he got it from a coupon or a single night deal.

As I took in the decor and the trims that repurposed the old building, I looked for any scuffs or scratches that would tell how well this hotel is actually being maintained. One thing I quickly learned in the luxury industry is they use the pretty lights and fancy furniture to distract from the neglect towards the infrastructure.

Then I caught the image of a comically fat asian wrestler posted next to a banner with a large room roped off. Sumo slammers, a security guard standing by to make sure no one disturbed the lonely console.

Wait….dang it I should have known there was something that would go down in New York. Almost every day there was something. Just let me enjoy a summer without work or school.

One thing that I wouldn't be repeating is getting kicked out that's for sure. I want a chance to relax before I throw myself at whatever trouble is about to go down. Ugh, I wasn't going to get any sleep tonight was I?


Max checked us in, I got to enjoy a proper sauna, and we were able to get settled into our room. It was a little more cramped, understandable given New York, but still it was more than anything I could have ever afforded on top of a cross country road trip. Max would have the bed to himself while Gwen would take the pullout couch, and I a rollaway bed that was delivered to the room by housekeeping just before we arrived.

Moving open the blinds, I shouldn't have been as surprised to see the view was limited to the street below and the building across from us. Only the richest could afford rooms with an overhead view of the city that never sleeps.

"Thank you so much Grandpa." Gwen treated herself to the snack platter that room service delivered, savoring every bite. "I think this has been my favorite place so far."

"Glad you're having a good time Gwen." He smiled warmly before turning over to me from the dining table. "What about you Ben? Has New York been living up to your expectations?"

"It's massive." I admitted, because in all my life I had never been to a city this developed. Not even Vegas was so packed with looming structures. "I never knew I needed to put a trip to New York on my bucket list. We've only just checked into the hotel and I'm blown away."

"Don't stay up too late thinking about it." Max warned in his experience. "Tomorrow is when we'll really see the city."

He got up, wiping his mouth with a napkin before heading towards the private bedroom. "Would you two put the food away when you're done?" Once we nodded in agreement he closed the door. He also left a rather large amount of leftovers.

"Wow." My fake shocked tone jokingly addressed. "They didn't even give us a side of squid ink to dip our food in. How do they expect us to eat this with the pallet we've worked hard to refine this summer?"

Gwen snorted before busting out laughing. Come on it wasn't that funny. Still, it made me smile to see no signs of the fear that had been solidifying itself into her mentality. Resisting the urge to laugh at her laughter, I just helped myself to another set of crackers to dip in the cheese.

Once Gwen regained her sanity, she joined in the snacking. "I think that's the first time you told a real joke all summer."

"I'm not sure if it was a good thing or a bad thing you appreciated that joke." I added on, getting another chuckle in response. Once we had warmed up to one another, Gwen began to reexamine me again in a more serious light.

"What?" I asked, wondering if she spotted something on my face.

"This isn't some elaborate plan to get on my good side so you can ask for something crazy in return right?" She said it in a light manner but her eyes would not stop searching for a sign of deceit.

"Crazier than an alien watch?" I held up my wrist, reminded of the responsibility I currently held. My answer managed to satisfy her, Gwen finishing her plate before placing it over near the sink. "Speaking of crazy, how is learning magic?"

"It's, something." She admitted before her happy gaze became a little more downcast. "I don't know if this is something we should be dabbling in. I mean, you said that watch was stuck to you so mine as well use it right? But this, we both read what happened and saw what was left at the museum. Magic existed, no, it does exist and people are afraid. I'm afraid of what it could do, and on top of being terrified about the idea that reported alien abductions around the world are real now I have to worry there aren't some witches or wizards that would kill for those items. That guy you met was going to, the aliens were going to, there's just…..a lot to be afraid of and I don't think I'm able to face that. Not like you can. You might say you're afraid but you don't freeze, you run straight in and somehow immediately know what you have to do even when you aren't thinking about the powers of the watch to back you up."

After a long winded confession, Gwen sat down on the cushion of the couch, staring out towards the night lit up by a thousand artificial lights that drowned out the stars. "You're amazing Ben, and for as much as I thought I was smarter than you, mastered multiple martial arts to be a better fighter than you, none of my skills actually helped when my life was in danger."

"Gwen, you're ten years old." I uttered in immediate response because how high of a standard did Gwen set for herself?

"You are too!" Gwen shouted as she spun towards me before controlling her sudden outburst.

I really wasn't. But I couldn't outright say that. Walking around and taking a seat next to her, I decided to be a little more honest. "I did change Gwen, like you suspected multiple times before, but it wasn't immediate."

Gwen quieted herself, her mind as she listened intently. It made it harder to try and force the words out of my throat. "I have made a lot of mistakes, more than I can even remember but the lessons stuck every time until they were ingrained in me. There's a lot of different things that I learned over my life but the most consistent one was I am in charge of my actions, I choose what I do, and I'm responsible for them. I can, for example, choose to let someone else take care of their usual chores. I can decide that I'll take care of me and my business, and that sounds fair. Yet, when I did that and trouble happened I got blamed, I got punished, but the lesson didn't stick until people started getting hurt."

Confused as she was, Gwen began to reflect on my words. Before I could let her possibly come to the wrong conclusion I continued.

"I help where I can, because if I don't and things go wrong it was because I decided not to do anything about it. I am responsible for my actions and inactions. Even if what happens afterwards is unfair, or unpredictable, no one is immune to the consequences or fully in control of them. Does that make sense?"

With nothing else I could think to say, I let her mind swim in place as she digested what I had to say.

"I, see what you're saying." She finally answered after a few tense moments of silence. "You help, you do what you can immediately because someone else might not and then it's on you?"

"That sums it up, sort of." I was starting to feel tired, and I couldn't think of a better way to express it. "I don't know if you could tell but I haven't exactly practiced this."

"I could tell." Gwen teased, gaining a short huff from myself.

"Would you have preferred I just said 'with great power comes great responsibility'?"

"So you do still like comics." Gwen retorted with amusement. "When I realized you didn't pack a single one I thought you outgrew them."

"Life has felt a lot like a comic book lately. Adventures and dangers with aliens and magic every other day." That steam room earlier had made me forget that tonight something was supposed to happen, one particularly aggressive kid turning into a recurring villain. I tried to remember how exactly Ben met him, and I could think back to an arcade but details after that were blurry. I needed to think back on this, remember what occurred so I knew if staying away would be better in the long run for not only myself, but Kevin.

Letting Gwen sit there to stare out towards New York I made my way back to the kitchen table, cleaning up our mess while tuning my handheld radio. I wasn't looking for music, I was trying to find out if I could pick up police chatter. You know what, this was important enough to utilize a little more help.

I needed an upgrade.

Gwen flinched as the light of my transformation went off, swinging around to see my technical blob of a body with green circuits running through my sleek black skin. This was the first time I had transformed and not pressed for time, and I had questioned how far Upgrade's capabilities could go.

"Ben?" Gwen asked, weary about why I had suddenly changed. "Is everything ok?"

"Yeah." I froze as I heard myself speak with a voice so familiar with a slightly distorted filter. It wasn't just how it was a human voice talking through a speaker, it was my voice. I never spoke as upgrade before, this was only my second time using him.

I wanted to laugh, I wanted to cry, because I still don't know what it means. Was it me becoming the aliens and not Ben? Or was it how I thought I should be speaking impacting however Upgrade's body processed its vocal commands.

Shaking my head, I put it all aside because I had no way of getting answers. I wasn't sure if Gwen was suspicious of it, probably not. All my alien forms had different voices, why would Upgrade be any different?

"I'm just seeing how this guy's powers work." As narcissistic as it sounded, I was so happy to hear the sound of my voice. Holding up the radio that was still in my hand, I let my finger bleed through it and overcome every piece.

It was, hard to describe what I was doing. I simply felt every circuit like it was my own body and I could manipulate it with my own cells to be, whatever I could think of and more.

Holy crap Upgrade is my favorite alien hands down.

Once I plugged my mind into it, I could process hundreds of different radio waves.

It wasn't long before I heard about some blackouts in the train tunnels. They didn't sound panicked about it, but I was. The memory of the show hit me hard, just like the trains that were going to collide.

That little psychopath was actually going through with it.

"Something is happening." I fine tuned the radio, leaving a few extra features I made in it and set it down on the table. "If you need me reach out on that, don't change the settings."

"Wait, Ben!" Gwen reached out as I walked over to the far wall, finding a way to crack open the window before squeezing through the one inch gap. Using my rather fluid body I was able to adhere to the exterior wall with cars rushing under me almost a hundred feet down. Woah that was really far down. "Don't leave-"

"If I don't people will die." I turned my single optic towards her. "That's the choice I have to make now, save them or don't."

Not wasting anymore time, making sure I had the location locked in my head, I positioned myself with my feet flush against the wall and ran.

From flopping fluid feet, the omnitrix flashed and changed me into XLR8. Then I ran, faster than anyone could see as I darted straight to the closest rail line. I followed it, running along the tracks until it went under the tunnels. I zipped and ran checking where everything connected. I read so many signs, looked over several worn maps posted along the old stone walls.

It was hard to keep track of how much time actually passed, and just as I was praying I wasn't too late I came across a rather dark tunnel. Halting before I could accidentally trip over something, I turned into something that didn't need the dark to see.

I couldn't have seen the flash of the omnitrix when my eyes vanished, and I could feel my thoughts more tempted by primal influences. Though now that I was Wildmutt, I could confirm who I was looking for. His rapid heartbeat was the loudest thing running across my ears, almost drowning out the bustling city I could sense above us.

He was already in hiding when I arrived, Kevin probably already switched the rails. Easily maneuvering through the dark, I reached up to the lever in the center of the tunnel and gave it a short push. Once there was a click, a hum entered the air as my fur stood on edge.

"Hey!" Kevin spotted me, using the electricity dancing from his fingers to let himself see. "What's your problem you oversized mutt?! This was supposed to be my big score!"

I couldn't exactly talk to him like this, but was it the best idea to change?

I suddenly perked up, something approaching and fast from the tunnel I came from. It sounded mechanical, but I couldn't feel any vibrations traveling through the rails. Not to mention the distraction that was Kevin approaching with vibrantly bussing hands.

I sent out a bark towards him, getting him to back off and stay away.

I could hear something else coming the other way, not a train either. The closest thing I could compare the sound to was that airshow when the jets….CRAP!

I leapt out of the way before the missiles could land, flying over Kevin before I could be caught up in the explosion.

The force blew us both back, Kevin's small body thrown easily towards the stairs. I caught him with a paw before letting him down to try and let his mind catch up to the present. A psycho no doubt, but still a kid. I had some hope for him but I would need Gray Matter to better understand what twisted viewpoint his mind developed and if he could be swayed.

Another problem for another time, right now I had bounty hunters after me.

Vibrations from below warned me, the third one was coming up from below. The two others were still en route, giving me the chance to anticipate their actions. Bracing for the arrival of the metal crab, I stood near where his exit point would be and waited for him to rise to the surface. As soon as the brick floor exploded out, I slammed my massive paws right on his head.

"GAH!" I dealt a harsh blow right away, halting his ascent as Six Six flew into immediate view with all manner of blasters at the ready.

In a flash I changed into the invulnerable body of Diamondhead, letting them bounce off me as I sent out a barrage of shards his way. He stumbled under the pelting, flying for cover in one of the other nearby tunnels and shooting out towards me.

I almost decided to cage him in the tunnel with several pounds of green crystals, but quickly recalled that the trains were still on their way. Not to mention I couldn't see anything.

"Kevin!" I yelled out to the boy who was watching in stunned silence. "Can you get the lights back on?"

"What?!" The boy finally awoke from his shock. "Why would I help you?! Wait, how do you know my-"

"How about lighting up the tunnel for yourself so you can see what's going on?" I tried to appeal to his self centered goals.

"I don't need your help." Kevin elected to ignore me in favor of just running towards the nearest escape. "Forget this I'm outta her-"

A wall enclosed on the exit, made of green crystalline pillars. That wasn't my doing.

More lasers bounced off of my back, forcing me to readdress the threat just in time for a massive claw to grab around my head and throw me to the ground pinning me.

"Back off!" Kraab ordered holding up another blaster in his free arm. "The omnitrix is mi-"

Several shards exploded from my face, shredding his primary weapon and giving me enough room. Switching to Heatblast, so I could have a little more light and have a means to attack that wouldn't immediately risk the integrity of the train system. Now that I could see I blasted out in tight rays of flames to assault the ones after me.

Tetrax ran right through it, throwing a punch right at my jaw that I barely recovered from. That did not feel like he was pulling punches. Come on, aren't you supposed to be on my side?

The distraction of even asking why he was attacking me gave him room to deliver three more harsh blows, dizzying my mind with a splitting headache. I needed someone tougher and stronger.

Switching from Heatblast, I traded sight and ranged attacks for better defense, reflex, and a more simple minded approach to combat. As Four Arms, I reached out to grapple Tetrax with all four limbs but the man was quick, experienced, and I had the sneaking suspicion his helmet allowed him to actually see.

Two sharp blows exploded behind my knees, precise and dangerous pushed me down.

"Kevin! The lights!" I yelled out in desperation because right now I needed some kind of edge. I no longer was able to simply overpower my enemy with brute power or surprise. These were trained professionals, ones that have dealt with more species than I could turn into and I had to watch my attacks to not hurt a bystander and not compromise the integrity of our surroundings.

I gave them the perfect opportunity to ambush me.

Finally a bolt of energy that flew over my shoulder, hitting someone right behind me alerted me to Tetrax's location. Just trying to end the fight faster, I reached behind with two of my arms, grabbing him and throwing him towards Six Six who just came out from cover.

My vision was still compromised, so I switched over to Wildmutt again so that at least I knew where they were. Only Kraab was approaching me now, so I lunged with teeth bared to bite down on his arm.

Then a gas assaulted my senses, blinding and choking me. Wildmutt was out, XLR8 would be great for reaction speed if he could see, my options were burning out and I needed a way to step back and come up with a plan.

Turning into the untouchable Ghostfreak, I was relieved to find I could see well in the dark, well enough to find Kevin doing his best to stay hidden in the corner of the shadows. Keeping invisible, I flew over to him, grabbed the boy under his arms, and hoped that I could fly through walls with him in my grasp.

He yelped out, and so did I once a foam spray exploded over me. My head smacked against the ceiling, adding onto the others several headaches swarming my skull.

"You're not going anywhere." Kraab seethed, sparks still emanating through his hardly functioning claw. Soon Six Six was getting up behind him, aiming several blasters at me with Tetrax holding up a gun of his own.

I couldn't make out what Six Six said, but he did not sound happy.

Just as I thought about how screwed I was, a soft warm light began to grow down one of the tunnels. The trains were coming, and there was lots of debris all over the tracks. As if I wasn't already panicked a new reason called me to immediate response despite the several other things that wanted to pummel me without caring if I died or not.

Tossing Kevin off to the side, I charged the three of them as itchy trigger fingers let out several shots. They would have hit me, if I didn't turn into Gray Matter at the same time to run under their steps. With a brain that could think better than any other, I prioritized. They didn't care for Kevin and he wasn't helping so ignore him. The approaching trains gave off enough light to work with, one less thing to worry about. Lastly, I needed to clear some of the crystals that were laying around on top of repairing some of the damage. Lastly, I needed to get a hold of some back up.

Let's hope Upgrade is durable enough.

Turning back into my newly favorite alien, I stretched out to cover the floor and pushing debris to the side before merging with the tracks and doing some quick repairs. Taking over the main control box in the center, I finally regained control of the fight and decided to get my immediate revenge.

Two guns spat out from my sides with a rather large cannon emerging from the top of my head, unleashing a torrent of blaster bolts over all three of them.

Six Six and Kraab flinched back, their armor pelted relentlessly scorching it in several places. While I wasn't trying to go out of my way to hurt Tetrax, I was still dissatisfied to find that he could still brush off my attacks.

Not a moment to waste, I mentally used my techno abilities to get a hold of my personal radio that was still with Gwen and Max.

'Mayday mayday!' I called out through my mind, hearing a fumbling on the other side with. 'I am pinned down by three alien bounty hunters in the subway with a bystander trapped in dangerous proximity, sending coordinates now.'

'That's Ben!' Gwen's voice practically yelled. 'Grandpa he's actually in trouble!'

'Ben!' Max commanded with controlled panic. 'Try to run if you can, we're already on our way but please-'

I made one too many mistakes tonight, and I just made arguably the worst one when I failed to keep a keen eye on my enemies. Once I registered the small disc land on part of my body, it was too late. Pain flooded my systems, ejecting me from the rail system, and exhaustion took hold.


Ok, we're splitting this final Season 1 adventure into a two parter. I have appreciated many points brought up and all sorts of recommendations for future adventures but I think I need to clarify something again.

No content from Alien Force, Ultimate Alien, Omniverse, or reboot will be used. That includes aliens, abilities, plot points, lore, and just about anything not seen in the OG show. That includes creator comments, I'm not going to use anything from those.

Chapter 7: Happy As Can Be

Chapter Text

My Name Isn’t Ben

Chapter 7

My head was throbbing, my shoulders were sore, wrists heavy, and a chill was biting against my skin. Consciousness slowly returned to me as I could actually begin to think instead of feeling the many bruises across my body.

Hurt, I’m really hurt and the only thing that could have done that was-

The memory surged the fight through me as I became aware of what had happened. Instantly I winced, regretting the quick action but regretting my lack of caution even more. I was laying in a bare cell made with unfamiliar metal that gleamed with dread all around me. A single light above casted the bare minimum of lighting over me, highlighting the thick cuffs that were casted over my left arm with a chain restraining my right wrist to it.

In front of me, I couldn’t tell what was beyond the sparking red rays that made up the wall/door. I could only guess how much I would not want to touch it.

Trying to take note of anything good, I was grateful to be alive, free to move around, and most grateful for the fact that if there was a strange contraption covering most of my left forearm including my hand it meant I still had the omnitrix.

“Ghost Freak.” I stated, but no change occurred. Despite having master control, whatever this was prevented all my access to the watch.

Ok, that wasn’t great but maybe the power of plot convenience existed. I’m not sure how exactly this world worked, but if it kept throwing Ben’s villains at me then it had to give me a way to face them despite the harsh odds…..at least that’s what I was telling myself because I could see no way out.

I began to pace, thinking despite my swelling headache for something, anything I could actually do. Tetrax, he was my best bet but I still don’t know why he actually fought me as well. Did he think I wasn’t a good fit for the omnitrix and tried to take it himself? Maybe, but he didn’t outright attack Ben right?

If I knew my life would depend on knowing every frame of a cartoon I would have watched it religiously, but no, I just had to work with what I could scrounge up from my school days. Sitting down, I decided I could try replaying the encounter in my mind, what I had faced versus what happened in the show.

There were few similarities, but too many unknowns. Each thought only brought up a dozen questions and I had no way to get answered. Time passed slowly, or quickly, I couldn’t tell because I had no watch or even a window.

Eventually, just as I had nearly gone insane for a fourth time, a sharp hiss somewhere outside my cell startled me. Heavy footsteps began to approach, my body wishing to retreat and hide but there was nowhere to go.

I was only partially relieved to see Tetrax standing before me, but I still had no idea what he had intended for me. His mask kept his emotions hidden from me, and the silence was haunting. I’m not sure it was wise but I spoke up with the best questions I could think of.

“Are we on Vilgax’s ship?”

He didn’t answer, merely continued to stare at me like he wasn’t sure how to treat me either.

This was a big risk, but I needed to know if he was my ally. “Are you really going to turn the omnitrix over to him?”

Over my dead body.” He grumbled with resolve, the alien’s voice speaking out through a small speaker built into his helmet. “But why should I let you keep it?”

Why? Well for starters I’m in the main characters body and unless he has a way to bring Ben back and send me home I’m not giving it to anybody. “Because no one suspects a child to have the universe’s most powerful weapon.”

He let out a short huff, chuff? It was hard to tell through that voice filter of his and the fact that I couldn’t see his face.

Before our interrogation could continue the door hissed again, and a who I could only guess was Six Six spoke a garbled language in anger towards Tetrax.

Vilgax already declared you would claim the bounty. I can’t do anything about that.” The diamond skinned man spoke before walking off. Please don’t go Tetrax, you are literally my only hope right now.

Gah! I needed it more than this ugly mug.” Kraab came skittering into view, damaged armor with sections missing with an occasional spark around the joints. “Do you know how much it’s going to take to replace my cranial plate alone?”

There was something he dragged next to him with his one ‘functional’ arm. Before I could get a good look he tossed it through the ray shields (what I’ll call them for now) for it to flop next to me and let out a groan.

Kevin?! He’s here too? Why did they pick this kid up?

“Vilgax wouldn’t pay me for the other human, OR ANY OF MY REPAIR FEES!”

Tough luck jerk, if I knew how much it would piss you off I would have gone for more than the armor. Scowling at the bounty hunters, I knelt down next to Kevin who looked relatively ok with just a light layer of dust on him. Looking closer he was actually much dirtier than that, but it had been collecting for a while. Sweat and food stains on his clothes, fingernails blackened by grime, and his hair greasier than a frying pan.

When was the last time he took a bath?

A loud clang next to the shielded doorway jolted me, looking back towards the imposing alone I had thoroughly wrecked, towered over me. I wasn’t in a powerful alien form now, I was a human child.

“I hope Vilgax takes his sweet time digging the omnitrix out of your body.” Kraab hissed before walking away, Six Six soon following. That all but confirmed it, I was in Vilgax’s ship. At what point was he healed? Was he still confined to his medical tank or was he ready to claim the watch?

I didn’t know if his ship was in orbit or tucked away in a forest that Max and Gwen could get to. Tetrax was doing, something, and hopefully it would help me.

I needed help, and so did Kevin who was laying knocked out next to me. An unrestrained Kevin.

“Hey.” I used my one free(ish) hand to nudge him, a short whine escaping him. Good, he wasn’t too hurt. “I need you to wake up.”

With a low annoyed groan, Kevin’s sorely stirred before wiping a hand over his scowling face. “Buzz off…..wait.”

Now he was actually waking up, Kevin snapping his gaze to me, my restraints, and the cell around us.

“Ah crap I finally got caught.” The boy sat up, nursing the bruise hidden behind his hair. “Did the cops say what they brought me in for?”

“I wish it was the police.” I answered as I gauged how I could appeal to his interests. It was in both of our benefit to escape but he would need to know what we’re escaping from.

Kevin did a short double take at my response before eyeing the ray shielded doorway. “What? The feds? Geez I didn’t think I did anything that big….yet.”

“Try something a little more, otherworldly.” I coaxed, but my vague answers were not appeasing.

“Stop playing games with me!” He shouted towards my face, making me question when the last time he brushed his teeth was. “Just where are we?!”

That’s when I felt it, an impact along the floor followed by another, its force carrying through the walls and the air. A foreboding weight as the steps grew closer. I remained still, quiet, trying to not draw the attention of someone who had been hunting me ever since I got the omnitrix.

The crimson metal plates along the towering legs came into view, tracing up to the most terrifying being I had ever laid eyes on.

“You are on my ship, worm.” Vilgax’s narrowing eyes closed onto my arm, his furious determination never leaving the omnitrix. “Taking the form of a child, did you really think that would allow you to evade me, or grant you mercy for stealing my omnitrix?”

Keeping my lips shut tight, I couldn’t form a proper thought to say any kind of response to him. I knew what he wanted, I knew what he was willing to do for it, there was no negotiations, no tricks up my sleeves, so whatever cards I might have I kept hidden.

“Once my lab is prepared I will take back the omnitrix and remind you that no one, escapes the wrath of Vilgax.”

He began walking away, his penetrating eyes leaving my soul as he marched to go ready his tools. But he left one final declaration.

“But I will know who you are, and eliminate whatever world you came from whether it be Earth or another.”

As the echoes of his presence dimmed with each step he took away from us, I was able to calm myself, just slightly.

“What was that?” Kevin muttered, eyes peeled as he continued to quiver. “Was that an actual alien?”

“An alien warlord.” I said as I scooted myself around to face Kevin. “Listen, whatever he has planned I’m sure neither of us want to be part of it. We need out.”

“Y-yeah.” Kevin gazed around, trying to make sense of it all or find some opening. “I don’t want them to dissect me or whatever.”

“Me neither.” Holding up my cuffs, I fiddled around to see if there was some way I could wiggle out but no use. If I could transform them I could easily get out of it but whatever was clamped down over the watch kept it from activating. A dampener, and I bet it ran off some kind of energy.

Kevin’s hands were free, no restraints to be seen.

“Alright, I do have some form of a plan.” I said, Kevin leaning in as we kept our escape plan to small whispers. “If I can get these cuffs off, I bet I could get us out of this cell then we find an escape pod, or maybe a small ship, and escape.”

“I don’t see a keyhole.” Kevin looked around at the thick contraption on my arms. “What kind of handcuffs are these?”

“Alien ones?” I tried to play it off as funny, but he didn’t care for my humor. Trying to point him in the right direction to use the powers he has yet to tell me about, I made something up. “I think I can feel some sort of humming, it probably runs off some kind of energy.”

“Give it.” Kevin grabbed at the cuffs before I could say no. He concentrated, then sparks began coughing out of the slits in the metal and into his fingers as a light began swirling around them. Something clicked inside, and I wasted no time pulling my left arm out of the dampener.

“Great work!” I immediately praised while rubbing the red marks on my skin around the omnitrix. While playing the oblivious kid role I asked what I already knew. “How did you do that?”

“I’m basically an energy sponge.” He smirked when he saw my wonder, the same face I did for kids that wanted to show me their latest trick. “Now, you said you could get me out?”

Right, glancing down at the omnitrix, I didn’t see green, just red. Vilgax I swear if you switched off the master control I’m going to unlock it again and beat you with every alien the galaxy had to offer.

“I did.” I sighed before glancing at my other wrist. It was still chained to the main mechanism that Kevin disabled. While my hand was technically free, I had dead weight attached to me that needed to be carried. Before Kevin could huff in displeasure and pout, I realized that perhaps I would be relying on Kevin a little more. “Actually, how much energy can you absorb?”

“I don’t know.” He glanced over towards the corner. “Never wanted to risk frying myself. What’s your point?”

“My point is that the door isn’t metal, it’s energy.” I directed his attention to the ray shield being projected in the doorway. “You could be our key to every lock in this place.”

With a newfound perspective on just how useful his powers were, Kevin confidently brought his hands up to the violently humming wall, and promptly slapped it. With a snap it flung Kevin back, the boy hissing along with his steaming palms. “Argh! This so bites!”

“That was a stupid thing to do.” Tetrax’s voice alerted us to his witness in our escape attempt. As Kevin became weary that one of the aliens had observed our lack of compliance, I was relieved to see that he was pressing a button to disable the ray shielding. “Follow me, I’ll get you two back to Earth.”

“Oh yeah?” Kevin huffed. “And why should we trust you?”

“We don’t have time to argue.” I stepped out, holding up my chained wrist as Tetrax seemed curious as to my willingness to work with him. Still, the alien pinched at the cuff around my right arm and snapped it free. With both arms available to me I attempted to bypass whatever was still disabling my use of the omnitrix.

“Idiot!” Kevin yelled out to me, on guard but still taking a slow step towards freedom. “He could be bringing us to a table to cut us open!”

“Tetrax won’t give us to Vilgax.” I sternly told Kevin, before sighing as I knew I had to speak in terms the street rat would understand. “Vilgax crossed him big time, this is Tetrax getting payback by slipping us under his nose.”

Then I was yanked up by my collar, Tetrax holding me up with ease as my legs dangled over the ground. His helmet collapsed into his suit, making me stare into his crystalline gaze. I knew he wouldn’t hurt me, scratch that I hoped he wouldn’t.

“Vilgax was right about one thing.” He spoke aloud, his true voice unfiltered by his helmet or circumstance. “You really aren’t a human child are you?”

“I’m human.” I corrected, but didn’t dare try to lie to his face to give him an excuse to suddenly try and take the omnitrix away during a moment of weakness.

“Hm.” He might not have believed it, but he still placed me down gently as a sign of goodwill. “Come on, we need to get to my ship before Vilgax catches on and puts the ship on lockdown.”

Nodding quietly, I followed him, Kevin lingering behind until he took the only chance he could see. “Fine, but the moment I see probes I’m frying your rocky butt.”

Tetrax walked quietly, somehow deafening his heavy steps into gliding motions. I didn’t have the weight, or hardness to make much noise but I kept my head on a swivel, checking back every now and then to the watch. Still red.

“Why does squid face even want us?” Kevin asked, either out of boredom or a distraction from the tense situation.

“He doesn’t want you.” Tetrax halted us at a corner, peeking out as he checked for us. “Once Six Six claimed the omnitrix and its host, Kraab thought he might get some kind of compensation bringing you due to your involvement and unique abilities. Yet Vilgax only has interest in the omnitrix.”

He motioned for us to follow swiftly, the man moving into a light jog as we struggled to keep up with our smaller legs.

“You mean his watch?” Kevin figured out that much, between me still messing with it and how they had placed a dampener over it earlier. “What’s so special about it?”

“It’s alien tech latched onto my wrist, and Vilgax thinks it’s his.” I explained before Tetrax revealed how powerful it really could be. “It stores a bunch of DNA inside of it from all sorts of species. But that doesn’t explain why Vilgax doesn’t think I’m not human.”

Vilgax never said that, but it would at least get Tetrax to begin to answer the other half of my question. How did Vilgax know that this body isn’t mine?

“The moment you found the omnitrix you made sure to use it sparingly, and leave little evidence behind.” Tetrax began as we came up to a large set of doors, a small window in the frame allowing us to see the hangar of the ship. Taking a peek inside I could see some smaller crafts, but none I recognized. “We all presumed it was found by someone who was already looking for it, already knew what it was and what it could do. No human, especially not a child, would have reacted the way you did.”

We lingered in the doorway, Tetrax trying to find a reasonable opening but there were too many drones floating around inside. “So how did you end up finding me?”

“You became predictable.” Tetrax answered, glancing down to see if I had managed to get the omnitrix back online. “Granted your uses were few and far between, but there were multiple points where you involved yourself with very noticeable events. Once Vilgax created a way to detect usage of the omnitrix, I was able to identify your mode of transportation and kept an eye on you. We all did. Once you separated yourself into an isolated area the other bounty hunters leapt at the chance, unfortunately Vilgax’s suspicions of you had us be monitored too close for comfort, that’s why I had to act as if I was one of them.”

Well, that explained why he hit me. “You could have at least pulled your punches.”

“I did.” Tetrax said as he pulled out his blaster. “Mostly because I needed to test your combat effectiveness.”

“And?”

He didn’t answer right away, glancing back at me and my lacking physique. “Decent reaction time, and quick thinking, but sloppy and uncoordinated. As you saw even with control over the omnitrix you were quickly overwhelmed by those who knew what you could do. But here’s the plan-“

Alarms blared all over the ship, the already crimson hallways pulsing with bright sirens that highlighted every shadow. With no hesitation Tetrax shifted his arm into a blade, slamming it through the doorway and ripping it open. “Stay behind me!”

Kevin appeared like he was going to argue until dozens of blaster bolts slammed into the alien’s frame, showering us in sparks as he took the brunt of the damage. We practically hugged his legs as he began blasting away with his own weapon.

“Now!” He began charging ahead, Kevin and I staying right on his heels as the constant firefight began to assault our ears. I held my hands to the side of my head, trying to prevent long term damage. Every three steps felt like it took an hour, between my mind absorbing everything around me to the fact that we had to stop once and a while as Tetrax threw himself in harm's way to keep us alive from a side shot. Even if it wasn’t hurting him, I deeply appreciated it.

I took note of something flying right over us, soaring past us as I questioned what it was trying to accomplish. It only occurred three seconds before the impact that it was aimed at the ship we had almost arrived at.

I grabbed Kevin and ducked down, just as an eruption of fire and shrapnel blasted out. Tetrax wrapped himself around us, the heat washing over his back and rushing through the gaps between his limbs. It was like dozens of searing seatbelts left in the desert heat pressed against different parts of my exposed skin.

My ears rang despite my attempts to protect them, though my efforts weren’t in vain as they recovered soon enough to hear a low growling voice alongside booming steps that echoed through the floor. All the drones halted, as Vilgax himself intervened.

“Tetrax you traitor.” He grabbed the man’s torso with a single hand, yanking him from the hangar floor. I desperately flew my hand to the omnitrix, my eyes never leaving the biggest danger I had ever been in.“I should have finished you alongside that miserable world of yours.”

Come on, please work! Give me a heavy hitter like Four Arms to-

A flash of green transformed me into a taller perspective, and not wasting a single surprise I threw out all of my red muscled limbs to tackle the warlord away. He dropped Tetrax, and hammered his hands into my back.

Turning into XLR8, I rushed between his legs before becoming Four Arms yet again to grab onto Vilgax’s back and swing him around to throw him into the fire.

“Wait, what?!” Kevin finally stood up, getting another look at me. “You’re the guy from the subway you kept-“

“Not now Kevin!” I warned before picking up the boy in one arm, Tetrax in another, and dashing out of the destroyed hangar. “Does this thing have escape pods?!”

“If Vilgax hasn’t already jettisoned them upon learning of our escape.” The man shook himself out of my arm, electing to run unassisted. “It couldn’t hurt to check. Follow me!”

The dreaded stomps reverberated through the floor, and I knew we were out of time. I tossed Kevin to the man, Tetrax catching the boy instantly. “Take Kevin and get to the escape pods!”

“They’re probably not even there!” Tetrax reminded me as he set Kevin down to stare me down despite my taller stature. “I’m not leaving the omnitrix in Vilgax’s ship!”

“I’ll get out of here on my own.” I tried to assure even if I felt a sliver of fear enter my heart as the ruthless alien stepped out from the smoke with blazing red eyes. “At least make sure Kevin-“

“What do you even know about me?!” The kid spat out in frustration.

“I know you want to stay alive so go!” Switching to Heatblast, I shot out an intense stream of flames along the walls in the hallway between us and guaranteed death. I found what I was looking for, something volatile that erupted to blast in Vilgax’s face.

Turning into Diamondhead, I created a thick wall to seal off the path. I know it would only hold for a few seconds but it was a few seconds we could use. I felt a yank at my shoulder, then a pair of rocky knuckles smacking against my face. I would’ve fallen on my face if not for Tetrax to yank one of the shards sticking out of my back.

“We are all leaving.” Tetrax stated with certainty as he threw me to my feet. “If Vilgax gets his hands on the omnitrix then it’s all over, no chance for anyone to fight back or even to run.”

A crack rang out behind us, Vilgax already hammering away at the defense with flames whirling behind his blurry silhouette.

Winning a fight against Vilgax seemed impossible, even with the power of all ten aliens at my instant command I couldn’t win against three bounty hunters. Realizing Tetrax’s firm stand, and good argument, I turned into XLR8 in a flash and dashed through the halls in an instant. Passing by androids and drones I looked through every door and window until I found what I was looking for.

In a blur I was back before the two, pointing with a clawed hand towards salvation. “There’s still pods, this way!”

This time the alien didn’t hesitate to comply with my direction and hoisted Kevin onto his shoulder and sprinted ahead.

Being hoisted, jostled, and carried around like a sack of meat Kevin shouted from his less favorable position. “Put me down, I can run!”

“Not with those short legs.” I replied immediately, as either a way to shut him up or just to make light of the whole thing.

A blast of energy flew past my head, my perception slowing everything around me as I saw it crawling through the air towards the two. Tetrax was already pivoting in his run, already moving to allow it to hit his invulnerable shoulder. I ran ahead, building up speed to slash away at any exposed joints and wires in the machines of war. Clearing a path, Tetrax had no hesitation in storming through the wreckage.

Just as it came into sight, I could hear our unstoppable pursuer announcing his imminent arrival with his thundering footsteps just around the corner. Acting quickly, I turned into Stinkfly, spitting out as much vile mucus as I could onto the floor just behind Tetrax and several dripping strands tangled in the air.

“That won’t stop him for long.” Tetrax warned as he clicked a sequence of buttons to open the hatch.

“I know.” I agreed as I mentally switched into Four Arms. “Will the escape pod work?”

“It will get us far enough to get to my ship.”

Kevin was finally dropped back down, letting him contribute in some way. “Didn’t your ship get blown up back there?”

“That was a rental.”

The pod door opened up with a short hiss, and just out of sight screeching metal pierced throughout the hallway. Time was running out, and if there was any chance at some of us surviving we would need more.

With my immense strength I latched onto both Tetrax and Kevin, shoving them inside the pod.

“Idiot!” Tetrax’s muffled voice yelled out as he ran to the control panel inside. I acted faster, turning into Upgrade and shoving my arm into the pad before he could override it. Engaging the releases, deadlocking the seals, I made sure that there was no possible way for him to get back inside. “This wasn’t the plan!”

I was probably acting rashly, not thinking this through enough, or outright denying what was the smarter move to make. The obvious priority was to get the omnitrix far away from Vilgax, and with my lack of experience in fighting or dealing with such forces I was hardly capable of standing against such an opponent. Yet at the moment the only other option was to let Vilgax have a chance to rip the other two apart.

In my heart and soul, that was not an option.

“It was mine.” I said as the storm of Vilgax was brewing behind me.

“A foolish one.” Vilgax stepped forward through the shredded hall, bits of metal clinging to him with Stinkfly’s goop adhering them to his frame. “Heroic sentiments, perhaps I overestimated you.”

With a puff of exhaust blasting around the pod doors, I knew I no longer had to worry about the other two. They were gone, safe, and I was alone backed into a corner with a predator much stronger and more dangerous than myself.

Vilgax would never stop hunting me, destroy anyone remotely associated with me. I hated everything about this, I never wanted to be here or live a life that wasn’t mine. This was supposed to be the fun action packed life of a ten year old….but it wasn’t fun all the time. It was dangerous, stressful, nothing I would ever let a child experience. This life, these people, were real.

They were also far away on the planet below, no one else but Vilgax and I. It was terrifying, and exhilarating. Nothing to hold me back, and I could use the omnitrix all I wanted.

In a flash, I became Heatblast and held my fingers up, Vilgax quirking a muscled brow towards me until I lit a spark that gently flew over towards his foot. It wouldn’t have done anything, if there wasn’t a highly flammable substance coating him.

It ignited, scorching all around his body in a powerful explosion. I tucked in on myself, flaring with the flames all around me as I shoved my arms through the floor to carve out a molten path to crawl down through. Once I reached the floor below, several clicks and barrels were pointed right at me.

Then I pushed out, shoving infernal waves of heat through every path around me, only catching a glimpse at the unfortunate androids caught in the pathways. I was about to run away and come up with some strategy when the creaking metal above warned me of a clawed hand that ripped through the ceiling, latching around my face and yanking me back to his level.

I was brought up to his face, those glaring crimson eyes reflecting the flames of my body as if it was his rage manifest. “Did you think that would stop me?”

He didn’t give me time to reply before slamming me into the floor again, and again. I switched to Diamondhead to lessen the damage to my body but it didn’t halt his endless assault of using me as a ragdoll before tossing me into the far wall. My body crashed, indented into the surface with my vision swimming back into position. I only saw a violent arm swinging right towards me.

I changed into something to unstick myself, becoming Wildmutt with a new flood of animalistic adrenaline letting me throwing myself up to cling to the ceiling. Vilgax lunged up towards me, my acrobatic form barely dodging out of the way. His speed intensified, his claws scraping the air as I saw no way out.

Except to become too small to catch.

Becoming Gray Matter mid air I flew right between his digits and landed on the underside of his forearm. Given how he didn’t immediately slap me like the insect he saw me as, I predicted he wouldn’t realize where I was for at least twelve and a half seconds. Not even time to try and tamper with his muscle enhancements or life support, but enough to get behind him.

In a flash, my four red arms wrapped around his waist and with all the strength I could summon I tried something I never attempted before.

“RAAAHHHHH!” With a mighty roar, I threw him over my torso and slammed him head first into the hallway floor with a superpowered alien suplex. Not letting up on my sudden advantage, I swiveled around, keeping two arms wrapped around his legs to fight his attempts to pull his upper body back up, I used my other arms to start trying to pummel any part of him that was flesh.

His strength knew no limit, his arm tearing through the reinforced ship floor like it was water and latched onto one of my arms. All my arms snapped to his hand, trying to pry him off as he ripped apart the entire hallway to free himself. Vilgax pulled me down, swinging me below himself mid air to deliver his fury.

As Ghostfreak, the blows passed harmlessly through my body.

“Your cowardice is insulting!" Vilgax roared as I became invisible, giving me some time to try and find some weakness, someway to finish this fight now and forever. “Here I thought you were more intelligent than the average groveling peasant. Yet I realize now all you’ve done is ran, hide, all futile because you don’t know what true power is. Only I can harness the full potential of the omnitrix.”

How did they beat Vilgax in the show? When he showed up what did they do to win?

“Bargaining for your life will not work.” Vilgax’s eyes slowly swept over the space around him, until his gaze landed on where I was at. “Your pitiful existence is of no worth to me.”

Then he lashed out, on instinct I barely ducked out of the way from the instilled fear of what he would do should he catch me. When I questioned if he could touch me in this form, I was answered by a rough undercut throwing me through the ship.

Everything was a blur, matter and the spaces in between until I spun out into a larger open area with several screens all around me. I was in pain, any movements I did creaked and cried from the bruises all throughout my body that carried over in every form I took.

“We have an intruder.” One of the androids spoke out before a console, raising its blaster towards my face with several others.

This was all crap, I hated this whole situation. I hated running and hiding all the time. I hated being stuck in this body with a watch that put a target on my back every second of every day. I hated them, I hated being in a puny weak human child I HATED IT ALL!

“RAAAAGH!” Claws flexed out from my fingers, swiping away at everything and everyone in a blur of rage. See? I wasn’t weak! They were all weak and I had to constantly hold back because of some stupid human morality that almost got us killed so many times!

We were trapped in a life we didn’t want, and it was their fault that we had to hide ourselves!

THEY KEPT US CAGED LIKE ANIMALS TO BE EXPERIMENTED ON!

I WILL BE FREE!


While wrath overtook me, my actions out of my control as something else overcame me. My mind was all but blank, only a fraction of my thoughts were keeping me aware that something was happening. It was slipping away, a darkness beckoned me and I had no reason to resist.

‘Ben?’ A child’s voice came to my mind.

That’s not me.

‘Ben.’ It said again, more determined than before.

That’s not my name, leave me alone.

‘BEN!’ It screamed into my soul, desperate and afraid.

The flash of the omnitrix snapped me awake, my hands slapping against the cold metal ground. Human hands, the hands of a boy but ones that I had become familiar with. Where, what?

Besides noticing I was human, a bruised and battered one splayed out in some kind of command station.

A very, wrecked command station. Computers, robotic limbs, walls and floors nothing was spared from such a violent rampage. Did Vilgax come through here? It didn’t explain why I was alive or why I can’t remember what happened.

Getting up, I tried to go back over my mental checklist of what I needed to do. Get Tetrax and Kevin away? Check. Distract Vilgax long enough for them to get away, probably check.

Defeat Vilgax so I can get back to a summer vacation without the looming threat over my head?

A massive clang echoing through the ship told me that still needed to be done. I had half a minute at best, enough time to take a quick inventory. Anything in the room? Destroyed, Upgrade would take too long to repair them to gain access back to the controls of the ship or even check for any remaining escape pods.

So how do I beat VIlgax?

Dialing up the omnitrix, I began scrolling through my options. Tried him, tried him, him too, needs water to breathe, and-who is that?

Daggers ripped through the cracks of the door, the massive claws pulling away the central door in a single effortless tug.

“Wretched thing.” Vilgax growled as he stepped forward, looming over me. I wasn’t even tall enough to reach his knee, a pang of annoyance ringing through my mind as thousands of other plans were running through my head. “You have eluded me long enough. Your running is pathetic, I hoped for an opponent strong enough to face me in combat. Yet even with the power of the omnitrix you continue to disappoint me.”

“What, do you want me to win?” I dared ask, I dare try to stand up in my beaten small body.

“You never had any hope of defeating me.” Vilgax assured, actually letting me speak up to him. Either he was enjoying the chance to gloat, or he was actually curious about what I would say.

“I couldn’t hope to beat you in a fight.” I corrected, because all this time I had been fighting him head on. Ben never won a fight against him like that, it was always because of a-

Victory glimmered on the horizon, giving me enough confidence to truly stand my ground.

“You admit your failures? Of your imminent defeat?” The pistons inside Vilgax’s arms forced themselves further in, his muscle mass increasing as he grew a little cautious of my lack of fear.

“I never said that.” I laughed a little out loud, finding all of this absurd. Here I was, taunting an alien warlord as a ten year old kid who got pummeled several times over already. “Vilgax, I’m not going to fight you, I’m going to win.”

His face twitched in annoyance at my pompous declaration. “And what makes you so sure of that?”

Holding up my wrist, the omnitrix let out a short beep as I selected my next alien in my mind. “Because I decided to do things my way, and there’s no one to hold me back.”

Just as he took a swipe towards me, I transformed using the same method earlier to dodge his attacks. As Gray Matter I dived between his fingers, using my mind to mentally map out the ship from my memories and estimates to figure out where I needed to go. Just as Vilgax turned around to intercept me, I switched over to XLR8, someone who was much faster than he ever was.

“See ya!” I taunted before entering into a deadsprint. I headed for the first of many destinations, finding an access panel for maintenance sitting in the hallway where I predicted it would be.

Blaster fire erupted around me, but I needed to do this quick before Vilgax could figure out what I was trying to accomplish. I needed an alien that could do some precision work, but could also fight back.

Becoming Upgrade, I melded part of me into the panel while also blasting away with my single eye towards the androids. After disabling the one mechanism, I switched back to my speedster alien and dashed to the next and repeated the process.

A ship this size needed a powerful power source, and I would never attempt to do something like this if any others were onboard or if we were on Earth. But we were in space, no one around to get hurt after I make this place go nuclear.

One after another, I switched off anything that was helping to manage the flow of power, allowing it all to flow freely to maximize the necessary engine output. While it could probably manage it easily, I just needed it to be working as hot as it could before throwing a figurative wrench into it.

Or maybe a real one, I’d have to double check if I could with Gray Matter when I had a second.

Which as XLR8, I could stretch any spare seconds I had into hours. After running to and from every alien transformer, circuit breakers, and whatever they used to safely manage the power I sabotaged, I arrived to the main engine room where a massive metal chamber thrumming with energy rested.

The automated mechanics never had a chance to notice I was there before I rushed around them in a whirlwind of claws and blunt force trauma. Once I was alone, giving myself an internal pat on the back at my handiwork. Right, time to get to work.

Using Gray Matter’s mind and perspective, I traced over the cables, the pipes and the wires, identifying the components and their purpose.

Also what switches to flip to turn off any other safety features, or to allow everything to go absolutely wrong. A devious giggled came over me as I couldn’t help but twiddle my fingers like the mad scientist I felt like. Leaping to and from each pulsing button, I cackled as the angry lights began blaring alongside the alarms, all of them escalating as each press made the chorus ascend in their volume.

I was a conductor of this symphony of meltdown. A self destruct could have done the trick, but the controls were destroyed. So I was left with this convoluted method of securing the most optimal fireworks for the 4th of July.

Huh, that wasn’t too far off from today. Vilgax should have waited a couple more weeks before abducting me.

“ENOUGH!”

Speaking of whom, turning around in place, I stood over the final button. A great big red button, how fitting as I saw Vilgax with his clenched fists and shaking shoulders. I would have been afraid at the sight if not for the absolute certainty I had in my calculations.

“I will have my omnitrix!” He declared as he stomped his foot onto the ground, shaking the room and almost setting off the generator early. “I no longer care about your origins! All you are is a temporary set back, a pest, an annoyance who has aggravated me to no end!”

With a raise of his hand, a fleet of drones flew in from over his head, encircling the room with over a dozen guns taking aim right at my head with Vilgax ready to give the order. This wasn’t the plan, and my ability to see a way out was starting to dwindle.

Unless, that new guy was….yeah that would work.

“Ok Vilgax, you want a fight?” I threatened, standing at five, six inches tall best.

“I’m done fighting.” He spoke honestly, focusing all his efforts, his strength, onto me. “I will carry out your immediate execution, personally.”

No witty reply this time. He wouldn’t listen, and I had to stop playing around if I was to fight, no, I needed to win.

Once Vilgax gave the order with a single finger, everything happened at once. Every deadly weapon was discharged, Vilgax surged forward, my feet pushed in the button, and the omnitrix flashed its brilliant light that rewrote my DNA.

And gave me a couple of additions I was looking forward to.

My form was mostly humanoid, encased in alien armor that bore a strikingly similar design to the bounty hunter that brought me in. Instead of the dark gleam of the velvet armor padded with black sections, I had a chrome undertone mixed with obsidian panels with thick white plates for armor. Highlighting it all, were neon green lights that came to a glowing x on my faceplate.

The acrobatic prowess vaulted me up to dodge the several lasers, my arms whirling around in the air as mechanical ports opened up to reveal snaking wires that shot back with plasma. My armor was practically an exact copy of Six Six’s, letting me carry my own arsenal of his weapons. In the air I activated the thrusters, letting me fly up out of Vilgax’s imminent clutches as I became a tornado of guns and lasers.

“GET DOWN HERE AND FIGHT!” Vilgax ordered as his army of drones in the area were falling one by one to my endless assault. As I reached the top, where I knew there was an access hatch for other drones, I briefly acknowledged his order, giving one last look before ditching this sinking ship.

“Gatoka.” I….know what I said but for some reason it came out in a different language.

Without further ado, I left. Right before Vilgax simply leapt up and thrashed the spot I was just in. I quickly flew up further before Vilgax could reach through and pry me out. Keeping ahead, being quick, I knew Vilgax had already jettisoned all the remaining escape pods, not only did I predict that through him chasing me all around the ship right after I got Tetrax and Kevin out, but also saw it with my own eyes when I was running around as XLR8.

Finally popping out the end of the shaft, I ran right towards where my only shot of escape remained. The hangar, Tetrax’s smaller ship was destroyed but there were other crafts present. I can’t recall if there were two or three other ships, and I’m betting Six Six and Kraab took two different ships.

That left maybe one, and some scraps.

If there was nothing to fly then I’m praying that Upgrade can make use of some smoldering remains. Now that I wasn’t fighting for my life, running ahead I began to notice how hot everything was, a buzz in the air as the lights were frighteningly bright. There was probably more energy running through this ship at the moment than the Earth has ever produced in its time combined with my own Earth.

Any little thing could set it off at this point, I was racing against a potential explosion that if left alone would go off in two minutes. Vilgax in his pouting could just punch it without even realizing the danger it posed. If he was smart, either he was trying to undo what I did which would take care and patience.

Not a chance.

What slivers of hope I was grasping at were dropping, and once I arrived to the crumpled hangar doors I was met with a disheartening scene of a blackened room with nothing remaining except for a few drones hovering around the area. As I was staring at the remains of the ships, realizing that Vilgax had ordered their destruction, my presence was noticed.

The hovering drones rotated their optics towards me, screaming out as they began dive bombing towards me. Two pistols snapped out from my thighs, and in a quickdraw that would have pleased a cowboy I shot down the flying disks before they could even fire.

Ok, no escape pods, no spare ships, and the only vessel designed to fly was about to blow up. I don’t think any of my aliens would survive the blast, and I’m not sure any of them could survive the vacuum of space for long. Maybe in this form I could with the suit, but could I escape the blast radius in time?

A wave of exhaustion hit me, now that I wasn’t running or fighting I felt my body giving up. Collapsing onto my rear, every ache and bruise announced itself to me as I took in a deep sigh. Could I die? Was there anything the omnitrix would do to save me or turn me into some other alien that would let me live?

I didn’t know, but the one idea that seemed very tempting was that if I died here, I would wake up at home in my own bed in my own life with my soon to be wife waiting for me.

I wanted to see her again so much, and I was willing to risk the chance to find out.

Unfortunately, I cared a little too much about people, especially those that I barely felt I knew. What would Gwen and Max say? They would never know what happened, and what would they tell everyone else?

What about Ben’s life? If I let his body die here would he ever have a chance at getting it back?

I may have been willing to risk my own life, but I wasn’t willing to risk anyone else’s. That’s why I sent Tetrax and Kevin away, they could probably have helped if I let them stay, especially Tetrax.

Dropping my hand to the side, brushing against the remains of a fallen drone, I let out all my frustration out in a deep sigh. Whether I liked it or not, I would continue to try.

Even if all I had to work with was a pile of scraps…..recently destroyed drones that were routinely sent from orbit, with the only damage done was to their central processing. Everything else, was functional.

Turning into my favorite alien, I merged with the four drones laying around me, converging them into a single unit to maximize all features. Once I did so, I could feel just how far I could go and how fast.

This could work, I could do this.

Picking myself up, floating in place, I hovered over towards the airlock and remotely began opening the doors. I was connected to the ships systems now, and I was able to see just how ruined they were and how volatile the whole place was.

Better leave before-

‘You have made a very powerful enemy.’

My mind was being grounded, my hold over the drones nearly coming undone as Vilgax reached into my very soul. Fighting with what little strength I had left I ordered my body to crawl out of the opened doors, letting myself drift out into open space.

Vilgax’s uninjured face came before me, peering down onto my form from beyond.

‘You cannot run, you cannot hide. I will find you and when I do I will claim the omnitrix once and for all and let nothing remain of your pitiful existence.’

My senses were overwhelmed, barely making out that I was drifting farther from the ship but not fast enough. “You think you know me, but you don’t.”

‘I already know everything I need to about you. You may think yourself clever but I have already halted your plans to destroy my ship.’

Halted? Maybe, but the way those rear engines were shaking and firing told me that he only kept things from their boiling point. All it would take, was a single thing to go wrong. Aiming all of my micro weaponry at the most sensitive point, I charged my attack as I prepared to get as far away as possible.

“If you know me so well, then what’s my name?”

Vilgax’s mind scowled at me as some part of this mindscape Vilgax controlled chained itself around me, digging into my mind as searing pain ran over me.

‘Your name does not matter to me.’

“It should.” I forced myself to take aim, to gain enough control to execute my final act to this tiring charade. “Because one day someone’s going to ask who took down the galaxy’s most feared villain.”

It was such a small beam, such a tiny weak thing that barely touched the quivering surface of the sputtering engine. Then it all exploded at once in a great big ball of fire. It was like staring into the sun itself.

Vilgax’s hold on my psyche vanished, letting me put all my energy into my return trip to Earth and outracing the blast. I didn’t try to look behind me, the sensors already screaming at me to escape certain death. All I wanted to do was enjoy a nice, relaxing road trip with two people I’ve grown to respect, to care for, and to even fight for.

Upon hitting the atmosphere I didn’t dare slow down, the burning sensation of reentry not deterring me in the slightest. New York was a hard place to miss, between all the lights and the roadways leading towards it the city was a beacon for Earth. No wonder it was invaded all the time in the movies.

In range, tired and just wanting to regain the safety and austerity of a nice bed. Aimlessly gliding back down to the familiar planet, a sea of artificial lights reaching out through the abyss and calling out. With a minor tweak, I was able to hear and listen to all of the bustling chatter being transmitted through the radio waves.

There, a unique signal I recognized was beaming through it all, a beacon back to those who never sought me harm. Without care if anyone saw me as I was at the moment, I only made sure I was invisible to radar as I made my final approach.

Down below, the grumbling engine of a worn out RV was prowling through the streets of the bustling city. Locking myself onto it, I began to collapse my mechanical body into something as compact as possible before landing on top of the roof. A sudden lurch of the vehicle nearly threw me off, and I had to engage some magnetic clamps to not be shaken away. Once I secured the last remains of Vilgax’s military might, briefly recalling how one time a drone took over the Rust Bucket, I confirmed that any function was disabled before releasing my hold.

The rumbling RV pulled into a quiet side street, the brakes squeaking as it came to a halt. I rolled off, hardly having any ability to protest as I slipped onto the asphalt, laying there as voices began yelling out from inside.

With a flash of red, the omnitrix reverted me into an abused boy sprawled out in the city streets.

“BEN!” Max yelled out as the two rushed to my side.

Gwen gasped, frozen in place as the older man tenderly picked me up.

“Ben.” A restrained panic left the grandfather’s lips. “Ben please wake up.”

“I’m awake.” I hissed as I discovered another bruise. “Just, too tired to open my eyes.”

Without another word he brought me inside the RV, resting me onto Gwen’s lower bunk as I could hear the smaller girl’s footsteps keeping right behind us. They allowed me a moment to relax, to breathe, as they probably needed it themselves.

Who knows how long I was gone, and my last message probably kept them awake and active all night.

“Gwen.” Max spoke up. “Can you get me the first aid kit please?”

She did so immediately, all but running the four feet to where it was kept. When Max began to peel off my shirt I didn’t fight, protest, but I felt ashamed because it wouldn’t be a pretty sight. I would normally do this myself, not needing anyone to apply any aid to me since I was six years old.

He began gently brushing my skin with cold rags that stung when they ran over the cuts, several ice packs finding themselves all over my body and especially my face. Sleep beckoned, but I wanted them to have a chance to do so as well.

“I won.” I muttered, Max’s steady hands pausing as he listened intently. “The bounty hunters abducted me, brought me aboard Vilgax’s ship.”

I heard a clink of glass hit the bedside before falling onto the floor. A strong scent of sanitizing alcohol poured out before Max picked it up to prevent anymore from spilling out.

“Who’s Vilgax?” Gwen asked as Max wouldn’t dare acknowledge the name.

“The worst of the worst.” I answered, unsure if Max would even mention anything but I didn’t care at this point. “He’s a galactic war lord who believed the omnitrix would let him create an unstoppable army. Doubt he would have needed it, because he was dangerous enough without it. I….barely got out of there.”

“What happened?” Max had stopped applying the medicines.

“Well, I managed to escape the cell with help from my cellmate and one of the bounty hunters who never intended to give him the watch. I got them to an escape pod before turning Vilgax’s main ship into a bomb.”

“That’s what that light was?!” Gwen shouted, making me wince at the sudden noise. “It lit up the sky like it was the middle of the day for a solid three minutes!”

Huh, I guess I shouldn’t be surprised that an explosion of that magnitude was noticed.

The sturdy, caring hand came to my shockingly uninjured shoulder. With an eagerness and anticipation, Max asked what he needed to know. “And Vilgax was caught in the middle of that?”

Opening my eyes for a second, I smiled at seeing these two were unharmed, and would never have to be in as much danger as I was. “I don’t regret it.”

“You shouldn’t.” Max quickly agreed, relief letting out a small laugh from his lips. “You did the universe a big favor Ben, I’m proud of you.”

“Does that mean I can finally get some sleep?” I eagerly asked, and once he nodded I immediately shut my eyes.

“I’ll drive us back to the hotel.” Max handed over a roll of bandages over to Gwen. “You get some well deserved rest now.”

“Thank you.”

“You better be thankful.” Gwen, as upset as she sounded, still wrapped the bandages around my sores. “We were up all night trying to find you and….I thought you might’ve…”

Her voice hitched, the girl’s breathing becoming audible as I could hear her finally breaking down next to me. It stabbed me with guilt, cutting through the joy that had come with knowing they were safe.

I had no reason to, but I did because there wasn’t anything more I could do. “I’m sorry.”

Then finally, after battling against monstrous aliens, armies of deadly automatons, skilled hunters and barely keeping myself alive, I was rewarded with the best night of sleep I ever had.


This took a lot longer to get out than I had predicted. Why you ask? Well, I got a new job, moved to a new state, and it took two months for someone to come out and finally install our internet.

Now, while I would love to push out more content at a faster rate, I think I’m going to leave on this note for a little while. I want to see if I can work on some of my other projects and update some other stories I’ve put on the cold backburner for a while.

There were a few things that probably stood out to you guys this chapter, and I haven’t fully explained them yet. Trust me when I say that there is a reason some of these scenes happened, but we won’t get answers until a couple chapters later. Some of you probably can already determine what happened, but I won’t leave any spoilers for those who want to wait and see.

Thank you for the amazing reviews. I’m glad that the effort I put into this is well received. Also, on a more personal note, I’m glad that my first self insert story isn’t being trashed on.

No content from Alien Force, Ultimate Alien, Omniverse, or reboot will be used. That includes aliens, abilities, plot points, lore, and just about anything not seen in the OG show.

Chapter 8: Another Passenger

Chapter Text

My Name Isn't Ben

Chapter 8

I was an adult, not a kid. For years I was responsible for myself, capable of taking care of my needs and understanding what my limits were. Lately that had been put into some question, but with the most powerful device in the galaxy strapped to my wrist and nearly a dozen different powers at my command I was more than capable.

So it should have been no trouble convincing Max that I was ok enough for a short walk through the city.

"I'm not sick just a little banged up." I focused on the conversation, managing to distract my senses from the sorry excuse of breakfast we had in the Rust Bucket. Max only had the room for one full night, and I had slept through them checking us out on top of another night in the RV.

"Banged up?!" Gwen was appalled by my description. "Ben you had aliens kidnap you and try to kill you!"

"Gwen is right." Max was washing his cookware at the sink, humoring my argument to show that he cared for my opinion but wasn't budging. "You should count yourself lucky you didn't just make it out alive but without needing a stitch."

Speaking of injuries, glancing to my right hand that was in a brace and feeling the thickly woven bindings around half of my joints, I ignored the stinging pain that sparked with every movement after the pain medication. I'll admit while I've had my fair share of bruises and other injuries this was the most I've ever incurred at once.

"I agree, I am very lucky." I admitted setting my fork down. "But Vilgax is taken care of, my injuries aren't bad enough to keep me bedridden-"

"You passed out the moment you got here." Gwen reached over, daring to poke me in the ribs eliciting a hiss from my mouth. "Plus you're still hurt."

"It's not restrictive." I tried to convince them, fighting through the aches in my body at every movement. "Plus it's good to get in some light walking, something I haven't done after sleeping for sixteen hours straight."

"I don't know Ben." Max seemed to consider it briefly. "Walking through a city like this isn't exactly easy on the joints."

"It's not like I want to see all the sights anyways." I quickly added on, realizing I might actually have a chance to enjoy New York city. I don't know if I would ever be back here again, especially if the crime rates rise at the same rate they did in my world. "I would be content to just sit in the Rust Bucket as we drive by a lot of it."

"Hmmmm." Max hummed as he came over to our table, glancing over my condition and trying to reassess my capability. I mean, I beat Vilgax, a stroll through New York was nothing compared to that. "I don't know, we could always come back when you're healed up."

"You're really considering this?" Gwen gestured to my face, with Vilgax had targeted multiple times on top of the blows I had gotten from the bounty hunters. "Look at him!"

"What about you Gwen?" I immediately jumped the conversation over towards her. "If we stay in New York for one more day you can get to go to some of the places you wanted. You don't want to miss out on those right?"

"Who cares about that?!" She shouted back at me. "You should be taken to a hospital!"

"You know they would ask too many questions about how I got these injuries or put in a tip to the police." I shot back before Max could remind her. "Even if they didn't, they could immediately notice that my 'watch' was fused to my arm."

"Ok ok." Gwen folded her arms, leaning away from her picked at meal. "You're impossible."

I tried to take it as a compliment, even if the context and the tone said otherwise.

"Still…" The final decision lingered at the tip of the older man's tongue, and I struck quickly with a very reasonable offer.

"How about this." I began with the confidence of a well experienced car dealer. "I'll get rest, hang out in the RV for most of the day. Just, let me tag along for three spots."

Please take the offer, I really didn't want to beg just to be carted around in a wheelchair.

After another deep hum emanated from Max, he leaned against the counter as he rolled over the idea in his mind. I gauged his facial expression at the edge of my seat, attempting to predict what his next decision would be.

"Ok." He said with a reserved smile before addressing me more seriously. "But if you start struggling to keep up I'm bringing you right back."

As a joyous shout nearly leapt up my throat, I recognized that I was much more invested in this trip than before. It could be several reasons, I was happy to have made it out alive, I no longer had to keep an eye over my shoulder, I had scored a victory against one of Ben's most dangerous villains, or….I was starting to forget I wasn't supposed to be here.

How could I forget that? Sometimes I didn't think about it but never had it left my mind.

The realization grounded whatever happiness I had in the moment, but didn't fully diminish. I was still alive, and now that there wasn't something actively tracking the use of the omnitrix I could begin to use it more generously.

Ideas that I had shelved all summer, were all being dusted off as I contemplated all of what I could do. Yeah, circumstances could be better but how could someone not be excited to explore the abilities of the omnitrix?


The day was hot, humid, crowded, noisy, all of it I could handle as a healthy tall adult but I was none of those things at the moment. I was too short to see over anyone, and they were too tall to see me until they bumped into me and exacerbated my injuries. Max did his best to pave a clear path, but not even he could move a stubborn local and oblivious tourists. I could tolerate the weather on a normal day but between the many bodies and my less than ok condition it was hell.

Still, I was having fun.

The Statue of Liberty was definitely a popular attraction, and one that I also wanted to see in person. Luckily I didn't have to do much walking as the ferry ride over allowed me to sit for most of the time. While the idea of actually going inside was even better, between the large line outside of it and the thought of me trying to get up all those stairs quickly deterred all of us.

I briefly considered if there might have been another purpose behind it at one point if Mt. Rushmore served as a Plumber base.

Times Square, I decided to sit out. It was good enough for us to drive through the roads and get a good look around but shopping for me didn't seem appealing. I didn't want to use Max's money, and I had very little funds for what was technically Ben's money he saved up for this. Gwen seemed excited though, and I left a little advice of looking at everything before deciding on what to buy.

Besides, shops in the heart of a multinational attraction were way overpriced.

The Empire State Building, didn't require much walking either except for getting from the parking lot to the building itself. Stairs were easily circumvented by elevators, and we got to be in an airconditioned structure on our way up to the observation deck.

In addition, it let me get a good look at the city I spent so much time running around in various spider-man games.

"It's amazing what people managed to do at the time given the circumstances." Gwen was looking over the pamphlet filled with the rich history of the building. I doubt she needed it, but she wasn't one to turn down freely given knowledge.

"Yeah." I agreed as the elevator let out a short ding upon reaching the top. "I find it crazy how many of the construction workers were just ok walking around on steel beams with nothing to tether them."

"Seriously!" Gwen shouted as we exited the box, coming out onto the observation deck. "Did anyone stop to think that was too dangerous?"

"Well Gwen." Max began to supply his own words of wisdom. "I'm sure they did, but money was hard to come by and there were mouths to feed. Lots of them probably were just trying to take care of their families."

"It was the Great Depression." I was adding on as we were brought to a larger open section, plenty of railing to keep anyone from mimicking the risks of the employees back then. "There was a lot of risk, danger, and I'm sure it wasn't easy but someone had to do it so others could have a chance at life."

My attempts at being subtle about it probably failed given their notable glances over my injuries or the omnitrix.

Gwen and Max were being extremely cautious with me, and so far we never managed to have a good conversation about my involvement with otherworldly threats. Now that Vilgax was gone, I still questioned whether or not I should have them involved in facing off against super powered villains.

I had help against Vilgax I admit, but it was very brief. Honestly besides Kevin getting my restraints off everything else probably would have happened the same. Vilgax was the worst of the worst, and if I only needed a fraction of assistance to take care of him then there was a good chance that I could handle everything else.

Would I though? I'm still blurry on the details of several events that will probably come to pass, and by the end of the show they demonstrated feats that were oftentimes equal to what Ben could contribute.

At the very least, I needed to make sure that if anything else came our way they had the means of self defense. I'm not sure if Max has any of his old gear stored away in the Rust Bucket or if we needed to go to Mt. Rushmore to get it. Gwen's pursuit of magic had yet to happen in earnest, but didn't that happen much later in the show as well?

Without talking to them fully, I had no idea what steps needed to be taken, and I'm sure they were itching to lay into my actions of acting recklessly.

"Here." Max handed a couple of quarters out to the two of us. "I'm sure you'll get a better look of the city with those."

Following where he was pointing, we spotted an opening at one of the several tower viewers. Grabbing the change, I didn't hesitate to go over with Gwen to see the wide expanse of several skyscrapers. From the Chrysler building, to other two towers that…..hold on a second.

Was that the freaking World Trade Center?!

Without a doubt, I was gob smacked at seeing the twin towers standing tall in the city that never sleeps. Did September eleventh never happen here?!

Once again, I was reminded that besides the episodic adventures with monsters and aliens, I was in fact in a world that did not have the exact same history as my own.

Or maybe I really did need to get some more sleep.


As we left New York city, I stared aimlessly out the window with headphones plugged into my ears and a mechanical pencil in my hand tapping away at the empty notebook before me. It was all so bizarre now that I fully thought about it. The differences that existed between my world and this one, what I could potentially do with the omnitrix, events that were brewing on the horizon, and how I would handle them alongside Gwen and Max.

Thinking of them, I looked across from me to see Gwen's eyes dart back to her laptop.

With no idea what I should be using my time for, I tried to settle what was in front of me. "What's up?"

"Nothing." She quickly retorted, ducking her face a little more behind her screen.

Ok…Glancing over to Max, I caught his gaze in the rear view mirror before he suddenly focused back on the road. Nope, I'm not going another day with some awkward silence hanging over me.

"I think we need to talk about what happened." I spoke aloud to interrupt whatever they were keeping to themselves. "Are you guys upset I went off on my own?"

"I wouldn't entirely disagree." Max was the more courageous of the two, proving so by speaking up first with purpose. "But, I can't exactly say everything you did was wrong. You should have told us where you were going exactly and what you were doing, but you did leave us with a way to contact you. Plus, you were ambushed right? That's not your fault. I doubt you're just brushing this under the rug so all I ask is that you don't wander off too far next time in case something like this happens again."

The fact that this man can just process things like this so fast and move on emotionally was probably what made him a great Plumber. Still, despite his quick acceptance towards the situation I had doubts that he let everything off his chest.

"Yeah." I nodded in complete understanding. "Lesson learned. Speaking of which, if anything like that happens again I'm going to need to get some more practice with this thing and fighting in general."

Wait, didn't Gwen know multiple martial arts or something along those lines?

"Hey Gwen."

"Y-yeah?" She tried to keep her head down, something about the topic was hard for her. I know what she experienced back in Arizona would traumatize any ten year old, but this girl had a lot of potential. Even if I don't plan on having her fight, she needs to be ready for one just in case.

"Do you think you could teach me some hand to hand moves? The one bounty hunter pointed out how I didn't really know what I was doing and, well he was right."

The girl slowly brought her screen down, hesitant about the whole thing if her closed off demeanor was any indicator. "I, don't know if I can help you."

"You are on the jiu jitsu team in school right? I bet you could-"

"No." She declared rather firmly as she stood up, taking her laptop back over to the back of the RV and leaving the conversation hanging in the air.

That was rather different than I imagined the conversation going. I just wanted to clear whatever was in the air and get back to the way we were getting things settled. Max and Gwen had just begun to accept I was my own person who could take care of myself.

Pulling myself onto my feet, I dragged my tired heels over to collapse into the passenger seat next to Max. "Do you know what's bothering her?"

The grandfather stole a quick look through the mirror, being able to ascertain her state in a second. "I think that whatever it is, we should let her decide how to handle it first. Only if it gets noticeably worse should we try to help more directly."

I agreed, bringing up the empty notes onto my lap. Max at the very least I could still talk with, plan with, and while I wasn't closing myself off to Gwen I didn't want to forcefully close whatever distance she wanted. For now, I would come up with some basic plans on how to better utilize my aliens and their forms.

While jotting down a few more ideas on how to apply Heatblast's abilities of flight and heat generation, I glanced at the clock and saw it had been over half an hour since I began jotting down ideas. Huh, no carsickness. That's at least one benefit I had in a different body.

While scribbling down a few more potential applications for Heatblast, Max mentioned our next destination.

Niagara Falls.

Ok, I know for a fact that Kevin and Vilgax were supposed to team up to steal the omnitrix there….but neither of them are a problem right? Vilgax wasn't an issue, and Kevin is with Tetrax, or was.

Actually I don't know what happened to Kevin and I have no clue how to get a hold of the bounty hunter.

Maybe, just maybe, we could have a nice uneventful trip there. I couldn't have predicted what came next.

Once I had a full page and a half of ideas, we found a spot to camp for the night. It was incredibly tempting at first to turn into Gray Matter to see if I could come up with better ideas, but my body was still hurting and the moment my head hit the pillow I was out.


The next morning we were supposed to go to the falls, but morning came earlier than I predicted. Bright lights peeked through the blinds of the Rust Bucket windows, burning my eyes as I instinctively shielded myself further into the blankets. As much as I wanted to join the other two for another adventure, I wanted to sleep in for a little more.

At least to let me skip breakfast.

"What time is it?" Gwen's voice whined in the bunk below mine.

"Too early." I replied stiffly, stuffing the pillow around my ears as the wind began picking up.

But I could still hear Max's voice. "It's three thirty in the morning."

That woke me up.

All of us became alert, quickly throwing ourselves out of the beds to take a step outside to see what was going on. Shining lights above us were falling, a shadow of metal descending in front of us in the clearing.

I could barely make out what I was seeing, but I knew this was not something to ignore. Holding my palm over the omnitrix, my anxiety rose as I waited to see who exactly was about to step through the opening airlock.

I wasn't expecting Kevin yawning that's for sure.

"Kevin?" I lowered my hand as I took a few steps closer.

The boy wasn't alone, a familiar armored form was following closely behind him as they came towards us.

"Yo." He grumbled, clearly not happy being awake so early. "Man you look like crap. That squid freak did a number on you."

Tetrax's helmet collapsed into his suit, as the alien looked over me and confirmed my existence. "I don't know what I should be more surprised about, you being alive or Vilgax having been blown to the otherside of the galaxy."

"So he's really gone then." Max quickly intervened, eager to have confirmation of the war lord's demise.

"Yes." Tetrax affirmed before eyeing the omnitrix. "No one could survive an explosion like that. For a moment I thought you set the omnitrix to a quick self-destruct to keep it out of his hands."

"So, wait." Gwen was still catching up, shaking off the lingering sleep around her mind. "Are you the bounty hunter that helped Ben?"

"Yes, my name is Tetrax." He greeted with a salute of some form. "And on behalf of all that is good I thank you for putting down that tyrant. Even if you ignored my orders and put yourself in needless danger."

"You almost blew us up!" Kevin joined in with a hearty laugh. "Man I wish I could have seen the look on that ugly squid face when that happened!"

As nice as it was to see them alive and well, I wished it didn't have to pull me out of bed. While I was focused on that, Max stepped in with a better state of mind.

"So what brings you back?"

"A couple of reasons." Tetrax pushed Kevin towards us. "Firstly, is returning this one back to his home planet."

"Oh come on." The boy was visibly disappointed. "At least drop me off on a better planet than this."

"At least on Earth you can conceal your abilities better." Tetrax immediately shot back with some annoyance. "Any other planet would sniff you out and turn you into a battery."

Kevin's mood darkened, the boy clenching a fist as if the threat came from the man himself. "I'd like to see them try."

The alien ignored him, returning his attention back to me. "I also wanted to confirm for myself that Vilgax didn't survive and tracked any intact technology from his ship."

"Was there anything left?" Max questioned immediately.

"Just this." Tetrax pulled something out from his pouch, it was something sharp but heavily scorched and-WAS THAT VILGAX'S FINGER?!

Before I could ask him to put it away he tossed it right at me like it was a souvenir.

"Here." The oblivious alien offered. "A trophy."

"U-uh, thank you." Being very careful not to touch where it would have connected to flesh I held it over to Max, who inspected it without any hint of disgust.

"Also." Tetrax pointed up towards the roof of the Rust Bucket. "I would double check to make sure those drones are completely wiped if you plan on keeping them."

"Drones?" Gwen questioned at the same time I mentally did. "What drones?"

"OH right!" I suddenly remembered my final escape, and that I did indeed leave my repurposed scraps on top of the RV. None of us must have looked since I arrived back to Earth. "Yeah, I'll double check. I was in a little bit of a hurry when I hijacked them."

"Ben." Our guardian gave a questioning look my way. "What did you leave up there?"

About to answer, Tetrax cut in before I could alleviate any worries. "As much as I'd love to converse with you all a little more, I have other matters to attend to. A power vacuum is about to occur so things are going to get a little busy."

"Wait!" Kevin shouted his protests. "You can't seriously dump me here! Not after being in space and seeing aliens!"

Tetrax stopped turning away, willing to look Kevin in the eyes before he departed. "Maybe one day I'll let you see more, but if that is to happen you need to put a lid on your selfish attitude."

Kevin's jaw dropped as he fumbled for some kind of reply, anything to shout to get Tetrax to come right back and take him to wherever he wanted to go. But without another word, he got back onto his starship and flew back out into the night sky.

Leaving us with Kevin.

I suddenly wondered if this was how Gwen first felt realizing that 'Ben' was supposed to be joining the summer long road trip.


Kevin is going to be sticking around for a little longer, we'll see if his time with the crew will be able to change his perspective on life if Vilgax didn't already do that. I have the next season lined up but if there are any episodes or moments in particular you would like to see more detail of let me know and I'll do my best.

No content from Alien Force, Ultimate Alien, Omniverse, or reboot will be used. That includes aliens, abilities, plot points, lore, and just about anything not seen in the OG show.

Chapter 9: Another Step Towards Answers

Chapter Text

My Name Isn't Ben

Chapter 9

One thing I enjoyed about absorbing myself into a scenery, was that I was fully entranced by the beauty all around me. It could be the middle of the scorching desert or icy blizzards, or perhaps the twinkling city lights with neon images capturing attention around them.

If you could stand still, look at what's around you, there was beauty to be found. I had even forgone my headphones to allow a roaring of water to give volume to the absolutely stunning view of the tidal waves rolling down the cliffs.

Niagara Falls, I never realized I needed to see it until I was standing before its majesty.

"Hhhhhhhhhaaaaaaaauuuuuuuuuuuggggggggk ptoo!"

It would be a lot better without Kevin being disgusting.

"Eeewww!" Gwen recoiled as she witnessed the glob of fluids shoot out from the ruffian's mouth. "Where did you even learn how to do that?"

"All guys know how." Kevin nudged me as if I was a participant. "It's in our DNA."

I mouthed a big NO towards Gwen. Sure I've spit over great heights as a kid before, but what Kevin was doing was a collection of everything gross.

"Isn't this amazing." Max came up holding a few water bottles he had just purchased. "I could stand here forever."

"Or-" The brat that was Kevin just swiped the offered beverage. "-we could go do something actually cool?"

It was an, interesting decision to have Kevin along with us. We didn't know where his family was, if he had one. All we could get from him is that he had been taking care of himself for months already. Until he told us more about himself, we had no means to discover where we could take him.

There were several other factors. He didn't get along well with authority figures, his powers could easily hurt someone, and he was prone to cause trouble. Unless we were ok with having him locked up in a super prison we were the next best group to look after him. Hopefully by the end of summer we will have come up with a better solution.

Or Kevin manages to let go of his snobby attitude.

"I think it's time to call it a day anyways." Max announced as he gave Gwen and I the last water bottles. "You're still hurt Ben. You need rest."

"Seriously!" Kevin poked a very sensitive bruise on my ribs, before I noticed his eyes went to my music player clipped to my belt loop. "Why don't you take a nap and I'll look after-"

"Hey." I stopped him, holding the music player up. "I'd be willing to let you borrow a lot of things if you just asked. But this was a precious gift to me and I use it a lot."

"And?" Kevin smirked, clearly showing off how much taller he was than me. "What would stop me from just taking it?"

"Are you saying you don't want your own?"

That threw him into a confused glance. "What? You mean you got an extra?"

"I was going to try making some stuff out of those alien drones. Should be easy to make something like this from it, only better." Then I put it back on my belt loop, starting to walk away from the boy. "But if I know you're going to take anything I would make out of technology far beyond anything on Earth maybe I shouldn't."

I didn't have to look back to know that Kevin was briefly dealing with a spike of anger over the bait. He knew it was just something I said to get him to comply, but did he want to risk it?

"Fine." He spat, throwing his hands into his pockets as he kept his distance. "I won't touch your stuff. But you better not be lying or else I'll make you-"

"Am I being threatened? I make gifts for friends not bullies."

You could hear his teeth grinding against one another as he had to stop himself from doing anything else should he lose out on probably the best thing he ever had. Gwen quickly caught up beside me, glancing back to Kevin before whispering to me.

"Can you get him to leave my stuff alone too?"

"I'll try."


In another quiet isolated part of the woods, we had begun setting up camp. Well, more like Max enlisting Gwen's help to do so. They still insisted on having me take it easy, something I was equally grateful for and slightly annoyed. But, it did give me a chance to do some long needed research.

What happened to me?

Among the many theories that had been flooding my mind the moment I woke up in this body, this world, one of them was if Ben was still inside me somewhere. It could have been as simple as a memory swap, or a full brain swap, or something more cosmic or spiritual in origin. I didn't know what the best result to discover would be, but at least if I knew what it was I was a step closer to putting things right.

"AAAAHHH!" Gwen ran right past me, Kevin chasing after her with a rather large bug he had just found. That was probably the most normal kid thing I've seen those two do.

"Alright." With the full deactivated culmination of two of Vilgax's drones before me, I held up the omnitrix and began to dial in the right alien.

"Ben." Max, who had not been prevented from starting an atrocious meal, called out. "Are you sure you should be going alien while injured like that?"

"It's not like I have stitches or broken bones." I responded in an attempt to ease his worry. "Worst case scenario I feel as sore as an alien as I do now."

I was bathed in the foreign energy that rewrote the founding blocks of my body, until I stood tall as the mechanical sludge of Upgrade.

"Woah!" Kevin dropped the bug, running over to where I was about to get to work. "You gonna make me that music player?"

"If I have time after working on something else. I'll make sure you get it soon, as long as you don't give me a reason why I shouldn't." I spoke out in the artificial tone of my original human voice before becoming Ben.

Gwen was very quick though to clarify what I said to prevent further creepy crawlies. "That means no terrorizing me!"

"Come on!" Kevin chuckled about it, tempted to do it again. "I was only playing around. Besides, it's not like you're making me the cool alien tech."

"Hey Kevin." Max spoke up with a smile. "Do you have a preference on how you like your hamburgers?"

Both Gwen and I immediately perked up at the lack of colorful additives or ingredients.

"Hamburgers?" Gwen asked in some shock. "Not pig foot burgers?"

"Or smashed goat eye burgers?" I added, just as confused.

"What are you guys talking about?" Kevin didn't understand the horrors we had been forced to feed off of. "That isn't food."

Oh you sweet, debatably innocent, psychotic child.

The old man hummed over the idea, before looking down at the already sizzling meat on the grill. "Well those do sound scrumptious. I'll have to pick up some ingredients the next time we're in town. Good idea kids!"

Kevin stumbled back as if Max's genuine interest in the slop had punched him in the gut. The boy glanced back at us, nearly quaking in his shoes. "What have you guys been eating?"

Gwen, as much as she didn't like Kevin so far, was at least empathetic to his fear. "Something worse than what you find dumpster diving in New York."


So, in the realization that we were going to have one of the few meals of sanity that Max would serve us we gorged ourselves. I didn't end up getting around to finishing my project before the carb coma pulled me into dreamland.

It was black, just like many of my dreamless sleeps that I had experienced in this body. Time was slipping away as I rested, my mind empty and awaiting the moment that I would wake up.

Then something occurred to me, something I should have realized a lot sooner but was too distracted by circumstance.

I was aware of where I was.

Now that I had gained some sense of reality I began to reexamine myself, my surroundings. All pitch black, the stiff air, my cold body, the rippling floor. I couldn't see a thing, but I was feeling my surroundings.

I could feel my own body.

Reaching down over my chest, I could feel a fabric still hanging over my torso. It was either a t-shirt or an undershirt, something I needed vision to decipher but nevertheless it was there. Brushing against my own ribs, I felt for something that would determine which body I inhabited in this expanse of the mind.

There! The bottom few ribs on the left slightly bulged out. Something no one would notice unless you pointed it out to them or they routinely saw me shirtless. My older brother growing up teased me about my "lumps" but my fiance would always poke it when she wanted to wake me up.

I was me here, wherever this was.

A dream? If it really was, that meant that my many years of practice in controlling them, whether fully lucid or not, should apply. Would it work here?

Flexing the long unused muscle of my dreamscape mastery I allowed the palm of my hand to ignite with a spark of flames. The glow was muffled, a thick cloud of darkness keeping me from seeing anything more than four inches away from the flames.

Ok then, I was in a literal veil of darkness. Closing my fist around the flame, I condensed it, visualizing the fury of a newborn star and throwing it up into the void. A supernova exploded above, the light and force of the blast banishing the mist.

A howling pain screamed out, sending a spike of fear through me as I turned around towards the source. All I saw was the rippling of the floor as if something dove into the ground like it was their personal pool.

Daring to look down, I was troubled when I didn't immediately see my reflection. The thought of it slowly materialized something below me, but it wasn't my face, nor Ben's.

"Ghost Freak." I uttered, making out a barely perceptible silhouette hiding in my shadow. Was this a real visitation of the alien in my mind? Or just some dream.

Or neither.

"You shouldn't have done that." The raspy specter warned me.

In case it was really him in my mind, I needed to take advantage of the opportunity. "You've been in my mind, diluting my dreams. Why?"

"The two of us already share a body." He hissed when a beam of my source of light brushed against his form. "It was difficult to manifest myself before, but now you've woken him up."

"Who?" I questioned, before a flick of a nostalgic noise filled my ears. Static rolled over the smoky glass I stood on, my focus on the star slipping as a new source of light shining against my back.

Turning around, I saw it, the old crtv my family had. The one where we only had five channels, a vhs player, and was always covered in dust.

There was a boy sitting right in front of it, staring at each particle as it flew across the screen.

That white shirt with black lines, the cargo pants, the unkempt brown hair.

"Ben?" I asked, before a splitting pain pressed into my brain. Memories rushed through me, my own life in recent weeks replayed in an instant before mirroring itself on the television in a blur of colors. Before the pain could bring me to my knees, it began to subside. Then, the young boy turned his head to address me from the corner of his eye.

Then he spoke. "Give it back."

The screen on the television cracked, the floor around it splitting into a spiderweb of destruction. I could feel it, in my mind and the landscape all around me was becoming unstable. I fought to keep my balance, mentally grasping as much as I could to remain steady.

The boy then rushed me, those green orbs meeting my own as he grasped the edges of my jacket and pleaded with his entire being. "GIVE IT BACK!"

Everything shattered as flames roared through the cracks, Ghost Freak rising in between us and grasping our faces in his claws before his maw opened up to consume us in the chaos.


"Ben!"

"What the crap?!"

"Move out of the way!"

I felt something cold rush over my head, choking me despite my throat being clear. The heat my form generated soon rose back to a comfortable point, my sense of reality returning as I saw my burning hands. "Gah!"

Hold on, I knew this body, and I wasn't on fire. I was fire, I was Heatblast.

Switching back to human, I pushed myself up from the ground where my charred sleeping bag rested. The sun was just barely announcing it would be rising soon past the horizon, trees around us, the previous night's campfire left in a pile of ash.

Max, Gwen, and Kevin were all staring at me. Max himself had a fire extinguisher. I went Heat Blast in my sleep, something I didn't even know I could do. Luckily, it seems the only victim of my action was where I was laying. "Um, good morning?"

"You ok Ben?" Max asked, lowering the nozzle.

"Yeah." I felt fine, my injuries were healing quickly, and I wasn't particularly hungry or thirsty. "Did I switch to Heatblast in my sleep?"

"You didn't just go Heatblast!" Gwen exclaimed. "You tried blasting the sky!"

"It was a cool light show." Kevin at least seemed to enjoy my night terror. "Hey, think you could do it again?"

So, guess me using my 'dream powers' ended up triggering the omnitrix. I've only ever had one night terror I could remember before, and by the time I moved I was already awake.

This dream I had, I was worrying it was more than that. Good thing I decided to sleep under the stars, otherwise the tent would have also gone up in flames. But now I was just given at least three different reasons why sleeping, or rather dreaming, was a bad idea.

Great, the only time of day I can truly relax and turn my brain off was now another point of stress. How many of these can I take until it breaks me?


Since morning was already arriving, we ended up getting a head start towards our next destination. I wasn't going back to sleep soon, and with the Rust Bucket rumbling throughout its walls no one had the option to either.

Max was driving, Gwen was on her computer likely looking up more information about our next stop, I was doing my best to make use out of the scattered alien drone parts, and Kevin…

Kevin was Kevin.

The boy had grabbed the most dangerous looking weapon from one of the drones, and proceeded to try and find the trigger. Gwen, as much as she wished for the silence to focus and study, had been keeping him in the corner of her eye. "Hey! Put that away, it's dangerous!"

Kevin didn't see her as anything but a whiny girl he could occasionally torture for amusement. "How come you haven't ragged on Ben about it?"

"Ben knows what he's doing, even more so as Gray Matter." Gwen gestured to where I was, the little amphibious and highly intelligent being that was trying to optimize the central processing units to calibrate it to the repurposed sensor array.

I just pleaded that his attention wouldn't stay on me.

"I don't need an alien brain to figure this out!" Kevin swore as he tried to hotwire some of the cables together, but with no power source it was useless.

"If only you had a brain." Gwen retorted with a huff, getting a growl, an actual growl from Kevin. "Oh? What? You don't like being treated like an animal? Then stop acting like a mangy mutt and-"

With a hyper conductive neuron pathway in my cranium, I had enough awareness of my own task and to keep a steady observation of my surroundings. Because of it, I noticed a brief discharge from his hands running right into the wire he held in his fingers.

I had enough time to do two things. First, immediately sending a command to the omnitrix to turn me into Four Arms. Next, put my hand over the emitter to prevent a laser from shooting out towards the front of the Rust Bucket.

The blast went off, the noise startling everyone. Max slammed his foot on the brakes, a trail of smoke coming from the scorch mark on my hand, and Gwen frozen in shock at the sudden turn of events.

She wasn't the only one, my heart was suddenly racing a mile per minute, my eyes locking onto the drone and any other danger. I felt stiff yet ready to strike at anything that even twitched.

"Kids!" Max ran back to check on us, sweeping his gaze over the two smaller ones before seeing my hand crushing the dangerous contraption. "Ben, are you ok?"

I didn't respond, I didn't even realize he was talking to me until the gentle human hand of Max rested on one of my arms. Letting go of it, the crumpled metal fell to the floor as I shook off the lingering sting. Diamond Head would have protected me, but there was a chance it would have bounced out of my grip. Four Arms I knew could take a hit with his thick red skin.

My body's sudden spike of fight or flight was not predicted. "Fine. I forgot about Kevin's abilities for a second."

The very boy responsible was quick to deny the blame. "It's not my fault!"

Gwen slammed her hands on the table, glaring angrily towards him. "This is exactly your fault! You grabbed something you knew was a weapon and were trying to set it off!"

"You made me!"

"No I didn't!"

"Gwen, Kevin!" Max stepped between the two before they could lunge at one another's throats. "We're all ok, that's what matters!"

I didn't even have the mental fortitude to intervene or add in my own words. Kevin was a wild card. I know he must have had it rough and he is very capable of running away and causing trouble somewhere else. Standard discipline won't work, he needs to realize that we're his best option and he won't see it if he's being grounded all the time.

While changing back to human, I just sat down and stared over the many, many pieces of alien tech I thought I had dismantled or reconfigured into nonlethal tools.

My project was going to take a lot longer if I needed to make everything Kevin proof.


Hours went by, and to keep Kevin distracted I actually did make him a quick alien radio to keep his mind occupied. For Gray Matter, it was an easy task. It didn't even need to work as good as the best ones on Earth, just enough for him to have plenty of stations to flip through alongside a bootleg dig dug game that he used to find new active radio frequencies.

Huh, now that I think about it between Gray Matter and Upgrade I could make Minecraft years before it came out.

No, I have enough to worry about now and figure out.

Between making a whole new set of safeties for the alien scrap, coming up with more theories about what happened to me, to thinking about how I would even investigate them, I was mentally exhausted.

Sitting back up in shotgun alongside Max, I just let my mind zone out by watching America's beauty outside the window. At some point, I stopped being aware of where I was, who I was, and was merely an observer.

That was until Kevin had to interrupt it.

He practically shoved the 'gift' I made for him back in my face. "Hey! Is this really picking up on police chatter or are you pulling one on me?"

He plucked one of his earbuds from his, incredibly waxy ears, and offered it to me. Instead of risking an infection I just unplugged the audiojack so we could hear it on speaker.

It was definitely police chatter, but what they were describing sounded like something from x-files. Not that I ever saw the show, but I knew it had aliens.

Sharing a look with Max, our attempt to have a normal summer was quickly dashed away. "Detour?"

"Detour." He confirmed as he began to make towards the exit ramp.


The historical building, one that had been turned into a hotel for various guests, was vacant. The power was completely out, no lights or life within. Despite the emptiness, the police, an ambulance, and anyone daring enough were outside to witness it.

To catch a glimpse of whatever still lurked within.

The Rust Bucket pulled up into a far parking spot, giving us a preview of the potential danger ahead.

All it needed was someone ready to intervene. Unbuckling myself, I began to try and recall if this was an episode or not and what alien would be beaten overall to combat what little I knew of what was prowling.

Max's hand caught my shoulder, the caring man's gaze still lingering on a few of the remaining bandages on my person. "Ben, you don't have to do this."

So long as I had the omnitrix, so long as I was in this body, I honestly believed that I did.

Yet again, needing to be involved Kevin wedged himself into the discussion. "Woah, wait a second! Let me go! I'll take care of that alien freak!"

Gwen scoffed, rolling her eyes as she peeked out the window. "Yeah right."

That was not the kind of reply Kevin liked. "What was that nerd? You think I can't?"

With wisdom and experience of having kids of his own, Max intervened. "Kevin, why don't we show you how we do it this time? Once we test those powers of yours and see what you can do we'll know how to best work with you for a future mission."

Taking no chances for debate or argument, I darted out of the RV before Kevin could say no. Already having speed in mind, the omnitrix followed my silent command and altered my body to become XLR8.

In less than a second I was inside the devastated lobby, the once decorative benches and couches were ripped apart, the fountain in the center still pumping water through the bleeding cracks along the base.

There were no gleaming chandeliers, only shattered glass in a darkened, empty expanse. A faint smell of iron lingered in the air, one that I feared of what it could be.

With none of my senses alerting me to what could be present other than myself, I switched to Wildmutt to gain a new perspective. Now on all fours, I took in a deep breath through the 'gills' along my neck as the world was reshaped around me.

That included confirming the odor that had turned the carpet a darker shade of red. It almost masked the scent that was clawing its way towards me.

Leaping to the side, I narrowly avoided the sharpened tendrils that snapped down towards where I was. The talons at the end of the tongues pierced the carpet as I began to perceive this threat.

It was lanky, long limbs that were bent in odd angles keeping itself routed to the ceiling. While there was hardly any heat radiating off its body, there was still plenty that remained from its victims to highlight its opened head.

I didn't recognize it, and I didn't dare turn into something with eyes that would expose me to the horror of whatever this was.

Those thorns that nearly killed me retracted back into its slimy appendages before they all coiled back into its opened maw. It hardly made any sound, even when it lunged for me.

Stepping to the side the creature landed next to me, taking the swipe of my massive paw right into its torso. The beast was sent hurtling towards a fallen bookshelf where it crashed, splintering the wood around it.

Its body was incredibly light, and at the moment stood no chance against my weight class or my keen senses and reaction.

Which is what saved me from being shot by a man behind me.

Diving to the side I escaped being roasted by a condensed beam that scorched the very spot I was at.

"A Vulpimancer?" The older voice questioned as he studied me. "Well, two aliens in one night ain't a bad thing for me."

This was, familiar. My mind's sudden grasping at old memories was distracting and almost cost me my leg as the creature attempted to lash out at me again. Using my dexterous back paw, I latched onto the tongues and yanked the creature back to me.

But those things were more slippery than I expected, pulling themselves free and slicing against my leg. Its momentum still carried it to me, where I wished to end this fight quick and easy.

With a audible roar of effort I slammed both my hands down on it, feeling a few snaps in its torso before it fell limp. The wheezing told me it was alive still, but for how much longer I couldn't say.

Just as I turned to address the other person present a piercing noise stabbed into my head. It was awful, as if my very eardrums were going to burst if I had to endure another second of it. I wanted it to stop!

STOP IT!

Then it did, a world of silence regaining itself around me. It wasn't completely devoid of sound, but compared to the agonizing pitch in my ear it was significantly better.

"Argh! Just my luck!" The man cursed as the remains of his handheld tool were nothing but scattered parts along the ground.

Not one to waste a chance I dove towards him, restraining his arms under my hefty paws as I let out a growl of warning. Taking in another whiff of the air, I could confirm that my other target was not getting up.

There was also a familiar group of three making their way inside. The two children followed loosely behind Max as he calmly walked inside, inspecting the damage and eyeing the fallen creature.

A certain odor shifted in the man as his emotions seemed to subtly bleed through his scent. Was it an emotion? I never realized Wildmutt could potentially pick up on those.

"Hey! Over here!" The man suddenly shouted from under me. "Try to get this rabid thing's attention while I-Max?!"

"Phil?"

Ohhhh, that's why this was familiar. Partially.

Max came up, hesitating as he glanced between the man and myself. "Uhh, go on. Get!"

Was he, shooing me like a bad dog? Well from what I recall Phil wasn't someone to be trusted long term almost having sent Ben to the null-void for not joining him on his scam.

Trusting in Max, I backed away with a few whines to sell the whole 'scared dog' act before rushing out the back of the building. As soon as I was out of sight, I quickly returned to my human self and ran back in to see Max helping his old partner up.

It was odd, revisiting a scene with a pair of eyes. The pale complexion of the hairless creature remained silent, taking short steady breaths as a fluid leaked from its mouth. It didn't look at all like the creature Phil should have been fighting in the show.

As for the man that I was tussling with earlier, he had to be in his fifties at least with gray sideburns and a dark dye job to desperately retain some youthful features. His suit was one I had never seen before, but given the sturdy thick materials and the several foreign gadgets making up different parts told me all I needed to know. Though I did notice that he had some intricate goggles that were hanging around his neck.

"Guess my luck didn't run dry." Phil chuckled as he and Max warmly greeted one another. "You'd never believe it Max, but I had a sonic pitch whistle to handle that Vulpimancer. I wasn't even here for it"

"Really?" Max hummed in thought, giving me an apologetic glance. "What happened?"

"It just ripped itself apart!" Phil gestured to the broken shards on the ground. "I know I wasn't the best about maintaining my gear back in the day but this was beyond a loose screw."

Yeah, that was odd. I went over to try and investigate but the man's hand stopped me from getting any closer. Phil didn't even look down towards me when he spoke up. "So Max, who are the kids?"

"These are my grandchildren. Ben and Gwen."

"And Kevin!" I quickly added in, stepping back to be next to Kevin's side. Max hadn't forgotten about him, but explaining Kevin's origins and abilities on top of why he was with us would be a headache.

"Yeah." Max accepted the cover story before one, very apparent thing was addressed.

"Grandpa?" Gwen eyed the new man who seemed very familiar with Max. "How do you two know each other?"

I chastised myself internally, because while I knew Max hadn't told us about his background yet I was already aware enough about it not to press him for it. Gwen didn't know, and between what we experienced on top of a man who was obviously making a career out of facing alien creatures treated him like an old friend….well let's just say that I haven't been doing as good of a job preparing for future episodes.

I was more focused on finding a way to get myself back home and Ben back here, if he wasn't already.

Phil was quiet, allowing Max to lead the conversation to explain or come up with a cover story. His calculating eye swept over us, lingering a little longer on the omnitrix than I was comfortable with.

"Why don't we meet somewhere, less intense?" Max offered, guiding myself and the two kids out. "Then we can talk about some things."

"Like?" Gwen pressed, seemingly more annoyed as she was probably already working out what was hidden in Max's closet.

"Sure." Phil agreed as he holstered one of his weapons before grabbing a collapsible satchel. "Let me just bag up this nightcrawler and wrap up some payment options with the manager."

Max's quick frown back towards his old partner told me that the man was already suspicious of Phil's motives. I might not have to do much here other than nudge Max towards a few key points of evidence.

Speaking of which, I tried to look back towards the bigger mystery of the night and try to determine what exactly saved me. The pieces of that tech were indeed shredded, but it was too hard to tell how in the dark lobby. I might have to come back later and-

"Pst." Kevin, always feeling a need to butt in and be involved, held something up to me. I was about to push it away and tell him 'now's not the time' until his fingers unfurled and revealed what seemed to be the largest piece from the sonic pitch whistle. "You were eyeing this a bunch. You want it?"

For once, I was happy Kevin had some rather sticky fingers.


We had been ushered back into the Rust Bucket while Phil and Max were catching up. Myself, Gwen and Kevin were all inside and maybe or maybe not attempting to listen in on their conversation.

And by listening in I was definitely Upgrade integrated with a basic camera to pick up on their whispers. To not risk being caught, Gwen and Kevin had their own earbuds plugged into the camera where they each could hear what they were talking about without needing to sit next to one another. The actual camera part of my possessed tech was displaying a better quality feed onto the laptop screen for them to see.

Why was I doing this? Well call me cautious, or curious, whatever the case I knew that I had to do this as well if I'm going to pretend I was also oblivious to Max's background.

"So I assume the kids are out of the loop?" Phil questioned as he shut the trunk of his car, where the captured alien was now residing.

"About the Plumbers?" Max scratched his chin as he glanced back towards the Rust Bucket. "Yes but, we had an encounter or two so far during the summer and they handled themselves well enough that I think it's worth it."

"I wondered, given you were ok with them waltzing in on an alien scene. You gonna make them cadets?"

"Oh no, I'm retired. That's part of why I had no intention of telling them before. Speaking of which, I'm surprised you're still in the game."

"Yeah, ever since you took down Vilgax the work just seemed to dry up." Phil's voice spoke in longing. "But it's been picking up recently, and if you think those kids can really handle it one day then maybe you and I should show them the ropes?"

"I'm trying to give them a nice, fun, relaxing vacation, not a working one. I want them to enjoy their youth while they still have it."

Gwen aggressively ripped the earbuds from her head, standing abruptly from her seat before marching off to the bunks and slamming the curtain closed.

Kevin barely acknowledged her as he turned his attention back to the screen, no, wait, my main eye on the top of it. "What's her problem?"

That was a good question, because something had been bugging her more and more and I was afraid this was becoming too much. "I'm going to find out. Stay here for a moment please."

Pulling myself out of the camera and the laptop, Kevin pouted as his little snooping show was over and I contemplated returning to human. Upgrade was the closest alien I had that was, me. Sure I wasn't a techno blob before but he sounded like me and was around the same height as I used to be. Despite the foreign body, it was closer to me than Ben.

I wanted to talk to Gwen as honestly as I could, or would allow myself.

When have I ever lied so much before? Not a direct lie but a lie of omission. A lie of Ben being gone, what my goals were, and how much of a stranger I really am to them.

Sneaking through a peak of the curtain, I saw Gwen sitting cross legged on the bottom bunk while glaring at a box violently taped closed.

"Gwen?" I said as I sat down on the bed next to her. "Is there anything I can do to help?"

"No." She spat out, not exactly directed towards anything.

Awkwardly I shifted in my spot. I may have had experience with kids before but that was as an adult in a teaching position. Gwen was supposed to be family to me, one of equal age. I never had a comforting talk with any of my brothers or sisters before, this was all new to me. Luckily, I didn't have to come up with anything else because Gwen chose to speak again.

"He lied to us."

He kept a secret, but I couldn't exactly point fingers for that. "Why do you think he did that?"

"I don't know!" Gwen flailed her arms up as if that would chase away her feelings. "He wasn't protecting us, or maybe he thought he was. I thought for a second that maybe it was just you who was so good at handling aliens and this whole thing but it turns out he fought Vilgax too, and other aliens for his whole career?!"

She kicked at the box, sending it to the end of the bunk and smacking against the wall of the Rust Bucket before turning her back towards it. She solemnly looked down towards her feet, herself as her shoulders quivered slightly. "It turns out I'm just useless, that anything I do doesn't matter and-"

"No." I shut her down, because too many times I suffered the same thoughts and it took me my whole life just to start turning them away. I would not let Gwen suffer the same depressive episodes I did.

Turning back to human, I reached down to my belt loop and grabbed the music player that I had been reliant on to retain my sanity. "You picked this out with me in mind, to help me when I wasn't in a good place."

She considered it, glancing at my prize from her and almost accepting my words. "Anyone could have done that."

Scooting further onto the bed, I made Gwen look me in the eyes. "No, not everyone is as thoughtful as that. In fact hardly anyone is, not even me. You are, you pay attention, you don't miss details, and you care whether or not you like the person."

I hoped my words were easing her, Gwen seemingly pausing her self doubt as she reflected on what I had said. "I don't hate you Ben, not anymore at least. You, are a competent, good person who can handle himself when others are scared. I'm just not like that, as much as I try to be."

Her eyes flickered back to the box, and at this point I had to know what inside of it was causing her distress. Reaching over I grabbed it, making sure Gwen wasn't going to tear it away before I undid the several layers of hastily applied packing tape.

Inside of it, there were several magic items. Books, the charms, several pages of Gwen's notes, all of it making me confused. Did she give up on this? Was it too hard? In the show she seemed to take right to it, discovering spells one after another and having an aptitude no one else could hope to have.

"I tried Ben." Gwen admitted in defeat from her folded arms. "When you called out for help, I tried to track you, I tried to do something but it was all too confusing."

Setting it to the side for now, I pressed for answers. "What do you mean?"

"Well, when I thought I was searching for you, it felt like I was searching for someone else. I kept backtracking over and over looking but instead of what the book said would be the energy, or aura, whatever, of someone young and family….it kept leading me to someone else. Like, it was tangled with you but also familiar in a different way. Not to mention that weird haze around it like some kind of, living dark fog that made me feel lost every time I approached it."

I couldn't even say anything, or blink. Never before did I seriously consider telling her or Max about my situation before I had an idea on what happened. I don't even know if they would believe it, even with Gwen already pursuing a trail she didn't realize was spot on.

Yet, a sliver of hesitation gave me an excuse not to. Right now wasn't the time to share some massive secret because I needed to restore Gwen's confidence. Now knowing what she did, when she did it, I knew there had to be something that happened with her latent talent.

But, thinking back on my time fighting for my life wasn't the most fun. Some of the more notable ones were when I almost gave up, when I was beaten and worn down and on the verge of passing out.

Until…."Holy crap that was you?"

Gwen lifted her head up a little, quirking a brow towards me. "What?"

Taking a steady breath, I rewalked myself through the memories. Running, tired, afraid, angry, and lashing out like an animal with no hope of escape. "I didn't want to mention this before but, there was a point when during our prison break I had no idea how I was going to get out. Vilgax had beaten me over and over, no escape pods were left, I was hurt and running for my life with nowhere to go. At some point, I thought I was going crazy. I hardly felt like myself but then, I thought I heard someone calling for Ben. It snapped me out of it, and I was finally able to think before figuring out a way to beat Vilgax."

She skeptically looked at me, as if I was just making this up to make her feel better.

"Here." I passed the box to her, deciding to really put her to the test. "You can use that spell again, and if it points to me sitting right here next to you, that means you'll know it worked."

Hesitantly, but with a renewed fire in her, Gwen took the box and pulled out a few pages of her notes that had some very hasty scribbles on them. "Ok, one second."

She slid herself off the bunk, reaching under it she pulled out the old wooden staff with the carving of the bird head, or skull on it. "This is supposed to boost magical abilities, and since I'm new to this I thought it would help. Even though you're right here there's no harm in trying. If I really can use magic that is, or even have the right spell."

Despite her self doubt Gwen still rearranged herself to be in a meditative pose on her knees, holding the staff on her lap as she closed her eyes and whispered something.

'Ben.' She spoke to me without speaking, and I heard it with my very being.

"I hear you." I said, a smile of relief washing over Gwen as she opened her eyes.

"So, it did work." She uttered in mixed emotion, and a wider stretch of her mouth to show her glee. "Guess you're just weird."

"How so?"

"I guess it must be the omnitrix or something." Gwen got up, still holding the staff as she opened up the curtain to the rest of the RV. "You're just a knot of different energies swirling around, and that haze…I don't know what it is but it's just all around you."

She walked out, catching Kevin uselessly trying to access her laptop that was locked.

"I didn't break it!" He swore as he backed away from it. "Ben must've done it!"

Rolling her eyes, Gwen and I knew it was the fingerprint lock at work. Instead her focus went to the scavenged shard from the battle just earlier. "That haze, it's like there's some of it stuck to that."

Well, Kevin already gifted it to me so I didn't hold myself back to swiping it from the table and eyeing it. It looked, mangled, crushed by an unseen force with long scratches across the surface.

Did that other alien lash out at it? No, Phil would have mentioned it.

As soon as the man came to my thoughts Max entered inside the Rust Bucket. "Well, it's gotten awfully late. We should grab a bite to eat before finding somewhere to spend the night."

Reminded about Max and his secrets, Gwen elected not to let her moment of triumph be ruined by him and went back to reengage in her magical studies. Kevin on the other hand, was ready to act on an empty stomach.

"Hey, that place seemed real fancy. You think they would spare some room service for a few Plumbers who took out that alien?"

Max's temporarily shocked appearance only lasted a second before he glanced at the camera, mounted right where he and Phil had their conversation. Folding his arms he addressed all of us. "And how much of that did you all hear?"

How does it feel to be scared of being grounded as a man in his twenties? Weird, weirder than being able to turn into aliens.


Despite Kevin's slip up, his words managed to provoke Max into taking up on Phil's offer that neither Gwen or I heard.

Inside of the presidential suite that was given to Phil as payment for his services, we were given a wide variety of room service menu items to choose from. Now, as someone who has worked in the hotel industry I was fairly familiar with the environment and innerworkings.

That included knowing that late night kitchen staff, especially ones that are aware of a dangerous incident that happened on property, would likely not pay too close attention to what they were sending to be eaten. I double checked everything that came on that cart to make sure it was cooked thoroughly.

"Relax Ben." Phil gave a hearty pat against my back, shaking my smaller frame. "They're not gonna poison us to say thanks."

"Yeah!" Kevin quickly agreed with a mouth full of shrimp. "Chill out man!"

Those two were easily helping themselves, taking advantage of everything anyone had to offer and asking for a little more. Gwen was simply taking her fill, but I could tell she was pleased to have another normal meal to break the terror from the Rust Bucket's kitchen.

I knew Max was less accepting as myself, given how he seemed more focused on observing or asking pointed questions than eating. Was the man already suspicious of Phil? His old partner?

Well honestly sometimes you trust someone less when you know them and their habits. I could think of a few people I spent months side by side with and knew to keep an eye on them, only trusting them to do half of the things we were supposed to be doing.

"You mentioned work is picking back up." Max piped up just as the front door closed behind the hotel staff. "What kind of work have you done lately?"

"Oh? Are you interested now?" Phil was all too ready to rope Max back into Plumbing. "Is that because the youngsters caught our little conversation?"

All three of us flinched slightly as Max's displeasure came out as an audible groan, only making Phil laugh at our inevitable punishment.

"It really is becoming a handful." Phil admitted as he leaned forward with his drink. "Yesterday it was a Hyper Weasel, two days before that some Vulpimancers, which is why I even had the sonic pitch whistle on me, and last week dealt with a nasty Wigzelian Org beast."

"Huh." Max hummed in thought over the matter, giving a more critical gaze towards the man. "Sounds like our one week back at the rockies, dealing with all of those in a row."

"We dealt with all kinds of aliens then." Phil shrugged with a strange smile as he couldn't look at Max directly. "Bound to happen across a few repeats, and maybe there is some kind of pattern but a few extra eyes wouldn't hurt to look."

This was hard to watch, already knowing what kind of game was being played and what the outcome would be. I could do something, here and now but without proof I don't know if Max would accept my action against Phil.

It would also be unwarranted, in their perspective at least. I know what Phil has been doing and I know how far he's willing to go for it, but can I really sentence him to an alternate dimension for what he's done so far? Even knowing what he would try to do, can I judge him for actions I saw done in a cartoon?

I had no idea how I was supposed to handle this, and I had no one to ask for help. If I could somehow get my hands on that projector gun then at least I would deprive Phil of his means of putting people in danger for his scam. But would that fully stop him? Would he give up and pick up some other job or would he dare to find another way to somehow bring back a demand that only he could fulfill?

For now, I would just focus on that, give Phil a chance to give this up and walk away before it gets any worse.

I readied an excuse, thought even more on how exactly I would explain my next action.

"I think I'm going to get some fresh air."

I didn't say that, I was going to but then Max did. I wanted to stop him, telling to sit there for an extra minute or two while I go and make sure we can all walk away from this in peace. But before any of us could call out to him he was already out the door, and now I was on the clock to try and get what evidence I needed and intervene before Max could get to the Rust Bucket and drive off.

I ran to the door, not the front but the bathroom and slammed it behind me. It was not subtle, and it left the rest of them with unsure expressions.

"Huh." Kevin was the first to mention anything. "Didn't realize he had such a sensitive stomach."

Within the bathroom, I quickly met my first obstacle. There was no window, no way out except for one alien. I was desperate enough to use it, so holding up the omnitrix I dialed the one alien I was terrified was becoming more than I could handle.

Would I release him by accident here? Would he want vengeance or to take over my body? I knew from the beginning that I would have found a way to free him and give him a chance but I did not want to risk it now.

Time was slipping, and it forced my hand to press down the dial.

When I opened my eyes, I realized I just had the one. I was Ghostfreak, and staring into the mirror confirmed it. Once I saw myself though, or at least the alien, I pieced something together that I didn't realize earlier.

"Did you break Phil's tool?" My voice rasped, asking aloud as if I would get a response.

"Yes." A voice, exactly as my own alien one spoke in a whisper. I swiveled around, trying to find the source of it only to pause and slowly shift towards the mirror where my image did not move.

"You're welcome." He spoke again, as I felt a pressure begin to build in the back of my mind. "But I expect a proper thank you soon."

"You want to be free." I answered, getting to the point. "Who wouldn't? But I don't know how to do that yet, I'm only just now working on something to understand what exactly happened to me. Do you?"

His silence was disheartening, because despite his ability to somehow differentiate between Ben and I he was still unaware of what happened. "I'll see if freeing you first will make it easier for me to undo this, but I'm going to make you promise something while I can talk to you."

"Your time is running out." He floated closer to the mirror, that pressure swelling inside my head, burning my thoughts.

Time? TIME!

I darted through the wall, invisible and intangible as I raced down towards the mostly empty parking lot. Max was already getting in the Rust Bucket! Over to the side, I saw the old blue 1960's mustang sitting there with an alien tucked within. Dashing through the air, I peered my head into the car to see if I could spot the projector. No, not there, not in the backseat, was there a spot under the driver seat, what about-AHA!

Unlocking the glove compartment from within, I opened it so I could fully grasp the null-void projector. Pulling it out of the car, I turned back into a human as I tried to plan my next action. I gazed towards the fleeing Rust Bucket as Max was off to confirm what I already had in my very hands.

Then I heard a jingling of keys, Phil was coming.

I couldn't let him know about the omnitrix, otherwise he would likely target us because of it. Action was calling louder than thought, conflict was steadily approaching and I had to subdue it before it began.

"Ben?" Phil already spotted me through the windows of his car! "How did you…what are you doing with that?"

He was alert, Phil slowly coming around the front of his car towards me as he caught me red handed with his meal ticket. "Ben, you don't know what-"

I didn't process what he had to say, I just saw one of his hands approaching his side arm and my experience kicked in.

"Stop!" I demanded as I aimed the null-void projector right at him, finger hovering above the trigger.

His brow furrowed, the man had stopped caring that I was a child. "Ben, give me that. It's just a-"

"HANDS UP!" I demanded, finger on the trigger as I prayed I wouldn't have to fire.

Phil was still, his thoughts a mystery to me but he complied as he slowly rose his hands. His sights were on me, seeing me as an obstacle, a threat, and something else. "How did you get down here so fast?"

"Do not reach for your weapon!" I instilled the next order, assuring he wouldn't do anything hasty. I took a couple steps back just in case he decided to lunge, neither of us blinking as we stared one another down.

I had him, I didn't want to use the omnitrix but I needed Max back down here NOW!

"Ben!" Gwen's voice suddenly shouted as two pairs of footsteps came rushing towards us.

Phil's hand twitched as he thought I would have looked away at the distraction, but to his displeasure I did not. I knew the threat he posed and I would not take my sights away from him until he was properly restrained. The other two were getting closer, and he allowed his attention to waver towards them.

He was not taking a hostage on my watch.

"On your knees!" I commanded with all the authority I could, Phil sneering towards me as he complied, his hands slowly reaching behind his head.

I knew he had gadgets and I was not taking any chances here. "HANDS WHERE I CAN SEE THEM! FINGERS SPREAD!"

That order made even Gwen and Kevin stop before they got close enough to us, the two kids completely unsure of what to do next.

"Woah Ben!" Kevin decided it was play time, and I knew he would get in the way. "We mugging this guy? Let me hold the gun and-"

"Check the car for cuffs Kevin." I had to get him to focus on something else. I couldn't let him or Gwen get close enough to Phil, the wild card, the threat to our safety.

Kevin complied, probably eager to find his own toy in the fancy car as he searched for a way in. Now I just needed a way to get Max back here.

"Gwen." I called out to the girl who seemed utterly confused. "Call Max and get him back here to help."

"O-ok." Unsure but compliant with her trust in me, Gwen got out her emergency cell phone and was quickly dialing the man, leaving Phil and I to continue our staring contest.

"You sure Max didn't train you?" Phil decided to open his mouth with a cocky smirk, planning something right in front of me. I remained quiet, not giving him anything to work with. "No, that's not how Plumbers do things. That's how some amateur cop would do it. Your daddy a cop?"

I wanted him to shut up so much, but so long as he wasn't moving anything under his mouth I had no reason to pull the trigger.

"No, Max never mentioned any of his kids being one. He was always trying to keep his kids far away from what we do. It's a shame, you're a natural."

Let him speculate all he wants, so long as he stayed there he wasn't going to do any harm.

"Or maybe not, because something tells me by the way you're watching me, holding that gun there, you know what you're doing."

Was he always this clever in the show? Or was he just making things up to try and confuse me? Either way, it didn't change our position, who had control, even if it felt like it was slipping from my grasp.

"How did you get out of the bathroom and to the car so fast?" Phil questioned again, tilting his head ever so slightly, maybe to test me, see how much I'd let him move. "It must have something to do with that watch, it's definitely alien. So familiar…You also probably know what that thing does, don't you? Max didn't tell you and I sure didn't. How do you know about it?"

My grip on the projector tightened, as if it was his very throat to keep him from saying another word. How could he determine so much from so little? Was I that obvious? Did Gwen and Max already suspect I'm not who I look like?

Who did they think I was? Who do I think I am anymore?

"Professional." Phil mockingly praised my silence. "Very professional, and maybe too professional for a kid. So just who are you?"

The headlights flashing behind Phil alerted me that the Rust Bucket was on its way back, and by its speed it was in a hurry. Kevin's head poked out the passenger window of Phil's car as Gwen was waving with one arm towards Max while still holding the phone in the other.

The lights were so bright, shining right at my face, that I couldn't react in time as Phil lunged at me. I never shot at anyone, not as a human or at a human before. My body moved back on instinct, arms shooting back and away from his reach as I hastily back peddled.

The fact that he was on his knees, and our distance already between us, allowed enough room so that his lunge was a desperate move at best and never put him close enough to reach me. It didn't matter, I had the projector and Max was here.

Running around the other side of the car while Phil was getting up from the ground, I ran for safety, for those I knew, for a chance to end this before it got worse for anyone else.

"Here!" I yelled while rushing to Max just as he hopped out of the RV. Holding up the projector I quickly gave it to the experienced, man, giving him the proof he needed.

"Max!" Phil called out to his old partner, doing his very best to salvage the situation. "That boy, he's an alien!"

Out of all the things I thought he would say, that wasn't one of them. In fact, it was so close to some other truth about me having the omnitrix that Max already knew about that he immediately dismissed it.

"Care to explain this Phil?" Max held up the projector, giving a deathly glare to his old coworker.

"Max, there are more important-"

"You abused your access to Plumber tech for what?!" Max roared, uncaring for whatever story he thought Phil was spinning. "A chance to relive the glory days?!"

"That's not true!" Phil denied, continuing to point towards me. "He just-"

"We're not talking about Ben! We're talking about you abusing the trust, the responsibility you had for decades!" Max shook the projector at him as if it were a curse. "I hoped it wasn't true, but you went too far!"

"He knows what it is!" Phil tried to cut Max off. "That boy is not who you think he is! He went looking for it, right as you left and threatened to use it on me!"

"I might use it on you if you don't hand over your clearance badge right now!" Max demanded, arming himself properly with the projector with his finger already on the trigger.

Phil was stunned, jaw hanging open as he waited for Max to say something else. "You can't be serious. Max, after all the years we worked together-"

"You think that holds anything compared to what you have been doing?!" Max was furious, more so than I had ever seen him. I always hated it when people were yelling, and it seemed to have the same impact on Gwen. Now that I saw Kevin and Gwen, both witnesses to this, both kids, I felt a need to keep them safe.

"Come on." I ushered them towards the RV, keeping Phil in the corner of my eye. "It's over."


I had made sure to keep a close eye on them, ready to go alien at any second at the first sign of trouble. That didn't happen, there was plenty of yelling, and even more threats, but Phil inevitably took off a piece of his Plumber's uniform and tossed it Max's way.

Without looking back Max got right back in the Rust Bucket, and drove off without another word. On our drive, we were all quiet as Max repeatedly shook his head, clicking his tongue, and eventually sighing to release his iron grip on the wheel. If I was tall enough to drive I would have offered to do it for him, but sometimes driving and focusing on the road helps clear someone's head.

Maybe it helped Max, given he offered to take us on such a long road trip.

Once he seemed calm enough, I spoke up from my spot next to him. I know Max didn't want to talk anymore about it, but I needed to make sure there was no way Phil had access to dangerous tech.

"You sure taking his badge was enough?" I asked.

"I already disabled his ID code." Max tapped Phil's device sitting in the cup holder. "We may have been partners but I still outranked him. No way he's getting into any Plumber base now until he's officially reinstated, which is a lot harder to do when you have that on your record."

Gwen glanced up from her magic texts from the back, apparently worrying about the whole thing herself. "Is there no one to turn him in to?"

"If there were, we'd have a lot more explaining to do." Max began to answer as he got onto the interstate, accelerating as he drove further and further away from his past. "Answers like who Kevin is, and the omnitrix sitting on Ben's wrist. Without the null-void projector or any other Plumber tech, Phil isn't going to have the same kind of resources to pull off what he did."

Then, a horrifying thought occurred to me, one I completely overlooked. "What if he follows us?"

Kevin gave out a short laugh, before a jingle was heard from his hand. "Good luck without his keys."

"What?!" I spun around, Gwen slamming her book closed as we saw in Kevin's very hand the keys to his car.

So we were back on the road, an endless summer road trip with Max behind the wheel letting us in on his past exploits, Gwen reinvigorated to make use of the magical knowledge before her, Kevin finding his place in a world he didn't want to be in, and I was left to figure out just one thing.

How did I get here?


It's been a while since I updated this story, but I'm getting back into the writing mood and I hope that this lives up to your expectations. Ghostfreak is starting to hold more influence the longer time goes on, but his intentions are still unknown. Kevin is a little hard to write as I can't switch his personality too fast but he will need to adjust to living with the Tennysons and their morality. I know I put off Gwen learning magic for a little while despite her having so many tools at her disposal already. Hopefully this chapter shows why she was hesitant.

Lastly, Phil's situation. I thought long and hard about just how to handle him because honestly, taking away the projector was the simple solution but what consequence should he have had afterwards? Banishing him to the null-void is one thing if it's self defense at the moment, but to do so after he's already been deprived of the means for him to cause more danger? It seemed like too much.

But whether or not letting Phil roam free (albeit without a full plumber arsenal) was the better choice or not, they'll have to learn over time to see if Phil really did give up.

Things are changing, canon events drifting farther away as SI-Ben's influence begins to spin a new story that was not featured on TV. His foreknowledge will only carry him so far.

No content from Alien Force, Ultimate Alien, Omniverse, or reboot will be used. That includes aliens, abilities, plot points, lore, and just about anything not seen in the OG show.

Chapter 10: Building Resentment

Chapter Text

My Name Isn't Ben

Chapter 10

My body was beginning to heal, bruises fading, scabs falling off, bandages becoming less apparent over myself as I was wrapping up my recovery from my battle with Vilgax. Though that didn't mean I wouldn't get any new ones.

Like the one to my side that Gwen just gave me.

Recoiling from the kick, I had hoped that keeping my core flexed would have spared me of pain but it only lessened a well trained kick.

"Keep your arms up." The girl informed me, having finally taken up my request to receive some martial arts training.

I thought I was keeping them up, but my own reflexes must have pulled it down in a subconscious attempt to block the kick. Max had found a nice spot for us to spend the day camping, less trees and soft dirt covered in a thick layer of grass. After my experience from being jumped by bounty hunters, fighting against Vilgax, Tetrax's words of warning, and even a trained Plumber with a set of training and tools easily overwhelmed me.

If I had to fight, I had to know how to fight. I couldn't always rely on surprise attacks or clever tricks to pair with my use of the omnitrix. And who had various belts in different martial arts? Well, my cousin….Ben's cousin, who was showing me just how quickly someone who knew what they were doing could take me down on even ground.

Without apologizing, I retook the stance Gwen showed me earlier. The hardest part of this was trying to forge new reflexes and muscle memory that would allow me to instantly respond. My own reflexes, my own instincts, seemed to have me do something completely different.

Gwen came back at me with a new attack pattern, and just after the first two strikes my mind was flaring up, demanding it choose its own method to respond instead of what I've been trying to train my body to do.

That argument between new training and natural response slowed me down to the point that Gwen easily pinned me back down on the grass. Something I was also realizing, is that I used to be able to take advantage of being taller, having more leverage, and slipping through my opponent's grip.

I no longer had those advantages, and the ones Ben would have are too foreign for me to make quick use of. I didn't want to say humiliating, because Gwen was taking the time to teach me and this knowledge could easily save my life.

Still, the fact that no matter how much I tried I couldn't beat a ten year old girl was not helping my motivation.

"Gah!" I wheezed as my own weight threw out some of the air from my chest, Gwen grabbing my arms and twisting them behind me.

"Hah!" Kevin laughed at my misfortune from his spot near Max, who was setting up a set of lightbulbs on the wooden picnic table. "Did you really beat that squid face? You sure don't look like you could."

I gave no retort, only getting up once Gwen was off me to try again.

"Maybe we can take a break?" Gwen offered with a proud smile on her face, not even a sweat on her brow.

"You're enjoying this, aren't you?"

She only gave me a wider grin, finding something to hold over me that she was better at. I wouldn't hold it against her, she had a lot of great skills and it's nice for her to actually see how there were some things she was better at.

"Ok." Max took a step away from the table, Kevin cracking his fingers in anticipation. "We're all set up. Remember, just try to make them light up."

Kevin had a mad smile on his face, ready to demonstrate his own set of gifts. "Oh they'll light up alright."

He let loose with a volley of arcs, snapping out into the glass bulbs and making them burst into sparks.

"You see that?!" Kevin called back over to us, more pointedly towards Gwen. "I'd like to see you try and use your magic to do that!

Then, he turned his attention back at me while 'blowing' the tip of his finger gun. "I bet you don't even have that much skill with your aliens."

The omnitrix let out a beep before transforming me immediately into Ten Ten. I snapped one of my pistols out from the holster on my side, shooting one of the highest branches off the nearest tree. Multiple laser arrays snaked out from around my shoulders, two smaller arms popping out from my armor with their own blasters as I held an arsenal at my fingertips.

I pelted the large branch repeatedly mid air while walking towards it, each of my shots landing and shaving off another part of it until it was whittled down to a sliver of wood.

Once my handiwork was done, I changed back to human to catch the 'toothpick' in my hand before picking out the remains from our lunch from my teeth, enjoying seeing Kevin's astounded shock.

Hey, I had to keep the kid humble. Also, if he ever believed he could take me on he might try to take the omnitrix.

And I knew how that would go for him, something I would avoid at all costs.

Gwen rolled her eyes at me as she waltzed over. "Show off."

"That was fine work Ben." Max complimented my skill, which honestly was mostly the alien's enhancing my own natural marksman skills. "Though that does remind me, we should train your other aliens if you're going to be fighting with them."

"Yeah." I agreed, as tedious as it sounded to not just train my human skills but also the skills of every other body I used. Hopefully some would transfer to one another. "Even if it's just the basics, it's going to help a bunch."

"Hey!" Kevin didn't appreciate the praise and focus taken off of him. "I thought we were training my powers?!"

"We are." Max assured him, pointing back to the lightbulbs. "But you burnt through all the supplies I had. We're trying to work on your control first before anything else. Ben, do you think you have any parts of those drones you could spare?"

"We're trying to work on his control, right?" I asked, realizing that I may have just solved one of my issues in my critical project. "I think I know something that could help us both."


Ever since waking up in this body, I had faced a lot of hardships. The ones in my mind, the ones of being in Ben's shoes, the foreknowledge of threats to come, going head to head against monstrous villains and dangerous aliens, all of it paled in comparison to what I was doing now.

Trying not to swear in front of children while trying to work on a project that was not going my way.

As Gray Matter, I grumbled under my breath as I continued to redo with the wires routing into the primary circuit control unit. So far my attempts to make some kind of scanner to understand my situation had been fruitless.

These sensors, no matter how much Upgrade and Gray Matter worked on them, would not tell me what I needed to know!

"Gah!" A zap nipped at my digits, making me internally swear vengeance against them before glaring towards my assistant. "Kevin, hold still!"

"I've been holding still forever!" The boy, acting as a conduit for several systems was sitting down and several wires carefully placed along his body. "Hurry it up will you? You said you would make me a power glove!"

"And I will!" I yelled back in my miniscule, unthreatening form. "Once I get this thing working!"

Gwen, currently studying about the various charms, glanced away from her own studies and down towards me. "And what, exactly, have you been spending the last week working on?"

I couldn't tell them all of it, or even some of it. To reveal my origins without any shed of proof would have them doubt my honesty, even if I do bring some later. I need them to somehow have an idea first, somehow worm the thought into their subconscious that I may not be the same person they knew before.

Sure, I acted differently but they treated me as if I had a change of heart, not of soul or mind. Which I didn't know, but once I did know I could share it with them.

I had been dishonest with them for too long, and as much as I hoped they would believe me if I told them that wasn't who I appear to be it was highly improbable. It was like the omnitrix, I did tell them in the beginning that I could turn into aliens and how I got it but they didn't believe it until I used it right in front of them.

I needed proof, and it was unlikely to get when even the most advanced battle machines couldn't figure out the difference between an active frontal lobe and a seizure!

"Rah!" I kicked at the useless optic, regretting it immediately without enhanced durability or even appropriate footwear. "Confound you machine spirits and your ineptitude to complete a function! No wonder Vilgax couldn't get anything done with your discount brand quality!"

"Uh, Ben?" Max's concern spoke up from the front of the RV. "Why don't you put that away for now and take a break?"

As if given the excuse I so desperately wanted I hopped off the jumbled heap of scrap before returning to human. "You can take those off now Kevin."

"Finally!" He ripped them off without care for the sensitive instruments they were connected to. At this point I didn't care either, I was very tempted to do more damage to it then he would on accident.

Restraining myself from throwing it all away, I disassembled basic parts and packed them back into the box where I was storing them. My mood had plummeted, my aggravation so high that not even the idea of music sounded appealing. I just returned to the main passenger seat, buckled myself in and focused onto the rainy road.

It wasn't helping. If I was driving maybe I could relax myself but between not having a license and being too short to reach the petals I wasn't going to drive anything anytime soon. That thought only brought another weight to my agitation.

I needed something simple, something I could do to vent a whole lot of stress in a short amount of time-

"BRAKE!" I shouted as my arms braced against the RV, a small blur coming into view of the headlights.

The Rust Bucket's wheels screeched as the ABS kicked in along the harsh conditions of the road, a small boy coming into the lights of the vehicle with terror across his quaking frame.

I was a deer in the headlights, same as him, as we could only witness the RV barely come to a halt before hitting a child. I don't know what saved the boy, my call or Max's reflexes. Either way the kid wasn't hurt, from us at least.

Oh, wait a second.

A sudden excitement in the rather dire situation rushed me out the door, finding the pudgy boy shaking in the chilling storm. He was wearing a t-shirt and shorts, not his own but a uniform, a camp uniform.

Sometimes I wasn't able to identify the episodes as they were happening right in front of me, because it didn't have the filter of a cartoon to separate the fiction from reality. But right then, spotting that little camp tree on his sleeve on top of the pale complexion he had, led me to spot this one right away.

Yeah, this would be a good opportunity.


The walls of the endless cavern were coated in otherworldly vines that pulsed in synchronization. All of them sharing the same nutrients, leading them to the central organ that gave command to the rest of it. I followed it, my alien footsteps burning and leaving a trail of fiery embers behind me. Each step I took, the more I burned with anger, hatred, apparent in my flaming eye sockets.

I knew that letting these emotions could cloud my judgment, but I refused to let them control me. This was going to happen one way or another, and I wanted to make sure everything was torched. Heatblast could use my emotion the best, fuel it into his powers as I intended to make use of in full might.

The cave opened up into the heart of it all, a great throbbing culmination of a fungus feeding off of the land, the planet, and the people around it. Its massive maw opened up as I approached, its razor jaws widening enough to feed on a bus. It disgusted me.

I was already having a bad day. I was going to take care of this quickly, but then I realized something. Those people that were here, the camp leaders, the volunteers, chaperones, and dozens of kids. I hoped they just got out and ran to the nearest town as Max theorized.

Then I checked, then I asked around, and no one had heard from them.

My fingers coiled into a fist as the very air around me began to ignite, the creature recoiling at swelling heat my body was producing.

I had one sliver of hope left that would have been offered in one chance of mercy, until in my searching for the center of the fungi I came across them, half digested with moss and vines spreading through their bodies.

Just because I got a new alien from this encounter did not mean I had any gratitude towards that thing.

Taking a few steps closer, I watched as the creature uselessly spasmed in place, its tethers to the rest of its extended form shriveling as the water within began to boil. What I stared at, was a disease that would be culled from the Earth. Besides the storming vengeance in me demanding its justice, there was a part of me that was filled with guilt.

Not for what I was about to do, but for my thoughts when I realized what the camp had gone through. I didn't think about the people who were scared, suffering, or outright killed from an organism's gluttony. All I wanted was something to punch to relieve some tension, a bad guy to take out and take satisfaction in my work.

It was because of that, my malevolence was greater than ever. It was one thing to hold disdain against something that killed ruthlessly, it was another when realizing I dismissed the desperation of others who needed help.

Even if I soon realized my error, it was too late. I acted immediately not to save, but to satisfy my own desires.

I was no hero, I wasn't some action star or a protagonist in a fictional story. I was just a man who kept failing over and over.

But right now? Right now I am the executioner of this abomination.

Releasing my inner turmoil, letting it burn through my alien body and everything around me. I didn't stop, I didn't care about the pitiful screams of the grotesque monster before me, I only screamed out as the swelling pressure that was in my soul burned brighter than the fires around me.


Rain had fallen earlier that day, but now there was only ash slowly dancing towards the molten ground. Dozens of acres of trees, various activities, all set in a lush landscape of green to allow children a chance to enjoy a nice summer vacation.

It was all gone now, a raging pit of lava sitting in the scorched crater had taken it all away as if it never existed. No woods, no campsites, no bunks or ziplines. There was only the blackened rock cooling as the gray particles gathered on its surface.

I sat in the back of the RV, staring out the back window towards it as Max was pulling away from it. Emotionally exhausted and feeling defeated, I was grateful that Max accepted my quick summary of events and let me stir in self disappointment.

"Hey." Gwen sat on the cushion next to me, but I didn't take my eyes away from the scene left behind. "Ben?"

I couldn't face her, or anyone right now. Especially those three kids we left with the police in town. They wouldn't know it yet but, they were the only survivors. "Yeah?"

"You were just making sure none of the spores blossomed, right? Burning them and their roots?"

That's right, the spores. I can't say that was on my mind when I let go of any restraint. "Would that make you feel better if I said yes?"

She didn't say anything for a minute, and I feared that because of this one slip up I would have to rebuild the trust she had with me all over again. Just as I had given up hope, that I scared her away, she asked "Would it make you feel better?"

No, not really. But her effort was appreciated so I spared her as good of a smile as I could.

"Dude." Kevin muttered as he decided that he had to also join us to not feel left out. "You made a volcano."

I expected him to say more, add something in or maybe ask me to do it again. No, nothing, his silence concerned me so much that I turned around to see him still gazing at the distant red glow. I couldn't tell what he was thinking, but the fact that he wasn't asking for anything made me believe either he was working out a way to get it himself or he was too afraid to ask.

Great. Way to go me. Have a meltdown in front of the kid you're supposed to be setting an example to.


Through the hallways of Pittsburgh's museum, I tried to keep my mind away from what had transpired yesterday. I even took a break from messing with the drones just to relax a little and get my head back on straight. It was hard to do, given how I still didn't know what was going on with my head.

Hopefully Ghostfreak wouldn't mind me taking a little time to unwind so that I could get back to work refreshed on figuring out our whole situation.

Staring at every random thing, from history to art, I couldn't help but recall the many rivers and bridges we passed by to get towards the heart of the city. It was on the opposite side of the country, but it reminded me of Portland.

All those bridges, the cityscape, my fiance and I passed through it on our way to a small little town at the beach.

That's where I proposed to her.

I tried to chase the crushing longing for her back into the corners of my mind. They were frequent, and I promised that I would do my best to find a way to get back to her. That's what this was, me loosely following behind Gwen and Max through the informational plaques as a way to rejuvenate my brain to handle the daunting task of exploring technology and sciences that were only ever in science fiction.

Wait, Gwen and Max….dang it where did Kevin go?

My intent to relax was gone as I went searching for the boy. I shortly back tracked, seeing if he was just lingering behind before running ahead, annoying a few of the adults I passed by. I questioned whether or not he ran away until I saw him outside messing with his radio.

Holding it up towards the sky?

"Watcha doin?" I asked the boy as I tried not to loom over him too much.

Kevin kept pressing a few of the buttons on it, messing with it but not happy with his results.

"Kevin?" I questioned him again, trying not to sound overbearing or even critical of him. I was going for an 'honestly curious' pitch to not have him retort with a lie or hide what he was doing.

Because while I was cautious of Kevin, I doubt there was anything bad he could do with that dinky little-

A craft flew over us, a metallic apparition that held a close resemblance to a massive dragon fly without wings soared over the city skyline with no attempts at being subtle.

"Alright!" Kevin ran right after it, myself right on his heels as we sprinted to the source. Ok, what was this? What episode was this leading into if at all?

Oh who am I kidding. Alien spaceship flying right into the heart of a city? It was definitely an episode. Maybe I would be able to predict these easier if the show was more apparent with where these took place.

Upon my arrival there was already a crowd gathered around the landed vessel sitting in the middle of the street. Kevin and I were able to take advantage of our small bodies and push ourselves towards the front.

As the doors were opening to the craft, another thought suddenly occurred to me. I would likely be battling out in the open with plenty of bystanders. Hopefully they would run if things got nasty, but I was hoping not to use the omnitrix much in the public's eye.

Too late for fully hiding my aliens after what happened in D.C. No way was the government not already aware of my existence given how much I battled Animo out in the open so close to the central core of the United State's government.

I resisted breaking the front of the line of the people, settling for peeking around a particularly lanky fellow and seeing a massive man in battle armor and big teeth jut out of his lipless mouth stepping towards the humans to address them.

"Bring me to your bicenthium alloy." He announced, confusing me and the rest because we had no idea what he was after.

Better ask Gwen or….dang it I need to get better and updating those two whenever something happens.

I pressed a small button I recently added to Gwen's gift to me, one that was an immediate beacon of 'something's going down' to Max and Gwen. They should be able to follow it if they weren't already alerted about an alien waltzing in the streets.

Waltz isn't the right word, wrecking is now that he decided he didn't like the silence.

Just as the crowd was pushing me away, I took advantage of the confusion and transformed with all their bodies hiding me.

My height increased, crystals growing out of my skin and encompassing every cell in my body, until I was no longer Ben but instead Diamondhead.

Heh, that kind of rhymed.

"A Petrosapien?" The goliath of an alien immediately spotted me standing off against him. "I thought they were extinct."

"This is your official warning." I held up my fists, taking a battle ready stance that I had been working on for…only a week. Hopefully he couldn't tell I was really an amateur. "Leave this planet immediately."

"Hichotta!" A gurgling voice of none other than Six Six screamed out as it soared overhead, a barrage of missiles coming for me, but not all of them looked like they were for me.

Ramming my crystaline arm into the ground, I pushed into the Earth and sprouted a circular glimmering wall around our battlezone, letting the ballistics that were flying towards people detonate against the barrier.

That didn't stop the big one from tackling me, throwing his body weight onto myself and pinning me to the ground. Gwen knew how to do a pin, this guy didn't. I latched around his stomach, pushing off the ground with one leg to flip us over until I was on top, sending wailing blows into my enemy.

Something latched onto my shoulder, taking me to the sky and prying my body off the alien.

I reached up with my one arm, forcing it to grow and extend just enough to latch onto his jetpack and begin crushing it under my stone grip.

It sparked, smoked, crackling with energy until I dug so far deep I managed to get a hold of the core of it and rip the whole thing off his armor.

We immediately fell, a massive fist meeting my face before I could land. Technically I felt it, but as Diamondhead I rarely felt pain, only inconvenience.

"RAAAHH!" The big one charged me as I pulled myself out of the asphalt, and my response was to let him come, waiting until he was right over me before kicking my leg out to sweep his ankles.

As soon as the giant toppled, I encased him in thick layers of green crystals to keep him from being able to move anything but his own face.

Then a blast hit me from the side, harmlessly ricocheting off my shimmering body. Six Six charged me, letting off a rapid fire volley of blasts from various weapons.

I charged right back at him, shifting my arm into a blade and firing shards at him with the other. He drew a laser sword (cool) with one hand slashing away at my projectiles as we drew near one another.

We clashed blades, but mine was bigger and had much more power behind it. I smacked his weapon to the side, leaving a thick chunk of rock on it to keep him from using it again before delivering a straight with my left to his helmet.

Then I stepped in while my fist glided past his head, snapping my elbow right into the cracks in the armor that I left.

He went down, hard.

I retracted the crystal in my right hand back into a fist, ready to restrain and-

Three streaks of blue fell from the sky, materializing into three flashy individuals in gold and white threads. It was when I saw them that I finally recognized the episode. The brain in the jar with a holographic face and his lower squid-like body in yellow spandex. The gender swapped Four Arms, probably with some amazonian personality. Finally, the gray Superman rip off, whose kryptonite was chocolate.

Six Six was engulfed in a hue of energy, pulled over to where his partner was just starting to break free.

"By the provisions set forth in the galactic code of conduct, I order you to surrender." The leader of the alien superheroes demanded over them. "Will you yield?"

This was, wrapped up rather fast. Too fast, because didn't this also happen in-

Something fell out of Six Six's armor, a flash of violent blinding light assaulting everyone's vision. The two had disappeared from view, the visiting heroes unaware of where they had gone.


As Six Six quickly ran into the cockpit of the ship, hitting the autopilot and making the ship engage in an emergency departure.

"So, that was the wielder of the omnitrix?" The larger one grunted as he approached the cockpit. "That guy took down Vilgax? I don't buy it."

His only reply was a few quick gargles from the bounty hunter, who had reached for the controls of the weapons systems. Only for them to disappear, pulled into the console as if they were absorbed.

Which they were, because I was the one who did it.

Before either of them could realize what was happening, my technical blob of a head popped out from the main terminal, blasting a vibrant beam from my mono eye and slamming it into their chests.

They flew back into the cargo bag, where I reshaped the walls and the tools hanging on them into electrifying restraints, zapping each of them until I no longer detected them to be conscious.

With control over the ship, I had it land back down onto the ground where the 'superheroes' were standing at the ready. Retreating from the walls as I opened up the back door, I grabbed the two criminals by the back of their collars while dragging them out into the open.

"They're all yours." I tossed their limp forms towards the three, seeing that Max and Gwen were standing off to the side and….I lost Kevin again.

"Excellent work!" The leader strutted forward, examining the fallen before looking up to my 'face'. "I am Ultimos, the Specimen Prime-"

Wait, was he an experiment and not an alien? Or just titled from some 'master race' ideology?

"-and these are my comrades, Tini and Synaptak. We are, The Galactic Enforcers!"

Did they have to strike a pose when they announced themselves? Very marketable, so maybe they got funding through their personas. Or, it was just another gimmick in this universe that couldn't decide if it wanted to be more like a cartoon or not.

"Upgrade." I greeted them as if I was hiding my identity from them. Six Six already knew, and who knows how much his incoherent babbling has been spreading to the universe from when he turned me in for money. I guess it wouldn't hurt to keep my mouth shut a little longer, just to be on the safe side.

"We saw some of your moves!" Tini had easily picked up the bodies with just one arm, throwing them over her shoulder. "That was a good fight!"

"While they were that of a novice, you did defeat two dangerous criminals." The floating brain commented, as with a press of a button the two apprehended aliens were beamed back up to the sky.

"As expected for one with the omnitrix!" Ultimos extended a hand towards me, his eagerness unknowingly deflating my attempt at keeping a secret.

Shaking his hand, I became curious as I focused on his form, how it compared to mine, and how it might feel to try and use his body in a fight.

Before I knew it, the omnitrix suddenly activated, responding to my thoughts.

Everyone shielded themselves from the light, until they saw my new form.

I had gray skin, a standard humanoid muscular form but eerily similar to the person standing in front of me. Staring down at my ungloved hands, I was shocked to see that I was in a uniform. It was white and black, but it was incredibly close in general design to the superhero I believed Ultimo to be based on. I was a monochrome Superman, without the big S or good hair.

"So it is true." Ultimos took no offense to my transformation. "You can become any of us."

"Even a Tetramand?" Tini asked with a little too much enthusiasm for my liking.

"I'm still learning." I spoke in, holy crap this was totally Superman Animated Series voice! "To be honest I had no idea I could turn into you, but I suspect it was because we were making contact while I thought about it. Sorry but I think I just scanned your DNA without permission."

"None taken." Ultimos was very kind and understanding, smiling fondly at my form. "I would be honored for the Vanquisher of Vilgax finding value in my abilities."

Vanquisher of Vilgax? Was that a running title that was being passed around in the galaxy?

Though, if we're on the subject. I glanced up towards where Synaptak was currently floating. Telekinesis would be a very versatile power to have.

He seemed to know exactly what I was thinking, and in response a displeased scowl came across his facial hologram.

This new information didn't seem to stop Tini from rushing forward and shaking my hand though. Playing along, I transformed into one of my first aliens, Fourarms.

"Woah!" The alien amazonian whistled as her gaze became, uncomfortably observant of my muscles as she decided to grab one of my arms to run her fingers over my bicep. "You're not just an average Tetramand, you're a cut from the finest if I say so myself."

At this point Synaptak's distaste for this conversation forced his hand, er, tentacle to intervene. "The criminals have already been arrested. We should return to the ship and leave this, underdeveloped, planet and its people."

"Agreed." Ultimos struck a pose. "Let us continue our conversation at the bridge!"

While I was happy to leave the public's view, I don't think that's what he meant.


Nevertheless, before I could protest I was shortly energized before finding myself peering through reality bending all around me. It flowed endlessly, the rushing of roaring rapids competing to overcome one another in an endless dance. I felt myself barely dip into its expanse, a sudden stillness coming over it all as the storm pulled in on itself.

I had disturbed its carefully balanced chaos.

It was aware of me.

Dread iced over my core as the eye of eternity casted its gaze upon my frame.


Then I was ok, a child and human but ok, standing in the midst of the Galactic Enforcers as they were over the computer system frantically typing away.

"Uh, hello?"

They spun around towards me, as if they were not already aware of my presence.

"We have an intruder!" Ultimos suddenly announced, action calling him as he and Tini both dashed at me.

"Woah hey!" I held my hands up, the omnitrix on my wrist snapping Synaptak to hold back his companions.

"He is no intruder!" Synaptak announced, less hostile but remaining as cautious and on edge as the other two. "That is Upgrade having taken human form."

Woops, should probably clarify that. "My name is, Ben Tennyson. I just go by the codename name of whatever alien I transform into."

They calmed down soon, some poorly hidden worry still masked over their faces. Ultimos recovered the quickest, speaking up for the others and asking what was on their mind.

"Ben, do you know what happened just now?"

"I turned back to human." I patted myself, reconfirming what I already knew. Thinking back on what occurred, I spoke aloud as I walked through the memories. "Well, we were just talking, I was Fourarms, and we were getting teleported up to the ship."

"And?" Tini impatiently asked, all of them staring at me as if I held the answer to their own troubles.

I, can't really remember what happened. No, I do remember but it wasn't something I could put into words. I was on Earth, I was being teleported and then….I wasn't sure what that was, but I couldn't deny its reality.

It was reality, that much I was certain of, infinitely more so compared to waking up in an action cartoon.

"Then I was here." I finished, because I wasn't sure if they would believe or even understand any words that I could come up with to share a fraction of what occurred.

I don't know why or how it happened, all I know is that it did.

"Ben Tennyson." Ultimos had a tone of unsurety as he glanced back to the alien equipment. "For some reason that we cannot determine, our teleportation equipment experienced an error."

"What kind of error?" I pressed.

Synaptak pulled up all the data they could muster on it, written in an alien code I couldn't read. "We cannot know for certain, only that once you had shifted states of being, you were lost. We feared you were atomized, as we could no longer detect you for the past ten minutes."

Ten minutes, that felt irrelevant to my predicament but I understood why they were freaked out now.

"Well you look just fine now!" Tini resumed her earlier glee, waving a hand over my head to inspect my miniscule stature. "Even if the rest of you is missing."

I really hated announcing this next part out loud,every part of me screaming it's a lie . "This is actually what my body is supposed to look like."

"Impossible." Synaptak floated towards me, circling my body as he too was closely examining it. "Perhaps your wild attack patterns and rather unimpressive discipline befit a human, your actions and logic do not fit that of a child."

It would be comforting to hear him say that if he wasn't so passive aggressive about it. Having enough of his clear bias towards me, I went for his ego. "So what, are you saying I'm like you?"

He paused, hovering in place as his digital eyes narrowed at me. "We are nothing alike."

Deciding to push my luck I held up the omnitrix. "Prove it, see if we really are too different that being the same species wouldn't make people second guess which of us they're talking to."

I might be going too far, but there wasn't any harm in it and I wanted to get some positive outcome from dealing with this pickled brain.

Sure enough, the one who was supposed to have the most powerful brain on the team easily fell to my taunt. He placed a tentacle on the omnitrix, letting it sit there as the dial began flashing yellow.

In an abrupt change, I expected to be rather similar to the alien that I had just scanned. Instead, when I glanced down at a few of the eight limbs that I possessed they were coated in plated armor, almost as if they were telescopic robotic limbs with three fingered pincers at the end. There was, some noticeable resemblance to the four mechanical limbs to none other than Doctor Octopus.

But I had eight, and when I floated over to the window to examine my reflection, whatever brain I had was encased in a steel cage, subtle glowing lines under the plate that roughly resembled circuits or the wrinkles of a brain. Much more protective than whatever Synaptak's dome was made of.

Finally, there was my false face, two beady almond shaped lenses with a soft warning glow behind them and a mouth grill, or speaker.

"This isn't quite as I expected." I uttered, noting a deeper monotone voice coming from the speaker on my suit.

"Hmmm." Ultimos scratched at his chin, comparing my persona to that of his companion. "It seems that your more warrior like traits have carried over towards your new form."

Warrior traits?

"Brains and brawn!" Tini stepped forward, tugging at one of my arms to see the small amber sensor tucked between my three claws. "You even have a weak appearing human disguise to trick your enemies."

Tugging myself free, I considered their words, the words of Phil, of Tetrax, and even that of Vilgax. They all doubted my humanity, maturity and age. Yes they had a very good reason not to believe I was a child. Yet, the question still lingered.

Why did they not believe I was human?


Things had gone rather smoothly despite the many questions and random conversation topics. I almost expected there to be an onboard prison break or something similar because I expected the universe to demand plot or action but it was generous enough to let me leave without incident.

Vulkanus was properly restrained in a separate part of the brig than Six Six, who was oddly quiet as he kept hiding the cracks in his helmet.

Though eventually, I had to get back to Earth as Max and Gwen managed to get in communication with the ship. Through magic, or maybe some alien tech Max might be hiding in the Rust Bucket, or maybe somehow Kevin was willing to share his own little radio and they modified it to send a signal rather than just receive.

Either way, their worry was justified and I returned as quickly as I could.

Without the teleporter this time.

Floating down with my new Ultimos form that I had yet to name properly, I enjoyed the new graceful means of flight, one that Stinkfly couldn't replicate. Ghostfreak flew by similar means but, well I can't say that I was comfortable using that one at the moment.

I tried to bargain for Six Six's ship to be in my possession, but there were more issues with that between intergalactic law and having nowhere to stash it.

Anyways, I softly touched my feet back down onto Earth's welcoming fields of green within the campsite that the familiar RV was parked at. I didn't see anyone outside, so switching back to human I entered the mobile camper and was hit with a foul odor that nearly had me running the opposite direction.

"Hey there Ben." Max greeted me with his usual cheery demeanor. "Dinner is almost done."

"Great." I feigned enthusiasm as I took a seat across from Gwen who had practically claimed the whole kitchen table as her own desk for research. Magical trinkets and notes neatly organized around her and her laptop.

"So." Gwen, without looking up from her work began. "How did it go with the supers?"

"It was, ok." I admitted, dialing the omnitrix to show the shadow of one of my new forms. I was tempted to call it Brainiac or maybe Doc Oc, but comics existed here and so did those nostalgic villains. I was going to have to actually think of new names for these guys. "They let me scan them to get new aliens."

"Woah what?" Gwen put her screen down. "Since when could you get new aliens?! That's so unfair!"

"Oh, guess I forgot to mention Wildvine."

"When did you even start getting new guys?!"

Lowering my arm as I saw Max begin reaching for the plates, I got up and started helping Gwen clear her stuff from the table. "Just recently, at Camp Opinicon."

I felt the mood stiffen at the mention of it, Max halting his work to turn off the stove as Gwen made no comment and just continued to put her stuff away.

The older man's comfort came onto my shoulder before I could think anything worse. "You did your best Ben. Try not to be too hard on yourself about it."

I nodded, trying not to think about what happened as we began bracing ourselves for another Max meal.

Hold on.

"Where's Kevin?"

At the mention of his name the boy came back inside, seemingly unhappy before throwing himself to sit down in the empty seat. I took my place next to Gwen as she scooted further into the bench seat, Max sitting next to the boy as we tried to guess what was on it.

To distract myself, and the other two kids, I thought back on a more lighthearted topic. "Hey Gwen, weren't you planning your birthday party?"

"Oh no." Gwen put down her silverware, already in my face. "Just because you've been a decent person lately does not mean you get to have the birthday this year! It's my turn!"

"Um, what?" I was a little taken aback because how could I steal her birthday?

"Yeah." Even Kevin joined in. "What's wrong with your head? Got too much pixie dust in it?"

"Come on." Gwen rolled her eyes, taking a quick bite while her heated emotions helped mute the flavor. "You telling me you don't remember having to share the same birthday for ten years?"

Oh, I had completely forgotten that detail. Ben and Gwen shared the same birthday. My lack of a quick response suddenly garnered some unwanted attention.

"Ben." Max put down his fork, eyeing one of the recovering bruises peeking out from my hairline. "Do you remember ever sharing a birthday with Gwen?"

"I-" Do I lie? If I do, how could I possibly guess which of the hundreds of days Ben was born on? I don't even know if the show bothered to even say which day is Ben and Gwen's birthday.

I'm not sure why I stopped trying to hide it, maybe it had to do with too many people not considering me as a human. I knew this could raise more suspicion than just switching the topic but, I was so tired of being seen as someone, something I'm not.

"-no…no I don't remember."

I almost blurted it out right then, my birthday and not Ben's. So desperate to be seen as me, to look myself in the mirror and see myself and not a kid's life that I stole, that my life was edging at the tip of my tongue.

But I bit it, because I still had no idea what happened. I had no evidence to even prove I wasn't Ben, and telling them would just make them question and doubt with none of us being satisfied with a lack of an answer.

For my own sanity I had to know if I was actually me, trapped in another person's body….or if I was Ben but with the memories of someone that might not even exist.

My own existence was in question, and it frustrated me to no end that I didn't have a single answer.


I debated whether or not to allow SI-Ben to have Galactic Enforcer transformations, but the winning reason why I did it was because I can't say I've come across any fan content for the idea. I won't feature them too often, and I certainly won't have Ultimos be anywhere near as strong as Superman. Probably a step above Diamondhead but a step below Fourarms.

Anyways, there's a few plot points and character conflicts that I'm starting to expand on here. I have quite a few plans for this season and its overarching thread. If anyone has any episodes they want to see from season 2, or maybe some ideas for the story in general they would like to see or believe would happen please let me know.

No content from Alien Force, Ultimate Alien, Omniverse, or reboot will be used. That includes aliens, abilities, plot points, lore, and just about anything not seen in the OG show.

Chronosign: If you're down you could reach out over PM's and I could toss some of my plans for the story at you and you could pitch some changes or ideas to be integrated in. Sometimes it just helps me a lot to have someone to talk to in order to figure out the further details of the story.

As for the Echo-Echo idea, I don't think that would work with Ditto. A big plot point in the aliens introduction is that all the copies had to be together and merge before Ben could change back.

It also might have been an error of the Ultimatrix to allow that to happen.

RockMega: Thank you very much!

Trux-Killer: I'm not using any aliens outside the OG show, so no Alien X.

jc-montanorock: no way would I ever get to Omniverse or Ultimate Alien with this story. The only thing closest I've thought about with Alien Force is maybe doing a couple transition chapter at the end of this story to fill the gap between OG and Alien Force. Until then, Alien Force and the shows afterwards do not exist including abilities or backgrounds.

Some1call4MR-E: You mentioned a lot but I'll just refer to a couple things. Yes, I have plans for the secret of the omnitrix movie so we will be doing that and meeting Azmuth.

I do plan on making Charmcaster a reoccurring character and be integral to certain plots. Though I'm not sure about a full redemption.

I absolutely despise Kai Green's character, and it should make a good amount of readers happy to know that SI-Ben will have zero interest in her even if they were the same age.

Part of the reason why I can't commit to making Alien Force plans is that by the time we get there this story will have covered a ton. Alien Force would double the time and effort, and because I would end up branching so far from canon I can't say it would get much attention because of it.

Still, I predict this story will reach past 200,000 words so hopefully that will be enough to satisfy some readers

Chapter 11: A Man Chooses

Chapter Text

My Name Isn't Ben

Chapter 11

Magic was something I never had a good understanding, or maybe even much of a belief in. Too many times I would come across someone who claimed to be able to 'cast spells' or 'summon demons'. Either delusional people with a grudge against religion or straight up scammers, all of them promising to be able to tap into the supernatural.

It was easy to dismiss, but I was always skeptical because of the few run ins I've had with what most people would say were ghosts or spirits. Hardly any of it was tangible, not enough proof to come to a proper conclusion.

Yet here, it was simple fact that was kept secret.

Here I was, with a ghost of my own haunting my every move watching a ten year old girl wielding a charm in one hand and a staff in the other to cast an actual spell. The gem's carvings lit up, as the focused child thrust forward the other artifact.

"Bethi-modor-natta!" She chanted, as a swirl of fire conjured itself in the air with a mind of its own, snaking up to the sky until it dissolved into embers.

Magic was real, aliens were real, and who knew what else was here?

"You did it!" I cheered with honest enthusiasm, running across our more isolated campsite to congratulate Gwen.

"Thanks Ben." Gwen put the charm in her hand back down on the table alongside her many other goodies and notes. "It's a good start, but I don't know when I'll feel ready to try and use it to help."

"You'll never know until the situation demands it, but for now you can always start small. Even if it's just something to disarm the other person, that would make a huge difference in a fight." I looked over some of the notes to see if I could get some understanding to help tutor her. But then I saw all the latin. I hated latin, it was the only language choice at one of my schools and I barely passed it despite the constant studying I had to do.

If it was math, science, biology, chemistry, history, or even my arguably worst subject, English, would be something I could assist with.

"I'm just having trouble managing the flow of mana, this energy it keeps-"

"Energy?" Kevin came over, chewing on a piece of jerky from….my private stash of snacks. "I could help."

But if he was offering help, I wouldn't stop him now. I wanted to reinforce that behavior.

"Wow." Gwen was surprised. "Thanks. I don't know how similar mana is to your powers but-"

"Woah woah." Kevin held up a hand to her face, cutting her off and getting in her personal space. "I never said I would do it for free."

Gwen slapped it out of the way, moving back to her notes. "Forget I said anything."

"Ben!" Max yelled out from the otherside of the camp, where he had set up various targets. Scratch that floating targets! "Let's get in some more practice with Wildvine!"

Turning into said alien, I walked, or slithered, whatever nimble limbs I used to bring myself over to Max. "So, what's the focus for this exercise?"

"We'll be switching between your aim and multi-tasking. We'll start off with one, then move to the next, and see how well you combine the two."

"Sounds good. Say, where did you even get this stuff?"

Max looked on with fondness towards the durable yet scuffed machines. "Oh just some old plumbing tech I kept around to keep my skills sharp. Though I'll admit I haven't done too well in recent years. Phil was right about one thing, the alien sightings are getting more frequent and we've had more than our fair share of run-ins. We might take a detour back to an old plumber base to pick up some more equipment soon."

"The one in Mount Rushmore?"

"Yes." Max nodded, before pausing and looking back over me. "I don't recall mentioning that detail. Did Phil mention it?"

Crap. That's right, we haven't been there but in the show they've already gone there twice. Despite how different this reality appeared versus on a screen, my memories for both were bleeding over one another. I can't say Max suspects me of anything, but I shouldn't give him a reason to worry. "That's where he got the null-void projector."

"Huh." He dropped the subject, standing back to let the moving targets swarm me before finding their positions at different distances. Training, exerting my alien forms, that wasn't as exhausting as keeping up their false conclusion of who I was.

Every day I had to hide a little more truth, leave out a few more details with lies of omission.

I was so focused on living Ben's life that I was starting to lose myself to it, pieces of me fading into obscurity as I was slowly becoming someone else.

Right now I just wanted to resume a fun vacation I would never have gotten to have.


You know, waking up in a fictional universe is something I can't say I haven't fantasized about. From various films with scenes that make you wish you could experience the thrill in person, or books that relayed fantastic abilities to overcome challenges, and video games where you could walk through a whole new world filled with depth around every corner.

Though some of them, had greater risk than reward.

Bioshock was one that came to my mind as we were in a circular raft with seats facing one another, descending down the reinforced glass tube lined with brass support beams.

Max apparently knew a rather wealthy man who invited Max and company to have a sneak peek at his newest creation. A fully underwater resort. I don't recall how it actually appeared in the show, but I knew exactly what Rapture was like. Deep oceanic colors and views all around, all while decorated with enriching art deco that was both futuristic and rustic at the same time.

That city held several horrors in the game, but I wanted so much to be able to experience the city before its decline into madness.

It was all a fantasy, a fictional world, but so was the one I was in. If this resort was even partially similar to the underwater city's aesthetic, I knew I would have a good time.

So long as I managed to stop it from being sunken to the bottom of the Bermuda Triangle.

I knew there was an alien power source somewhere in the resort, I knew there were robotic squid alien drones after it.

Other than that? I knew nothing. Was the episode lacking in details or was it my own memory being hazy after going over a decade without seeing the show?

Taking my eyes away from the hazy expanse of the ocean that only grew darker as we descended, I tried not to let my own fear of the sea invade my mind. It wasn't a fear of the ocean itself that scared me, but being in it and not knowing what was lurking below.

"So Mr. Gold-Smith." I addressed the older man who was roughly the same age as Max sporting pristine white slacks and a designer scarlet turtle neck. "What made you decide to do something unconventional for your sixteenth resort?"

The man's slightly wrinkled smile turned upwards in an amused smirk. "Well that's not something your average ten year old asks."

No, no it's not.

"To put it simply." The billionaire was not put off by my apparent age. "There's an untapped market for the rich and paranoid, ones that want the thrill of the unknown but never wanting to leave the comfort of their home. On top of building somewhere well known for its mysteries, I wanted to go a step further to cement this as a unique resort that held an aspect that appealed to those who just want a more tangible experience. Therefore, being the first underwater hotel will draw plenty of attention from a wide range of demographics."

"It can't be cheap." I had lost count of how long we had been traveling down the tube, the further we went down the more expensive all the glass had to be to withstand the pressure.

"Two billion dollars." The man said, and I couldn't hide my absolute shock. Only two billion?! A resort of the Las Vegas strip cost roughly that much to build!

"How did you get away with only spending that much?!" I had to know, my mind racing to understand how this was feasible. I know inflation wasn't as bad in the early two thousands but it wasn't that drastic! Every part of me that worked in the hotel industry and learned the several expenses said 'that's impossible'. Most hotels already cut every corner to save money, maintenance and general upkeep only given enough to do a patch job to hide its shoddy workmanship from the guests and inspectors.

The man blinked, chuckling to himself before answering. "Well, without being in any nation's waters helps to save on plenty of taxes and ignore other property values. Max, how come you never told me your grandson had a head for the resort market?"

"I never knew." Max looked over me again, humming to himself as I was suddenly acutely aware that hardly anyone my age would have knowledge of these things.

Except of course, the walking encyclopedia Gwen.

"Isn't the glass reinforced with micro-titanium threads?" Gwen posed, following alongside my own questions.

Thank you Gwen! Now we definitely look related!

"That's right." The business man was very pleased, turning back towards Max. "At this rate I may extend them a job offer when they're old enough, perhaps they're even ready for an apprenticeship. It makes me wonder if you were holding out on me all those years ago when you turned down my offer."

"I don't regret my decision." Max shared with pride, the reasoning only known to us. "Though I was planning on this being a vacation for the kids."

"Why not make it a working vacation?" Donovan Gold-Smith offered, gesturing to his own grandson who had been quietly pouting beside him in a similar outfit. "Edwin here has been taking some promising steps towards taking over the empire one day. Perhaps they can get more acquainted and go on some more trips together for-"

"-UUuuuuugh." The impatient groan of none other than Kevin sprawled himself further into his seat. I had warned him not to upset our lucrative hosts too much otherwise we might miss out on them gifting us with things we might not usually be able to afford. He was understanding at first, his greed winning out but his immaturity was starting to pull him back. "Who would pay to sit in this thing for so long?"

Huh, that was actually a good point even if Kevin wasn't very serious. Bored guests were not well paying guests, and if the first impression to the resort was a long ride with no stimulation then it could spoil the rest of the trip. Not everyone liked staring out a window into the ocean, seeing shadows shifting and debating what kind of creature it was or what threat it posed.

Ok, yeah, I needed a distraction from that.

Salvaging my own thoughts and Kevin's abrupt demeanor, I returned to the details of the resort. "Will there be a host for these rides once the resort is open? Or some kind of audio narration that had an option to be muted?"

And our discussion of the ins and outs of this mystery resort continued for the rest of our ride, letting the time pass quickly.

Except for Kevin.


The further we traveled towards the resort, the more I couldn't help but question the person who designed this place. It was very industrial, hardly any decorations or design other than having as much glass as possible to line the place. The brass colored beams separated the sections with various tubes and pipes running through the ground and up towards the ceiling to connect to other parts of the facility.

Basic railings kept us from entering into the pools of water, under the walkways, which opened up into the ocean around us. This would make sense if there were going to be submarines to take people out but overall it only served as a way for maintenance workers to easily exit and go to the exterior.

Just like the man in the classic deep sea diver outfit appeared to do, wiping away at one of the windows. The staff has to be housed on site, which made me wonder if they were able to bring their families down here or if these were more seasonal positions because no way were they commuting daily, or even weekly to get here.

But how come guests were marched through a maintenance access tunnel to the water just to get to the resort? Did we take a back way in or was this intentional? Maybe it had to do with how they were constructing the place and the only way to the resort was through here so that they could have equipment-

"Hey, Ben." Kevin leaned on the rails next to me, taking a break from listening to the adults talk with Gwen pitching in a question or two with Edwin still keeping his arms crossed and remaining silent.

"What's up?" I asked, still keeping my eye on the diver. Man what I would do to have my own diver suit.

"How long do I have to put up with this before I get something out of it?" He shot an accusing look at me, as if I lied to him about it.

"It depends on a lot of things." I answered simply. "We're already getting an exclusive tour with the owner through the resort, so at the very least we'll probably be taken to each of the attractions and other offered services to try out for free."

"So nothing I can take back with me?"

The boy was so focused on having something he could cling to he wasn't finding any value in something neither of us could ever afford.

"Look, how about this?" I tried to mentally count how much of Ben's allowance I still had. I rarely spent any of it but a kid's year of savings doesn't usually match a single paycheck from a minimum wage job. "If you don't get anything by the end I'll get you something from the gift shop."

"The gift shop?!" He roared, offended over my offer. "You can do better than that!"

Repressing a sigh, I had very little patience to go through some pushy bargaining. "Then what do you want?"

Kevin faked a hum of thought, before a twisted smile came over him. "I want something, alien."

"Dude, I already made you an alien radio and-"

"That thing doesn't do what I want it to do." He quickly cut me off, holding up the mentioned device. "Make it so I can contact Tetrax, and I promise I won't cause any trouble."

Is that what he's been trying to do with it? Many times recently I've caught him holding it up, occasionally intercepting a signal not of Earth but having no means to translate it. How come he's desperate to get a hold of Tetrax?

"I can't even contact him." I tried reminding Kevin, not that he cared. "Also, I'm only going to get or make you something after you make sure not to cause trouble. Don't threaten to start something just because you aren't willing to enjoy what's in front of you."

Kevin stood up straight, his hands flickering as he eyed me down. "I never made a threat."

Not good, he wasn't happy and I couldn't just let him bully us around into giving him something he wants. I needed something to distract him, take his mind away from its current path and-

The lights faded out, the hum of machinery in the background suddenly going quiet as my view of everything went dark for a moment. It was then, a chilling whisper came to my ear.

'Stop allowing them to waste your time, and do what you promised you would do.'

Then light returned, loud clicks and whines as the resort began to reset its functions. Including the water cycling fans that were pulling in the salt water around them to run to the desalinators.

One single diver was right over it.

The water rushed around him, his oxygen tube swirling around his neck as it was pulled down taking the man with it. I dashed right past the other approaching as they noticed the scene, giving me the opportunity to dive over the railing and into the ocean.

I changed immediately into one of my underutilized forms, my legs closed in as my fishtail encompassed them as I swam through the depths as Ripjaws. I could see better, feel how the currents flowed around me as I swam towards the man.

Who just so happened to have the endless abyss behind him, the never ending darkness that hid its endless swarms of life behind it. Shaking my head, I tried not to let my own fear of the ocean overtake the need to get this man back into a controlled environment.

Just as I tried to convince myself there was nothing around us, the universe had to prove me wrong and throw two sharks right at me. Statistically, the man should be fine, but his thrashing while trapped must have made him rather appetizing prey to the hunters.

There was always a bigger fish, and I happened to be it.

I latched onto the two sharks before they got too close, slamming them against one another before throwing in a few more jabs into their bodies. One of them circled around, opening its maw towards me.

I had a bigger one.

Opening my own set of razors, I clamped down on its nose, drawing blood as it tried to pry itself away. Only after I sent a harsh blow to one of its eyes did I release it, careful not to use the full might of my mouth and allowing it to live another day so long as it never crossed me again.

I heard something shift in the water, the cycling system correcting itself and reversing its propellers to send the diver shooting up with his hose snapping off. I swam right to him as his back was turned to me, hugging my arm around his torso before swimming over the large tunnel, back down through the underside of it, and throwing the man up through one of the pools to land on the walkway.

When I saw Max and Donovan with the others and employees run to him, I rushed to a farther pool to fly out of the surface, switching back to human mid air to roll through the railing and pull myself up with a spray of water falling around me.

The man was getting checked over as he started speaking a story that only those who knew the truth could believe. They were concerned over his safety, I was concerned over the source of the power fluctuation.

Because for a second, I thought I heard music.


Once the crisis was passed, security managing to get their report and a medical team confirming the man was fine, Donovan came back towards the rest of us as we waited near the end of the hall with the massive submarine hanging over us and the front desk to the side.

"I'll have to double his salary, but he won't utter a word. Not that anyone would believe him." The man seemed amuse at recalling the story. "He said a six foot merman saved him."

He tried to play it off as a joke, keep the mood light despite the near disaster. Though his gloomy spoiled grandson had other thoughts. "Buy him off, now that's the Grand-Smith way."

The grandfather, who had been patient with his grandson didn't seem offended but he preferred not to have these comments shared in front of guests. Sure, rich people buying off others to stay quiet was common but for a basic maintenance worker who already had a wild story? There was no need, honestly it was pretty common for many workplaces to just let go and blame the incident on the person it happened to in order to save money and pin the blame on them.

"I think that's rather generous." I defended the man's decision, because I would have loved to work under someone who was that appreciative of his work force. "Usually, if resort management is actually feeling nice they would just give the employee the day off."

"Uh huh." Max listened intently to what I had to say. "And how would you know that Ben?"

Experience, but Ben wouldn't have had that.

I was slipping up too often, the environment around us reminding me of a game that I played, one I only picked up to have an excuse to talk to the girl that I had proposed to. Sure, I ended up really liking the series to put it in my top five games but….I originally did it for her, to share how far I got, what she liked about the game, find out other things she liked until I could get close enough to ask her to play some games together.

I missed her so much, and the longer we spent down here the more my mind kept wandering to her.

"I'm telling you Max." Donovan came to my side, placing a hand over my shoulder. "You really should let me give this boy a chance to make an early start. He's got a natural aptitude for the business!"

I, wasn't sure how to feel about that but his grandson did.

"Butt kisser." He coughed out right behind me, getting a short laugh out of Kevin.

"Edwin." The grandfather briefly appeared like he wanted to mention a word about his attitude, but instead let it go for the moment. "Why don't you take Gwen and Kevin on a tour around the attractions of the resort?"

Ok, I knew this part. Donovan would go and briefly take Max to where the real power source is, where he would show off how bright he can make the place. That would attract those alien squid robots, which would attack us when Edwin takes us in the deep sea vehicle.

But, something was off.

"Excuse me?" Gwen gave a short laugh, believing she misheard him. "Isn't Ben going to come with us?"

"If he wants to, I won't stop him." Donovan gave a glance down to me. "But I want to hear more about his thoughts about the resort while I catch up with Max. We'll be going to some rather mundane areas. Why don't the rest of you go to the main resort and explore the attractions, places that are much more entertaining? Edwin will be there to make sure you get in without issue."

The way that Max kept his discerning gaze on me made me want to hide. My knowledge was revealing that I was deviating too much from Ben, and while I'm not sure if he would even think that I wasn't actually the boy who he had spent all summer with I wasn't willing to push my luck any farther given his stare.

"Why don't I see it from a guest's perspective first?" I offered, budding up to Gwen and Kevin. "We'll go, have fun, and then when we meet up we can talk more after?"

"Not much of a mystery shopper if I know who it is." Donovan still seemed pleased at my idea. "But you know what, my employees won't. This will be a good, controlled test to see if there's anything that my staff will need to review over before the grand opening. One moment."

He walked over to the front desk agent, briefly talking with the woman before she began typing away on her computer before handing a card that resembled a room key to the man. He approached me, handing it over alongside a paper map before explaining its importance.

"This should let you have the same access that our VIP's do, with a prepaid budget to let you get the full experience. If I send you with Donovan my staff will already be on their best behavior. In case you somehow get lost, don't try to hide it. Let's see if my employees can spot a lost child within twenty minutes, and if they don't find the closest one, write down their name, and have them take you to where you want to go next."

This was a lot of freedom, more than I ever would have expected Donovan to grant me even with showing my knowledge on hotel operations. Then the man waved me off, him and Max going off to set the next phase of the episode into motion.

I had to intercept them, and I had to do it without tipping off anyone, including Gwen and Kevin, I knew what would go wrong.

It was harder since Gwen immediately pulled me away from the other boys and practically begged. "Please take me with you."

Leaving Edwin and Kevin alone? Bad idea, very bad idea. No way did I need to put someone with sticky fingers alongside a spoiled boy with free reign over the resort who would take them to a vessel leading to the bottom of the ocean.

"Gwen, I need to investigate something." I whispered to her, as I could already tell that Kevin was eyeing my card while Edwin gave me a scowl. "It has to do with what happened earlier and I was just given a golden opportunity. For now, I need you to see if somehow Edwin is connected. Try and dig into why he's always by his grandpa's side even if he can't stand him."

"Why me? Why can't you do it?"

"Because I've already gotten on Mr. Gold-Smith's good side and therefore got on Edwin's bad side. He's closed off to me so I have to remove myself for him to open up."

The girl turned back to Kevin and Edwin, who seemed to already be getting along fairly well already which only made Gwen more hesitant. "Can you at least take Kevin with you?"

"He's helping Edwin open up, and this might be a step in the right direction for Kevin to learn how to socialize without trying to assert his dominance." I glanced at the omnitrix, briefly trying to predict what alien would be right for my next task. Returning my attention to Gwen, I knew this wouldn't be easy for her and I was already asking a lot, but I had one more request. "Whatever happens, whatever trouble Kevin or Edwin might pull you towards, make sure they do not leave the resort."

My grave warning made Gwen pause, as she began to question how serious I was. "Did you see something out there?"

Before I could come up with some answer without directly lying, I spotted Kevin and Edwin already walking off. "Times up, good luck Gwen. I owe you big."

"Yes you do." Gwen began jogging off to catch up to the boys before hollering back at me. "And you better be ready to pay up because I'm going to make it worth it!"

Now that I was left alone, the front desk nearby with the single attendant keeping an eye on me out of the corner of her eye, I was left to try and find a more private location. "Do you have a bathroom anywhere?"


I passed through wall after wall, following through vast tunnels filled with cables and piping, trying to have them lead me to what I was looking for. Invisible and intangible, I ended up choosing Ghostfreak after all.

I'm glad he wasn't taking over right now.

'You're welcome.'

That didn't mean he wasn't in my head.

"So." I rasped aloud as I hit a dead end, flying back to another maintenance hallway and trying another way. "You're awake."

'I never sleep, I'm always watching.'

"How, how much do you know?"

'Let's just say, I know enough.'

I came to a larger window, no lights on and no one else present as I stared out into the empty waters. Briefly I imagined a city, wondering what it would be like to have shared the fantasy with her. Turning away before a mix of emotions and memories distract me, I tried checking the map given to me earlier.

One thing about all the resorts I worked at was that they could have very confusing halls, especially the back ones.

"Do you know how to send me home? Or let Ben have his body back?"

A scratchy wheeze entered my head. 'You wouldn't like that.'

"And why wouldn't I?!" I roared, crumpling the paper in my grasp before regaining control over my anger. "Does this have to do with you controlling my dreams?"

'Keeping him asleep is the only way to keep our minds intact. And no, I can't switch him out for you, I've tried.'

Well isn't that ominous. Deciding to take a shortcut through the laundry facilities, I ended up soaring through several floors that were filled with bunks and some private rooms that were furnished with basic amenities. So this is where the employees stayed. "Ok, three is a crowd. When I release you, would that let Ben wake up? If anything I'd at least like to prepare him to take back his body."

'Oh, so you are planning on releasing me? Here I thought you were just playing around with Vilgax's toys.'

"I was a criminal justice major, not a physicist. Even if I was, it wouldn't make a difference for alien tech or whatever happened. Gray Matter and Upgrade are barely scratching the surface of the principals behind the omnitrix and they can't find any signs that something is wrong with my head." Finding a rather loud humming pipe with several safety labels on it, I followed its path as it led me deeper into the resort.

"But, since we can talk I want to clarify something." I paused as I stuck my head through the floor, seeing nothing but a tool closet. I was around engineering, maybe I'm getting close.

'Oh?'

"I don't know what you have planned after I release you, but I'm giving you the chance to be free and leave. Go back to, wherever you came from and-"

'Anur Phaetos.'

"What?"

'That is where I am from. I am the High Ecto-Lord who ruled over the Anur System.'

Halting my flight I turned towards the darkened window, staring into the reflection as its purple eye stared back at me. I had no idea he was a ruler, or something not collected by a sample and generated in the omnitrix. I always thought Ghostfreak was a new individual because a single cell of his species could have a consciousness. I never knew he existed before the show. "So, you have a home you can go back to."

'Unlike you.'

Yes, unlike me. Yet I refused to believe there was no way back. In this world the impossible and fictional was reality, and there had to be something here with the power to understand and return me home. I didn't let his taunts get to me, I couldn't. "So when I release you, undo whatever happened, you can go home."

'And if I don't?'

Flying over through some more areas, seeing some employees pass by in protective gear I felt I was on the right track. "If you threaten to harm this planet, I will stop you. So think about it, I'm willingly giving you help right now so take it and be satisfied in your rule over another system."

'Hmmmm, perhaps. In exchange for one thing.'

"What's that?"

'Your name.'

Pausing before I entered through a door, I was briefly stumbled by the revelation. "You don't already know my name? I thought you were in my head?"

'I have only been able to catch a glimpse of your memories through what you've tried to dream of, hardly any details ever come through. Only after observing the technology of your life and the one of this Earth did I realize you are from a different time.'

Time, he thought I traveled back in time instead of hopping entire universes. "Alright, guess it's really late for introductions."

Holding out my hand in greeting towards the nearest reflection, I greeted it like I wasn't insane. "Hello High Ecto-Lord of the Anur System, I'm-"

"Zs'Skayr." Ghostfreak interrupted with a proper voice, reaching out and grasping my own hand. "And you?"

"I'm the adult human stuck in a ten year old's body. My name is-"

A door creaked open, and a nearly imperceptible noise flowed through it. I don't know what it was but, at the same time it seemed to be one of the most real things I ever heard. My ears could barely pick up on it but my very being resonated with it.

For some reason, it made me think of her.

Rushing towards it, I chased after the soft note as I could make out others matching its tempo. I flew faster, each one bringing back a memory of my fiance.

The time we went and saw our coworker's bad lumberjack play.

The time that first Halloween where I was so nervous to invite her to play that horror game with me.

The time we went to that dine in movie theater because my mom had won some tickets.

The time during Christmas, where the snow was gently falling all around us as we walked through the tiny town, multicolored lights warmly glowing around us, and despite the cold weather I felt so warm just holding her hand.

That night, I had a feeling she wanted to end it on a kiss but I didn't want to push her, but our faces still grew closer until she decided firmly to share her first kiss with me, to share her life with me.

I found the source of it, the melody of memories echoing from the large chamber calling out like a lullaby. It was quiet, humming to itself in a dream.

"Do you hear that?" I asked in a whisper, careful not to disturb its slumber or alert the employees seated around it.

'No, but I know you can.'

It was real, even if he couldn't confirm what I was hearing Zs'Skayr knew it was something.

It was alive, and its touch on my soul was just like hers.

I had to free her, to wake her and let her sing.

"That reverse power surge caused the whirlpool effect, but it's fixed now." Mr. Gold-Smith's voice reminded me of where I was, where I was floating, and what my mission was. Pulling myself out of the immediate desire to free the song of my fiance, I reexamined the chamber she was trapped in.

It was the size of a car, four employees seated around it with many controls along the panels. A small triangular window was letting out a warm purple hue, which highlighted the many pipes and cables running out of the top of it. I took another look around the room I was in, seeing it reach up several stories tall with a canyon of machines built around it, feeding off of it.

"It must keep a lot of juice to keep this place lit up. That can't come from the mainland." Max noted as he and his old friend crept closer to the source.

I had to stop them, stop all of this before they caused a disaster, stop them from using her any longer!

"Volcanic vents on the ocean floor. We tap into them like a big steam generator." The billionaire and Max were now only fifteen feet away, the retired Plumber eyeing the technology caging the lullaby.

Then to my horror, Mr. Gold-Smith gave a prideful smirk to his engineers. "Now, watch this."

Switching back to human, briefly blinding them with a green light I screamed out. "STOP!"

"What in the-Ben?!" Donovan looked around, trying to find the hidden door to my sudden arrival as the employees around me spun in their seats to see a ten year old had somehow infiltrated their secure area. "How did you get in here?"

"Ben." Max asked, alert and mildly panicked by my switch in front of them. "What are you doing?!"

"She's alive!" I pointed towards her, still dreaming and trapped in the chamber. "Your power source isn't some technology, she's alive!"

Mr. Gold-Smith's jaw fell down as he quickly flickered his eyes towards his disturbed engineers. "Ben I-I don't know what you're talking about. That's just a-"

"It's not some generator, and it's not alien technology!" I marched right up to the panel, one of the engineers stepping in my way to halt me.

"Come on kid, we'll-OOOF!" He received all the strength I could muster to throw into his crotch, having him collapse as I rushed the controls.

"Ben!" Max called out as the engineers began swarming me. "Slow down and explain!"

"They're using her as a battery!" The adults were already yanking me away, my desperate limbs swinging at their faces as my legs were pulled into the air. "I need to wake her up!"

"Ben!" Donovan Gold-Smith yelled at me in panic, trying to grab my collar to hastily yank me away. I felt the shirt choke my neck, I heard Max yell out as he attempted to intervene as well, and I began fighting with everything I had, my ten year old body surging with all the energy I could demand of it as I threw my weight into one more kick.

It hit the button on the console, a blaring alarm ringing out as the chamber opened itself and her light pouring out over me. Something slammed into the limbs restraining me, letting me fall onto the floor and catch my breath.

"Get your hands off my grandson!" Max was throwing punches left and right, defending me despite his suspicions and not knowing why I was sabotaging his old friend's resort. He trusted me, after all day, after all summer. Thank you.

Now with no one to stop me, I jumped onto the seat, climbing over the panel as I could almost touch her.

"Stop him!" Donovan cried as more of the engineers around the area began converging on our location. "Don't let him anywhere near it!"

It was too late, I could hear her voice so close, almost within reach. I extended my hand towards her, to caress the orb that she resided in, to reunite with her after all this time. Once my skin met her, she awakened.

A blinding light blew forth, winds of space passing by each person there to witness the awakening. The lights around us were snuffed out, no longer being supplied with power and bowing in reverence to the one who gave them energy in the first place as she overwhelmed the pitch black with her presence.

Holding up my arm to shield my eyes from the piercing glow, I saw someone there, standing before me as she regained form, life, as she began to sing.

Yet when the light began to soften for all to see her, I realized she was not who I thought she was.


I decided to split this into two parts because wow there is a lot to cover. Originally, I was just going to do a brief overview of this episode but then when I thought back I realized something. We never knew what was really going on with those aliens did we? I also realized that between my own work history, travel experience, and my love for Bioshock I needed to give this episode lots of attention.

What are the robotic squids? What was their goal? What was the power source?

How far will things change from what Ben would have experienced?

GHOSTFREAK LORE EXPLANATION!

I was looking back to try and find more information about the Ghostfreak plot, because outside of what omniverse did to explain the alien I struggled to find anything regarding Ghostfreak somehow getting minions and having that take over the Earth plan.

It turns out, that was one of the specials that had those little informational pop ups. That's where omniverse got a lot of their lore, so since it's still from the original show I was able to use it.

Last note, what should I name the Ultimos and Synaptak transformations?

REMINDER! I won't be using any content created outside of the original Ben 10 show. No content from Alien Force, Ultimate Alien, Omniverse, or reboot will be used. That includes aliens, abilities, plot points, lore, and just about anything not seen in the OG show.

Chapter 12: A Slave Obeys

Chapter Text

My Name Isn't Ben

Chapter 12

If there was one thing I tried my best not to dwell on since waking up in this new body, was what I should have done that day. I had gone to sleep the previous night, months of preparation all ready for the next day. It was both nerve wracking and exciting, something that people could spend their whole lives dreaming about, and I felt like I had picked the perfect person to share it with.

I was supposed to get married.

It's been weeks since then, and I didn't know what happened in my previous life. Did time stop? Was there still a version of me who was living that life I should have had? Or, and this was my biggest fear, did I simply disappear?

All that effort only to leave my family, friends, and the love of my life waiting at the altar. They would never know, I could never explain or tell them 'don't worry, I don't know when but I'll be back as soon as I can.'

My poor mother would probably begin panicking right away, filled with dread because it was nearly a year ago my little brother disappeared only to discover he committed suicide in my car. She would probably assume I was dead.

My father, he always believed that I could handle myself. I did have a habit of running off on my own adventures in the middle of the night, or even start a new job in a place I never lived before. He also knew that I hated being pressured to do anything that my mother kept pushing to have some control over. He would probably assume I ran away.

As for someone I had devoted myself towards, who turned out to have so many thoughts, views, interests, morals, hobbies, and beliefs that matched my own, I just hope she knew that I would never have abandoned her. I was never late for her, I never canceled on her, and I always communicated with her about my life. She was the one person I could be completely open with and she still loved me, understood me.

If there was anything I wanted the most in life, it was her.

So maybe that's why when I was briefly reminded of her, I latched onto it, I chased that feeling and followed it down through the underwater resort. I was uncaring about any secret identity, uncaring about my perceived age, because all I wanted was her again.

Max was still swarmed by the several engineers and technicians he had tussled with, while Mr. Gold-Smith was right behind me where he attempted to intervene himself to stop my efforts.

And I, was standing before the figure of light manifesting itself into humanoid form. As beautiful as it was, my hope turned to disappointment.

This was not her.

The lullaby that the source had been singing to herself had erupted into a shining melody. Her limbs unfolded from her body, thin yet firm while gliding out to project the paleness of her bare skin. A translucent membrane waved out from around her hips to wrap around her thighs, speckled with auroras of shining magenta and electrifying turquoise.

Three tendrils extended from the top of her head that were made of the same color, two of them rested besides her smooth face while the third was larger to dance over her back. Finally, the blinding aura she projected began to soften, dimming, to allow us all to see her and make out the finer details.

She was aquatic, her arms and legs resembling fair tentacles with no signs of fingers or toes. As she descended and her face turned towards us, her almond eyes opened to reveal a sea of stars kept within them. There were no other features to distract from them, no nose, no mouth, no hairs or ears along her porcelain head.

Yet despite having no orifices, I could still hear her singing that melody which kept bringing up my memories of love.

Her frame stopped in the air, hovering just an inch over the metal floor as she gently swayed over it like she was treading in water. Those orbs kept themselves on me, her melody shifting ever so slightly as she stared into me, her head quirking as if I was the odd one here.

Then she spoke despite having no mouth, her voice exactly like hers.

"You, you are not like any other I've met."

Standing up in the darkened room, the emergency lights kicking in to provide enough lumination for the engineers to not trip over each other if they weren't frozen stiff at the sight of the alien.

I was in a similar state, too shocked to even think properly.

Someone with more experience than I managed to catch himself though. "Donovan, what did you do?"

Max sounded skeptical, doubtful, but above all else angry.

The man upon hearing his own name snapped out of his stupor, still not taking his eyes off the newcomer. "I never knew it was alive! It was at the bottom of the ocean, we ran tests and it never responded other than generating power! There were some engineers who thought they heard something but we never captured any audio to prove it!"

Cautiously rising to my feet, she made no move to attack, or fear me, she simply observed as I moved closer to speak with her. "Why could I hear you? Why can I still hear that, music?"

She came closer, circling around me while never blinking, looking me up and down before returning to her start position. She was hovering at my height, and was probably an inch or two shorter given her hovering over the ground. "Do you know what you are?"

What I am?

"Ben." Donovan came up with Max, the latter kneeling down to check up on me. "Are you alright?"

"Yeah." I nodded dumbly, glancing back at the alien awaiting my response. I couldn't exactly answer anything completely now, even if I didn't really know what she was talking about. "I'm sorry, I don't really know what you're referring to. Who are you and how did you end up here?"

With an audience of humans who never realized what they were truly doing, she announced herself. "I am Andromeda, daughter of the Cassiopeia Arc from the Rift Prime. I was traveling to Rift Cleo but then I heard a call and came to this world, but when I neared your world the call came out again with more desperation. My ship was damaged, and I went into a deep rest waiting to be awakened."

Call? A call damaged her ship? Maybe her species' terminology was different despite her good english.

"This, this can't be happening." Donovan stumbled back while clutching his head, grasping with his free hand to the nearby pipes to steady himself. "This was never supposed to happen. Aliens, in disguise in my resort and I never knew."

Two of the nearby technicians rushed over to assist, Donovan shaking his head over and over as he muttered to himself until the dizziness abruptly stopped, and he stared at me. "But, you did. You knew so much."

That's when it dawned on me, the witnesses, the oblivious people, my actions and now the alien standing right here before them.

"Max." I looked up to the man. "Get a hold of Gwen and get her and Kevin to our room. Use our emergency needs if you have to."

Then I turned to the patient and observant guest, who was a prisoner without knowing so, examining the chamber she was just trapped in. "Let's talk, somewhere else."

She immediately turned back to me, floating close enough to where I could easily wrap my arms around her and….no, stop it, that isn't her. No matter how much they sound the same, no matter how that song she was always singing reminded me of her, it wasn't her.

Focusing on her alien appearance hardly seemed to help, and with her being so close I was so tempted just to just reach out and hold where her hand would be.

"I would love to." She finally said, wrapping one of her arms around my own and slipping her limb into my hand. I didn't see them before but I felt it, on the underside at the end of the tentacle she had fingers that intertwined with my own.

I gave no resistance.

Looking back to Max who was already on the 'upgraded' phone with Gwen, I got a quick nod from him as I began to walk out with the most confusing person I ever met. I spared a glance to Donovan, who was still staring right at us, right at me.

"An alien, right under our very noses." He muttered, his quiet voice echoing in the silent chamber loud enough for me to hear.


After running around as Ghostfreak earlier, I had a pretty good grasp on the basic layout of the hotel. Just knowing what direction you were facing helps a lot, and between that and my above average hotel knowledge I could guide us back to the main resort. Eventually.

The walk was quiet, and through the blackened out halls with the occasional red emergency light to dimly announce a door, I could still tell that the girl next to me was still staring.

"Earlier you asked what I was." I ended up letting out. "What made you think I was different?"

"Your melody is hard to decipher, entangled in so many." She spoke as we came up to a nicer looking door that wasn't typical for the usual maintenance sheet metal doors.

"What is that?" I asked as I peeked my head out, making sure there wasn't anyone outside. This looked like a hall for guests to be able to use, we were on the right track. "Is that the music I keep hearing?"

"We all have a melody in The Choir of Creation. Yet there are many creations housed in your vessel, between you and the device that you carry. Many quiet, ambient, waiting to be filled with a role but distinctly there are three songs."

That answered that, now I had Gwen's basic magical senses and an alien's to tell that I was something other than Ben. The revelation should have been relieving to know I wasn't just a set of memories in Ben's head, but I still didn't know how or what exactly had happened still.

Pulling her out into the open, I was grateful for Donovan's love for shoving as much glass into the resort as possible, even if it reminded me of my fear of the ocean, because it allowed the subtle sunlight to bleed through the surface of the sea to reach us. It wasn't daylight, but it was enough to make out basic shapes.

Usually I carried a flashlight on me, not ever since I got this body. I could probably make more use out of Ben's wide selection of cargo pants. That did remind me of something though.

Reaching down with one hand, I reached into one of my side pockets and pulled out an emergency green glowstick. With plenty of practice, I grabbed the end of the packaging with my teeth before yanking to stick out, unwinding the thin cord of the necklace before cracking it against my leg to illuminate the space around us.

Looping the cord over my head, I was delighted that glowsticks were still so readily available at camping stores for so cheap. "I've never heard about these before. Does this pertain to your species?"

"Yes, we dance along the ridges of reality, reading the notes of history and singing of its magnificence. Because we are not fully of the universe we can listen from an outsider's perspective, barely do we actually exist in the physical realm. Our bodies are, more or less an echo of our true forms but nevertheless we are bound to them."

I couldn't tell if this was speaking from a religious standpoint on some telepathic abilities, or she actually was some fourth or fifth dimensional species.

"Something still confuses me." I stopped as we stood in front of a wide window that encompassed the wall, letting the gentle light highlight the side of her closer to it as she still clung to my hand. "Why could I hear you, even when you were asleep?"

"You can?" She seemed as equally confused as me, leaning closer to my face while staring intently over me. "Then, your song, yes that makes sense. No wonder your song is full of wonder and mystery. You too, do not originate from this realm. You come from much, much farther than any of my family."

She was right, but how did that apply? "So?"

"I said it before, my species can hear the melodies of the universe because we exist outside of it. But we are on the edges of the rifts, still touching the universe and never leaving it. You, are from somewhere else completely. An outsider to this universe."

"I can hear it, because I'm from outside? Maybe before but why still? How come only yours?"

"Part of you still binds you outside, keeping you from fully cementing yourself in this dimension. As for why you only hear my song, I can only speculate, but maybe it is because you haven't attuned yourself enough with this reality in order to hear anything but what is sung from the edges such as my species does."

Staring down towards my feet and the ends of her legs, I felt something that I didn't know if I should feel. Hope, because maybe I was still connected to my previous universes, my precious life. While still looking down I saw her hand was still entwined around mine, sparking another question.

"Why are you holding my hand?" I gently brushed my thumb over her impossibly smooth skin, detecting no scales to match the aquatic nature she held.

"Because." She paused, hesitating on the matter. "Forgive me if I'm wrong but, your song sounded lonely."

She, well she wasn't wrong. Hearing her, in a voice I loved, kept reminding me so much of someone I missed yet her presence was so similar. I found both comfort and distraught in it.

"Tell me." She suddenly spoke up, clinging to my hand with both of hers and pulling me closer to stare at her bright complexion that held eagerness. "From an outsider's perspective, what does my song sound like?"

It was, hard to say because it technically didn't sound like a song. It sang of compassion, of innocence, and especially of one emotion she kept reminding me that I lost.

"Love." I spoke up. "Yours is, a song of pure love. Not exactly familial or platonic. I can't think what kind of love it is but-"

"Do not try and think of the answer." She reminded me, closing her eyes and letting the two tendrils beside her face reach up and touch the sides of my temple. "Listen."

I did, and I couldn't stop hearing someone else. It was like every emotion, every thought and commitment I had to her was what was being sang out by Andromeda…no, no that wasn't the name I was hearing.

It was…"Andrea."

She pulled away in surprise, clutching my hand a little tighter as the ends of her head tendrils seemed to sway upwards while staring at me with wide eyes. "You, perceived my true name so quickly?"

"Was I supposed to?"

"We've encountered many who would weaponize true names, so we hide them behind our title names. Though whatever is not sung does not exist, so we must sing of them if only to make sure our title name does not become our only name, thus become our real name. Only those who care deeply may get a glance at our true names."

"I, I can't say that I end up caring a lot." I admitted, ashamed to pry out her most guarded secret so quickly.

"Do not be so critical of yourself." She said, floating closer to comfort. "From what I can make out from your song amidst the chorus around you, it is of a duty of care."

A duty of care.

I couldn't unwravel the meaning behind it or see how it applied to me.

Turning back to the present, I marched with Andrea in hand to get to the suite we were told we would be staying in. Hopefully there was an extra bed for her and-wait, I can't act like she's going to be with us overnight. She might be but our goal should be to get her home as soon as possible, or give her the means to.

"You know." Andrea stared out to the expanse of the ocean as a distant whale let out a cry. "I do not mind if it's you who knows my name."

At least she trusted me, that would make it easier to help her.


There was something I learned about hotels, the more expensive the room the better soundproofing there usually was. Some more expensive resorts didn't use too much because a lot of their clients weren't the rowdy kind. It was an easy way to cut a lot of building costs.

I just discovered one of the ways that Donovan saved on building this place, as I heard Kevin and Gwen yelling all the way down the hall despite being in the living room area.

The door locks were on a battery, hardly any resorts didn't especially by my time, allowing whoever held up the card to hear a quick beep before it opened.

It opened, multiple persons bumbling in the mostly dark room. All the curtains to the windows were open to allow some of the outside light to enter, but most of the light noticeably came from a different source.

"Woah." Kevin looked around the living area. "Where did all the glowsticks come from?"

"I always have glowsticks." I answered as I always did.

"Not always." Gwen reminded the rest. "You only started doing that this summ-oh, hi."

Her, Kevin, and Edwin? Guess I didn't realize he was coming with them. Anyways they were a little surprised to see our guest Andrea sitting on the couch next to me with a package of oreos on a plate before her.

She was wearing a glowstick to. Blue, the same color my fiance always picked.

"Good to see you got comfortable." Max gave his signature smile that would melt anyone's worries away. "How has Ben been treating you?"

Andrea glanced over to me. Oh, right, I never told her did I? "My 'title' is Ben Tennyson."

"Title?" Kevin gave a laugh as he came over to reach for her oreos, which I stopped by throwing him a bag of cheez-its that he barely caught in time. "What? You some kind of royalty now?"

"W-what-" Edwin began to stammer out, the boy still rooted in the doorway with quacky knees, staring at Andrea. "-what is that thing?!"

"Hello all, I am Andromeda. It's nice to finally meet the ones Ben has spoken of." She gave a short nod in greeting. "Please do not be afraid of me, I don't wish to harm any of you."

"Well that's a nice change of pace." Gwen, while keeping a minor level of caution, merely sat on the other side of me. "I'm Gwen, and that's Kevin, Grandpa Max, and that's Edwin. He hasn't met aliens before,"

Edwin snapped his eyes back to the rest of us, who had all found our own comfortable spot in a chair or couch, simply relaxing despite the circumstances. "You all have?!"

Max gave a laugh at that. "It's been a wild summer. But hey, why don't I get a hold of your grandfather for you to come pick you up if you're not feeling like hanging around?"

The boy tucked his arms in on himself, pretending to be brave. "No, I'm fine."

Shrugging in reply, Max returned his attention back to the rest of us, namely Andrea. "So, Andromeda. From what I gathered from Donovan your ship isn't in any condition to fly resting in the bottom of the trench in pieces. Do you have any other way to get back home?"

"Perhaps." She answered before looking out the window to the wider open area in front of the resort, seeing the mighty glass wall where the rest of the ocean lay. "I won't know the full scale of the damages until I recover enough of my strength to call to it. Though the onboard repair drones should have started once we crashed. Yet if this world is as underdeveloped as I've seen then they won't find the suitable materials no matter how hard they try."

Gwen leaned forward, getting a better look at our guest before asking. "Is there any way to call for a ride in case your ship is too busted to fly?"

"If the communications are operable, or not too damaged, yes. But we do not often prioritize those as we can often call to one another with our own voices." Andrea reached for an oreo, grabbing it in her hand before a mouth briefly materialized on her face to let her take a bite before it disappeared.

Kevin, while still chewing, opened his mouth while grabbing for another handful of snacks. "So why not do that?"

Andrea lowered the treat, her shoulders drooping as she balled up one of her fists. "I was, drained of so much. I don't have the strength to sing as I normally do."

"Did my grandpa do that?" Edwin suddenly asked, his complexion stiffening. "Do you hate him for that?"

Her fist tightened a little more, the melody she was always singing changed its key to something darker before softening back out as she relaxed. "I'm not happy with what he and the others did to me, and I want justice. They didn't have any idea what they were doing and they hurt me because of it. But, because they were ignorant, because they thought they were working with abandoned machinery, I will show leniency and allow them a chance to apologize. I will fully heal in time, eventually."

There was still lingering resentment, but it was something she chose to move past, to not act out on it. This wouldn't be a fond memory for her, but the fact that she's choosing to give them a chance, forgive them of their ignorance, was what made her song beautiful to me.

Then I heard her song briefly return to her slightly more aggressive notes as she looked towards the door, her perception spotting something we couldn't.

A rapid set of knocks came, all of us halting as an older man's voice called out. "Max, I need to talk to you."

The retired plumber got up, moving back to the door and opening it to reveal a frantic Donovan. "Max, we need to do something. That alien is who knows where and we need a new power supply fast to-"

"Woah woah, slow down. No one's life is in danger." Max stepped out, giving us a 'one minute' gesture while he closed the door behind him, never letting Donovan know who else was inside at the moment.

"Figures." Edwin put on a scowl before needing to stand up. "All he cares about is making sure he doesn't lose any money."

Making eye contact with Gwen, I knew there was more to uncover there but I wasn't sure if this was the right time or my place. Instead, while I had a moment to think, I got up to move towards the balcony doors, opening them to let the 'outside' air flow through. Moving to the railing, I rested against it as I looked down towards the artificial beach with the many pools around it.

Fancy hotel at a beach, I had planned our honeymoon around that, a nice resort which was a branch of one of the ones I was already working with. I even splurged a little and got us a suite with a jacuzzi. I proposed to her on the west coast, and I wanted to show her how the east coast beaches were.

If I could have, I would have chosen this place to spend our honeymoon together.

Two slender limbs touched on the railing next to me, Andrea deciding to join me. "They are quite noisy in there, and some of their songs have not fallen in rhythm yet."

A short huff of amusement escaped my nostrils. "Yeah, but they're kids."

"And despite your appearance, you are not."

It wasn't a question, it was a fact. She knew, she pieced it together so fast. I didn't even have to answer to say yes. I looked over to her, desperate to know if she could see more, if she really could see me, know me for who I truly was, even if my mind could not fully seperate her from the woman I loved.

She seemed, slightly downcast, her song now carrying tones of quiet and cautious. "I remind you of someone, don't I? Your duty of care extends to many around you but I can tell you feel differently when you see me."

My mouth became dry, my mouth clamped shut as I kept listening the more she spoke. Andrea pulled her hands away from the view, gently grasping around my own as she listened for my answers. "Normally I am not so slow to hear others' songs, but yours is hidden among so many. Yet now I can tell, only when you look at me does your song announce its full declaration, for the one you love the most, who you swore your duty of care for."

My lungs clenched around my heart, my sight unblinking as I heard her voice through Andrea.

"Yet-" she continued solemnly. "-at the same time you are the most lonely, longing to fulfill your purpose to them."

I felt something wet run down my cheek, my chest taking in a shaky breath as Andrea looked up into my eyes, empathizing with my pain. "You love her more than anything, don't you?"

"Yes." My voice cracked out, her tendril reaching up to wipe away the loose tear despite more following it.

"You're in so much pain, and you have been bearing it alone haven't you?"

I couldn't answer, choking on the cries that were trying to scream out. Reminded of it all, the crushing weight that I had been trying to ignore all this time, I felt too weak to stand. I fell into her arms, clutching myself around her and just for a moment pretending Andrea was someone else for a moment.

"I'm sorry." She whispered to me as I buried myself into her embrace. "I'm so sorry."

I began letting go of my grip around my heart, finally releasing the longing not just for her, but for someone to hear me, to know me. I was alone for so long but now I finally had a glimpse of having her in my arms again.

"Ben?" A more panicked Gwen came over, shaking my shoulder to snap me up towards her. She immediately withdrew, lingering to stare between Andrea and myself. "What, who was she talking about?"

Could I? Right now I had an alien, no, a friend who could vouch for my origins for me even if she didn't know what was happening. Gwen was trustworthy, and I haven't been entirely honest with her this whole time. This was my chance, to finally tell Max and Gwen the truth and maybe start working towards a way to undo what happened.

But, I wanted to do it with a more clear head, not while I was so emotionally torn up. Pulling myself back to my feet, I ran my hands over my face as if to peel off all the depressing layers to it.

Just past Gwen I could see the two boys giving me weird looks. Ah great, they saw all of that too didn't they. I bet Kevin's going to try and use that over me later.

"Let's get Grandpa Max, and see what-"

In the corner of my eye, something zipped in the distance. It was bright, it was light blue, and it wasn't alone.

"Woah!" Kevin and Edwin came rushing up to the balcony, joining us as we all watched as a swarm of swimming lights came rushing over the massive glass walls that were keeping the resort from drowning.

"This, isn't right." Andrea uttered with worry.

"What do you mean?" Gwen asked, a hint of dread in her.

"The repair drones, they aren't heeding my calls. I'm not loud enough to give them commands to stop."

"Stop what?" I asked, already feeling the adrenaline kick into my legs as my hand rested over the omnitrix.

"Their default settings when they don't have enough parts, to find and make more from whatever they can use. If there are no survivors, they wouldn't, and whoever is left is supposed to issue orders to identify what is allowed to be used and what isn't."

The front door to the room clicked, Max stepping in with Donovan behind them and it did not take them two seconds to see what was happening.

"What's going on?!" Max quickly rushed up, seeing the army of drones surrounding the resort.

"Stop this!" Donovan demanded towards us. "Whatever you're doing stop it now! This resort will-"

"Be fine." I interrupted, because now wasn't the time to sit and debate. We needed to act before this all came crumbling down on top of us.

"You-" Donovan cut me off just as I passed him. "-just who do you think you are?!"

Who am I? I had to be reminded about who I was a second ago, and the life I've lived up until now. Turning around, I stood before the ones I've fought with, ones I've fought for, and despite knowing some better than others I knew the declaration I would make standing here before them.

"I'm the Wielder of the Omnitrix, the Vanquisher of Vilgax. I've battled everything from monsters to magicians and even an alien warlord. Right now, I'm the one who is going to save your lives and everyone in this resort." My conviction rang out as I no longer thought of myself as filling in for Ben. While I've been in this world I accomplished these great feats, I was the one to go toe to toe with criminals and beasts. I did it all, and I would do it again.

I had a duty to care for those around me.

"Got a problem with that?" I asked, to see if anyone would interject with their own plan or have a better solution. I didn't receive any, so without anything or anyone to hold me back I ran out to go and fulfill my renewed purpose.

The door flung out as I pushed past it, speedily entering the hallway as I moved towards the stairwell. "Andromeda, what do you need to get those drones under control?"

"I would need basic communications equipment, suitable power to operate it, and an interface of my own technology."

I had a list, I could work with a list. Now we just had to divide and conquer. "Mr. Gold-Smith!" I called out to the man. "Lead us to your emergency communications! If you haven't already started evacuations we can do that with some backup power."

The man silently complied, moving ahead so I could follow him.

A resort like this had to have a few backup generators for critical equipment, and communication was vital in emergencies. Though if we want to make sure that Andrea had enough energy to work with I needed to find more. "Kevin!"

"Yeah?"

"Have Edwin take you to any heavy machinery that has its own power source. Anything that wouldn't be needed in an emergency, but has a big enough battery for you to soak up what's in it! Now, you'll want someone to go with you that can-"

"I'll go!" Gwen volunteered as she ran up to my side, eager to prove herself. "I can at least watch their backs and let you know of anything that happens."

I was going to have Max go with them, wanting at least one adult to watch over some kids. But, I also knew that Gwen had great potential and needed opportunities to reach it. "Good, once Kevin is charged up have Edwin guide you back to us."

That solved power, we had the resort's resources, but we still needed one final piece. "Donovan, is there any other alien technology you grabbed that we could-"

"No!" He stated firmly, probably because of panic over the whole situation of potentially losing his resort to alien drones. "You took it all when you-"

"Now hold on." Max stopped him as we came to a crossroads. "You were just telling me earlier you were trying to get that power source to work again."

That didn't make sense to me, even Gwen was confused as she asked. "I thought Andromeda was the power source?"

"Yes." The alien answered. "But the stasis pod still remains, an empty shell without me. Though in my hands I could use it as a bypass to overtake the resort's functions."

Donovan flickered his eyes in horror towards her. "You want total control of my resort?"

"Just temporarily." Andromeda answered assuredly. "Though the time it would take to establish a firm connection to your systems is incalculable given the differences in technology."

"I can solve that." I answered, taking one last look over everyone. "I'll get the pod, Kevin with Gwen and Edwin will get some power, Mr. Gold-Smith will guide Andromeda and Max up to communications and grab as many engineers along the way to get things ready and begin evacuations. We'll all meet up there and save the day, any questions?"

"Uh, yeah?" Edwin rose a hand. "How exactly are we supposed to take the batteries out?"

Kevin put on a cocky smirk as he leaned on the shoulder of the wealthy boy. "Trust me, I have a special talent for getting what I want."

"Then that settled it." Despite the looming danger, I was rather confident. We were openly communicating, we were trusting each other, we had our roles and we knew how to do them. I wouldn't make the mistake of treating the situation lightly while lives were on the line but I felt very confident we could pull this off.

I could do it.

"Ben." A steady experienced hand rested on me, sharing in that same confidence as Max smiled down proudly towards me. "Good luck."

"You too." I was about to go off, all of us about to assume our job until an alien hand latched onto my arm.

"Ben." Andrea whispered, her song ringing of some anxiety but announcing its resolve even louder. "When this is over, perhaps when I get a hold of the council of Rift Prime they can help you. I want to hear your song when you reunite with her again."

I pulled her into a hug, giving a firm squeeze to solidify my gratefulness. She had given me something I have been desperately searching for this whole time.

Andrea gave me hope. "Thank you."

Pulling away, I motioned her to go with the grandfathers as the children were running off to their first stop.

"This way!" Edwin called out for the other two. "We can get the go karts first and then the jet skis!"

"Man!" Kevin happily tagged along with him. "This place better not sink after I save it!"

"You save it?!" Gwen was the last one to follow behind. "We're all saving the resort now go!"

Time was limited, the enemy was at the doors already trying to get in. With nothing else to do but my single task, I rose up the omnitrix and selected the alien that would stretch a second into a whole day. "Let's go XLR8! It's hero time!"


I sped through the many halls, zipping down the stairs as a blur cutting through the air. The wide open passages with glass walls allowed me a peak at what was to come, dozens of electronic drones were soaring by, swimming as a swarm towards where the beams connected to the foundation. Their goal was lost to me, because I wasn't sure what brought them here.

Continuing on, focusing on my task, I took a sharp turn before coming near a maintenance hall. I dashed in, running down another set of stairs and careful not to trip over myself.

Especially with the floor of water rapidly approaching to meet me. I kicked off the railing next to me, gliding through the air until I was seconds away from impact. In that short span of time I changed, becoming Ripjaws to dive into the depths and get a new idea on what I was working with.

The entire section was flooded, currents still rushing in through unseen openings around the area. Folding my legs in to let my tail fin take over, I flew through the chasm of drowned machinery, down towards the center where I spotted several lights swimming to the same destination.

Tensing my muscles and pushing through the growing darkness, I extended my razored clawed hand and slashed at the first one I could reach, ripping through foreign machinery and cutting its circuits.

The closest next five rerouted their path, intercepting me from all angles as they lashed out with their telescoping tentacles. They entwined themselves around my limbs, attempting to bind me before they dealt a finishing blow.

I opened my mouth towards the nearest one, eating through its bottom half before spitting out its remains at the next. Struggling to slip one of my arms free, I saw more of the drones collect further down under me, prying apart the main generator's housing.

With renewed haste, I squirmed in my trap, digging my webbed right hand's claws into the bindings, I tore up and cleanly freed my hand to latch onto the main body of one of my captors before squeezing tightly to crush it under my grip.

I began hacking away at the rest of the tethers on me, trying to act quick enough to keep them from taking a bite out of me before I could do it to them.

An object swam past me, a drone just like the others but carrying precious cargo. A transparent orb, the same one Andrea was sleeping in.

I couldn't fight them all and swim after it, I needed a change. Those tentacles better mean he's naturally aquatic.

My transformation retracted my body into my head, allowing me to escape my prison while I grew eight limbs encased in metallic armor with mechanical claws to match. My digital eyes along my armored helm came to life, narrowing at the many obstacles.

Guess Synaptak's alien was going to get a trial by fire. Watch out, here comes Psywave!

The remaining three drones and six others swarmed me, their metal housing screeching at my defiance. My mind pulsed, telekinetically grasping the two closest before slamming them into each other and using their scraps as ammunition.

Another one came at my side, where two of my arms reached around to clamp on both ends and snap it in half.

The rest of them huddled closer together, a bad decision if they thought that would make it easier. I projected a bubble around them, slowly condensing it to crush all of them. Their casing cracked, their metal frames groaning until one by one their lights snapped out.

With no more to deal with I carried myself and rushed forward. I wasn't as aerodynamic as my previous form, but I could still swim just fine. The multitasking aided me in eliminating multiple enemies quickly, or even putting my efforts into a larger task.

I chased after the techno squid, trying to catch enough of a glimpse at a time to focus enough to latch on. I succeeded, pulling it close only to discover it was one of its escorts.

Crumpling it under unseen forces, I kept the chase, feeling the fight of the current pouring more water into the resort.

Finally, the group was in sight, the center of it carrying the item I needed. I would have obtained it easily if they didn't start swimming down, into the open waters, an abyss of a trench at the bottom of the sea floor waiting for me.

My mind started losing focus, my fear interrupting my concentration as I felt the need to keep an eye on every inch of the water to make sure nothing could sneak up on me. Dang it, this wasn't working! I needed to get my head back in the game!

"Stop!" I demanded, erecting a telekinetic wall where the swarm slammed themselves into it. I charged at them, keeping the wall in place as I got closer and closer. It was the most I could do with my powers at the moment, a glaring weakness that a deeply rooted fear could keep me from properly utilizing this alien.

So I changed back, going back to brawn over brains.

I roared out as Ripjaws, hacking and slashing away as my prey was before me. One punch to an optic, another slash through another's body, my teeth ripping and tearing through metal and spilling oil.

My mad frenzy did it, giving into the raw instinct of this alien let me slaughter them all. The glass orb drifted downwards alone, heading back down into the trench. I dove down, intercepting it before it was lost to the sea.

While my battle had ended, the war was not yet over. A deep groaning began wailing out into the sea around me, chunks of rocks drifting by to let gravity take them to the depths.

Turning around, I saw it, the entire resort was being wrenched from its cliff and dragged out into the ocean. They weren't just trying to get the lost technology, they were going to take the whole place down to salvage it with everyone in it!

I pictured those inside, anyone who did not manage to evacuate clutching onto whatever was nearby, whoever was closest to desperately embrace.

Edwin, Kevin and Gwen, all trying to climb up the tilting stairwell as water kept pouring in from the cracks around them.

Max, Donovan, and the engineers grabbing hold of the terminals as the entire building shifted. Equipment clattering against itself around them as sparks flew out from half disassembled machinery.

And Andrea, witnessing it all, powerless to undo the damage, and waiting for my return.

I would not disappoint.

Like a bullet I shot through the water back towards the resort that was inching its way out of the foundation, finding a hole in its main dome and narrowly diving through it. I followed the water, I followed that minor buzzing sensation that I could feel in my illuminated esca.

It brought me up several flights of stairs, where at the top I could see the water slowly rising to the hurrying feet of three children. Jumping out with a splash, I landed right behind them, eliciting a scream from Edwin.

"Ben!" Gwen recognized me immediately. "What's happening out there?!"

"The resort is sinking." I held the orb out to her, having her carry it as I changed back into Psywave.

I carried all of them in my invisible grasp, flying up with them towed behind me as I snaked through the building damage. Beams snapped, windows cracked, and water continued to rise.

I was faster than it, soaring with nimble accuracy through the chaos before spotting the heavy door. My mind gripped the wheel, spinning it to unlock the steel and slamming it open so that I could glide in with the rest of the children.

What I wasn't expecting, was a gun to meet my face.

"Grandpa!" Edwin called out to his guardian, who was still aiming his pistol at me with a shaky hand. "It's ok!"

"Ben!" Max yelled out as Gwen rushed over to Andrea with her orb. "The resort is going down! If we don't do something fast this whole place will collapse before we even reach the bottom!"

I looked out the windowed dome above us, seeing the sun retreating light dim the further we continued to fall. "I've got this, trust me."

Turning over to Andrea, I could see her and one of the technicians finishing their crude wiring back onto the stasis pod.

"We're ready." Andrea announced as I floated over.

My form flashed, shifting into the walking circuit putty Upgrade as I extended my hand out to merge into part of the orb as Andrea began moving her hand over the controls.

As my hand began making use of the two widely incompatible technologies, I began adapting them, altering their connections just enough as I became the conduit of two different languages.

"Kevin." I held out my other hand, bracing myself for what was about to happen. "Light me up."

He didn't even hesitate to latch onto my hand, giving me a mockingly pitiful glance. "Your funeral."

Cackling energy soared through me, my body fighting its hardest to channel it into the right systems without succumbing to the electrical forces. Light around us began to flicker on, illuminating the room fully as equipment hummed to life as the ground began to tilt too far.

People began losing their balance, sliding as bodies began falling down and piling against one another against the console. Andrea and I stared out into the approaching demise, glaring swarms of lights racing to finish us from below. But with her hand over my own as I felt her song sing, command through my frame and out into the sea.

"Save us, and make it whole again."

A bright pulse came over the drones, an aurora of shimmering magenta and electrifying blue weaved through them. The swarm widened, spreading out into equal distances and snapping out their limbs to push against the entire structure.

We all jolted as our momentum had ceased, before softly reversing, correcting the orientation of the resort to be level and levitating us back towards the top of the trench's view.

Gwen rubbed her head as she pulled herself out from Kevin's sprawled leg, giving him a quick shove in return. "What's happening, did it work?"

"W-we're ascending!" One of the engineers called out from one of the instruments, gleefully smiling back towards his coworkers. "We're alive!"

"See that?!" Kevin picked himself up, bumping his shoulder roughly against Gwen in retaliation from earlier. "I told you I would save the day."

She merely rolled her eyes in amusement. "As if. But fine, I'll admit you did a good job."

"You see Donovan?" Max called out to his old friend, who was still quietly staring at the scene. "I told you they wouldn't let us down."

With my single optic, I felt pride in seeing all these people, all these faces able to smile and laugh over being alive. I don't think I ever once took the time to really see the positive outcome of my intervention. Before I was always self analyzing, critical of how I handled it because I held myself to a higher standard from what I could have expected from anyone. Always I asked, what would Ben do better?

Now I saw I didn't have to, because while maybe one day Ben could get his body back and live this life he was meant to have, I had to admit I didn't do so bad here.

Glancing over to Andrea, she was proof of that. In the show they never really explained what that power source was or why the aquatic drones were after it. I can't believe that hidden in plain sight, was someone that would respark my commitment, my purpose, my duty of care so she says.

The alien glanced over to me as I could feel her inputting more commands to settle the resort back into its place and begin repairs to fix the damage they caused. "You are right to feel happy, it makes your song carry so much cheer."

"Why shouldn't I feel happy?!" I let out a short burst of laughter over the whole thing. Here I was, hearing my own voice speak to the voice of my fiance, but instead we had such alien bodies. "We saved the resort, we saved everyone in it!"

Picking Andrea up in my two arms as I left the orb on the console, I spun her around to get a short squeal of excitement out of her as I turned back to human. "You are amazing!"

"I'm not her though." She didn't seem offended by it.

"Maybe not, but that's ok. I like who you are! And besides, if you get me back home you'll get to meet her too!"

"What?" Max suddenly picked up on our conversation, leaving Donovan alone. "Ben, what are you talking about?"

"Yeah." Gwen came over. "You two have been saying a lot of weird things. Come on, what's your secret?"

Was this the right time? Right here and now? Before I hesitated because I was still distressed but, now I couldn't think of a reason not to tell them. Andrea was right here, we weren't in danger, and I haven't felt better about myself in my whole life. I earned their trust to handle these life and death scenarios, and it's time I repaid that trust.

"Max, Gwen, I'm-"

"You're an alien-!" Donovan yelled out from the other side of the room, an unrecognizable face swarming with emotion. "-disguising himself as a human child! He's not your grandson Max!"

This again? A little frustrated that this was becoming a regular occurance, I sought to answer directly. "No, I'm not some alien I'm-"

Then he rose the barrel of his gun at me, before something white cut off my vision.

The crack of a gunshot was unmistakable, the deafening volume, the abruptness of it, and how quickly it passed. By the time I registered it happened, I was able to see Andrea right in front of me.

"Exarmo!" Gwen shouted with a glistening power flicking around her hand, the pistol yanking itself out of the man's grasp before clattering across the ground.

Andrea's body teetered back, her graceful hovering losing its hold as I caught her. Her body became limp, gravity pulling her as I tried to keep her head from hitting the ground.

The noise around me became numb, yelling as I barely registered people rushing by to restrain Donovan.

"Andrea?" Her name escaped my mouth as I saw her eyes struggling to keep their focus. I felt my emotions stop, my brain cycling through everything over and over to explain what happened and what I needed to do. But I never had this happen, I didn't know what to do. "Tell me how I can help."

I glanced down to her wound, her chest shivering as a black spot on her began stretching out, veins and spiderwebs of a void slowly traveling from the wound to coat her pale flesh. Pressure on the wound, it might help so I pressed my hand over it to try and share whatever warmth I had with her chilling skin.

"You saw me." Andrea uttered, her weakening face bringing itself towards mine as I gave her all of my attention. "You witnessed my song. What do you think of it?"

It was enrapturing, filled with love and endless compassion. "It's beautiful, my favorite one."

Even though she had no features on her face, I could tell she was trying to smile. One of her arms slowly drifted up, meeting my face again as I held it close, keeping it near and never letting go. "I feel the same, of yours. You don't just sing, you conduct a choir all around you. I wish I could listen to it forever."

"You will." I demanded as I began racing my mind through each of my aliens. Any with time powers, healing, spatial manipulation?! "We'll get you help, maybe I can contact your people and-"

"I am sorry." Her eyelids began crawling over her star filled eyes as I stared into them. "I, I wish I could have reunited you with who you sing for."

"I can sing for you." I tried to keep her awake, holding her up to keep her in my arms. That fire of hope she put in me began to waver, as I could hear her voice becoming more quiet. "Anytime you want, I'll do it for you."

Her head began to lower, bobbing as she struggled to keep it upright. Bracing one of my hands under it, I refused to let her leave. Andrea wasn't just a memory of someone I loved, she was someone who made me feel alive again. My attachment to both of them intwining into a single personage before me.

And I was losing her.

"My song, will not end-" She said, rising my thoughts back to a future where she was alive. Could she heal? Could I return her to the stasis pod and keep her alive until we found help? But those began to be drowned in dread as I heard her tune begin to slow, approaching the final page.

"-if you keep it in yours." Her body began to relax, her shaking calming as her song approached the last reverent notes. As my mind spiraled into panic, trying to defy what I knew was coming but failing miserably. One touch from her hand against my own soothed my worry for a moment, as I saw the end of the most beautiful voice.

"Thank you, for letting me share this verse with you, the conductor of such a magnificent choir."

I saw each light in her eye go out, one by one until I was left with nothing but the void. She was gone, my hope, my song, and everything I held dear from my life before. I knew Andrea wasn't her, but for a moment it was nice to pretend they were the same person in different lives.

Now it felt like I was cradling both of their bodies in my arm, pressing her lifeless face into my shoulder as I rocked back and forth with her body, the full weight of her death pressing down on me. A guttural noise escaped my teeth as I hissed out, my breaths short and quick as my heart began to race from the brewing storm inside of me.

She was dead, the song was dead, my hope was dead, my purpose was dead.

And he killed it all.

He killed her.

HE KILLED HER!

Seething with the embers of my dead hope now burning with rage, I moved from the body, taking sight of the weapon that did it. I grabbed it from the floor, marching right up to the man who was kept on his knees by two of his engineers with Max looking over him with his back turned.

No voices calling out could reach my ears, my beating chest was the only thing I could hear as I went right to the murderer.

With a haze of red, I saw the man who had shot her, who had taken EVERYTHING from me! Clicking the hammer on the pistol, I pressed the tip of the barrel against his skull, pushing in with enough pressure to indent it into his very skin.

I didn't care for his cry of pain, or how the tip of it was still hot enough to singe against his flesh. All I wanted right then was to end him, end the miserable human that stole all that I cared about.

My finger stiffened over the trigger, ready to put a bullet through his brain.

He deserved it!

Kill him!

KILL!

My anger reached a new high I never felt before, and it almost overtook me completely. Yet, a sliver of me that was still conscious realized that. Reigning in the certainty I felt to end his life, I took a peek at what was happening.

Kill an old man, who was cowering under me?

This was a man, who probably acted out of the same fear he felt now. He intended to shoot me, it was Andrea who gave her life willingly to save mine. Would I have been as angry if he shot me?

"Ben." Max cautiously spoke the name, as if he wasn't sure who he was talking to. I glanced over to see nothing but fear present in the room. The fear of the grandfather who had been taking me on the best vacation he could, the fear of Gwen who I had been sharing many interests with, the fear of Kevin who I had been working so hard to show a better way, the fear of several employees as they saw a boy wielding a gun to their employers head.

Lastly, Edwin, who looked on in fear for his own grandfather. Was I about to take away one of his closest family members? He didn't deserve that.

Turning back down to the man squeezing his eyes shut, expecting the inevitable, I tried to reanalyze what I should do with the gun in my hand.

Did he deserve it? Was I justified in killing him? My mind immediately went to yes but I don't know if I could trust that answer.

Not while I was raw with grief and rage, the emotions potentially clouding my reasoning. I couldn't trust myself to decide now, so with a short click of my thumb I ejected the magazine before racking open the chamber to empty it of its contents.

This was the weapon used to kill Andrea, and for that I hated it. Throwing it off to the side, I spared the man's life if only for now and for his grandchild.

Turning my back to him, I refused to even acknowledge him as I made my way back to the lone body on the floor. Kneeling down, I cradled her in my arms, silently apologizing for abandoning her.

A tune graced my ears, not of a voice but the remnants of a melody. Andrea's body began to dissolve, sparkling into stardust as her form transcended into the sky, breaching the glass without leaving a crack.

I watched as the twinkling cloud of galactic turquoise ascended into the sea, dancing with the waves and the setting sunlight above.


Staring down from above, I watched the only structure that stuck out in the wide horizon of blue grow more distant. The helipad, and the glass tower that continued to pulse its light was the last thing I would see of the resort.

It may have been saved, it may have been one of the places I normally would have loved to come back to again and again despite my fears of the ocean, it may be repaired by the time I would visit again.

But, just like the fictional city it reminded me of, they both became a nightmare.

Sitting in the same private plane that escorted us here in the first place, we began our trip back to the mainland. The cabin we were in was private, only six seats in total and each of us had taken a corner to have our own space.

Isolation, something I was becoming much too familiar with.

"What do you think is going to happen?" I heard Gwen ask softly, maybe the silence was too much for her.

"If Donovan is smart he'll keep quiet about all of this." Max answered, a lingering bitter taste in his mouth over the actions of a lost friend. "It's doubtful the resort could open on schedule, or maybe not at all. Even with those alien drones fixing up the place, I doubt any good word is going to be shared about the place."

Not to mention how nearly his entire workforce is about to quit, his name taking a huge hit and probably dropping revenue from all the other resorts, and that's not to mention one glaring issue that would be needed to address if the undersea resort tried to open up.

They had no power, the back ups would only last so long. Andrea only gave her technical crew orders for repair not to add anything new. Maybe they were smart enough to realize the fault and find a new way to establish power to it, but that wouldn't matter.

The Gold-Smith name would never recover from this, their precious aquatic experience now an abandoned structure with the only guests being soulless drones maintaining rooms that will never fill.

WIthout turning my head I glanced over to the others, wondering if they would try to talk to me. I shortly made eye contact with Kevin who was fidgeting with his own thumbs, who flinched before tucking his hands under his armpits and looking out the window.

The bond I had been forming with everyone here felt hollow as they kept me at arms length. All that trust, what we did together, it was as if it never happened.

I was a stranger yet again in this foreign world, lost and alone.

"Ben." The grandfather who gave me too much kindness spoke up carefully. "Are you feeling alright?"

I fell back into a bad habit I was developing, something I was getting too good at.

"I'm always alright."

I lied.

Not letting my mind wander, just coasting along with no real purpose or desire, I pulled out the music player and resorted to one of my oldest coping mechanisms. Plugging the headphones in my ear and tuning out the world around me, I aimlessly stared out towards the sky with dark clouds rolling overhead.

-Iris by The Goo Goo Dolls (Acoustic)

And I'd give up forever to touch you

'Cause I know that you feel me somehow

You're the closest to heaven that I'll ever be

And I don't wanna go home right now

When I met Andrea, I was hoping that somehow I was about to be reunited with my own lost love. That didn't happen but, what did was still special.

And all I can taste is this moment

And all I can breathe is your life

And sooner or later, it's over

I just don't wanna miss you tonight

I can't say exactly what I felt for her, my loyalty still to my fiance. Somewhere though, the lines separated their identities were blurred and I was able to pretend for a moment I was sharing my time with both of them.

And you can't fight the tears that ain't coming

Or the moment of truth in your lies

When everything feels like the movies

Yeah, you bleed just to know, you're alive

Andrea was gone now, my chance to see my soon to be wife with her. Both of them, lost to me forever. Instead of feeling depressed or burdened with sorrow, I just felt hollow.

And I don't want the world to see me

'Cause I don't think that they'd understand

When everything's made to be broken

I just want you to know who I am

There was no one here I could open myself up to, to tell them who I was and what I'd been through. No matter how much I wanted to, there was nothing I could do.

I just want you to know who I am


Heavier chapter, I know. It won't always be like this but this story revolves around an identity crisis so things have to get worse before they get better.

As for Andromeda and her species, they are original. I didn't pull them from any series or another franchise, and maybe some of you have mixed feelings about this. I can say though that I don't plan on involving too much OC stuff, I have some ideas but I want to know if you guys prefer to stick closer to what you know or if you like to explore unknown regions with the unexplained parts of Ben 10 that I create to fill in the gaps.

What are your thoughts?

Also, still haven't decided on a name for the Ultimos transformation. Pitch some ideas and let's see what sticks.

REMINDER! I won't be using any content created outside of the original Ben 10 show. No content from Alien Force, Ultimate Alien, Omniverse, or reboot will be used. That includes aliens, abilities, plot points, lore, and just about anything not seen in the OG show.

Chapter 13: Family Ties

Chapter Text

My Name Isn't Ben

Chapter 13

Things had become, uncertain with life in the Rust Bucket.

Hardly anyone spoke a word, not even Kevin's usual teasing or general whining had made itself known ever since we returned. It was just yesterday it seemed like that even though there were struggles we could still have fun and enjoy ourselves.

Nothing was fun anymore, despite our best efforts.

Though I wasn't sure how much effort I had left to give.

The rumbling and sputtering engine of the RV pulled into a local fair ground, lots of small canopies set up with various foods and homemade trinkets nearby the extremely hot and humid swamp.

Seriously, it was awful to be in Florida during the summer. I only went during the Christmas season before, and despite my tolerance for high heat the humidity didn't help as I stepped out to have a wall of steaming swampy air to wrap itself around me. Kevin was already dripping with sweat, Gwen was fanning herself, and Max just handled it like the well experienced man he was.

That night, it didn't matter if I tried sleeping in the Rust Bucket or under the stars. The steaming air refused to let me cool down enough, not that I would be getting much sleep after what happened the other day.

With my chin propped up on my arm, I kept watching as we were driving through one of the smaller local cities that could be argued it was a town. Briefly I questioned if anything else occurred in Florida in the show but, nothing was ringing a bell.

At this point I didn't know if fighting more creatures or criminals would ease my troubled self or not, and I had no idea how to break the thick tension that was riding over our heads.

All of a sudden, Max turned into the small parking lot for one of the oldest commercial buildings in the area.

"Let's stretch our legs for a second." Max suggested as he put the RV in park. "Before we go to the real attraction."

With no argument or comment, each of us complied as we filed out of the Rust Bucket door. Kevin didn't even push or shove his way past to see where we were.

A retro record store, can't say I was expecting that. I know I chatted about a few bands with Max but I only knew of the more famous oldies instead of his much wider experience living through the earlier decades.

Walking in, passing through the aisles of several vinyls, I hardly recognized any except for a few artists that most people would know. I had a best friend who I knew for a few years, and he had a wide collection of them. I wonder what he would recommend to me right now.

Now curious, I looked around to see if Gwen or Kevin had found anything they enjoyed. Kevin hadn't really been listening to music much on his bribe as far as I was aware, and Gwen always seemed too focused on her research to have anything on in the background.

They seemed to just be, aimlessly wandering without a specific goal in mind, quiet and not touching anything. Gwen and I shortly made eye contact, to where she immediately retreated her gaze and went somewhere out of sight.

"Well Ben?" Max came up to me, his tone a little softer. "See anything you like?"

Anything I liked? I saw a few artists I knew and liked but most of them I only knew a couple of their bigger hits. As for bands that I listened to their full albums, well they still had a decade before their songs were released. My favorite band had yet to exist, or maybe not at all.

"It's been a minute since I listened to some AC DC." I confessed as I reached over to where the artist was at, realizing they didn't even have their Iron Man 2 album out yet. Man, sometimes I was more focused on being in a whole new universe than the whole being thrown back almost two decades. I already had a couple Red Hot Chili Peppers albums and the little Breaking Benjamin there was so far, but what other artists did I like as a whole? "Hard to go wrong with Frank Sinatra."

"That's some pretty wide tastes there." Max commented, picking up one of the rock discs nearby. "Makes me wonder how you'll feel about Shag Carpeting."

That's right, there was an episode revolving around that band. "What genre are they?"

"Classic rock. I have a couple discs already that I'm hoping to get signed soon. We could give them a listen and I could share a little history about them if you want?"

For everything that happened lately, that sounded great. "I'd like that."

His warm smile always seemed to uplift my downed spirit, and I was happy to know when he felt like we took a liking to his interests. It didn't cure everything but, it was a reminder about appreciating the small things and those around you. "That's wonderful to hear Ben. Why don't you pick a few out? My treat."

This man was probably already spending a fortune on this road trip. I didn't want to increase his financial burden if there was one. I still had a suspicion he was secretly loaded. "Are you sure?"

"You've been through a lot Ben, and almost this whole trip you've been helping us out in any way you can. You've even spent a lot of time making things for Kevin to keep him feeling welcome and not letting him mess with Gwen's stuff. So, even if it's just for today, let me treat you to something you seem to enjoy."

There was a fine line I was keeping between myself and Max, because I didn't want to pretend we were family and think of myself as Ben when there was a chance the kid could come back.

But, for just a second, I wanted to think of him as my grandpa. Unable to restrain myself from giving him a quick hug, I could feel his arms quickly wrapping themselves around my shoulders.

I caved in, I didn't want to let go, but the guilt was overwhelming the comfort and I had to pull away. "Thanks, I'll try to be quick about it."

"Take your time." He said as he waved me away towards the selections. "It's summer after all."

Summer, I hadn't had a summer break in years and this whole time I could hardly find rest. So, allowing myself to indulge in a little bit of distraction, I went around trying to sift through the bands I knew and see which ones would win my favor.

John Denver, Chuck Berry, Dion, Johnny Cash, Rolling Stones, David Bowie, Black Sabbath, George Harrison, Elton John, Nirvana, Green Day, The Goo Goo Dolls, Weezer, The All-American Rejects, Linkin Park, Blue October, The Killers, oh I didn't know Coldplay had music this early.

Without any restraint I began collecting a large stack to bring over to a side table to sort out, attempting to begin prioritizing which ones I would end up choosing.

Right as I picked up the Evanescence disc to put it in the 'maybe' pile, the face twisted before me, the pale face depicted on the album cover twisting to a darker personage. Zs'Skayr.

'Have you forgotten about our deal?'

The question made me want to throw the disc against the wall, but my practiced restraint held firm. "No, but in case you didn't realize things didn't exactly go as I hoped recently to help both of us."

'I am growing impatient, my freedom-'

"If you want out you're going to have to help me here. You obviously have a better idea about our current state so why can't you point me in the right direction?"

The several cases laid out before me began to quiver, shaking as I could feel a shadow looming over me, the hot weather dropping several degrees in seconds around me, until it stopped.

'If you want my assistance, bring me back to your work and I will aid you. Maybe I expected too much from a human from the future.'

Then his countenance vanished, leaving the album in place in my hand that I put down firmly in the 'no' pile. No way I would ever be able to look or listen to that album for a while now.

Just as I thought things were settled, trying to just enjoy myself, something burst through the front doors.

A massive tongue ensnared itself around my torso, yanking me out in a quick tug that nearly gave me whiplash. As my mind recoiled, I was soon able to focus my vision at the man glaring at me with sickly skin, graying hair, and yellowing teeth.

"At last, I've found you." Dr. Animo stated while sitting atop of an enlarged and mutated frog. "After what you did to me I worked relentlessly to piece together the mystery that was your many personas. When I heard the false story they put out about that resort, all I had to do was look out for that rusted camper and-"

If I was in a calm, collected mind I would probably deny it. Claim to be some kid while throwing out some crocodile tears fearing for my own life. I was too frustrated to care.

Eyeing the device wrapped around his chest, seeing it connecting to a pair of oversized gauntlets on his arm, and sizing myself against the creature currently ensnaring me, I came to a conclusion.

I was too gentle with Animo last time.

Switching into Diamondhead, I shifted my arm into an axe and hacked off the tongue from the creature. It screamed, rearing back to make its creator unbalanced on its back.

I punched upwards into its mouth with a bladed wrist, Piercing through its skull to send a punch right into Animo's gut to knock him away from the beast. It went limp, allowing me to touch down on my feet and march over to the mad scientist. He was too smart, able to track me down with ease despite the little evidence I left behind and reassemble his work with salvaged parts.

He was relentless, and I didn't want to see him anywhere but in a prison or a grave.

I stormed over to him, Animo quickly picking himself up and pointing one of his gauntlets at me. I ducked down before batting his arm to the side, grabbing him by the elbows to point his arms down before giving a quick squeeze.

The old man screamed as I felt something shatter in each of my hands, before I altered my grip to latch onto his gauntlets and rip them off of his sockets. Tossing them aside, Animo began to fall back but not before I caught him by his harness.

"You listen and you listen well Animo." I raised him up to my eye level, shaking him until his shaking eyes landed on me. "I'm going to make this simple for you, either go back and live in a cell or I'm going to have to remind you about the principles of natural selection. If you become a threat again, I'm taking you out of the food chain permanently."

Ripping off the harness to let the man fall down, his useless arms failing to cushion his fall as he hit the pavement to continue to scream bloody murder. I turned away, making sure to grab his equipment before walking off towards the nearest alleyway while passing Max, Gwen, and Kevin who were watching from the broken doorway.

Cruel, I know, but I didn't want to risk Animo getting out again. It would take a while for his arms to heal, preventing him from escaping anytime soon, and giving him plenty of time to reflect on my words. "See you at the Rust Bucket."


The day was ending on a note of gators, a festival that we attended that allowed us to see the new hatchlings to enter the world of the living. It was, an experience. I couldn't say I was deeply moved, and it seemed like everyone, including Max, were giving me all the isolation they thought I would want.

It was the opposite, but at least it kept Kevin from interfering with the current project.

Now with Animo's deep genetic identifiers, I was able to integrate them into the remaining drone technology and adapt its sensors to look out for what Zs'Skayr had assisted in pointing out. I was gaining new insight into his race, how their forms worked, what they were sensitive to, it was a lot that I actually could see there was a chance that once freed Zs'Skayr wouldn't actually try and pull one over on me.

If he did, well I was now aware of ten different methods to take him down.

As Upgrade, I was currently using my fluid body to connect multiple wires and adaptors at once to seamlessly blend the different mechanics together. I thought this would be a much larger contraption, something my entire body would have to reside in.

Instead, it was more focused on the omnitrix itself. It made sense, given it stored the alien DNA but that didn't help with my other issues. Where was Ben, and what was I?

Placing the device on the table, I was careful to let Gwen have her personal space as she was typing away at her laptop. Glancing back, I caught Kevin was eyeing my new possession before flinching and bringing his attention back down to his gadget.

"Make sure no one touches this please." I requested of Gwen as I moved out of the cushion, heading over towards the bathroom to have another quick 'talk' with the ghostly alien.

Changing to human with a thought, I stared at my own reflection until it became possessed with the simple signs of purple eyes and black veins growing out from the eye sockets.

"Our work is almost complete." Zs'Skayr rasped out. "Soon, I will be free again."

"And what about Ben?" I asked, making sure to keep my voice low in case someone was listening in on us. "Will this help him get his body back?"

The specter paused, quirking his head as he seemed confused by my statement. "This wasn't part of our deal."

"I know, but even if you could spare a few things about what you know about our mental state it would mean a lot. I'm not going back on my word but, I just want to set things right again for both of you."

His eyes narrowed, the form of my reflection leaning towards the edge of the mirror, an inch from crossing the glass border. "Even if there is a way for Ben to regain himself, you would lose yourself."

Ever since Andrea had gone, I had plenty of time to think. Yes, I wanted to go home but I couldn't see a way. I didn't even know where to look, but there's someone who has been missing out on life this whole time.

Whatever happened, it's been over a month, whether they wanted to or not those I knew had already started taking steps to move on. Ben's family was still unaware, they had yet to grieve for the loss of their child.

I could give him back before they realized the worst, I could do something right and make my action worth something here.

It was all I could do.

"I've accepted that." I answered, willing to put aside my own endless ambition that had no goal in sight. Meeting Animo had solidified that, his own passion had taken over his mind to where he was a threat, a menace to everyone around him. I refused to let myself come anywhere close to what he is.

I never got an answer from the omnitrix's hostage, the light in the bathroom flickering for a moment before returning to normal, including the mirror.

Flushing the toilet despite not having used it, I went out to see nothing had changed since I left.

Putting away all the spare parts that I had been working with, I was left with the nearly completed product sitting in my hand. It was a brace that would fit over the omnitrix, still allowing me to access the controls and the dial but adding two vents to fit on the sides.

"Gwen." Max's voice came from the front of the vehicle. "We'll be near that school you mentioned wanting to go to tomorrow. Do you still want to check it out?"

"Um." She dared to peek over her screen, eyes flicking over myself and Kevin in the back. "If, that's ok with you guys?"

"Sure." I easily agreed. Gwen was smart, and her intelligence wouldn't thrive in a standard school environment. Though taking a peek back at Kevin, I was questioning whether or not it would be alright for him to have access to a school which he would probably hate. But, he had been behaving himself rather well lately, and maybe seeing what he's missing out on will nudge him back towards wanting a more simple life. "Kevin?"

He snapped up as if an explosion was about to go off. "Yes?"

"Are you going to be ok if we go to the school Gwen wants to check out?"

Nodding his head quickly, he just ducked himself back into the bottom bunk of the RV. "I'll be fine, I promise."

The boy wasn't dismissive, he was very quick to agree with no argument. Something felt off, besides recent events both Gwen and Kevin were acting differently than what I would have assumed. I don't know if I was the person to talk to them about it, maybe Max had some insight.

There was a lot of work that needed to be done to fix things.


Early the next morning, before the sun even began to rise, I was awake. Quietly moving outside the Rust Bucket, I kept the recently completed contraption close to my chest as I walked out into the choir of crickets singing up towards the moonlight.

This was the best we could do with what we had, I had already done most of the work for the technology before but now with the information provided and the single goal to untether Zs'Skayr from the omnitrix it was much simpler. When I was Gray Matter that is, as a human most of the technology was still beyond what I understood. I barely had a grasp on the concepts, but here I was about to mess with arguably the most powerful device in the universe.

Making sure I had plenty of distance between myself and the RV, I looked around one more time to confirm I had no witnesses other than the bugs. Clamping the brace over the omnitrix, I saw the dial begin slowly flashing, the hour glass symbol changing into a diamond before displaying the alien that craved freedom.

"Are you sure this will work?" I asked aloud. "We don't have to rush it."

"I have waited long enough." A whisper voiced through the building fog around me. "Do it."

"Alright." I hesitated, because if this messed up who knows what consequences there would be. I just had to trust my intelligent forms who worked on this, and the information I was provided by an insider's view. "Good luck."

"And to you too." A gleeful crackle echoed around me as I pushed down on the dial, before a burst of light screamed out from the omnitrix. I felt it clench around my wrist, my entire being suddenly reacting to the foreign interference. It all felt wrong, the omnitrix letting out a rapid series of beeps as the dial kept flickering with energy sparking out from it.

That's when the brace broke off with a loud pop, the omnitrix's violent episode ceasing as the contraption placed on it fell down with steam hissing from the vents.

I fell to my knees, regaining the breath I didn't know I was holding as my body began to forget the sensation it just went through. I was glad to be alive and not some alien mutation, but now I had another concern.

Looking around, I didn't see anyone else here besides myself.

Until a shadow materialized from the darkness, reforming itself into the ghostly being. His body rippled, limbs stretching out from the skin to rip its outer shell apart until I saw the true form of Zs'Skayr.

"At last." He spread his arms out wide as he stared up into the starry sky. "I, am released."

"Everything ok?" I pushed myself back up, glancing down at the omnitrix that was currently red. I assumed it just ate through its own battery right then. "That didn't exactly go as we planned."

That single ethereal eye flickered down at me, making me quiver inside as I was face to face with what many would consider a demon or a monster. "There might have been, unaccounted for factors, but the results are nearly reached."

"Nearly?"

The alien hovered down, grabbing the sizzling device we created that the omnitrix rejected in the end. "I have yet to regain my full strength, something I will still require your assistance for."

"You're out." I stated as a matter of fact. "That got really risky for a second, and I'm not sure if we're going to be as lucky next time poking around with technology neither of us fully understand."

He surged towards my face, pausing just a breaths away to let a low hiss escape the back of his putrid throat. "Are you going to keep me from restoring my body?"

"No." I managed to get out. "But if it's rushed you might end up in a worse state than before. If you can find a way to regain your strength some other way then that would be safer."

He lingered for a second before retreating far enough to let me breathe my own air. "Your concerns are acknowledged, and if you truly prioritize Ben over yourself I will see if there is a way."

Disappearing from my view, he took what remained of the omnitrix brace with him. I wasn't sure if he would stay nearby or how he would find me, all I knew is that this was not going to be the last time I saw him.

I have taken a great risk already, so I'll see if he honors my trust or not. I would do my best to be ready either way.


Walking through the stone pathway of the prestigious academy, I glanced around at the many middle school to high school aged students dressed in quality uniforms. This was a fairly large campus, almost like a repurposed college for younger ages. Our guide was one of the students who seemed to be one of the campus's go-for students to run whatever errands they couldn't be bothered with.

She was about twelve, walking us through the many areas that made me reflect back on my own college days. Gwen seemed happier at least, but not on the obsessive level that I recall her being in the show. Part of her was still reserved, holding back her cheer.

Hopefully the longer we walked through the more she would open up.

"Bancroft Academy has also just received the prestigious solid gold Main Kauf Trophy for top-rated prep school on the east coast." Our guide happily bragged. Yet that could mean anything, from what prep-schools were allowed to be counted to being top-rated for cafeteria quality.

There were so many useless awards and schools loved to collect them.

"So you can see why we're very picky about who we admit. There are so many who delude themselves into thinking they are Bancroft material." She added with a biting tone. Clearly this student was not open to our presence here, but was still compliant with her duties to guide us through on a tour. I doubt she had any real say on who got accepted and only had a personal opinion on who she believed should be allowed in.

Gwen didn't jump in at that moment like I expected, instead she just nodded in acceptance. Maybe she needed a little push to participate more in her own activity.

"So what are the primary requirements for sorting who is Bancroft material?" I asked, our guide pausing to look over my attire. Yeah, I wouldn't pick it either but it's not like I'm wearing rags.

"If you must know." She began, whipping her hair back around as she continued to walk. "Only those with higher standing in society and unmatched talent can have a chance to be a part of the prestige if they aren't already, which most of us are."

Ah, I was starting to get a better picture of what kind of campus this was. It was held high by name only and by who was involved with it. I glanced over to Gwen to see what her thoughts were, only to see her unfocused gaze tracing the landscape around us. What's wrong Gwen? Don't you care about this school?

Gwen wasn't saying anything yet, and it didn't look like she would anytime soon, so after giving her a chance that she didn't take I continued. "What about the ones who aren't? And what do Bancroft Academy policies consider 'higher standing in society'?"

She didn't even try to hide her scowl as she shot a nasty look back towards me. "Why don't we continue our tour into the next building?"

It's like she wasn't even trying to hide her displeasure for being around us. I'm going to bet she didn't get in due to her own talent or skill, only being born in the right family who knew the right people.

Guess Ben really did have a reason to hate this place in the show.

Following towards the next building, Max began to quicken his pace a little before nudging me with two fingers to linger in the back while Gwen and Kevin were in front of us.

"You've been pretty agitated lately." The older man commented below anyone else's hearing. "And I'm not just talking about now but, even before what just happened."

To be honest, I couldn't say I noticed all too well. I felt that I had good reasons lately to be frustrated but I thought I was keeping that under control. Nodding to show I was listening, Max continued.

"Now I'm not saying you can't be mad, I know I still am at what Donovan did but if this has anything to do with Kevin or Gwen then maybe I can help you work through it so that they don't feel like they're losing a friend."

Kevin and Gwen?

"What does this have to do with them?" I asked with genuine curiosity, because out of all the things I was angry about they never crossed my mind.

Hmm, ok, maybe that was a lie. Kevin could be pretty annoying at times but never was he the actual focus of my negative emotions.

Max seemed a little surprised himself, if maybe doubtful. "So, you're not mad at them?"

"Is there a reason I should be?"

He dropped the subject, stewing in thought for a moment as we entered into one of the smaller science rooms that seemed to have some basic chemistry stations. Before I could try and think of why Max believed I would hold a grudge against the kids Gwen seemed to pick herself up a little.

"An electron microscope!" She went over in awe at the device, which to me felt pretty out of place given this was the only higher end equipment here.

Probably donated or a teacher's personal tool that they used school funding to acquire.

"What's so good about it?" Kevin blurted out. "It looks busted."

I held off on saying anything right then but I did think about a few words to share with Kevin not to ruin Gwen's much needed self focus, but the way our tour guide flinched at the mention made me question the device's integrity.

Ah, so it was just a display piece to show off. It wasn't plugged into any computers, or any power outlet, just sitting there collecting dust.

"Let's go to another area." The student stammered as she coaxed us to leave the room faster than we arrived.

Peeking around the hallway, I saw it was mostly storage rooms. Was this really their only science lab? This school clearly didn't care for an actual higher opportunity of education versus status.

Sorry Gwen, but no way am I gonna be quiet about their lack of options for learning when we get back to the RV.

That's when I heard something, way too loud to just be a door being slammed by an upset teen. Ah right, if I recognize the place there was an episode conflict.

Moving directly into a sprint towards the source, my sneakers skidded across the polished floors as I reached the gymnasium doors to see not three, but two of the circus performers.

Where was the one with acid breath? And did the female have her arm in a sling?

Up above I saw one of the security officers wrapped in the banners for the school, uninjured as far as I could see.

"Alright, we had our fun." The woman with living crimson hair patted the larger thumb headed man. "Let's go cash in what we got."

The closer I examined, Thumbskull? (If I'm remembering the name right) had a visible trail of drool coming from his mouth as he grinned with a child-like pleasure. "Money."

That wasn't the only thing, he had a medical helmet strapped around the top of his head.

Horror suddenly flashed over me, because the last time I saw them I had beaten them in a fit of rage that I converted from the fear inside of me. Did I do that? Did I not just keep one of them out of the picture but also mentally cripple the other?

Would I do it again?

My indecision was stalling me, the woman hoisting a large potato sack of golden awards with one of her hair strands as she was walking away with her accomplice. Even after all I put them through, crime was the only thing on their minds.

I braced my hands against the door, picking Fourarms in my mind, and walked in ready to intimidate them into submission.

"Hm?" The woman turned around at the noise I made, looking down at me. "Scram kid, before things get ugly."

Kid?

What?!

I immediately flashed my eyes down onto the omnitrix, seeing the green dial but there was something wrong. I mentally selected someone else, any of the aliens I could think of to see if the omnitrix would respond.

Nothing, not even a click.

The master control had been deactivated, and I realized when that would have happened.

The heavy footsteps of the larger, much heavier one stumbled towards me. He looked me over, seeing if I might be a threat or not.

I stared at him, seeing nothing behind his eyes as he had no ill will towards me.

"Hi, I'm Ben." I stupidly greeted, trying not to give him any reason to pummel me into the ground when he could easily hit me before I reached for the watch.

I felt the air squeeze out of me all of a sudden when he grabbed me, hoisting me up with one hand and holding me up to eye level. Then, he smiled wide as a deep laugh escaped his lips. "New friend!"

"What?!" Frightwig, yeah I think I remember her name now, came up and used her one good arm to try and push his down. "No no, not friend."

Thumbskull let out an audible pout as he shoved me right towards her. "Yes! Yes friend!"

"No." She more softly spoke, a tone I never heard from the villain making me pause. "No, we can't make friends. Maybe another day but today we're taking what we need."

His response, push me right into her face to further cement his idea. "Take friend!"

"Ben!" Max's voice suddenly yelled out, as he, Gwen, and Kevin stormed into the gym.

Frightwig's hold on her goods tightened, her panicked eyes flickering between myself and the others. "Screw it all, come on Thumbskull, we're bouncing!"

"Bouncing!" He leapt up, literally jumping after Frightwig with myself still in hand as I registered something falling from off of my belt.

"I'll be fine!" I shouted just as my kidnappers raced out of the gym. "I'll find you guys!"

So there it was, the first ever time I got kidnapped was by a couple of injured circus freaks. And if someone asked, no the bounty hunters were aliens and they abducted me so that doesn't count.


From the moment I was thrown into the back of the van, to where the same potato sack they used to swipe the awards thrown over my head, and all the way to the worn down motel room, I never really felt like I was in any danger.

Maybe the danger of being handled too rough, but the giant was a lot more gentle than before.

"Look look!" He pointed enthusiastically to the old television screen, where Jerry had yet again turned Tom's trap onto himself. Once the cat let out a cry of comical pain it sent Thumbskull into a fit of laughter.

I never really liked Tom and Jerry myself, but for someone who couldn't think very well it was probably perfect.

Glancing over to where Frightwig was, the woman was currently prying off all the labels and accent pieces of the trophies with her hair. A pile of golds and silvers next to her, and everything else going into the trash next to her. I could only guess she was scrapping all of the precious metals to pawn off while making it so it couldn't be traced back to her.

Simple, and probably all they could do given their circumstances.

She paused, glaring up at me when I suddenly realized I was staring. I turned back to the television, letting my body be shaken as Thumbskull showed me another scene he found amusing.

"Kidnapping, great." Frightwig muttered to herself. "As if this wasn't hard enough doing everything myself. Now I got two kids to take care of."

A kid, she didn't even know who I was or what I did. At least, I think I did. I didn't really know for sure. With a child's face though, it was easy to play dumb.

"Why is he, wearing that hat?" Maybe I was playing too dumb, because her hairs seemed to snake in the air as if begging for a reason to strike.

"Awful nosy aren't ya?" She got up, piling all the gold into the sack they had over my head earlier.

Thumbskull decided to grab at my nose, the lumbering hand had no restraint as he began tugging to the point I thought my face would rip off!

"Got your nose!" He taunted with glee while I began desperately fumbling around with the omnitrix, until several strands of hair snapped out to whip against the back of Thumbskull's hand. "Ouch!"

"You're hurting the kid!" She chastised with a bite, and that's when I became more fearful.

"No hurting friend!" The man grabbed me, the little function there was to his brain now falling onto emotional responses alone. He shook me, trying to show how gentle he was without knowing he was crushing my ribs.

Frightwig became much more desperate, dropping the gold and using all her hair to wrap around his arms. "Put him down!"

"No!"

"I said down!"

"NO!"

I felt my body begin to creak, my lungs squeezed of all the air inside and I couldn't get enough room to take any more in. My hand flapped uselessly around the omnitrix, feeling for the dial and the button as the edges of my vision began going dark.

Finally I was dropped, those strands of hair quickly entangling around me before yanking me away from the threat to my life.

I gasped for air, able to breathe again as the woman's single arm clenched around me. Her hairs surged out, hugging around Thumbskull until his arms and legs were pinned to his side. He thrashed around on the ground, trying to free himself in a mindless frenzy. "No no no no!"

"Take a nap already!" She yelled in desperation, and now that I was right next to her I could see it. She was exhausted.

All I could do was watch as Thumbskull continued to rage and cry out, Frightwig holding him tightly in place as she slid onto the ground to sit.

"I don't know what to do anymore." She whispered, bringing her good arm back to herself. "It wasn't supposed to be like this."

I remained in place, patiently as the tantrum eventually subsided over an hour later. Thumbskull had exhausted himself, napping on the floor but trapping Frightwig's hair while the woman was still stuck in her own mind.

If I wanted to escape, now was the time to do it. She couldn't use her powers, Thumbskull was out, and she wouldn't react in time to stop me.

But, that meant leaving them like this, something I might have done to them. So I sat down next to Frightwig, trying to figure out what I could do for them.

Taking a peek at her arm in the sling, I saw there was a noticeable red spot growing under the bandage.

"Eyes up kid." Frightwig got the wrong impression, but she just weakly smacked the back of her hand against my face.

"I think one of your stitches came undone." I pointed out because no matter how attractive she might be I was not that kind of person.

She looked down, groaning in annoyance at seeing the red stain. "Great, as if things could get any worse."

"May I see it?" I offered, the woman not sure what to make of my request. "I have first aid training."

With a huff and a roll of her eyes she unclipped the sling to let me see it. "Try anything and I won't help you next time."

Tenderly taking off the layers of cotton wrappings, Frightwig letting out no more than a hiss, I saw the popped stitch on the mostly healed surgery marks. "Doesn't look too bad."

"Should've seen it when my arm was broken." She replied, looking over the wound herself. "Stupid machine, should've never trusted that pile of scrap Zombozo was so obsessed with."

So she believed the official story too. A contraption made by a mad clown turned on its creator and those around it. "I can get a first aid kit from the front desk and patch it up."

"What, so you can run away?" She let out an amused laugh, the chuckling becoming more hollow as it went on. Then she looked back up at me, those dark rings under her eyes that the make up couldn't hide. "You run and I'll snap your little legs before you can run far."

I doubted she would, but I wasn't lying about my intentions either. Leaving the motel room, getting a rough idea on where I was outside, I didn't waste time in going to the front desk where I may have spun a story about a friend who scraped themselves and my parents needed some supplies.

I returned not five minutes later, Frightwig about to smack her own head before seeing me tiptoeing around the sleeping giant that still had her hair pinned. "You really came back?"

I knelt down next to her, zipping open the case and finding a fee sterilizing wipes and the appropriate sized gauze and pins. I did things like this several times before, through scouts, just as an adult, and being in a few job positions that had me responsible for the well being of children at schools, groups on rafting trips, and hotel guests and employees.

Once I was done, she reclipped her sling to let her still healing arm gain some more rest.

I took another look towards Thumbskull, seeing him laying on the floor with nothing to prop his helmeted head onto. Standing up, grabbing a couple large yet plushy pillows, I did my best to sneak them under his head without waking him.

"You can't help him anymore." Frightwig didn't say it as a threat or a demand, but as a simple statement. "Doctors had to remove half of his thick skull to scrape a tumor the size of a baseball out of his head. Acid Breath and I always joked that he only had half a brain but, well guess he really did."

As uncomfortable as the topic was, part of me was relieved to find iut that this wasn't just my doing. Sending him to the hospital early probably saved his life, but I can't say I'd want to live like that.

"Restraining him was a good idea." I mentioned as I went back to sit near her. "When people aren't able to use their higher brain function, and get really upset, they fall back to fight or flight instincts even if there's no threat."

"Oh yeah? And how do you know that?"

"I worked in sped."

I wasn't getting a response, and given her confused stare I realized that the slang probably wasn't too well known yet. "Special education."

"You, really you, worked in special education?"

"My mom was a director over the department in a few schools, so between college and getting a proper job I helped her out."

"Your mom huh?" Frightwig went to looking back at her accomplice, while I realized that I had just revealed more about my life to a stranger than the ones I trusted the most in this universe.

"He's my brother." She suddenly said, and all of a sudden things clicked together that I didn't think of before. Three individuals, all with unusual powers and the same tone of skin, working together despite their arguments, of course they were family.

"Do you have any other siblings?" I posed, reminiscing on my own family.

"Who knows what trailer trash our folks ended up in, but our oldest brother is in a coma. The few teeth he had were knocked right out of him. So it's just me and the big guy just trying to survive in this screwed up world."

Was robbing schools really survival? Trying to recall what they were like in the show, they didn't seem to hesitate when it came to crime. Actually, they seemed to thrive in it, take pleasure out of it. Though, another thought occurred, that if they really didn't think they could live any other way then maybe they simply taught themselves to like it.

If they had a harsh hand in life, maybe this was their way of getting revenge on the world that rejected them. Working as 'circus freaks' certainly wouldn't be mentally healthy for anyone.

Yet, there had to be more, a life they never saw they could have, and right now it looked like the two of them needed it.

"Are you sure you can keep going like this?" I looked up and the nearly defeated young woman. "Job after job, stealing just enough to make it to the next one?"

"Zip it." She ordered, until she hung her head in defeat. "You think we haven't tried looking? Look at us, we're freaks. No one would have given us a chance. Besides, it's not like we stole anything that people needed."

That justification is what concerned me, because they really didn't care enough about anyone outside of themselves to see how damaging to others' lives they could be.

"I could help." I offered, glancing back to the recently stolen goods. Ok, maybe they wouldn't be harming that pompous school too much by stealing what would just sit in a shelf. But that would get them enough to go somewhere else, but where could they go that would offer them a second chance?

Then it hit me, my time in the Denver area living between all those cities, they could blend in with the influx of people moving there soon from inside and outside the country. Or even some of the small farm towns that welcomed new folks with open arms so long as they were willing to pull their weight in Wyoming or Idaho.

And if they wanted to play to their experience, there were plenty of companies that traveled the states to set up local carnivals and fairs.

"I know it won't be easy but, I have a couple ideas if-"

"Look, kid." She held up a hand to silence me. "You're nice, I don't got any beef with you, but unless you lived on the streets you-"

"I have." It was a cruel twist of my truth, because while I was technically homeless for a time we still had plenty of money to live off of until we could move into our next home.

But, at least she was listening now. "So I know it's not a fun life, but I also know that there's still good people in this world who can help."

She was hesitant, considering the idea and by the distasteful look that flashed over her I could tell she had tried before and it didn't work out. Then, she looked to her brother, then back down to her arm, sighing before she gave a smirk towards me. "You know, I wouldn't have believed ya if you ran off earlier. Fine, let's hear your big plan. If you promise not to tattle I'll make sure you can get back to your own family."

My family, for some reason my first thought was of Max and Gwen instead of the ones I knew pretty much all of my life.


Sunset was starting to approach by the time I was picked up by Max and the others who found me after a call from one of the few phone booths that still existed. I could tell right away they were more relieved that I had come back in a much better state than the last time I was taken.

Entering the Rust Bucket, Max was quick to hand me my music player that I had modified to work as an emergency communicator. "Sorry Ben, but it seems to have broken when you dropped it. I know how much you really liked Gwen's gift."

"It was made of some cheap plastic anyways." I handled the device, peeking inside to see that besides some wires popping loose most of the components seemed intact. "I can fix it up and make it more durable with some of the leftover drone parts."

Max just nodded, getting back into the driver seat to take us on the road heading west.

"So-" Kevin spoke up, sitting at the kitchen area while eating a snack. "-what did you do with the freaks? They still alive?"

"Kevin!" Gwen hissed over at the boy. "That's not funny."

"I'm not joking." Kevin really didn't seem to approach the topic lightly, abruptly yes but his posture wasn't relaxed.

"They're going to be ok." I said, making my way to the fridge for something better than moldy motel tap water. "I didn't even have to fight them."

"Really?" Gwen put down the pamphlet from the academy, where I could see many notes jotted alongside the paper. "So, what did you do?"

"I, gave them a chance." I answered, finding a bottle of gator juice leftover from the previous day's festivities. "I think they never really got one before, so we'll see how it plays out."

I waved for Kevin to scoot over, which he complied with so I could sit next to him and across from Gwen. The boy was still on guard but at least he was talking again.

"So what if they go back to taking stuff?" Kevin threw out as I finished sipping from the themed cup.

"We'll see." I answered because I really hope that they don't hurt anymore people after I let them go. "If I need to, I'll put a stop to them."

My answer had satisfied Kevin for now as he pulled out his alien radio, plugging in his earbuds to tune out the rest of the ride.

That just left me with Gwen, who I did not forget about after her strange demeanor today. "So, did you try tracking me with a spell by chance? I know you're still getting the hang of magic so I don't blame you if you-"

"You don't blame me?" She paused her research, setting aside her empty application to put all her focus on the topic. "Really?"

Blame her for what? Why did she sound like a child who was about to be scolded? "Gwen, what do you think I'm blaming you for?"

"Andromeda's death!" She suddenly shouted, shocking me because never had I made any connection from Gwen to, that tragedy. "I had that spell practiced and memorized, that disarming one, but when it came time to use it I didn't until it was too late! She could be alive if I just-"

"Gwen!" I stopped her before she could spiral down. "That never crossed my mind. Besides, I'm the one he pointed the gun at, I could've changed into so many different aliens to respond but I didn't. I wasn't fast enough to realize what was happening."

"Kids." Max joined in from the front seat. "What Donovan did, is on him alone. Not even I realized what he was going to do. Sometimes, things happen that we regret, and maybe we could have done better, but we should never blame ourselves for someone making bad choices."

Gwen nodded in understanding, but I was willing to bet that it would take a while for those words to actually take hold.

"Gwen." I began to add, thinking back to my own failures. "Do you blame me for all those deaths at Camp Opinicon?"

"No." She answered in defeat because she was too clever not to see what I was getting at. "There's no way you could have known beforehand what was going on."

And that's as far as I could go on the subject, because the truth was that I did have some foreknowledge. I may not have a complete memory of the show but I had mapped out as much as I could remember off the top of my head. I knew the episode was coming, but I waited until it was already happening to intervene. I had literal knowledge of the future, and I failed to make use of it.

There was no one to blame but me, Gwen and Max, even Kevin had nothing to blame themselves for so long as I knew what was coming.

So, I would shoulder it all, if only to keep them from feeling any of that crushing weight. My actions were reshaping this whole reality, repeat villains were showing up and I was able to see what my barely restrained anger did.

I had to be better, and that was going to be a whole lot more challenging without the master control.


A little bit of a slower chapter, and yeah it's still on the heavier side but obviously things can't go right back to being a simple summer vacation after what happened.

Also, the next chapter is going to be the final one for this season. Maybe I'll end up splitting it into two parts but its unlikely.

Many things are changing, we're seeing how previous actions have impacted repeat villains, some more than others, Ghost Freak is now free from the omnitrix (for better or worse) and now the master control has been reset.

And before you ask, no, I won't be bringing it back. It was fun while it lasted but SI-Ben needs to learn how to make better use of the aliens to prepare him for the future.

REMINDER! I won't be using any content created outside of the original Ben 10 show. No content from Alien Force, Ultimate Alien, Omniverse, or reboot will be used. That includes aliens, abilities, plot points, lore, and just about anything not seen in the OG show.

Chapter 14: Soul Searching Part 1

Chapter Text

My Name Isn't Ben

Chapter 14

It had been so long since I could properly dream, that I wasn't sure if I could anymore. Yet this night, as I felt my mind begin to wander as the warmth around my pillow began to lull my consciousness into the back of my thoughts, I saw something familiar.

In a small town in Nevada, one that I fondly grew up in, I had just turned ten years old. I was obsessed with Iron Man, and as embarrassing as it was looking back I even wore an Iron Man costume. In the dusty backyard where only tumbleweeds could grow, several of my friends who lived on the same street were scattered around trying to find proper cover.

Each of us was armed with a nerf gun, battling to claim victory in a harmless sport. Hardly any of us got tired in the sun, most of us already adapted to the desert heat that would scorch the skin of anything that stepped under the sun.

But there were sodas to drink, and given how rare it was for the sweet beverage to be in my home I promised to get my belly's fill. Heading inside the house where the adult members of my family were, I passed by the television that was left on one of the few channels we recently acquired when moving here two years ago.

Cartoon Network.

I got distracted fairly fast, seeing they were replaying an episode about Ghost Freak escaping the omnitrix. The animation was the same, the story as well but, something wasn't right.

Setting down my plastic blaster, I reached out with my hand towards one of the unopened cans sitting on the table. When I brought up my other hand to open it, I spotted something on my wrist.

I didn't remember putting on a toy omnitrix, but this one wasn't just a hunk of plastic on a velcro strap. It was perfect, no screws and no labels of any kind.

"Is that mine?" A voice questioned, a voice I knew because I had been using it for over a month now.

Turning to the source, I saw that the episode had changed, Ben wasn't paying attention to anything around him except for staring dead ahead towards the screen.

He was looking at me, my life, my memories, he saw it all down to the omnitrix on my wrist.

His animated form began solidifying, the longer I stared the more real he became, the more he looked like the face I knew in the mirror. Then, in a voice unfiltered he made his demand.

"I want it back."


My hands threw themselves forward as I found myself out in the open, laying on a newer sleeping bag on a small tarp laid over the grass, tall trees all around, and the smell of smoke nearby.

"Good morning Ben." The grandfather, Ben's grandpa Max said to me. "You woke up just in time for breakfast."

I didn't wake up with the sunrise? It's been a while since I slept that heavily.

"Today's our last day in Yellowstone." Max announced as I searched for Gwen and Kevin, who were both struggling to down the meal presented before them at the wooden table. "I know you wanted to stay here for as long as possible but there's a lot more to see this summer."

I couldn't agree more, but we couldn't leave yet, not until-

A sudden meteorite rocketed out of the sky, flying over us until crashing into a deeper region of the national park. An echoing crack followed, slamming against our ears but not before a unique ship flew overhead.

There, we might have shown up a few days early but we're still on time.


Once there was a mighty beast, one that was capable of consuming entire worlds as it wandered the cosmos, worshiped for its might and its certainty.

Was, being the key word.

Stretching as I walked over to the fridge, after having volunteered to cook lunch on the road as Max took us down towards our next destination, I glanced at the omnitrix's red dial and released a sigh of resignation.

Man I really missed the master control.

"Yo Ben." Kevin called out from the interior dining area. "Fry up some bacon why don't you? Or better yet how about some nachos!"

Nachos sounded good, if I had any appropriate cheese for it. "Sorry Kevin, we're just sticking with some sandwiches for now. It's too dangerous to actually cook anything while Max is driving."

"How come? Didn't you just kill some interplanetary world eater?" That…that was actually a fairly good point. Still, I couldn't go alien right now and I never tried cooking as one.

"Just be grateful doofus." Gwen uttered from the other side of the table, going over a list of spells she had noted that actually worked and was assembling her very own spell book. "But Ben, I am a little confused about what happened back there."

What happened back there? Did I do something off? Well, I didn't turn into the newly acquired alien to defeat the creature but they didn't know about how it went down in the show. It ended on a similar note, I went inside the organs it used to take in the air around it and broke it apart from within.

Kind of brutal, but the entire planet was at risk and that's how Ben handled it.

"I had a few questions myself." Max joined in the conversation from the driver's seat. "Like your choice of aliens."

"Or how you snuck into that thing while those nut jobs were giving us that presentation about it eating our planet." Gwen added, and it nearly made me falter as I was cutting up the pickles.

"Or how come you didn't just blast it from the outside?" Kevin finished the barrage, and I didn't look away from my work spreading out the ingredients onto the slices of bread.

The answer to that was I already knew what was going to happen, and since I didn't have Ghostfreak as an alien anymore or the master control I was limited on options. Not that they were aware of any of that, but I should at least figure out how to explain a couple of those things sooner rather than later.

"I turned into Gray Matter first to figure out if it was a threat or not and how to combat it if needed." I answered as I finished the first meal. "It fell from orbit, without even a scratch so it would have been extremely difficult to harm its exoskeleton. With my intelligence at the time it became clear that if it had a need to move from planet to planet then it was not compatible with any ecosystem and likely drained the planet of its nutrients before moving to the next. Since we were in Yellowstone I already had it on my mind how delicate the balance of life can be."

Which I ended up grabbing a few pieces of because that stuff was extremely durable.

"So I snuck over while those fanatics were already explaining what I deduced, and since there wasn't any light inside Wildmutt could navigate easily while locating its vitals." I was actually going for Diamondhead, but as Gray Matter it was extremely difficult to twist my arms behind myself and operate the omnitrix. I don't know if it was a missinput or the omnitrix was back to giving me the wrong alien every now and then.

Now that I was finished both in making their meals and my explanation, I sat down next to Kevin to allow Gwen to have more table space for her notes and placed down the plates with their food. Grabbing my sandwich, I took a bite before looking back up towards them to see if my blend of made up excuses and half truths convinced them. "Any more questions?"

"Uh, yeah." Kevin opened up his sandwich, eyeing the ingredients with caution. "What kind of meat is this?"

"It's from Grandpa's fridge." Gwen reminded him, now a little weary of her own plate. "Do you want to know?"

"Just pretend it's ham." I shared before taking another bite, briefly debating if I should put more mustard on or not. With my arm raised already I saw the omnitrix was already green again, ready for use should I need it.


This drive was probably one of the most difficult.

It wasn't due to boredom, danger, or anything that would annoy or inconvenience me. There wasn't some major project I had to work on, or another request from Kevin, things were more or less going alright. Just a quiet drive with no tension.

A drive through a road that I was all too familiar with.

Departing from Yellowstone, we began heading directly south towards our next destination down in Nevada. The road that would bring us there fastest, I-15. While I lived in many states throughout my life, Nevada and Utah were the ones I lived in the most. So far during our trip we had come across areas that were vaguely familiar or nearby where I used to live. So far DC was the only place we walked through that I had personally been to.

Now, we were visiting states that I had spent half my previous life in, going down roads that I had frequented on many occasions whether to visit family or to hop to the next city over.

Not even plugging myself into any music, I just watched as we passed next to Brigham, where my fiance had grown up, where we met. It was hardly any different than how I remembered it. I stared, hardly ever blinking just in case I managed to catch a glimpse of her.

Though I didn't know if there was a version of her here or not, or if she would even recognize me.

The conflict kept my eyes peeled in case there was something to answer the question, even as we continued on through Ogden, another city I was intimately familiar with. That's where we would go shopping most of the time, the mall, the Costco, the climbing gym I worked out at, it was right there and it almost gave me a headache because my memories dictated that I should be taller, an adult with a job and a life.

Living in this body, with these people, the line that was firmly in place to separate my old self from this universe felt like it had abruptly dropped and now I had trouble reminding myself that this was not my home world.

Down through Farmington, Bountiful, and coming up towards the central Salt Lake City area where I had an apartment, where I last went to sleep before waking up in a new pair of shoes.

"It's almost time to eat." Max announced, reminding me that he existed. "What do you kids think about stopping and getting a bite to eat before we continue on?"

"Yes!" Kevin leapt up towards the nearest window, trying to peek out and see what options were available. "Are there any good burger joints around?"

"Crown Burger." I blurted out as I looked over to where one of the restaurants would be. "There's also Apollo Burger, but almost every restaurant here has a burger option. Just depends on how fast we want to get them."

"Wait." Gwen looked away from her books. "Have you been here before Ben?"

Yes, I lived here and I know this place well. But I couldn't say that, so I just pretended not to hear her. "There's also some good buffets around, an asian one towards Millcreek with a good amount of options."

"Really?" Max murmured in thoughts that he kept to himself. "I don't remember a time your parents mentioned taking you here. If you know the place though, is there anywhere you would recommend?"

A nice, local sit down restaurant with good service, great food, and won't rip apart your wallet. It was so close to where I lived that you could walk to it if you wanted to. Once it came to mind, and the moment I imagined biting into their sandwiches I couldn't imagine eating anything else. "Stella Grill."


I couldn't help but space out the entire day, my mind trying to process these two different lives overlapping to a startling degree I never had to worry about before. I was silent, hardly able to really think or do anything as all my mental strength worked to keep me from breaking.

Normally I helped set up camp, made a fire, or helped out in cooking, but right now all I could do was look up at the stars while trying to keep my eyes away from Cedar City or the all too familiar campsite I was at. I was so focused on my previous experiences here I ended up recommending this place to set up camp, a nice desert campsite with some green along the smooth red stones and dust that littered the area.

I went to college here, I had family here….was my uncle still alive and running that trinket shop?

He died around this year didn't he? It was so far back I couldn't really remember. All I recall about him was that he was eccentric, kind, collected all sorts of fun things for himself and to sell at his shop while he expanded on his many hobbies. My father often said I reminded him of his brother.

Were there any versions of the people I knew here?

Before I knew it, Max had settled himself next to me on the rock that I chose to isolate myself on, looking up towards the same spot in the sky that I had been locked onto for the past hour or two.

"You seem lost in thought Ben." The older man mentioned with no judgment. "Does this have to do with your memories of Utah?"

I whirled my head over to him, bug eyed and fearful about how he figured it out. How long has he known?! No, he couldn't have known, but his pointed question was too obvious and I hadn't tried very hard at all to pretend to be Ben. "How did you know?"

"It's fairly obvious." He chuckled, astonishing me because how could someone make light about their grandson being taken over like this? "But, I can't say I know any time you were here. Must have been quite the trip for you to know so much about all these little spots."

Oh, he didn't know. All he knew is that Ben must have visited here before without his knowledge.

"Yeah." I calmed myself, the brief moment of panic passing as I glanced over to where Gwen and Kevin were at. Gwen was practicing some more of her spells lately, mastering the simple acts of activating each of the charms to grant her several different abilities while Kevin kept chasing after her.

She was flying around, using the staff to help balance her as she kept firing short snaps of electricity at Kevin to keep him from showing her his latest find. But the boy merely absorbed the blows, rejuvenating him in his chase much to Gwen's displeasure.

It was so odd, seeing these two using feats from a cartoon in an environment that I once believed could not exist in reality. Now I wasn't just facing two lives that shouldn't touch filtering over one another, but the fictional element of a cartoon also overlapping my conflicting views.

My mind was demanding something to ground my sense of realism. It just so happened to connect to my earlier thoughts.

"Hey." I softly spoke up, earning Max's attention. "Tomorrow before we head out, could we stop by a shop in town?"

I wanted, no, I needed to see if some part of my life really existed here, something that maybe I could find my place in when I can give Ben back his own life.


Night had come, and I eventually had to go to sleep again. Yet here I had a sinking feeling I wouldn't have any rest. Within my dreams, I found myself wandering through a home that looked vaguely familiar, one that I might have only seen once or twice but there was something partially nostalgic about it.

Walking through the living room space in the rather warm home, I glanced over the glass windowed walls allowing a peek outside into the neighborhood. Something carried my feet over towards the hall, bringing me to a wooden door where I knew something was in it.

No, someone.

It opened up on its own, inviting me into the messy room where I hesitantly stepped inside, searching over the various posters and plastic starships hanging from the ceiling for the owner. When I heard footsteps, I spun around to try and catch the person they belonged to.

Immediately I noticed I was in a different bedroom, one of many that I had grown up in. There were the bunk beds, the partially assembled pillow fort my brothers and I would make frequently, and a single window with a view that I had stared at many times before looking towards the mountains that loomed over Nevada's Red Rock canyon.

Someone else was staring out that window, a boy ten years old with scruffy brown hair, wearing a white sports t-shirt with black lines and military green cargo pants.

"Ben." I uttered, before realizing that I was back in my own body, one my mind was more familiar with.

He turned back, those green shaky eyes staring at me with confusion and uncertainty. "You, I know you."

"How much?" I asked, feeling a little weird because I never lived in this house when I was this tall. So taking a seat on the bottom bunk almost made me hit my head on the upper one.

"A lot." Ben answered, rubbing his hand around his left wrist like there was supposed to be something there. "I saw you growing up in a lot of places, and your family changing so many times. I saw you move out, get jobs and for some reason pay to go to school."

Yeah, really didn't like how much college costed but at least I managed to pay off my debts.

"I don't think I saw any part of your life." I touched more on the subject, opening up to our very first conversation that was going a whole lot better than I predicted after those ominous glimpses I had of Ben before. "I wish I could have talked to you sooner but I think Zs'Skayr was doing something to keep us from both being awake at the same time."

"You mean Ghostfreak?" Ben inquired before scowling with a clenched fist. "I hated him. Even on the show I never liked him."

The show, that means Ben knows. He knows the life he should have had, the adventures he would have gone on. "I promise you I'm going to figure out how to give your life back."

With a glimmer of hope shunting the anger in the child, Ben got up to his feet. "You mean that? I thought you don't have anywhere to go?"

"Maybe, maybe not." If I couldn't go back to my previous universe, there might be a chance that I could fit in this one if I had my own body. "You're the priority, not me."

"Ghostfreak said you could die though."

He really was aware of everything huh. Giving my best smile, I slid down from the bed to kneel down towards the kid. "Yeah, maybe. If it comes down to it I'll step aside so you can take over. Besides, I think it's best for everyone that Ben is the wielder of the omnitrix, not me."

Ben took a peek at my wrist, where the omnitrix was still anchored to me even in my dreams. While he hesitated there was an undeniable temptation for him to have such power. "You weren't that bad."

I could have been a whole lot better though.

"Thanks." I accepted his compliment. "I'll admit there were times I had fun turning into cool aliens with awesome powers. But that life was never meant to be mine, it was always yours."

All of a sudden, Ben turned away, leaning back towards the window and bracing his hands on the bottom of it. "I don't want it if it will kill you."

"Well I don't want to keep you locked in my head, because everyone else is waiting for you to come back even if they don't know it. You've got monsters to defeat, aliens to fight, and allies to make." Standing up to my full height, I glanced one more time around my old bedroom, the first one I could remember with a wave of nostalgia pouring over me. "I lived my life, it's practically over already, so yeah I'd die if that meant-"

"Don't say that!" Ben erupted at me, jabbing his finger into my stomach. "You kept Gwen and Grandpa alive! You saved my world even if it was in my body! You think you're looking out for them but if you die do you really think they'd be happy with it?"

"They'd never know it, and that's alright. Also, you would have done all those things-"

"WELL I DIDN'T! THE CARTOON DID BUT I DIDN'T, YOU DID! STOP BEING OK WITH DYING!"

Something inside me was tired, frustrated, and overall just done arguing. "At this rate if one of us has got to go then let it be me! Are you saying you'd rather die?!"

"No!" He placed his hands over his ears, the room around us beginning to quiver.

"Do you want your life back?!" I pressed, feeling my wrist becoming warmer.

"Yes!" He shouted back with the answer, solidifying my resolve.

"Then we both know what needs to happen here! I have to die so that you can live!"

That's when the dream broke, everything shattering into a blinding light that forced me to awaken.

In the wrong body, but that wasn't new.

"Pst." Gwen poked me from the bottom bunk, making me turn over to look down at the girl as the morning sun began to bleed in from the window. "You ok? You sounded like you were really upset in your dream."

Glancing up, I saw that Kevin was laying on the cot between the driver and passenger seat while Max was in the bed made from the rearranged kitchen area. Rubbing my eyes, I couldn't chase away the lingering voice of Ben screaming at me. Our first conversation, and it was a disaster.

"How about I make us breakfast?"


Just as Max agreed to, we took a detour in the morning to go into town to drop by a gift shop. Not any, the one my uncle and aunt set up.

The Wizz. An odd name for an odd store filled with the most random things. You never knew what you were going to find inside, but it did tend to have a selection of goodies from some clothing, to posters, to toys and various jewelry.

One time I got a pair of goggles from my aunt from this very store that saved my life in a sledding accident.

Going inside, hearing the jingle of the bell for the door, I was met with a choking sensation of nostalgia. Or maybe that was the incense currently burning in one corner.

"Woah, check out the hippie shop." Kevin muttered as we made our way further inside.

"It is, strange." Gwen commented, glancing over towards Max. "How come you wanted to stop by here before we went down to Vegas?"

"It was Ben's request." The man answered as he took a glance at some of the various organic blends of herbs that were supposed to be used for teas. I imagine he would find other uses for them.

Gwen just gave me an odd look before heading deeper into the store, while Kevin was busy looking through all the various toys that he never realized existed.

"Good morning." A voice, one that I had not heard in almost twenty years spoke out. My feet stopped, everything about me stopped as I stood in shock at a voice I thought I forgot.

But when I turned my head to confirm whether it was real or not, I was met with a face that I mostly saw through photos. There he was, my uncle, standing there with a face similar to my fathers but had a bushier, darker beard.

"You like stuff that lights up?" He asked, as if he already knew the kind of person I was as he pointed towards the bookshelf filled with bright things under a black light. I had already seen the various things that were kept there over the years anytime I visited, but right now I just wanted to get a good look at the man I never really got to know fully because he passed away before I was ten.

I dared to not even say his name.

"Come on Ted." Someone else did though, my aunt with less wrinkles and more cheer in her step came up to his side. "Look at the poor boy you're scaring him."

"Then the boy needs something to help him be brave." He spoke in a more jovial tone, getting out from behind the counter to walk over to the bizarre hat rack where various head wears were displayed. He grabbed the dragon one, that red dragon one I had seen in the store many times and held it out to me.

"Try this on, it'll make you as brave as all the dragon slayers."

I couldn't help but laugh about how ridiculous it was, how all of this was. What was I thinking? What was I doing? I didn't know anymore, I wasn't sure if anything was really real because seriously who wakes up in another person's body, thrown back in time, strapped with an alien watch seen on a tv and forced to face all sorts of horrors just to survive long enough to try and make things normal again.

HOW WAS ANY OF THIS NORMAL?!

"AAHH!" Gwen's shriek pulled me out of whatever deep corner of my mind I entered, and when I looked over I saw a pile of slime dumped over her head and running down onto the back of her neck.

Kevin was laughing in near hysterics as Gwen was desperately trying to brush it out only to make it worse. "Seriously Kevin?! What were you thinking?!"

"That it would be funny! And it was!" He just began laughing over her misery, and something in Gwen snapped.

"You jerk!" She growled out at him. "I keep putting up with you but you won't get it through your thick skull how to be a decent human being! You are as bad as how Ben used to be!"

How bad Ben used to be. I was aware that the two didn't get along but, did they really despise one another that much before the road trip? If Ben was listening right now, how would he feel knowing that his cousin didn't actually like his presence. "Was I really that bad?"

Gwen finally stopped furiously scraping at her hair while glaring daggers at Kevin, to take a moment and look at me with a hint of regret while Max and my uncle moved over towards the boy. "Um, sorry Ben but, yeah you used to be a real jerk too."

"And if I wasn't Ben, and the real Ben came back, would you hate him?"

"What?"

"Kevin." Max stood over the boy with his arms crossed. "Why did you do that?"

Now that authority had disproved of Kevin's actions, the boy found himself targeted by everyone around him. "It was just a joke!"

"Do I look like I'm laughing?" Max retorted before releasing a sigh. "Kevin, I know things must be difficult but-"

"No you don't know!" Kevin roared, tossing the empty slime cup towards Gwen's feet. "I didn't ask to go along with this crummy road trip. I didn't ask to be forced to be treated like a dangerous tool anytime something happens! I didn't ask to be brought back to this stupid planet where nobody gives me any of the respect I deserve!"

Then he stormed out the front door, slamming his fist against the glass upon his departure.

"I'll, pay for the slime." Max announced in an effort to begin resolving the chaos that was brought into the store.

"Here." My aunt came up to Gwen with a wet paper towel, leading her towards the single bathroom. "Let me help get some of that out."

This was a mistake, what little mental sanity I had was trying to break out from the weakened grip that was growing tired from holding it for too long. For over a month, every week, every day, every SECOND was another tooth sinking into me, threatening to tear me into pieces of who I was.

I couldn't handle this anymore, being here was too conflicting, pulling my self image into two different directions. I turned away from it all, towards the glass cabinet that never interested me before so that I could put my gaze at something that wasn't familiar to me.

I was let down, because sitting inside of it was a red amulet resting among the many treasures and trinkets. That amulet, had markings that I knew, ones that Gwen studied many times over.

Wasn't that supposed to be in Vegas?

Glass shards exploded out around us, throwing everything away from the front of the shop towards the back including us. I hit the ground hard, feeling a new bruise added to my growing collection.

"The keystone." A voice carrying the weight of arcane knowledge spoke, my mind finding a foundation in the present through recognizing the threat. Hex, the magician that I had fought before had now returned.

Keystone, he was after the keystone. His reminder of his goals made me quickly search around myself because I just saw it, there! My hand flew over it, uncaring if it was coated in shards and making sure to keep it close.

Only for a pale hand to grip around my wrist, hoisting me up as I refused to let go.

"Give me the keystone child, or the lives of those around you will-" I latched onto his arm with my other hand, swinging up my legs to snap across his face. I didn't have the strength to knock him out, only get myself free as I bolted over towards where Gwen was.

"Insolent brat!" The man roared as I ducked under a shelf that soared over me.

I slid on my knees, reaching her as she just picked herself up.

"Ben I-" I stopped her, grabbing her hand before quickly placing the keystone inside.

"Hide the magic artifacts." I told her, before Gwen gasped before pushing both of us out of the way of a barrage of pocket knives.

"This is your last chance." Hex floated towards us, holding out his awaiting hand. "Give, me, the keystone."

"No." I seethed out, pressing the activation button of the omnitrix to let the dial pop up. "This is your only chance to stop this, otherwise I am going to tear you apart."

An amused smirk came across his face as he let out a huff of humor. "Oh, and how do you plan on doing that?"

Before he even finished his sentence I slammed down the dial of the omnitrix, my frame stretching out and growing larger than a ten year old could be. As Wildvine with my plant-like body, I latched my arm around the magic user and threw him out of the shop.

I surveyed the damage, seeing the gift store battered and broken with my family, both previous and current in the chaos. I would not forgive this.

"Max, get everyone away!" I ordered before surging out into the street, now seeing that Hex wasn't alone.

"Stall him." Hex ordered this new opponent, who stood there in her sharp magenta coat, a raggedy bag on the side of her waist, long silver hair, and hot pink eyes that almost seemed to glow.

"Yes uncle." Reaching into her bag, her hand threw out a few rough marbles with sigils carved into them, the pebbles growing into larger beasts of stone that charged at me on all fours. My roots dug into the ground, bracing me as I lashed out with my arms to swipe against them.

One of them broke apart at my attack, the other wrapping around the creature and breaking it apart with ease.

"I'm giving you this one chance." I stared down the mid to late teenager, who did not carry the same hostility that Hex did. "Stop attacking , and walk away."

The hesitation she had, biting her lip as if my question was tearing her apart made me try and consider why she was even doing this. This was Charmcaster, a returning villain who at one point tried to take the omnitrix, betrays Gwen and then Hex but the details are fuzzy.

What was her goal? Power? For what use?

"Like I have a choice!" She decided, her hand moving to her bag again but I had already prepared for that. The roots of my body that I had planted at the beginning of our fight breaking out from under her. I grabbed the bag, snagging her wrists and ankles before tying them together and pulling her into a pit in the Earth carved out to serve as a temporary prison.

"Argh, hey!" She shouted as I pulled myself out, Charmcaster now no more than an angry head poking out from the sidewalk. "At least have the courtesy to put me in a trunk or something!"

It was, an unusual request but I can't say I was fully willing to comply, especially with Hex still around searching for the item I passed onto Gwen. I hope they were getting as far away as possible but part of me knew they wouldn't go too far while I was still around.

"Do you have any ears? Or are you just ignoring me?" Charmcaster's nagging reminded me that she was still here, and wouldn't let me forget it.

"Fine, you want out of the hole?" I swiped at the nearest trash can to empty its contents before stretching my other arm down to wrap around her waist, yanking her out before promptly sticking her in it. "There. You're out of the hole."

"This isn't any better!"

It was better because now I could hoist her along, keeping her nearby so she couldn't sneak off and do something behind my back. Stretching over the building, I searched the back of the larger parking area for the various small town shops to see if the Rust Bucket had moved or not.

It hadn't, but between the other vehicles it shouldn't grab Hex's immediate attention given he was actively looking around for any signs.

Then he paused, his eyes slowly shifting over to the RV.

"My staff." He uttered in surprise before holding out his awaiting hand.

The side window of the vehicle shattered as something shot out from it, with someone clutching it for dear life. Gwen screamed as she was yanked through the air, my body throwing itself into the fray at hearing her terror.

It was also accompanied by the scream that cried out in my other arm.

My free hand managed to clutch Gwen, the girl forced to let go of the staff as I tried to halt it with one of my roots. It barely dodged my landing, now back in its master's grip.

"So, it was you who has stolen my artifacts." The magician's eyes flared as he channeled his rejuvenated strength into a dangerous blast that nearly took my head. "I won't underestimate you again, give me the keystone along with the charms and your lives will be-"

I had deployed the same tactic as before, several of my roots had dug their way under the pavement and managed to create an ambush right under his threats. The green extensions of myself erupted around Hex, but this man was more experienced and stronger than his accomplice.

A harsh stinging beam shot out from his staff's mouth, burning my roots as he flew out of their reach.

"Uncle!" Charmcaster cried out from the rudimentary prison I held her in. "Help me!"

"Stupid girl." He stated, blasting out more deadly rays of magical energy towards us. "It's your own fault for getting yourself captured. Even an amateur could free themselves from-"

A handful of bricks I had thrown were hurtling towards his body. He had to dive through the swarm, one of them hitting his leg and getting a pained cry from the man. But they weren't all bricks, some of them were pods from my own back that detonated behind him, launching him back to the ground where Gwen unclipped something from her belt.

"Bethi mordo natta!" Holding out one of the charms, Gwen channeled a powerful stream of fire that snaked through the air, slamming into Hex's chest just as he was getting up. His body slammed against the back of the nearest building.

"Good work Gwen." I complimented as she smiled proudly in response. This was her first time using magic in a combative setting, and it worked. Now both of us closed in on the man who had to use the staff to brace himself.

"You-" Hex's hateful gaze burned towards us. "-insolent PESTS!"

A detonation erupted from his body, the force of it slamming into us and throwing our bodies back. My grip over Charmcaster's trashcan fell as my mind reeled from the impact, only when I began to regain some of my senses did I see several objects around us start to float upwards.

That included some of the charms around Gwen that had undone themselves from her belt.

"No!" My hand flew out, fingers stretching out to latch onto as many as I could see at the moment.

A flaring pain seared itself around my face, burning my eye as I tried to blink away the pain.

"You've proved too much of an obstacle to ignore." Hex kept himself out of reach as he floated closer towards me, holding his charging staff towards my body. "I will not allow a weed to prevent my global domination."

I readied myself, trying to use what little I could make sense of my surroundings to prepare for a much more difficult fight. I never gave Hex a chance last time to use this magic, but now I was about to see how he compared to others I had faced.

Until a bright beam slammed into his chest, throwing him away to crash into a dumpster.

"Back off." Max's firm and threatening tone warned as he exited the Rust Bucket with a large advanced energy rifle I had never seen before.

Hex did not heed the warning, instead blasting the dumpster back towards us. I leapt in front of them, gripping onto the box of hefty metal and swinging it back around to toss back. It exploded into flames before it could reach Hex, but was quickly followed up by another shot from Max.

Hex deflected the blast, sending it away with a wave of his arm. "Foolish mortals, I am more powerful than you could EVER imagine."

He was strong, way stronger than he seemed earlier.

"Ben!" Gwen had managed to recover, coming to my side as I handed off what charms I had retrieved. "He has the keystone!"

He does, combined with his staff that probably elevated his power to something Ben might have not had to deal with. This had to end, fast. With how strong, agile, and versatile he was now I couldn't think of many aliens that could pair well against that.

Except maybe for one, who had a variety of abilities.

"Get her secure." I pointed to where Charmcaster was knocked out, the trash can that previously held her dented and crumpled from the indiscriminate blast Hex sent our way earlier. "Gwen, try and find a spell that can disrupt his powers."

"And what are you going to do?" Max asked, as I held my hand up to the dial on my chest.

Believing I selected the right one, I pressed down, my body becoming denser, stronger, faster, the prime option. "I'm going ultimate."

Turning into Ultimos's species, I ascended into the air to meet Hex at eye level.

"Intriguing." Hex commented as he witnessed my change. "But futile, for I-"

The air snapped around me as I flew right towards him, sending a mighty blow against whatever shield he had conjured around himself at the last second. I knocked him further up into the air, and I raced after him to deliver another hit to his cracking shield.

"Kemo char!" He yelled, sending multiple rapid fire blasts at me.

I banked hard to the side, using my speed to dodge them while closing the distance between myself and him.

"Gallius disruptis" A chilling wind blew out towards me, frost building up around my skin but my body proved to be impervious to the attack. Inhaling the air, I filled my lungs deeply before sending it right back towards him.

He shielded himself, a sphere of ice building around the magical barrier the longer I released the icy breath. A dense flame surged out, one I pushed through in order to land another direct punch against the magician.

Hex was knocked back, twirling through the air before catching himself and wiping the blood away from his broken nose. The man reexamined me with newfound caution as I threw myself to him, my eyes burning with anger as I flew towards him with my fists out.

"Merchus-" He held up his staff, one of the charms on his person glowing along with the keystone as dense magic began sparking in his weapon. "-Verd-"

Twin beams shot out from my eyes, taking his hand that held the staff he wielded. It dropped, Hex crying out and gripping the stump of his forearm as I charged with a primed fist.

It was one thing to attack for the magical object, it was another to attack where I had cherished memories, memories that I held onto dearly this entire time. Not just that, the ones I was able to make with Max, Gwen, and Kevin.

Each person in that store had a place in my care, and he assaulted both aspects of my life.

He didn't even seem to care that his own niece was caught in the crossfire.

I hated Hex.

That hate was channeled into my tightening knuckles, aiming right for his skull painted face.

His body exploded into a red mist, but not of my own doing. My punch cracked the air around me, dissipating the magical dust in an instant. Hex was nowhere to be seen, vanished right before I could end the fight for good.

I didn't know where he was, I didn't know what his plan was, I didn't know what he would try next time. There wasn't a doubt in my mind that he would look over this, he would enact his revenge and likely be stronger than before.

Yet, while my memories weren't exactly clear about what happened in the episode, there was someone here that for once probably had more knowledge about what was about to happen than myself.

And she was in our captivity.


Alright, I lied, I am splitting this up into two chapters. Part of the reason why is because I've been having a harder time getting into a writing mood. It's there, but it's all over the place and I had to really think about how I wanted this to go.

Things are about to get more dangerous, greater things are at stake, and now Ben is becoming more aware of what is happening without Ghostfreak around to keep him asleep. Now SI-Ben has discovered there are people he knew in this universe hinting towards aspects of his own life existing here.

What will he do about it? Is there really a way to give Ben back his body and for SI-Ben to regain some of his old life in this universe?

BTW, still haven't settled on a name for the Ultimos transformation. There are three different things that I'm juggling around for using as part of his name.

Something involving the words "Ultimate" "Prime" and perhaps "Star" as a reference to Superman. Or maybe utilizing some other callback to Superman since he's the clear inspiration to this alien.

REMINDER! I won't be using any content created outside of the original Ben 10 show. No content from Alien Force, Ultimate Alien, Omniverse, or reboot will be used. That includes aliens, abilities, plot points, lore, and just about anything not seen in the OG show.

Chapter 15: A Hand in Fate

Chapter Text

My Name Isn't Ben

Chapter 15

We had positioned ourselves, ready to act, to strike, in case our prisoner ended up bringing danger through their awakening. Max, I could never understand how quick he was to trust kids to fight monsters and aliens in the show but here he was trusting me to handle this as he drove further south.

Then again, I didn't act like your typical ten year old.

Gwen had positioned herself at the table next to me, her back to Max while she was on her laptop appearing as casual as she could while searching for information regarding further mythical connections between the Charms of Bezel and the upcoming total eclipse.

Kevin I had sit behind Charmcaster, just on the couch at the back of the RV that would give him a chance to apply a simple shock.

Lastly, I was sitting sideways on the other side of the table from Gwen, allowing myself to have a total view of everything. I never let my eyes off Charmcaster's unconscious body, which had been restrained in a combination of Max's plumber cuffs and whatever spells Gwen found in the books she had gotten from Hex way long ago and now Charmcaster's.

In security, I had to learn how to keep an eye on cameras for longer periods of time and notice anything that wasn't typical behavior. When I knew there was a threat right in front of me? I don't know if I even blinked, my hand right over the omnitrix as I continued to witness her subtle breaths as her body was sitting on the floor.

With a few pillows to prop her up, I didn't want to necessarily declare her as a villain after my reunion with the Circus Freaks.

Did they commit obvious crimes? Yes. Did they deserve to be in prison? Also yes, but they were willing to try and do something different so I gave them that chance.

I can't say I'm aware of what exactly her goal was, other than to acquire more power and get back on those who routinely got in her way. Has she committed crimes before? Why did she want to gather more strength?

I doubt she would just tell us her life story upon waking up, but there was still a sliver of a chance the show didn't paint a full picture of her motives for the sake of throwing in a new recurring villain.

"So Ben." Max interrupted the silence we've had so far. "How come you're so sure that Hex is going to be heading to Las Vegas?"

"The city is in the total eclipse zone." I began, tying up another spun up theory. "He said he wanted to have global domination, and between him showing up not too soon before the eclipse looking for the keystone WITH backup there's too many things connecting to not be part of his plan."

"Ok." Gwen nodded along with my tale so far. "But I can't find anything about how the charms could be used during the eclipse."

"She's gotta know something." Kevin spat out the shells of his sunflower seeds towards her, some of them sticking to her sleeping face. "I'll make her talk."

"No." I turned that down immediately.

"And how come?" Kevin spat out in a spike of aggression.

Then Gwen, with no hesitation shot back. "Maybe because the word restraint doesn't exist in your vocabulary?"

Just as those two were starting to enter a bickering contest, I saw Charmcaster stir for a moment. Just a twitch of the eyelids, a sharper inhale, and her shoulders stiffening.

She had woken up, and was deciding her next move.

"We're not going to hurt her." I declared out loud. "Unless she tries to attack us, we're only going to ask questions."

Still playing asleep huh? She's probably still a little confused why she's only hearing children's voices so far. That subtle clink behind her told me she was testing her bindings.

That made Max's senses alert, the man already pulling off at the exit near St. George, one that I tried not to look at to recall the road towards my grandparent's house. Oh wait, they wouldn't live here yet, they were also in Cedar City.

That also meant that the neighborhood behind the nearby ridge wouldn't be built yet.

"Take a right at the first light. There should be a good stopping point there." I told Max as he searched for a better spot away from prying eyes. He gave me an odd look before complying, following the road bending past golf courses.

Now Charmcaster audibly let out a whine, slowly moving as she stretched out and 'woke up'.

"W-what?" She fluttered opened her eyes, having a trace of genuine shock as she looked to each of us and examined her surroundings. "Who are you? Where am I?!"

"Easy now." Max's nerve soothing tone came from the front seat. "We just want to talk."

"Talk? She attacked us!" Kevin yelled out, pointing towards her.

"Kevin." I spoke his name in warning, after already iterating how we are not going to just torture a prisoner.

"Oh, oh no I'm sorry." Charmcaster hung her head, shielding her face from us using her hair and the angle. "I really didn't want to hurt anyone, but my Uncle can be very….he…."

Something flashed across her, the girl suddenly dropping the weak and helpless act as she scowled furiously as she grit her teeth. "He didn't even help me. He didn't care that I was right there when he let off that spell. After all the work I went through to get him out of prison just for-"

Halting herself before she flew into a fit of rage, Charmcaster took in a deep breath as she leaned back, her lips barely moving as she whispered something to herself.

"Why did you help him?" I questioned, hoping I could interrupt her in case she was chanting some curse or spell.

That same distaste echoed over her, before she reverted her appearance back to being the stage damsel. "He's my uncle, he's the only family I have left. He's also, not the kind of person to take no for an answer. You've seen what he's like and-wait, where's the plant?"

She looked around more earnestly, skipping over Kevin, Max, and myself until spotting Gwen. "I remember you, you used magic in helping that demon."

Demon, ouch.

"Ben isn't a demon!" Gwen was immediately on the defensive, and I internally sighed because now it would be too difficult to keep my use of the omnitrix away from her. "That uncle of yours just attacked us out of nowhere twice!"

"An unfortunate coincidence." Charmcaster spoke out in almost a sing-song way, before correcting herself. "I'm sorry you had to deal with him multiple times, but if you are after the same magical artifacts as him then he's bound to attack you for them. The more you have the greater risk you are at being targeted. Especially if you took his."

The teen did have a point. Taking those charms, the book, and the staff from him wouldn't sit kindly with the man. I thought perhaps with him being disarmed of so many things he wouldn't have the ability to fully break himself out of prison. I forgot that he had help, and above all magic to me was too unpredictable.

"Finders keepers." Kevin blurted out, getting a quick glare from Gwen to silently tell him to shut up.

I needed to get things back on track. "Why is he after the keystone?"

"You know about it?" Charmcaster asked in a hesitant voice, glancing back over to Gwen to reanalyze the girl. "Only a master magician can fully utilize its powers with the Charms of Bezel and awaken its full potential soon."

"During the eclipse?" Gwen asked, now believing my theory given the hint laid out by the teen.

"Yes. You're young but, you seem to already know. Can you do the ritual?"

There was some angle she was still playing, one I couldn't see yet but this ritual seemed too important for her to go from her Uncle to it. I was aware there was some betrayal in the show, Charmcaster faking betraying Hex to get a hold of the keystone but I can't recall how the episode ends in detail.

She wasn't with Hex after that, well at the fountain of youth episode carrying a baby Hex at the end and laughing over it, but besides that nothing. Clearly she wasn't aligned with him, and between her interest in the charms and a moment in the future where she tries to get the omnitrix, but what would she get out of that besides power, something of this ritual?

"Can you?" I leaned in closer, trying to get her prying away from Gwen. Charmcaster rolled her eyes as she spared a glance towards me. "I'm sorry, who are you?"

"I'm Ben." I answered, Charmcaster now realizing I wasn't just some inquisitive kid. It struck her then that the only adult present was driving, and that the responsibility towards this 'interrogation' was left to me to handle. Adding on Gwen's words from earlier regarding the identity of the 'demon' Charmcaster finally saw how the one to take on Hex, who defeated him swiftly before, was the one sitting closest to her.

"No." She stated, maybe a lie maybe not but-wait, that would make sense why she is hanging around Hex, why she asked Gwen that question,

Charmcaster needs someone else to do the ritual because she can't.

"What else can you tell us about the ritual?" I pushed, Max putting the Rust Bucket into park.

"With all the charms, Hex would make himself a god over the world."

"How?" Max asked, standing up and crossing his arms over her to add to the numbers of those demanding the information.

"With magic, duh." The teen couldn't help but let out the sarcasm.

"But he couldn't channel that much magical power through him without dying." Gwen pointed out, something I wasn't even aware of.

Charmcaster sat up a little straighter, almost more confident and less intimidated by Gwen. "Of course, that's why the ritual opens a direct path from the nexus of the realms through the charms. All he would have to do is direct the magic, not channel it. I guess you really don't know much do you?"

"Magic can let you do all that huh?" Kevin inquired with an interest he had not shown prior.

Charmcaster attempted to stand, only for the cuffs behind her to stop her abruptly as they were connected to the cabinet doors under the sink. Unbalanced, she hit the back of her head and hissed out in pain.

"Hold on." I got up from my seat, moving around her so I could get a better view of the back of her head. "Alright, it doesn't look like it's cut but after your concussion you really should avoid hitting your head."

"You don't say." She had no humor in her voice, the teen flicking her eyes up at me. "So, are you trying to stop my uncle from taking over the world too?"

"We are." Max confirmed, a little brighter now that we all seemed to be on the same side. "We could really use your help."

Charmcaster hummed to herself as I continued to double check for injuries, briefly glancing down her arms to make sure the restraints were on her and secure. Her abilities, her motives, and just everything about her was a mystery to me. Could she really be an ally, or another threat?

For now, I would have hope she could be more than what I saw of her in the show.

"Ok." She announced as I pulled away. "I'll help you. As soon as you get these cuffs off me."


We had taken advantage of the break, stretching our legs, planning, and getting a better idea of what was about to go down. At least, what we were being told by Charmcaster. Everything she was saying about the ritual could only be confirmed by her, as the details of the magic were not common enough knowledge to be publicly available through the internet.

Seriously, how did Gwen's family have the money to give this girl satellite internet in the mid 2000's?!

"So I only have the keystones of fire, telekinesis, and luck." Gwen reported, adjusted the modified belt that hung over her waist. "I can still cast some spells, but-"

"-no where near as strong as what my uncle can do." Charmcaster confirmed.

We sat along some of the rocks in the desert near the last town before the city, the eclipse only hours away but we needed to be ready before marching into the battlefield. I hope Vegas wouldn't suffer too much collateral damage, but I wouldn't mind if a few raunchy billboards had toppled over.

"What does luck even do?" Kevin questioned, eating from a bag of chips and overlooking some of the notes Gwen was going over with her magic.

"Tipping the possible yet improbable in my favor." Gwen tapped on the charm to show it off. "It'll come in handy."

"Only if you know how to passively use it." Charmcaster was quickly deducing Gwen's gap of knowledge when it came to the arcane. Something I worried about how she could capitalize on the fact. "To use it in unison with the other charms is only possible with the keystone."

As much as I was doing my best to keep an eye on them, I was also attempting to do my part. As Gray Matter, I had a set of tools around me as I was reconfiguring one of the Rust Bucket's computer arrays to try and pick up on localized weather disturbances. Detecting magic with science might have been beyond me at the moment, but detecting random lightning bolts or wind being controlled by magic? Yeah, that I could do.

"Ok everyone." Max stepped out of the RV, barely squeezing into his old plumber outfit with several gadgets scattered around his frame. There were stains, signs of patchwork, but all well maintained. It was the first time I ever saw it, and I questioned what else he had somehow been hiding right under our noses in the Rust Bucket. "We should get back on the road soon if we want to get there in time to stop Hex. Ben, how we looking up there?"

"I just need two minutes and thirty four seconds to synchronize the barometers." My squeaky voice relayed, capping off a few exposed bits.

"Sounds good." The oldest of us adjusted his belt before waving for the others to enter. "Let's get settled in. We're going to cut a two hour drive into thirty minutes so brace yourselves."

Gwen grabbed her notebook, quickly packing herself up while Kevin slipped off the rock following behind her, still chewing loudly as the children made their way into the Rust Bucket.

But just as I plugged in the last cable, I noticed Charmcaster was staring at me.

"What is it?" I questioned with a hint of caution.

"So, what exactly are you?" She asked, keeping her arms close to herself as she examined my miniature form.

"Right now, just another alien from another world." I began climbing down from the top of the RV, easily maneuvering with leaps and sticky fingers to get back to the ground.

"An alien?" She questioned with doubt palpable in her tone. "Right. But I wasn't referring to that."

Just then the omnitrix began timing out, the red beeping along my back signaling the inevitable. While I was now tall enough to avoid being stepped on, Charmcaster still easily looked down on me. Man I miss being tall.

"Or that." She gestured to my current human body. "Does this have to do with your relic?"

I assumed she meant the omnitrix, mentally sighing as yet another person easily deciphered I was not what I seemed to be. I couldn't let her have an edge on me though, I had to switch the subject and maybe even get a better idea of who I was dealing with. "What makes you interested in the omnitrix?"

"You were able to fight against my uncle with it, drive him away after he regained the Staff of Ages and the Keystone of Bezel." Charmcaster relayed, leaning against the side of the vehicle while holding up her hand. A small swirl of sparkling mist began to dance between her fingers as she toyed with it. "I wonder how it would compare to the full power he's after."

I may not be a hyper intelligent amphibian anymore but I was still smart enough to notice every time she brought up power, she was connecting it to her uncle. Coincidence, or a connection?

"He wants to rule the world." I restated, digging further into the subject. "Is that new or was he always that self obsessed?"

Capitalizing on their shaky familial bond worked, getting a small laugh out of her, but it wasn't as full as I predicted, it was more hollow. "He's been like that for as long as I can remember. Always thinking Earth had lost its respect for the arcane and its mystical properties, and in turn those who were more naturally attuned to them."

She twisted her hand, allowing the magical mist in her palm to reshape itself into two figures. One representing Hex, and another of a child. Charmcaster stared at the image, longing in her eyes before scowling and clenching her fist to extinguish the spell.

"Well, I guess I can see the difference between how the world used to see magic and now." I admitted, because yeah for a magic user back then they were practically treated as demi-gods. In today's day, maybe they would be put to some pedestal but we had figured out a way to meet our needs and our comforts. Magic at this point could just be a shortcut to what humanity had figured out how to do.

"What about you?" I continued, Charmcaster meeting my gaze with a suspicion in her eyes. "What would you do with the Charms of Bezel, or the omnitrix?"

She put on a playful smirk, staring me down. "Wouldn't you like to know?"

As a matter of fact, yes I did. Because I needed to know if she really was going to become a threat to people, especially those closest to me.

"Come on you two!" Gwen yelled at us. "The fate of the world is at stake today! Not tomorrow!"

My interrogation was over, and my feelings of unease had yet to dissipate. Charmcaster still claimed she would assist us, but if she was still after having the ritual completed she might immediately side with Hex just long enough to delay us.

It felt like things could go wrong by the flip of a coin, so I would have to do my best to prevent it from being flipped in the first place. If we get to Hex before he does the ritual, and manage to swipe the keystone, there would be no time for Charmcaster to even think of recovering it before it was too late.

Though, I couldn't help but have a sinking pit in my stomach that pointing all of my doubts towards Charmcaster would only ruin the chance to actually have her willingly assist us.

I needed to be careful, especially on keeping my mind away from how familiar the sites would be in a city I grew up in.


The trip was, fast. Max was not joking when he said we would be cutting down the trip to half an hour. I may have seen bits and pieces of the hidden technology that made up the Rust Bucket as Gray Matter or Upgrade, but it was an entirely different thing to experience it first hand.

We rocketed down the interstate, blurring past any speed traps that failed to register what had gone past. Somehow the massive bucket of bolts we were in was able to easily maneuver between the cars, all without flipping over on its side.

This was probably the greatest, and the longest thrill ride I was ever going to be in.

"We're coming up to the city now." Max was able to get out despite his body, and everyone else's, being pushed against the seats by the g forces. "I'm going to start slowing us down, hold on!"

He reached for the brake handle, squeezing the button on the top in before pushing it forward. It didn't budge, Max trying to overpower it with his own strength while also fighting the forces that were trying to throw us out the back window.

"It's jammed!" He growled out.

"You mean it's broken?!" Charmcaster, who had been probably the most terrified out of all of us screamed.

"Please tell me you have another way to stop this thing!" Gwen pleaded as the city came over the horizon, drawing too close for our current speed. Max kept trying the brake, starting to press other buttons and small switches but nothing was slowing us down.

I fought to hold my arm up, my limited child-like strength barely pushing against the racing vehicle's momentum. With my other I rolled the omnitrix onto my chest, letting my extended hand fall down next to it.

Something shook through the Rust Bucket, a sudden loud knocking as a green light flicked on at Max's console. The man was immediately alleviated, which eased my own worries.

"I got this!" Kevin shouted from the back, and everything went wrong.

Everything began sparking madly around the cabin, trails of energy zipping along anything conductive and spreading into every circuit the vehicle had.

Max clenched tighter to the steering wheel as it kept jerking every which way, the boosters along the back burning hotter as any safeties were sputtering out. The half an hour we had been enduring under intense pressure was reaching its limit, the blurry edges of my vision crawling to encompass my sight.

"Good job genius!" Gwen screamed as Max barely avoided an accident. "You just made it worse!"

"Like your magic could do any better!" Kevin retaliated.

"Oh would you two just shut up and let me think of a spell!" Charmcaster yelled at the kids.

We didn't have time to think, every car we passed was a near miss with plenty more packed together in heavy traffic up ahead. Pushing my hand up a little further up my chest, I reached where the omnitrix was and blindly pushed down.

Within the blinding change of the alien power, I threw myself out of my seatbelt and out of the passenger seat. My insect wings snapped out, propelling me towards the open sky before I surged back down. Stinkfly would have to do.

Diving down to try to catch up towards the speeding vehicle, I could see smoke rising from the boosters as they began burning through their own frame. While I was glad that it meant the Rust Bucket wasn't going to go any faster, it showed no signs of slowing. Only the risk of falling apart at any second, provoking me to go faster than I ever have with this alien.

The thought did occur to switch to someone else, someone faster, stronger, or even one I had more experience with. I had other flyers, but as much as I detested the idea, Stinkfly was probably one of the better ones to be able to catch up the Rust Bucket AND have a way to catch it without collateral damage.

Well, also the fact that there was a chance that if I tried to switch it would give me something worse.

I was starting to gain on it, evening out my path to be right over it. II tried reaching, only for the Rust Bucket to swerve to the other side to avoid hitting another car. Following from behind couldn't work unless I wanted to choke on a plume of smoke, or go up in flames.

The only idea I had, was going to hurt.

"Sorry about this Max." I closed my mouth, starting step one of my instant plan before bracing my shoulder.

This better not dislocate my shoulder.

Straining my wings to match the Rust Bucket's velocity, I kept going until I was right next to it, and charged. I got ready, but instead of slamming into it, the Rust Bucket slammed into me.

"GAH!" I gurgled out a cry before latching on with all my limbs, including my tail to stab into the side panel to anchor me on.

"Sorry Ben!" Max yelled as he kept his eyes to the road. I forgave him, I kind of had to if I wanted him to prioritize not crashing the car.

"S' good." I bit out as the spit continued to build in the back of my throat. I began dragging myself to the front of the Rust Bucket, propelling myself forward with every grab, every insect-like leg, my sharpened tail, and my wings to give me the extra thrust ahead.

The moment I got to the front, I flopped myself onto the front bumper, clutching it while my head rested on the bottom of the windshield. If I was a bystander I would probably laugh after screaming and ducking out of the way of the most dangerous runaway vehicle ever now rushing right towards the strip.

With the wad of mucus now fully collected into my cheeks, I spat it all out from every orifice that would allow so. A tangled mess of gooey vines erupted from my body, snaring everything we passed by. The road, the barriers, a few misfortune cars, all of them and their weight tying down the out of control rocket of a massive car.

"LOOK OUT!" A shout from inside warned me, two of my four eyes whipping towards the air that kept me pinned against the car. There was the city traffic, clogging up the wide roads, right in front of us.

My multiple views locked into the nearest empty space, a gap in the streets with no cars currently moving through right next to two towering buildings on the strip. Of course, it had to be under the elevated road we were already on. Stinkfly was by no means one of my heavy hitters, but I hoped he had enough strength to pull off this next maneuver.

Crawling up the windshield, barely keeping hold as I had to wrap myself around the entire front of the RV just to get a grip, I pulled myself upwards onto the roof where the wind pushed me back. I threw down my tail, dragging its sharpened end through the sheet metal until it latched onto a sturdy enough piece.

Now rooted on the Rust Bucket, I opened my mouth wide to eject a very thick paste onto the left booster that was already giving out. It bubbled through smoke and heat, but the propulsion on one side ceased. Peeking my head over the left side, I aimed my mouth, and my eyes towards the wheels that were steaming from the damaged breaks. Gunking them up from my vantage point granted an immediate reaction, a very sudden and sharp turn to ram the Rust Bucket off of the interstate and right towards the ground.

My mouth was already starting to feel dry, but I forced everything I could out of my glands to latch onto the two resorts we flew between, sticking them to the many tangled mucus trails that were already weighing down the Rust Bucket. A web, the most vile and repulsive alien phlegm from my own body was everywhere and touching everything.

The only part I took pleasure in, was feeling the weight of the Rust Bucket safely bounce in it, suspended in the air for a moment before the strands slowly stretched out to gently rest the tires back on the road below us.

The moment the subtle squeak of the suspension Announced our safe landing, the door to the Rust Bucket flew open as Charmcaster stumbled out looking as equally green to the mess around us.

"This…guh…you could have at least warned me about your plan!" She fought the urge to gag, a sentiment shared between Gwen as she exited with Kevin.

"If I had time to plan-" I began while unanchoring myself from the roof of the RV. "-I would not have used Stinkfly."

"Then why did you?" Max asked, while inspecting the damage done to his ride and wincing at every scrape and puncture.

Ah, right. I never did get around to telling them I lost the master control. In fact, being in the habit of keeping secrets made me hide the entire interaction with Zs'Skayr. Not that they would have really believed me until I had evidence, and he could have revealed my true personage as well.

But, I could have at least given them a chance couldn't I?

"About that." I fluttered down towards them. "The omnitrix settings were-"

A violent crack of thunder made me aware of the shadow encompassing the city I knew. Looking up, one of the stratosphere's rides was soaring through the air.

Right towards us.

Until all of a sudden an out of control crane just happened to swing its way into the path, the two objects shattering against one another as the pieces rained down around us. Not a single shard hitting us.

"See." Gwen showed off her flowing charm while making a snarky face towards Kevin. "Luck is a superpower."

"Magic." Charmcaster corrected with a roll of her eyes.

Before Kevin was about to retaliate, Max's commanding hand placed itself down on the boy to halt any argument. "Hex knows we're here and we're almost out of time. We need to meet him head on and stop him before he can do the ritual."

Just as he said that, storm clouds began to boil over our location, thunder roaring overhead. Darkness was falling over Las Vegas, the sun's edges being eclipsed by a pitch black circle in the sky that was crawling itself to snuff out the light.

"Ben." Max turned to me, still in my alien form. "How many can you carry?"

I was already sore, my muscles already aching from stopping the Rust Bucket. I had to put that pain away for now, I could hurt after the Earth was saved. "All of you, but I won't be able to maneuver well."

"I can use the Charm of Levitation." Gwen offered as a crack of lightning erupted near us.

"You're an amateur." Charmcaster pointed out. "Hand it over to me and-"

I cut her off, not giving her a chance to potentially betray us as I grabbed Charmcaster under her arms while motioning with my eyes for Kevin to get on my back. "I'll take these two, get Hex's attention. Gwen, you can bring Max up and sneak around to get a good shot."

"Hey wait!" Charmcaster began to squirm under me as my wings began to beat into the air. "I can already flyYYYYAAAAAAH!"

I zipped upwards, the winds picking up around us as I headed right towards where I knew Hex would be, where we all knew, right at the top of the towering observation tower a part of one of the popular resorts overlooking the entire valley. The closer we got, the more fierce the storm became.

I was shocked that we were allowed to get so close, Hex's back turned to us as he held up the keystone towards the darkening sun. My first idea was to intercept him right then and there, but I was warned by a series of beeping with red flashing that I was currently thousands of feet in the air. Finding a spot to land, I let Charmcaster go to stand on her feet as Kevin hopped off right before I reverted to human.

I cursed under my breath, seeing the omnitrix timed out and that meant I wasn't going to be able to do much despite the critical moment. Stuck in a ten year old's body, I couldn't even step in front of Charmcaster as she approached Hex. I grabbed Kevin, ducking behind one of the machines for the roller coasters so we could hide ourselves.

The teen took a step towards him, my eyes never leaving her as my limbs twitched in anticipation. Would she side with us? Or with him until she got what she wanted? "Uncle-"

"Charmcaster." Hex's voice boomed through the sky in rage. "Your betrayal will not be forgiven."

Whatever hesitation Charmcaster had, whatever fear she had for him, was thrown out the window. "Betrayal?! What about you just letting me be captured?! Or not even caring that I was in the way when you were casting spells?! You could have gotten me kill-"

"Silence!" Hex demanded in a mighty bellow of his voice, twirling around to show off the stump of his arm that had a oiled black skeletal hand to replace his missing one. "I should have known better than to trust you were capable of standing by my side. You are weak Charmcaster, and I will not share my power with you. Now go, before I decide to punish you the same way as those you brought to defeat me."

Whether or not he was aware that Kevin and I were already here wasn't clear. But, we still had to do something to grab his attention so that Gwen and Max would have a good chance of succeeding.

"Hey ugly!" Kevin was suddenly out in the open, taunting him.

I wanted to call out, to stop him before he was solely targeted.

But then a single drum beat, reverberating through the atmosphere stiffened me. It was deep, ancient, demanding the attention of matter and space. I wasn't hearing it with my ears, I was feeling it as it announced itself to reality.

"I'm talking to you!" Kevin began stomping towards where Hex was located, his image mindlessly staring towards the distraction.

The beat resounded again, a whisper enticing its listener to continue to awaken.

Having enough of it, his patience running out, Kevin put his hand on the remains of the mechanics for the thrill ride and began absorbing its energy. "Stop ignoring me!"

I was fully alert, trying to find the source of the ancient rhythm reentering the mortal realm. I caught the sight of Gwen, levitating with one of her charms and Max positioned at a point with a clear shot lined up at Hex. Charmcaster, who we had given her items back to was reaching into her pouch with fists clenched.

But Hex, the sound wasn't coming from him or the keystone that was hovering over his hand. Why wasn't he moving? Doing anything anymore? Where was that noise coming from?

I tried to follow it, my senses pointing me upwards towards the eclipse reaching its peak. That's when I spotted it, spotted him, but before I could let out the warning of the deception it was too late.

Max's rifle shot out, its beam ramming through Hex's perceived body and turning to mist. Literal mist, the illusion falling apart as the drums calling for action began to resound in full force.

The sun was blotted out from the sky, the air quivering, the storms blowing into full force, and the real Hex with the real Keystone of Bezel speaking out the last words needed to begin the ritual we were trying to stop. Each of the charms launched out towards the keystone, joining it as they shared the same power that took hold of the artifacts.

And echoes from the beyond were now answering the call, their voices speaking through the many charms as the walls of our universe were pressed together.

And I felt my very body splitting between them.

The space around us shivered, goosebumps rolling over my skin as I felt the universe recoil from the touch of magic over its surface. That's when I met absolute agony.

It all happened so fast, without the charm of levitation Gwen and Max were sent falling down, only the man's quick thinking and a grapple gun snapping out keeping them in the air. Charmcaster threw out a plentiful amount of pebbles that began sporadically growing into vicious beasts that flew upwards towards Hex. Kevin began running to the center of it, hands sparking as he tossed out an arc of electricity.

Hex's clawed skeletal hand reached up, touching into the pool of power channeling into the center of the charms, and released it.

The facts that held together our reality clenched, a powerful wave threw itself out, interrupting the space around us in a cascade of instruments. The observation deck of the tower we were on broke apart, gravity's shaky grip unsure of where to take the pieces as everything was being overwritten.

And as someone who did not belong in the universe, the shifting plates of what held it together grinded over my frame in violent strokes of strings and notes. I fell down to my hands, the body I was in shifting to try and match the soul occupying it.

How did I know all of this? I could hear it, the symphony as dimensions were twisting into one another from the chants of an arcane force. I was a wrench thrown into a machine, being pushed between the forces that were not meant to have foreign objects caught between them.

I pushed myself up despite the noise, the absolute grating feeling of entire worlds denying my presence in their attempt to harmonize. I witnessed Gwen atop one of the floating chunks, flipping through her spellbook with Max defending her from the shadowy figures conjured to attack them. I saw Kevin, climbing up one of the safety ladders that had been torn away from the structure leading towards Hex.

The very Hex, who was standing guard in front of the charms as Charmcaster flew towards him with a small army of her enchanted beasts taking the many spells that were aimed at her.

"Was it too much for me to care?!" Charmcaster screamed at Hex as one of her soldiers exploded into dust in front of her. "To want my only family to not want me dead?!"

"You're too attached to the idea that anyone would bother showing affection to you." Hex's voice carried through the condensing storm. "Strength is not given, it is earned."

"Then I'll just take it!" Charmcaster bellowed in rage as she faced her uncle head on, swarms of her beasts colliding against a barrier Hex erected around himself. The magical teen slammed her enchanted fists against his shield, only to be blasted away by a strike from Hex's staff.

I felt it, the strike rippling through the space around us and nearly drowning me in the chorus of the Charms. My body spasmed, my place in this universe destabilizing as my presence became more noticed by the natural forces.

The omnitrix attempted to compensate, a sudden flicker of green overcoming the red of the device turning me into an alien that was more durable. Rolling into myself, I surged forward to end the fight before the questionable result of the ritual could reach its peak.

As Cannonbolt, I threw myself at the nearest floating wall, bounding between the rubble and bringing me closer to Hex. The man saw me coming, bringing up his staff igniting with a thousand melodies of magic before slamming itself down on me.

The blow shook my soul, flickering my existence between Cannonbolt, my ten year old body, and Ben's body as I crashed nearby Charmcaster before my form settled into Four Arms.

Glancing over to Charmcaster, she was shaking herself off while drawing symbols into the dust of her broken army, whispering words in a tone I could hear carrying her very own song. The dust rose, coiling in on itself before becoming a tornado of shards rushing at Hex.

Yet the mighty winds already encircling him easily negated her attack.

But it did blind him.

Flexing my powerful legs, I leapt up, shooting right towards him with my fists primed and ready to strike him. But when I broke through the dust, I saw Kevin right in my way, and out of the corner of my vision I saw Max with a grenade ready to throw in our direction.

Thinking fast, I grabbed the boy, ignoring the stinging sensation of electricity over his skin as I let us fall down from our position, Hex barely noticing our temporary visit in his personal space. As we fell back down, the grenade erupted around Hex.

Landing on my feet, I put Kevin down, the boy glaring up at me. "Why did you do that?!"

"You would have nearly blown up!" I pointed back towards the black smoke around Hex, which the magician waved away before narrowing his eyes down at us.

"I would have been fine!" Kevin shouted back, shoving his sparking fist into my chest. "Just stay out of my way!"

I heard a rising note over the chants and bleeding realities, turning back up with my four eyes I saw the brightness of a volatile star channeled into Hex's staff as he blasted it our way. Moving myself over Kevin, I tried to shield him but then the tempo began to quicken, the universes that the charms connected to pushing further into one another.

I gasped out as my four armed body glitched back to Ben's body, then to Wildmutt, until I painfully settled into a smaller form I didn't recognize. But I knew I was too small to have shielded Kevin.

Instead of being an injured husk of a body, I saw Kevin crouched, the magical energies that chimed out in unison to his command flowing through him. He absorbed the magic directly, something I had no idea he could do.

"Oh." A twisted grin came over his face as he returned his focus to Hex. "You're so dead."

Hex would have noticed the new threat, if Charmcaster hadn't gripped the metal needle of the tower in a magical grip and threw it at Hex. It fell down towards him, the magician holding out his hand and uttering a chant under his breath. The bolts began to melt out of the beams, the structure slowly falling apart.

But one of the falling beams had a passenger, Gwen performing great feats of balance and acrobatics on the thin surface and leaping towards the charms. She leapt out, twirling through the air before stretching out her hand to try and snatch one of the charms.

Hex, who was right next to them intervened, surging out his twisted replacement for a hand and gripped Gwen's throat. "You have been a thorn in my side long enough."

My small battery of a body suddenly zipped up in a surge of lightning, following the metal still floating around him and reaching him in a fraction of a second. Channeling the electric properties of this alien, I made myself into a taser and threw myself into his side.

"GAH!" Hex screamed out before throwing Gwen aside, where Max quickly came to her aid. I continued to assault him from every angle, sending out several volts in an attempt to paralyze the man.

I would have succeeded, if the rising chants of a forgotten language didn't suddenly increase in volume. The voices made me stumble through the air, my body glitching and giving Hex the chance to capture me in his corrupted hand.

I grabbed his hand as my form continued to flicker in agony, from Gray Matter, to XLR8, before my body was in a constant shaking state of being undecided if I was a ten year old Ben, or a ten year old me. The fingers around Hex began spasming out as well, his new hand glitching between his old mortal hand and his replacement.

In fear he threw me away as I was left stumbling through the air as the increasing music only accelerated the rate of my degrading form.

Staring at his own destabilizing hand in fear, Hex demanded an answer. "What are you?!"

I couldn't even fill my lungs with enough air to answer, but my eyes could still peer through the haze of multiple realities squeezing me. All the metal that had fallen apart around him was slowly twisting, aiming themselves right at Hex before rushing forward.

He was distracted, his defenses temporarily lowered, which gave Charmcaster a chance to take control of the obstacles around us and ram them into Hex. The man was assaulted with the blunt metal, cracking bones and flooding his skin with bruises.

Attempting to mount a defense against them only made him less aware of Max, who had fired off another shot hitting him at his back. Hex fell, broken and littered with injuries.

He landed roughly onto the roof, his staff knocked away which Gwen was quick to intercept and point it back at the man in case he made a move. It wasn't long after that I joined him, my body switching between aliens while crashing onto the cement.

"Ben!" Max and Gwen ran to my side, unsure how to help as I continued to shift between different forms, each one attempting to ground my presence into this universe.

"Ben, what's going on?!" Gwen panicked, looking over me as I curled in on myself.

"T-the charms." I managed to utter out in agony, pointing up towards the source of my chaos.

Without another thought, Gwen and Max aimed their respective weapons towards them, about to save me from being ripped apart by the magical realities that were connecting into one source.

Yet their weapons were pulled away by an unseen force, Charmcaster pulling them away with a wave of her hand. "Sorry, but I only needed you to defeat my uncle after he began the ritual."

"But what about Ben?!" Gwen pleaded, pointing towards me as I could hardly distinguish what was real or part of some other world. "They're hurting him!"

I met Charmcaster's gaze, trying to push myself back up as I knew I needed to intervene if I was to live, if Ben was to have a life again. She stared at me, hesitant as she witnessed my many forms, each of them in equal pain as I silently begged.

Please, please prove me wrong. Please don't be the villain the show made you out to be, because Charmcaster wasn't an animated bad guy of the week. She was a real person, standing right before me, and I was starting to think she was seeing that in me too.

But then her eyes flickered to the side, and widened in fear.

Hex had risen, the storm around us channeling through his only good hand as the full force of the swirling magic around us was compressed into a single, violent spell that sung of one thing.

Death.

"AAAAGGGHHHH!" But it was Hex who screamed out in pain, those energies he channeled suddenly rushing back through him against his will as something else commanded them. Any strength he had was absorbed, leaving him a withered husk that was barely breathing to fall to the side.

Kevin stood there, in awe of the magic that was now in his control that his body could naturally channel.

"What, did you do?" Charmcaster approached, crouching over Hex in confusion as she heard no incantation, no spell, but leaving him without any strength to call his own.

Kevin then reached for her, gripping Charmcaster's face in a vice grip. "The same thing I'm about to do to you."

Charmcaster screamed out, her song crying out in every emotion I could hear as her very soul was being ripped out from her. There was fear, anguish, all of her soul screaming out for someone, anyone to help her. Once I heard it, I found the strength to demand action from my own unraveling body.

Screaming out in pain as I had to literally pull myself together, I surged out towards Kevin. I collided with him, gripping onto his arm that was pulling Charmcaster's soul open. The Charms of Bezel began reaching the climax of their chorus, interconnecting the bridges between multiple realities and seeking the person to lead their symphony.

Kevin cried out, trying to push me off while throwing himself up to claim the power for himself.

I refused to relinquish my grip, not while he continued to try and feed off Charmcaster's life, not even while my own began to fall apart as all the strength I had was now being used to save her.

The body I had been in all summer began slipping away from me, Ben's body starting to be pulled away from me, the anchor that kept me rooted in this universe.

I quickly realized that without it, without anybody to return to, I would die.

My conviction to save Charmcaster did not waver, and I prepared myself for the consequences. I didn't belong here anyways, but I had to hope that once I was gone, someone would keep this world safe.

Someone to save Gwen and Max from whatever Kevin was becoming.

As I roared out towards Kevin, ripping him away from Charmcaster, I felt my own body resurface. Not Ben's, not a child like version of my own, not an alien one, my real body.

My true self rose to the surface, my adult body finding the strength to hold onto Charmcaster and start to free her from Kevin as I felt the last strings holding me to this universe starting to stretch too thin.

Kevin tried to escape, reaching towards the call of the charms to try and summon more strength from them as they opened the doorways to the space between the dimensions they pulled power from.

I couldn't do both, I couldn't save Charmcaster and stop Kevin.

But someone else intervened.

I saw it, I heard it, a young voice of a ten year old surge out from what was left of my body. A boy who could have been a hero, a boy who was born in this world and always stepped in to help.

A boy, named Ben Tennyson.

Ben yelled out as his soul collided with Kevin, throwing them both towards the charms and disrupting their harmony. The delicate balance was shattered, the bridge connecting points of space collapsing around the charms, around Kevin, and Ben, as a vacuum of this universe began to throw out the disturbance.

It left me, in my unstable state to clutch Charmcaster in my own arms, with my own being, and grip onto the nearest rebar that was sticking out from the nearest chunk of rubble still floating around us. Gravity was returning to normal, pulling us down to the rooftop while the black hole where the charms were began to suck in everything around them as the universe was sealing itself.

Holding the girl close, I felt the open parts of her soul that Kevin tried to carve out latch onto me, someone to anchor to in order to be saved. I refused to let go, both with my own arms that I had strengthened over the years from climbing and the ones of my own spirit that would not let go of someone who needed my help.

The realities that were pressing against this one were pushed away, the bridge connecting them collapsing as the ritual had broken down. As I fought with the last of my strength to keep us from being pulled out from this universe, the shattered point of reality began to close, the song of the charms ending into a tragic lullaby.

When reality began to settle, my body shifted back to fill the gap that would have been left by Ben's absence. Gravity resumed its normal work, the hole above us sealing itself as Charmcaster and I collapsed onto what was left of the rooftop of the towering building that overlooked the Las Vegas strip.

I gasped, air filling my ten year old lungs as I felt my sore body settle into its stable rhythm that matched this world. I was wearing the same white and black shirt, the same cargo pants, and the same watch on my wrist. I was Ben, because the Ben that should have been here was now gone and someone had to fill his shoes.

Looking back towards the spot in the sky that I last saw the boy, all I saw was the clear sky and the end of the eclipse. My heart ached, the one true goal I had here now taken from me before I could fulfill it.

I couldn't return Ben to his life, and I couldn't return to my own universe.

I was a member of this universe now, and forever, in a life that I could never give back to its true owner.

A sudden coughing erupted next to me, making me turn over to see Charmcaster still in my arm. It was more awkward now that I wasn't taller than her, and even more so now that I was a child compared to her.

Still, when she opened her eyes and looked back at me, she didn't look at me like I was a kid. It felt like, she was looking at me.

"You…" She uttered as she continued to stare into my eyes, searching for something she just saw moments prior. "Was that, really you who saved me?"

I certainly tried, but without the real Ben stepping in to make Kevin release his grip on us, I don't think I would have succeeded.

"Ben!" But to others, like Gwen and Max running towards us, I was Ben. I had been the replacement for Ben for over the past month to them.

Getting off of the dust and the rubble, I assisted Charmcaster in standing up. Right after Gwen wrapped her arms around me, holding me tightly and confirming I was ok and alive.

"Are you two alright?" Max asked, looking between both Charmcaster and myself.

"I think so, but-" I stared back up to the spot in the sky, where the conflict had ended with more than one casualty. "-Kevin he's….gone."

"He destabilized the ritual." Charmcaster answered as she dusted herself off. "That stupid brat tried to absorb the Charms of Bezel while they were serving as a nexus point between the realms. If he's alive, he's lost in some other universe or somewhere in between."

Max let out a heavy sigh, feeling sorrow for the boy despite his blatant betrayal. "I knew he was having a hard time lately but, he didn't deserve that."

"He tried to kill me!" Charmcaster argued while gesturing around the place. "He would have killed all of us! He even killed my-"

She stopped, making all of us turn back towards where we last saw Hex. The barely living body was gone, the magician escaping right under our noses.

"He's gone." Gwen stated the obvious, if only to accept the situation. Clutching the staff in her arms, she became worried, very likely that Hex would return again.

"We'll get him." Max assured Gwen while bringing her into a comforting side hug. "And he won't have those charms or his staff to help him this time."

He, Gwen, and myself looked over towards the teen as she still stayed at our side indecisively.

"What about you?" Gwen asked the only other female magic user we ever met. "Are you going to help us?"

That seemed to spark Chamcaster's thoughts to settle on an answer, the girl turning away and starting to walk off. "I've had enough of my uncle. I'm going to focus on something else instead."

"And what's that?" Gwen asked again, and before Charmcaster reached the broken elevator she turned back towards me, asking a silent question that I couldn't decipher.

"Figure out who saved me." She answered, before a pink dust exploded around her. The wind quickly swept it away, revealing Charmcaster had departed in an instant.

All that was left for me, was to figure out the same part of her answer. In a world with magic and monsters, heroes and villains, aliens and mysteries, who was I in all of this?

Who would I be, now that Ben and I could never return to our proper places?

But as I looked out towards the rest of Las Vegas, seeing the familiar sights I grew up around, remembering the people both family and friends I knew before, the thought occurred to me.

What if they all existed here? What if I could relive my life in this universe just with a different face?

"We should head out now." Max nudged both of us as we stood among the debris from our battle. "Ben, you think you could get us down?"

Looking down towards the omnitrix, now re-energized and glowing its foreign green, it reminded me what I was tied to. No matter who I tried to be, I was still the wielder of the omnitrix, and its responsibility rested on my shoulders.

Before I could decide on what to do, I just needed to confirm something, to see with my very eyes what life I might have. "Yeah but, there's somewhere I want to go before we leave."


After using Upgrade to fix the Rust Bucket, Max had agreed to my request even if he didn't know where it would take us or what I would do. Gwen was in the back of the RV, silently going through what Kevin left behind and compiling it into a box. Max was driving, getting a feel for the repaired vehicle with his thoughts kept to himself.

Me? I was watching as we drove on the all too familiar road. This wasn't just an interstate, or a side road that took us to a restaurant I liked, no. This was the road that passed by the playground I ran around with my brothers on. This was the street that we took to get to the school I used to go to.

I could practically see myself, walking down the sidewalk marching back towards my house.

"Turn right here." I pointed out the spot, the Rust Bucket swiveling into the residential street with the houses I went trick or treating at. The past couple of days, my mind felt torn over the two lives I was living. My past one, and the one that wasn't my own. It was maddening to see a fictional world bleed over the one I associated with real, but now, I felt oddly accepting of the fact after getting a peek at the many dimensions that surrounded this one.

When we came up to the house, the one I had lived in, the one I grew up in, the house that during this year and this time I was living in, I stood up. "Stop."

Max gently applied the brakes, pulling off to the side of the thin road that hardly had room for a vehicle of this size. As soon as he was parked I got out, my eyes never leaving the front of that house, my house.

I knew that front drive, I knew those rocks, I knew that door. Looking up towards the windows of the second floor, I knew which one had my room.

This was my home, and I missed it.

"Do you have a friend here?" Max asked as he came out, Gwen accompanying him out of curiosity. "Maybe a pen pal?"

I didn't answer, instead I felt my legs move on their own, retracing the steps I took when I was this young, this tall, right back towards the front door where my family resided.

I rose my hand up, inches away from the handle before stopping myself. If I knew that my family was here, that the life I lived before was here, what would I do with that?

Could I really live the same life I did before, with what I knew, with what I had on my wrist?

What about if I already existed here? A version of me, living his own life with his own family. I couldn't replace him, and they couldn't replace the family I had before.

As much as it pained me to admit, to finally accept, this wasn't my family. It was just a reflection, a life that happened to mirror one I had lived before. That life I had, I already lived it. They existed somewhere else, without me.

Flooded with guilt for thinking I could replace the ones I knew and loved so easily, I stepped away with my head down. Marching my feet back into the Rust Bucket, I looked up to see Max and Gwen waiting for me, waiting for Ben.

I don't think I could be Ben no matter how hard I tried, I don't think I ever really did try. I was just myself, and that's all I could be. Getting back into the RV, I looked around the interior that had already become so familiar, one I had grown accustomed to with people that I had grown to care about. I hesitated to say they were family, but it was more clear than ever that whatever future I had in this universe, they would be a part of it.

Sitting down at the kitchen table, I heard Max get back into the driver seat, having yet to pull away as Gwen took a seat across from me.

"Are you sure you want to leave?" Max asked, his fingers hovering over the keys. "We can at least see if they're home."

Home, that's something I didn't know if I had anymore. But, in order to find a new one, I had to leave my attachment to the one I could never truly return to. If I did get my answers here, I don't think I'd ever stop thinking about the what if's. If there was a spot for me to fill and relive my old life, I don't think I'd ever be able to let go of it.

Ben or not, I had to figure out who I would be in this universe, and that meant letting go of it all.

Allowing Max to start up the Rust Bucket, the engine rumbled to life as he cranked the RV out of park. Just as we started to pull away, I looked back up through the window, to have one last look at my old home.

That's when a blond boy with a much too familiar face peeked out from the window to investigate the noise. I met his curious gaze, seeing my own eyes looking back at me as the Rust Bucket took me away from my old life.

My life, right there, was now something I knew I could never have. I was now forced to figure out who I was, and who I would try to be.


Sorry for the delay, I got sick and it's been hard to get into a writing mood. But I'm getting better and managed to finish off this chapter! Ben and Kevin are gone, with Hex missing and Charmcaster off to do her own thing.

Now after so long, SI-Ben has begun to accept that he needs to embrace this new life instead of trying to change things back to how he thinks they should be. Also, in case you were wondering, Buzzshock is the new alien SI-Ben turned into, or Megawatts as the aliens were called in the OG series.

IMPORTANT! Since we are so close to Christmas, I've been thinking about the next chapter. How would you all feel about the story visiting the Ben 10 Christmas episode and doing a new spin on it?

REMINDER! I won't be using any content created outside of the original Ben 10 show. No content from Alien Force, Ultimate Alien, Omniverse, or reboot will be used. That includes aliens, abilities, plot points, lore, and just about anything not seen in the OG show.

Chapter 16: Merry Christmas

Chapter Text

My Name Isn't Ben

Chapter 16

Grief, it was something I was becoming incredibly familiar with. Sure, I've had my fair share before. I've been to funerals for family taken too soon, for homes I was abruptly separated from, to my best friend for nearly ten years. Not that long ago I was even taken from my entire life and the woman I was going to spend it with.

That one was harder, especially since I didn't fully know what happened and I had no one to talk to about it. The one person that I might have been able to, who had given me hope that I could get it back, she was shot and died in my own arms.

But now, there were two more that had found their names on my ever growing list. Ones that I wasn't even sure where they were or if they were even ok.

Children, Kevin and Ben.

But my only company was aware of the one, not their own family having vanished to the mystical void.

Constructing the fire pit at our newest campsite, I made sure to assemble it so that the heat would be centralized for cooking. We were in one of the hottest deserts in America in the middle of summer after all. Our bodies didn't need any more reasons to sweat. This was the best I could do to help out Max and Gwen, who were moving through their own assignments, lost in their own heads as their bodies went through the routines of helping to set up camp.

I didn't want to interrupt by asking for a match, so grabbing some of the tinder, some string, and two sticks, I went to work on igniting the flames. Just as I saw some sparks, I was quick to give it gentle breaths of air before they began growing into something more.

Now that my task was finished, I glanced over to where Gwen was staring at the yet to be assembled tent, rubber mallet in one hand and the stakes in the other. Looking over to Max, I saw that he was at least able to function and start prepping a meal.

Honestly, as much as I appreciated Max still being able to work through the sudden loss I wish he would have let me take over cooking. Still, with nothing left to do I went to assist Gwen.

"Hey." I nudged the girl who jumped at my touch. "I can help."

After a moment of contemplation, she held out the mallet to me before leaning down to start putting one of the stakes at the corner of the tent. "I know. Thanks Ben."

"You're welcome." I was cautious not to accidentally hit her hand. Though I could do this part on my own, I nevertheless allowed her to do what she could at the moment. Give her some feeling of being useful. This Gwen, compared to the one I saw on television, had a lot harder of a time with her confidence ever since, well I melted an alien disguised as her aunt right in front of her.

Just as we were moving to the next corner she spoke up. "Kevin wouldn't have helped."

Trying to study her emotions more carefully, I silently hammered away while giving her a chance to speak more openly.

"I mean-" Gwen continued as I slowed my taps to give her more time. "-Kevin would probably be looking for another gross thing right now and try to slip it into my shirt. He was a jerk, and he deserved what happened."

That made me stop mid swing, looking back up to see Gwen wince at her own statement.

"No, I guess not." She sighed, before a sudden anger overtook her. Swiping the mallet from my hand, she began striking the stakes with harsh swings. "Just, what was he thinking?! We helped him out, put up with all that crap, and then he decided to just…..I thought he was getting better."

Sniffling the building moisture away, Gwen wiped her eyes with her wrist before peeking up at me. "I thought maybe, he changed like you did."

I know she meant well, but it did nothing to alleviate the growing pit of guilt in my own chest. Gwen, never got to see the better side of Ben. The one that needlessly threw himself into harm's way to protect them, who saved me from whatever fate he now was burdened with. "Was I really that bad?"

"We don't know what was going through Kevin's head." Max suddenly spoke up, both of us halting our work for a moment as he softly gave us his wisdom. "He was already struggling with his priorities. Maybe he thought that he was stopping Charmcaster after she disarmed us, maybe he thought he could use the charms in a better way, or maybe it was just wanting to prove he was capable of handling things. Either way, he went too far."

He came up, kneeling down in front of us before clasping his hands around us. "None of us realized what Kevin was doing, and we will never know for sure. It's unfortunate what happened, and while we can reflect on what we could have done differently it won't change the past. I know that you kids wouldn't have chosen Kevin's fate, it's something that we're dealt with and decide what to do with it. Kevin, as much of a friend as he became, chose a path none of us agreed with."

"Like Phil?" I blurted out, regretting my choice of words immediately for how insensitive the comment was.

But Max, with a sad but understanding nod agreed. "Like Phil. Hopefully one day, Kevin and Phil will realize what they did was wrong and try to do better. But we can't choose for others. We can only choose what we do next, and you kids so far this summer have been choosing to do the right thing, and I'm proud of you."

Gwen went for the hug, pulling me in alongside her as I fell into their embrace. Half of me wanted to throw myself out of it, the other half to just freeze and not respond. Yet, a sliver of myself I didn't even know was there accepted it, holding onto them as if they were family of my own.


We carried on in the daytime heat, the scorching air rolling off the ground in waves along the road. The Rust Bucket carried along, most of it still functioning despite the intense heat. Let me reiterate, most of it, because one of the vital functions to keep its inhabitants from boiling alive was currently useless.

Gwen was laying with her back against the fridge, hoping to siphon the cold within to her own skin while Max and I were left to sit in puddles of our own sweat in the seats.

Even if the heat was something I had grown up with, even I had my limits. Not even music served as a decent distraction at the moment, I needed to do something, or at least talk to someone.

"Hey Gwen." I pivoted in place to point myself towards her. "You got a spell that can make some snow or something? Snow cones sound really good right now."

"You want me to use magic-" Her exhausted face rolled itself to the side. "-for a treat?"

"I could go for one." Max voiced behind the wheel, an ally in my attempts of persuasion.

The way Gwen smacked her lips made me believe she was going to cave into the idea as well. "I don't know any ice spells. Why don't you try one Ben?"

"Latin has always been the bane of my existence." Was just one excuse I had. To be honest, the idea of using magic didn't settle well with me for multiple reasons. It was using forces I didn't understand, ones that conflicted with my mechanical mind. Too many unknowns, namely what I might gain the notice of if I attempted to tap into magic.

It revolved around using your own personal energies from what I've gleaned, and the fact of the matter was that I was some cosmic anomaly. Anytime I think back to the eclipse, how magic began to interact with the air around it, I remembered how despite not having a direct spell casted on me my very soul reacted poorly.

Magic and I did not get along, and if I should expose myself directly to it I might face a similar fate to Ben.

"I'm going to try and fix the AC." I declared, being cautious not to touch the metal of the seatbelt radiating heat as I unbuckled myself.

Activating the omnitrix, I began scrolling through my options. Upgrade and Gray Matter were obvious choices and….wasn't there a point in the show Ben tried fixing the AC for the Rust Bucket?

"Hey Ben." Max peeked back at me as I deactivated the omnitrix and went to find a particular notebook I had been working on. "I've been meaning to ask about the omnitrix."

"What about it?" I flipped through the pages, trying to find a particular episode that I noted down that was linked to this particular issue.

"Did it reset at some point? You don't seem to have as much control over it anymore."

I nearly slapped myself over that. It was a detail they should have been made aware of but usually whenever I have gone alien it's during a crisis, so the topic was pushed to the side to handle the emergency. "Hey, when I released Ghostfreak from the omnitrix it-"

"You WHAT?!" Gwen screamed out, her voice's pitch grating my ears. "When did this happen?! Why did you do that?!"

"Let me start with this, sorry for not telling you two earlier." I found the page, folding in the corner before setting the notebook down so I could focus on sharing this tale. "I was, having a lack of dreams for a while, but there were a couple dreams I did have where he was speaking to me. I thought it was just nightmares at first, until I started hearing him, seeing him when I was awake. There was a chance it was still in my head so I didn't want to say anything until I confirmed it. That's what I was doing with most of the drone parts, trying to make something to figure that out. By the time I did, with Ghostfreak's help, I made something to free him. Turns out his species can be conscious in a single cell, so his sample was trapped in the omnitrix. Once I got him out, the device I made ended up switching off the master control. At that point it was late at night, and the only evidence I had of any of it happening was the omnitrix no longer having the sample, it being reset, and a burnt out project I spent weeks on."

Gwen stood up, baffled by the revelation while Max was seemingly lost in thought.

"Ok, what?!" Gwen kept trying to wrap her head around it all. "So all that time, you were just keeping it to yourself?"

"We could have helped Ben." Max offered too late. "If something went wrong, I don't think we would have been able to do anything in time. I'm glad it worked out-"

"Worked out?! He lost full control of the omnitrix!" Gwen pointed right to my wrist. "Ben's lucky he didn't blow himself up!"

I was growing annoyed by the beratement, and while I recognized I deserved it there was part of that story I don't know if I could reveal yet. I still had no evidence to prove I wasn't even Ben, so if I told them my story I might come across as insane at best or simply telling an interesting lie to entertain myself.

Sitting down, I flipped back through the notebook and resumed reading about what notes I had of remembrance of the cartoon storyline. Just as I was about to continue at the broken AC part I saw Gwen examining me with, a new detail hidden in her gaze.

"What?" I asked as she sat across from me, holding the staff of ages that enhanced her own magical abilities. "You going to try that cold spell?"

"When you had me look at your aura before, you wanted me to see Ghostfreak didn't you?" Gwen continued to stare closer at me, making me feel a little more self conscious about what she might be looking at.

"Yeah?" I wasn't sure what she was getting at, or what she was looking for.

"You were, entangled before. Two parts, with a third lingering over you and connected to the omnitrix. If Ghostfreak was the third, then what was the other one?"

Gwen really was smart, picking up quickly on things that I had forgotten about. I didn't even get to answer her before she looked at her own hand, then over to Max before staring back at me.

Was she, seeing how I compared to her and Max?

No, hold on, I was so distracted by what she was doing I completely forgot about a detail I overlooked. Something I should have noticed way earlier.

Max was fiddling with the dials up front, more specifically trying to turn down the very AC that shouldn't be working right now.

"It's cold." I spoke up, slamming my hand over the notebook as I tried to read ahead into our immediate future.

"Ben, Gwen." Max saw frost building up along the edges of the windows, now moving to try and turn up the heater. "Did either of you change the temperature?"

The girl had stopped focusing on me and began looking around at our now freezing RV. Fog rolling over the windows as the outside world became hidden to us. "Grandpa, we're not doing this."

"THERE!" I shouted, slapping my finger over the only possibility. The Christmas episode, now granted I haven't seen it in a while but I knew enough. I think. Honestly this was one of the episodes that I could only remember a couple scenes for, the details muddled in my mind.

Hidden Christmas town in the middle of a desert that would turn kids into elves and an older elf that tries to make Max into Santa. The specifics, lost to me but I do know that the kids were supposedly vanished from a previous time and everything went back to normal.

My biggest take away on if my memory was partially accurate, was how if things went the same way then the children would be displaced in time. Able to live out lives in the present but unable to return back to how things used to be, to their families until it was too late. I'm not sure if they fully went back to normal, the show sometimes had issues wrapping things up.

There was no risking it though, because the show didn't always show the full scale of the consequences. I shook the memory of the many camp attendees rotting, used as a food source by parasitic spores out of my mind. I wouldn't be so naive as back then, I wanted to change that things I could, allow them to not go through a pain I was still struggling with.

I wanted my old life, if I could wish for it I would but I was starting to accept the fact that I couldn't get it unless a literal miracle happened.

Max was forced to pull off to the side, all of us moving out to investigate the bitter chill that had frozen over Death Valley. Regret immediately came to my skin as goosebumps rushed over my bare arms. Coats, I don't think we packed anything heavy enough for this.

"Hold on." Max went back inside. "I've got a couple thermal blankets inside that should help. I'll grab your coats too."

"I don't think that will be enough." Gwen said as she held up the staff she had yet to let go of, pulling a small book from her pocket as she went over the various spells. She muttered something as I stared out over the horizon, searching for something that I knew would be there.

Aha! There it was, a wooden structure in easy walking distance. But the dark clouds swirling overhead with a thick haze surrounding it, wasn't as familiar.

"Ahhhh." Gwen sighed in pleasure as I could feel a pocket of warmth around her. There wasn't any heat, more like a bubble of ideal temperatures now surrounded her. "Much better. Here Ben, you've got to let me cast this on you."

"No thanks." I turned it down despite my jaw already clattering. "The last time I was even touched by magic, I didn't do so well."

"Ah, right." Gwen dropped the subject, recalling the event just days prior. Then confusion danced on her face as she focused back on me, yet again staring intently at me to figure me out.

"Here Ben." Max handed me one of the simple hoodies that was packed in my bag alongside a flexible sheet of reflective cloth. "These should help you out."

"T-t-thanks." I sputtered before wrapping myself in the outfit and rolling the thermal blanket over me like a poncho. Now I looked more like some space western character.

We journeyed not far from the RV, getting closer to the source of the biting chill with winds that nipped at our noses. Yet, just before the main doorway was close enough to touch, some very startling details were made known.

The two nutcracker statues that should have been guarding it, were left in pieces, scattered around the frozen dirt. That's not all that was lying there, for my foot had discovered something foreign.

Picking up the metal underneath me, I held up a sword. An actual, metal sword with chips along what was left of the blade.

Forever Knights? Here? Now?

I almost wrote it off until the symbol in the pommel made it too obvious to ignore as part of the nutcracker weaponry. Comparing it to the damage, it was clear what had happened to the guards.

Didn't make me any warmer. Man that desert heat sounded so much better right now.

"What is this place?" Gwen pushed aside the broken gate/doorway, revealing inside what should have been a charming and friendly Christmas town. Instead, what we saw was desolation in ice. Buildings with scorch marks, various toys broken and laying in the snow, and pieces of armor dented and abused abandoned in the seemingly empty town.

This wasn't at all what happened in the show.

Yet, there was another detail that was being completely overlooked. Taking a step back outside, I saw that the only thing in the desert was a large wooden shed. Placing one foot inside though, brought me into a wide remains of a village.

Huh, bigger on the inside.

"Seems like an abandoned amusement park." Max took in the sight, his own body heat paired with a hefty coat keeping him warm. "Looks like it's been ransacked."

"It looks more like a battlefield to me." Gwen ventured in with Max as I followed in their shadow, my eyes whipping back and forth to every corner and alley because I swore I could hear something. "How come it's so cold?"

"Must be a snow gimmick malfunctioning." Max theorized as he put his hands into his pockets to keep his fingers from freezing. "Though I can't imagine what they could be using to power it despite the-Ben?"

I couldn't resist the moment I spotted a cup of hot chocolate sitting in a nice little row alongside the others on a stand. I was FREEZING, and this was the only thing I could find to keep me warm. Uncaring if I burnt my tongue I guzzled it down, just resisting the urge to splash another steaming cup onto myself.

Ok, was that stupid to just drink a random cup of hot chocolate in this setting? Yes, absolutely, but I was too cold to care.

"Woah Ben." Gwen came up, her bubble of warmth grazing my arm before I violently jerked away.

I felt, something. It wasn't as bad as the ritual I was exposed to but it was similar. Either way it was clear that as much as I wanted the same spell she casted around herself to keep warm I didn't dare risk the consequences.

I'd rather be cold from frostbite than face the cold void that resided between realities.

"Um, Ben?" Max approached as he seemed to squat down to me. "Are you, feeling alright?"

"Yeah?" I replied, my voice sounding a little off but I probably just burnt my tongue. "Why?"

"Um, you really can't see why?" Gwen spoke from below. Below? And why did it look like there was pink glitter around her cheeks?

"Why are you so short?" I asked before looking back to Max, who was not in fact squatting but standing up straight.

What?

We didn't have time to think before we heard crying, panicked, almost screaming. All of us rushed to find its source, kicking up the snow under our feet before we saw an elf, a classic little elf…hugging an ice statue?

They were crying painfully, clutching desperately to the legs what looked like a man made out of ice standing rigidly still, the two surrounded by snowmen.

"Hey!" Gwen called out to the weeping elf as we got closer. "Are you alright?!"

They didn't even look up, the Tiny elf's lip quivering as it looked up towards the face of the sculpture, whining something we were just too far to hear.

That noise, that distant noise was getting louder, building up my anxiety because it felt wrong. As my mind searched for a reason why, my eyes landed back on the snowmen, all standing, all facing the elf.

Then the ice sculpture's hand moved down to the elf's cheek, caressing it gently, before dissolving the elf into snow.

Snapping my attention up, I saw that we too, were now surrounded by snowmen. My hand surged to the omnitrix, slamming on the dial as its energy doubled my arms and increased my muscles to bulge out under my red skin.

"W-what just happened?!" Gwen shouted as we examined our opponents.

"Whatever it was, I don't think it was good." Max stated as he pulled out an energy pistol from his pocket and aimed it at the ice sculpture.

"State your origins and intentions!" I demanded through gritted teeth, clutching my fists as the snowmen did….nothing.

Were they facing us now? Yes. Were they moving? No.

They just, stared at us. Unmoving, unblinking, and that was more unnerving than if they openly attacked.

"Grandma?" A timid voice came from Gwen's lips, and when I turned around I saw that standing amidst the front of the snowmen was an ice depiction of an aged woman.

"It, it can't be." Max lowered his gun, the two of them approaching the statue cautiously. Yet, the longer they stared at it, the more they seemed to lower their guard, their eyes watering, and I refused to let it go any longer.

Grabbing a hefty clump of snow off the ground, I balled it up in my palms before tossing the man sized snowball right at the ice statue:

It wasn't lethal, but it still knocked it on its butt.

Max and Gwen blinked, the spell having been broken for now as they flinched back and retreated to my side.

Now it was starting to piece itself together, snowmen that turned into missing loved ones that hypnotized folks to get close enough to touch. That touch, was potentially deadly, only leaving a trace of snow of its victims.

But where did they come from? Were they alien or something else? And what did the Forever Knights have to do with this?

My questions were interrupted by a blast from Max's side arm, shattering the ice of his wife's head that was covered in snow. A firm and daring glare was under his brow, examining the fallen pieces of the attacker.

"Come on kids." He kept his aim steady, keeping as close of an eye on the snowmen as much as they were watching us. "We're getting to the bottom of this, now."


It's been maybe fifteen minutes, and we had plowed through several bodies of snow and ice. None of them made a move, none of them resisted, and none of them directly attacked. The only change we could see was that they would appear out of the corner of your eye, some taking on the appearance of a loved one (usually one that they hadn't seen for a while), and were always watching.

Taking temporary shelter in a winter sports store, we boarded it up with skis and snowboards to give ourselves a moment to breathe.

"There is no end to them." Gwen knelt down, putting her staff to the side as she kept an eye on the windows. "What even are they? Aliens?"

"Maybe, but I don't know." Max answered as he scratched at his chin before looking through the available supplies present. "They don't talk, at least in a way we can understand. They might have some intelligence but they seem more, simple in function."

Honestly, they reminded me of two things, both of them related to my favorite show. "It's like the Snowmen combined with Weeping Angels."

"What?" Gwen stared incredulously towards me.

Oh, right. Guess those episodes haven't come out yet. Stretching my four arms, I had enjoyed this body's ability to handle the cold, at least much better than my own. It wouldn't last any longer though, so as I went to the coat racks to find something that might fit me, the omnitrix began to time out.

In a red flash, I was standing in my human self looking through the children's section, but quickly found they were too small for me. Was this a store for elves? I moved to the adult section, finding a decent looking maroon jacket with some kind of white fur lining on the inside, the cuffs, and the collar. Man this was nice quality. Slipping it over myself, I enjoyed the newly found warmth it provided and began looking for a warm hat, and probably a neck gaiter.

Deciding to play to the holiday theme, I grabbed a white neck gaiter with sprinkles of snowflake designs, and a very fluffy santa hat that easily went over my cold ears.

Turning around, I was about to join Max and Gwen until I saw a change. Gwen's ears were more pointed now, her eyes noticeably smaller, and that pink glitter on her cheeks now full blown blushes. Her staff, now a red and white striped candy cane with a snowglobe at the top.

That's right, this place would change people. Gwen was becoming another elf. Speaking of which, I wonder if there were any left around this place.

Still, I had appearances to keep up with.

"Woah Gwen, what happened to you?" I fiddled with my throat, because by the way my voice sounded I hoped I didn't burn my throat too bad.

She glanced over, double taking at my own appearance. "Ben? Is that you?"

"Like the new outfit?" I tugged at the jacket. "Figured it-"

"Why are you so tall?!"

Tall? I thought she was getting shorter, and that this store was for elves. If that wasn't the case…

I ran to the nearest mirror, finding a full body one near the boots and gaping at what I saw. That was me, albeit a sixteen year old me but undeniably me.

Oh how I hated all the teasing the universe did to me, dangling the life I used to have right in front of me despite never letting me have it.

But, wasn't I supposed to be turning into an elf? Why was it changing me to be, myself?

"Grandpa!" Gwen shouted for the old man, who hurried into the room. "Look at what happened to Ben!"

I met his gaze as he came into the main area, at eye level.

"Ben? Gwen?" He seemed to take our odd transformations in equal weight. Though, Max himself had not transformed at all. "I don't know what's happened but we'll find a way to undo it, alright?"

Undo it? I guess, that was inevitable wasn't it? Brushing my hand over the omnitrix on my wrist, I noticed how it adapted to my new size. It served as my constant reminder, of the role I had to play now, of who I had to be despite my own wishes.

"Ok." I resigned myself to just moved past it, trying not to let it distract me from our investigation. There was just, one thing I needed to confirm. "Have either of you been hearing a noise? It was barely audible before but it's been getting louder."

We were all quiet now, our breathing shallow as Max and Gwen searched for that same chiming that had been in the distance for sometime now.

"I don't hear anything." Gwen stated in a whisper, still searching for it.

"What does it sound like?" Max asked as I focused a little more.

"It's, like a ringing but paced, following a slow yet constant beat and scratchy. Like, broken-"

The sudden shuffle in the store made us alert, Gwen gripping her staff while Max held up his…cork gun. Great, now we were down a weapon.

A thump above with a small ringing followed, all of us attentive as something was shuffling through the ceiling, right above the foam tiles that-

"AAHH!" They crashed open, as a midget dressed in reds and greens fell through the ceiling panels until crashing into a rack filled with fluffy coats. Their head popped out of the mess, their prominently pointed ears revealing they too, were one of the elves that had survived.

It didn't take long for them to regain their composure, practically throwing themselves out of the coats before grabbing Max's hands. "Please! Help us!"

"Woah now." Max knelt down to his level, still towering over the poor thing. "Tell us what happened."

"Knights attacked, and tried to take the Jingleator but something happened to it when one of them tried to take control from Mr. Jingle! Then the snowmen came, and started turning everyone into snow! No matter what you do, if you look at them too long they turn into people you know and then turn you into snowflakes and-"

"Hold your horses now." Max tried to slow the elf kid down. "What's important about this Jingleator?"

"It's what Mr. Jingle used to fill Holiday Village with Christmas magic. It controls just about everything, including all the toys, reindeer, and the nutcrackers that tried to defend us. It even made all of us into elves."

The elf, now calming down from his panic was able to reexamine us, locking eyes on Gwen. "If you help us soon, she'll be an elf forever!"

"What about Ben?" Max pointed towards me, the elf quirking his head at my own towering frame compared to his own.

"It doesn't do anything to adults. Mr. Jingle always got rid of them for not believing in Santa."

Max, more confused than before looked over my changes. I was just happy at this point that it didn't pick a slightly younger me that had a face full of acne. I shrugged towards Max, a way of avoiding any further inquiry.

"Sounds like that machine is the source of all of this." I said to steer the direction of the conversation. "We should go find it and, sorry what was your name?"

"Elsgood." The small elf stated, his eyes continuing to flicker towards the windows.

"It looks like the coast is clear." Max peeked out the window, confirming his suspicion. "Let's get going before they come back. Lead the way Elsgood."

The elf happily obliged, having us follow him out the back and away from the main street. I turned back to Gwen, who was lingering behind, continuing to clutch her staff as she kept staring at me with uncertainty.

I hope my face didn't weird her out too much. I guarantee it was stranger for me, more conflicting for me. I wanted to run around and jump for joy to have this small victory, this one chance to be back in my own skin again despite the fact that I was supposed to be accepting being in Ben's body.

Maybe I would never accept it fully, but I just had to not linger on it. Whether I was in Ben's or my own, it didn't change who I was really or what I would do….but….at least this way they could actually see me for who I really was.

I could pretend they accepted me, I could drop the whole falsehood of being Ben and they wouldn't know after spending half of the summer with me instead of him.

The guilt continued to eat away at me the further I thought about it, so grabbing a candy cane that was sticking out of a life sized gingerbread house I stuck it in my mouth and let the flavor indulge my tastebuds.

I immersed myself in the now, walking in the brisk snow with a cozy outfit with Christmas lights strung around us and remnants of festivities everywhere I looked. Christmas, it was one of my favorite holidays, arguably my very favorite. It had a special place in my heart despite some bad memories of a couple bad ones.

I loved those Christmas specials for some of my favorite shows, the activities, especially the lights, but mostly the special feeling that came with it that made the whole world just a little more kind.

I got to share that feeling with someone before, my first kiss with my fiance was when I was dropping her off home after a night out for Christmas fun. I even remember the Christmas Waltz, audibly playing in my car when we shared that special moment.

"Hey Ben."

I almost didn't even realize Gwen was trying to get my attention. Glancing down to where she barely stood taller than my waist, I found it amusing how she had to really crane her neck to look up to me. "What's up?"

"How come you haven't been hypnotized by the snowmen? Or, ice people. You know what I mean."

I had my theories. One, whatever anomaly I was it didn't work on me. Two, I never met a mentalist or hypnotist, no matter how good manage to actually work on me. Huh, now that I remember it, the last mentalist who spent twenty minutes with me and failed was also during a Christmas party. Three, they prioritized Gwen and Max, turning into people they both knew but none of which I did.

"Probably the same reason I'm getting taller and more grown up instead of turning into an elf like you." I put a little teasing tone in my voice, unable to get over the enjoyment of being my tall self again.

Gwen merely rolled her beady eyes before attempting to adopt a more serious expression. "Ok, you sure it's not messing with your head in other ways?"

"Like what?"

"Like being so happy right now?"

"I just like Christmas, a lot." Wow, was I really unhappy and serious for so much of this vacation that being happy is being suspicious? This summer has been rough. Though maybe I should be having a more somber mood, given the killer snowmen, the danger, and the signs of a battle torn through the town.

Stepping over another chunk of armor, I paused, seeing a hilt laying in the snow. Grasping it with a hand that could actually wield the weapon properly, I examined the 'blade'. It wasn't really a blade, more like a thin chunk of metal that had some kind of tech in it. Wait, hold on. No way!

Clicking the button, it thrummed with power as a projecting of the actual blade materialized in a stream of light. It hummed with every small swing, making me embarrassingly giddy. "Oh this is definitely coming back with me."

"Please don't let this Christmas be like two years ago." Gwen made sure to give me a wide range as I twirled the blade around me.

"What happened two years ago?" I absent mindedly asked as I continued to relive my Star Wars obsession from my youth.

"You, don't remember." Gwen stated, as if she wasn't surprised by it at all. Something about that concerned me, enough to put away the weapon and collect the scabbard from the snow nearby and sheath the deactivated blade.

"No." I affirmed, clipping the sword to my waist as I made eye contact. "I don't." Christmas two years ago for me I do, but not the one she was referring to.

"Come on you two!" Max called out to us from up ahead at a bridge looking over the frozen pond. "We don't want to get seperated."

The further we walked, the closer we came to the central part of town. We had to be more careful, the density of snowmen increasing as we ducked behind buildings and other stands. Occasionally swiping at another conjured mug of hot chocolate Sitting in one of the empty stands.

Did hot chocolate just not get cold here? That was probably my favorite thing about this place, not that it had much of anything left to enjoy.

"Over there." Elswood pointed out to the large structure, that was still too far for our liking. "That's the workshop where most of us work at. The Jingleator is inside."

"The place is surrounded." Gwen quietly gestured to the army of snowmen, all packed closely around the nearly frozen building. There were too many to count, but I could only guess their numbers were in the hundreds.

"I don't think we can fight our way through that." Max glanced back over to me. "Unless maybe Heatblast could melt them before they knew what was coming."

Nodding in agreement, I dialed up the alien, somehow the omnitrix feeling more like a toy rather than a complicated alien device on my wrist. It just, didn't seem right for those two parts of my life to exist simultaneously still. Seeing my own wrist with the omnitrix on it, felt off.

Nevertheless, I pushed down on the image displayed in the dial, feeling myself shift and change in the blink of an eye.

When I stared down at my tentacles, I really wished I still had master control. "Guess Psywave will have to do."

With his abilities, he was probably the best flyer I had that could also grasp onto multiple things at once. Not just with eight different limbs, but his telekinetic powers.

"Ah!" Elswood didn't take as kindly to my rather frightening change. "Don't drop that without tooting unless you want me to throw a joe!"

I, what? Were those words supposed to mean something?

"Ben!" Max yelled out, making me look up to see that our cover was blown.

"Hang tight!" I wrapped my tentacles under their arms, letting a short pulse from my mind carry us up above the frozen heads. Soaring above them, I thought that maybe we could simply avoid a fight now that we were out of range. I was wrong.

Candy canes blasted out from nearby, nearly piercing my armor as they shattered against my armored helmet. Dipping and diving out of the way, I was forced to keep close to the ground just above the line of white heads with cold coal eyes staring up at us.

"What's shooting at us?" Gwen demanded as she swung her staff around to aim at whatever or whoever the offender was.

"The toys!" Elswood pointed towards the distant warehouse, where I couldn't make out anything besides the basic structure from this distance that stood at the back of the town, where all of the streets converged to.

"Why are they attacking us?!" Max yelled out as I had to fly under an archway, where I sent out a short burst of mental power to blow away the snowmen laying underneath.

Elswood couldn't answer as I had to come to a sudden halt, just avoiding being blasted by a bowling ball shot out of a cannon. The artillery barrage continued to grow in intensity, detonating snowmen and any cover I attempted to shield us with.

With little options left, I pooled all of my focus into grasping onto as many snowmen as I could, crushing them together to form a brute shield. My mind screamed as I charged ahead, feeling the snow before us being repeatedly pelted with various candies, toys, and other choking hazards.

I've multitasked before with Psywave, testing his limits but never towards how much weight the alien could handle. This was a lot, between the massive wave of monstrous snow that I was plowing against a barrage of detonations.

Rushing with one push, turning the wall into a cone I literally thought my way through the issue. With our shield falling apart with every foot gained, every chunk blasted off, I just had to press forward and hope that we made it.

With an eruption of the remaining snow and the boarded up front gate, we crashed open the building's door with splinters and ice flying everywhere with cries joining them. Shaking myself off, I hovered back into the air to quickly regain my bearings.

Dozens of little elves were cowering around in a hallway, large stuffed bears now marching their way around the debris to investigate. "I'll uh, fix that."

"Elswood!" A few of the elves ran up to our company. "You're ok!"

Looking further at the damage done, it was obvious I wasn't the only cause. Pieces of ice still clung to walls and beams, while slash marks and other shattered areas carried scorch marks. A battle occurred here, but I assume both parties were unsuccessful given the Jingleator was still operating at…was it? Did one of the groups succeed?

Either way, we needed to get to it in order to inspect the damage.

"Figure out as much as you can." I said to Max and Gwen as I floated back over to the front entrance. "I'm going to fix up that door so no more of them follow us."

Now that I wasn't pressed to carry the weight of an army, I could actually relax as I extended my many limbs, grasping onto fallen beams and other nearby objects to barricade the opening I had created. Just as one of the mechanical claws at the end of one of my tentacle's clicked, I heard a voice hitch nearby.

Turning around, I saw one of the elves still cowering in my presence. Not surprised that this alien's appearance was rather frightful with the robot claws and the metal skull like helmet. "Sorry, I'll do this outside."

Floating through the gap still present in the broken doorway, I began finishing my work on fixing up the main entrance, making use of some of the Forever Knight technology laying around to weld some of the metal framework together.

Just as I was finishing the task, hearing that weird noise louder than ever, I felt the air get a little colder. The omnitrix timed out, leaving me standing outside in the frozen wasteland of ruins, but I wasn't alone.

Daring to look behind me, I saw that the snowman had finally found something for me, or it was trying. I looked up at Max, or a frozen depiction of the man with his form cracked, not fully put together with his head quirked at me.

In a blink, it was now Gwen. Same fractured state, looking at me curiously as if trying to figure me out.

"So what is it?" I asked, trying to understand it because I knew there was some hypnotic force that it could use on others. Scratching my chin, I discovered that I now had stubble. So, from my mid teens to just about twenty years old. This place was only a year or two off from how I was before waking up in this world. "Is it based on memories? Having a hard time getting in my head since it doesn't belong to me?"

In another blink, I saw Charmcaster. "You're not someone even close to me. Why her? Getting desperate? Thought some teenage girl would somehow woo me?"

I was bantering to an alien snowman that might not even be listening. The whole thing was absurd, a laugh building up in my throat until it died the moment I looked back.

Andrea stood there, the cracks in her personage starting to seal themselves the longer I stared, her head no longer quirked but certain I would keep my eyes on her. I couldn't look away, not because of some hypnotic force that propelled me to go embrace her, but for the fact that I simply missed her.

When I noticed where the last of the cracks remained spreading out, right in her torso where she was shot, I felt the brief warmth in my heart turn icy. "How dare you."

"Ben!" Max's voice shouted out nearby. Turning over I saw he was calling out from one of the ground floor windows. "Come back inside!"

Not taking any more chances I ran after him, in case the creature somehow cracked the puzzle and pulled me into its grasp. Leaping through the window Max had open for me, I only had a moment to throw myself through but I took it.

Grasping the bottom of the window, I slammed it closed. Just on the other side of the frosted glass, I saw the frozen depiction of Andrea staring back at me. I didn't feel that, otherworldly pull that it had on the others still.

But it lacked Andrea's song….speaking of which.

"Can literally anyone else hear that noise?!" I yelled out to the collection of elves, their guards and-Rudolph?!

This might be one of my most odd adventures so far. The unnerving snowmen, the desolation, and a Christmas theme to conflict with the whole atmosphere.

"You're still hearing it?" Gwen approached, and I can't tell if she got shorter or I got taller in comparison.

"Yeah." It was definitely present, that very high pitched clinging metal that continued in a simple pace. Call me crazy but it sounds like, jingle bells.

And they were coming from underneath us.

"How do we get downstairs?" I asked Elswood standing near us, or, wait, that wasn't him. I didn't bother to say any part of that out loud in case I came across as racist to the halflings.

"This way!" Two of the elves quickly brought us through the main hallway, where various photos littered the walls, mostly burnt or wrecked, signs of the intense battle more prominent here than anywhere else.

Stepping on one of the photos, I picked it up, seeing it was black and white, depicting a grandfather with their grandchild that looked remarkably similar to a certain elf.

"A lot of these elves think it's 1932." Gwen came up, eyeing the photo in my hand. "Some of them are from different times but all of them between then and now."

"What about their families?" I asked, looking over to where I now identified Elswood amidst the crowd.

"We don't know." A depressing mood set over them as we traveled further into the building, where a pulley system awaited with a wooden platform.

Getting on it, one of the massive teddy bears squeezed a lever before pushing it, letting us slowly lower into a chasm with broken railways filling the air. Were we in some kind of mine? A pit of some form that brought us closer to the ringing in my ears that, I technically didn't hear with my ears.

It was, like I could hear it with my very being, something that I only sensed twice. When I met Andrea, and when the Keystone of Bezel was activated. Whatever this was, it was ringing from a source that could reach the very edges of reality.

Arriving at the floor of the workshop, where toys and assembly lines have long been abandoned, it was impossible to miss the heart of it all, connecting it and fueling the very air we breathed.

It was made of various cables, almost tentacle like with bits of coral like vents along the outside of it. The knights didn't get this far, no signs of them anymore but ice covered everything.

"This is the heart of Holiday Village." Elswood announced, pointing up at the foreign machine. "It's what gives this place its Christmas magic."

"I don't think it's magic." Gwen said, holding up her staff to peer through the glass orb and reached out with her senses. "It doesn't give off the same energy as mana, but it's definitely powerful."

"I think it's alien in origin." Max declared, reexamining how far down we were. "This mine, it must have unearthed some tech that became active after it stretched itself thin through the ground around us. Maybe it also latched onto the nearest town, Holiday Village, and assimilated it as part of itself."

If this was covered in ice, then how come the snowmen aren't popping up around us? They clearly were involved but I still didn't know how.

I felt a tug at my jacket, one of the elves gaining my attention. I could see their hesitation, their worry, through all of them. Kneeling down, I put on my best comforting smile. "Don't worry, we're going to fix this and get you all home safe and sound."

"Home?" Gwen reiterated with doubt. She leaned in to whisper into my ear to not shatter the hope I was giving them "Ben, they're from the past. How are we supposed to time travel?"
"I'm working on it." I whispered back, trailing my eyes over all of the ice that covered this place to see if there was some entrance into the heart of this place I missed. I saw something, some of the tentacle like cable leading up to one of the tunnels with a large mass of frozen icicles coming down from it.

But it was still an opening, and my first clue.

"What's up there?" I asked, pointing to the entrance that wasn't necessarily to the source of the power but to something connecting to it.

"It's just a tunnel to gift storage." Elswood answered. "That's where the perfect presents approved by Mr. Jingle are stored."

"Where is Mr. Jingle?" Max posed the next question as I continued to eye that particular pathway.

It was a delicate subject for the elves, many of them hesitant to directly answer.

"The Knights hurt him when he tried to stop them." One elf finally answered, a slight crack in his voice. "Then, the snowmen got him."

"In here?" I asked, getting a nod in return. So the snowmen can come in here, but they're choosing not to. That answer I suspected was coming from that very tunnel I couldn't keep my eyes off.

Holding up my wrist, I was greeted with red, making me realize I would have to do this the old fashioned way. Standing back to my full height, I clenched my hands as I felt the calluses around my palms. Good, my body was now at a point where I had picked up my favorite form of exercise.

"Got a harness or any kind of climbing gear Max?" I asked the man, who reached into his pocket to pull out something that looked like a sticky hand toy.

"I did." Max sighed, reaching into his pockets and finding more of his gear was converted into toys. "Sorry Ben."

"Wait!" One of the elves shouted, running over to one of the many piles of gifts and rummaged through it. After a minute they returned, holding up a rope and a harness.

I smiled in return, accepting the gift and starting to equip it. "You know, last Christmas I actually asked for this exact kind of gear. A good belay costs a lot of money but it was worth it."

"Last Christmas?" Max scratched at his head, trying to recall that day. "I thought you got that new Sumo Slammers game you bothered your parents about for months."

Just as I finished tying the knot, throwing it over the cable that led into the mouth of the mystery tunnel, I turned over to them, seeing Gwen giving me that same look again.

"Here." I held out the other end of the rope to Max with the belay device now connected. "You know how to use one of these?"

"We used similar ones as a Plumber." Max said, raising a brow to me. "Did you parents sign you up for climbing lessons recently?"

I signed up for them myself. Instead of getting into a whole mess of confusion and misdirection, I elected to instead grab onto the cliffside, swinging my feet up and keeping my arms straight as I pivoted from side to side as I ascended. No need for anything fancy or risking tiring myself out too soon. I would do this right, and discover whatever was at the top.

Given how tall I was, how long my limbs could reach again, I made short work of the climb and hoisted myself inside before untying myself. I made it, a terrifyingly cold tunnel where an odd light poured out from the walls with fog flowing in between them.

I reached to my side, acquiring the sword I had looted just earlier and ignited the glowing blade to better light my way. This tunnel, it was more like a metal hallway with several glowing chambers along the walls. They were big, the size of large doors that curved outwards and a thick layer of frost covering them.

"What are they?"

I spun around with the blade, seeing Gwen flying in. Literally, flying in on the staff like she was a witch.

"You can fly now?"

"Not without the Staff of Ages." Gwen clarified, but as she stepped off she did enjoy twirling around her magical item that she was quickly gaining mastery over.

We investigated the closest glass doorway, standing side by side as I reached up with my sleeve and began wiping away to try and see inside. Nothing, just more ice, until I looked down and saw it.

One of the elves, hugging onto a dog made of ice, both of them frozen in place.

"There's a number here." Gwen stated, brushing the snow off of a metal plate next to the chamber. "It's a date, and coordinates."

"It's a memory?" I guessed, moving to the next chamber, wiping away at it again to see inside. It was one of the Knights now, cheering with a man who wore a rather ridiculous jester outfit.

The date, checking it made me realize it was fairly recent. Only about a week ago.

Checking more and more of the chambers, the Knights all had the same date but different locations. What few elves that were here, all had dates around Christmas, and most of them in 1932.

These weren't the dates of their memories, it was when they entered Holiday Village.

"Where do the coordinates lead?" I asked, Gwen doing a rough calculation off the top of her head.

"The elves from 1932 are all the same, and it's a spot in the desert, I think here where the village is. But the Knights and the rest of the elves are from all over, some in America, others Europe. Why are all of them here anyways?"

"It's the snowmen." I realized as we traveled further down the mechanical hall. "They're taking everyone here that was attacking, or outside, or….hurt."

We stopped, seeing the missing character in the last chamber, injured with ice over his wounds suspended in the tank right in front of us. Looking closer, the injuries didn't seem that bad, but given how ruthless the Knights were they should have been worse.

"They're cryo pods." Was my best guess. "The snowmen aren't monsters or soldiers, they're nurses and doctors."

"What about the elves?" Gwen tapped her staff against the nearest one, who was frozen yet happily hugging an adult of ice that had some resemblance. "How come they're being taken if they're not hurt?"

"The ones that are trying to leave, they're probably in a lot of pain and acted out on it." I theorized, looking on at each one of the frozen children clutching onto someone taking form of a loved one. "The snowmen realize this, but they don't know how to help other than to give them what they want, what eases the pain."

"So, they're not bad." Gwen began to nod along with my logic, making the connections herself. "But what about Grandpa and I?"

"We just lost Kevin just recently didn't we?" I made her remember, a pain pinching at my chest recalling it myself. "It's probably that pain we're still feeling that the snowmen are detecting."

We began walking back in silence, having collected our information and returning to Max to report what we found. In the quiet, and the cold, it was just Gwen and I. It gave her a chance to ask a question.

"Andromeda said it before, that you miss someone a lot." She said, making me halt for a moment as she looked up at me. "She said a lot of things about you that, didn't used to make any sense."

I didn't let my face even twitch, Gwen running her eyes over me and my face, really looking at me.

"When was the last time you saw that person she was talking about?" She asked, and I could recall the time of year perfectly, the number of days that had passed, and every second that continued to tick on.

"About two months ago." I let out in a shaky breath, a well of anxiety dumping over me. I shook it off, quickening my pace to quickly latch the harness back around my waist and waiting for Max to give the thumbs up before belaying back down to the ground.

"So what did you find?" Max asked as Gwen flew down on her swirling staff of color.

"They're all there." I answered, honestly relieved that everyone was still alive. "The snowmen took them to some kind of medical bay where they're all fine. Even the Knights that attacked."

"Well that's good." Max smiled as the elves that were circled around him chattered away. "So the next question is, how do we get them out and change everything back?"

All of us turned over towards the source of all of this, the heart of all of the Christmas magic, where the bells continued to ring out. A short beep from the omnitrix, alerted me that it had recharged just in time for the next step.

"I'll use Gray Matter and see what we're working with." I clicked the button on the omnitrix, rotating the omnitrix as I went through my options. "This machine, if it can just reshape reality, creates all of these things just from the ideas of a man in the early nineteen hundreds, it's got to be able to be redirected to get everyone back home in their own time."

There was also that music, that simple melody of bells that only I could hear. I was almost absolutely certain that this technology was from Andrea's species.

"Be careful Ben." Max said, Gwen coming to his side as I had the alien ready on the omnitrix. Pressing it down, I didn't shrink, instead I got taller. My body became the liquid technological wonder that was Upgrade.

"Really annoying me omnitrix." I glared down with my single eye at the dial on my chest, considering just using my time to tamper with it instead of the Jingleator. Maybe I could also change its name, make it something much better than what it was used as.

First to figure out what it was.

Slithering into one of the cables, I quickly followed it to the source of its power as data flowed through me. The reality around it was constantly shifting, gears and cogs of the machine floating through the expanse as its infinite engines turned. I knew it, the same remnants of Andrea's stasis pod had the same, flavor. It was impossible to translate the senses I had as Upgrade into words I knew but I quickly arrived at the power source, integrated into its telepathic interface as the bells chimed brighter.

First, I made sure of one thing. That bright star in the center of it all, it may have a mind but it wasn't another alien in hibernation. I could hear it though, it wanted to fulfill its function but didn't know how, latching onto the thoughts of others, the wishes of others, trying its best to make it happen.

It just needed direction, this machine, this…ship. It was a ship.

A ship that was rooted in the cords and songs of creation, one that could take everyone home.

I connected myself into the interface, understanding it, reshaping it according to its function and my desire. The entire thing was stretched out through the town, it had been the village for decades now, pulled by so many wishes.

Now it would heed my wish, one shared by everyone in one way or another.

They wanted to be home for Christmas.

It sang out with renewed functionality, the bright and shining star that was the center of it all creating a hexagonal console around itself as a tube erected itself in the center. The spinning cogs floating aimlessly around us now fit themselves together to be the walls of this new command center, the heart of the ship.

By the time I was finished, my vision materialized before me, the omnitrix timed out.

"Ben?!" Gwen and Max came running out from one of the hallways in this rejuvenated vessel, pausing as she entered the console room and looking around in awe.

"This is, certainly different." Max looked over to the door, the wooden door with square panels and two windows looking outside. He looked out one of them, seeing that the Rust Bucket was just outside sitting along the side of the road. "So did you figure out what the snowmen are?"

"A basic care interface experiencing an error." I answered, starting to run around the console while recalibrating the ship by hand. The knowledge of the ship was starting to announce itself, in a tender song that only I could hear.

"What, the town just, how did it all turn into this?" Gwen leaned over the main console, briefly surprised when all of a sudden a gentle warm glow left from her hands and her face, feeding back into the main rotor that rang out in the central tube. Immediately her hands went to her ears, relieved to find they were back to normal.

"The town has been incorporated into the ship for decades." I answered, standing fondly before this beautiful machine humming its tune. "It just, reshaped itself. Everyone in the town is here in one of the corridors, or rooms. Most should be in one of the adjacent rooms, the ship will lead them back here to the console room."

"Hello?" One of the elves walked in, peeking out of the entrance to one of the halls and spotting us. The moment that her eyes landed on me, they were suddenly filled with wonder. "Santa?"

"Santa?" I looked over towards one of the screens, rotating it my way so I could see my reflection. My beard was back. I always kept it under an inch but, I guess between the outfit, the blond beard, and how my Dad was always being asked to play Santa.

Giving a smile towards the elf, I held out my hand for her to grasp it. "You worked on a lot of toys for children over the years. Were there any of them that you liked a lot?"

"Um, yeah."

"Are you thinking of it now?"

"Yes."

Standing up, I quickly clicked one of the buttons among the many of them. The underside of the console opened up, a neatly wrapped gift presented on the panel. She looked at it, and back to me, silently asking permission.

"Merry Christmas." I said, the elf smiling brightly before reaching out to accept the gift. The moment she touched it, that same warm light escaped her, changing her back from the dutiful elf to the young girl that she was.

"Now then." I said as I focused on the console. "Let's get you home. All of you."

Seeing the recent input of data from her, the same energy used to keep her an elf now filling the engines, I listened to know which buttons to press, with dial to turn, and finally, the lever to make the ship sing its glory.


Across time, across space, each child and man left with a present. All of them sought to be home, to be with loved ones again, and no one dared to disturb the peace brought by the night. Not even the Knights, who arrived with greed in their hearts and sought glory and riches, forgot that special feeling that arrived every time each year.

We did it, all in one night, traveling across the world and returning them home.

Now standing in the snowfall on a particular day back in 1932, in a theme park resting in the middle of one of the hottest deserts on Earth, we watched as the last of them walked towards the anxious family members speaking with the cops, now distracted by the unusual weather that shouldn't be possible.

It was, a miracle.

"Mom!"

"Dad!"

Choruses of the children rushed to their parents as the town was draped in a blanket of white, clutching onto one another with a little goodbye gift for all of their hard work.

Finally, an old man with a cane stepped out of the ship, his grandson holding his hand as they looked onward to have a second chance.

"Thomas Jingle." I called out to him before he was out of earshot. The man looked back, healed of his wounds and fully human again. "Don't be so obsessed about giving the perfect gift that you lose the spirit of the holiday."

Or, the quote went something like that. We waved him off, standing next to the disguised ship as he rejoined the mundane yet magical experience of life.

"This was a lovely Christmas." Max said as he came to my side, giving a pat to my back. "You made a fine Santa Ben."
"Who's to say he's not Santa?" Gwen teased as she looked up at the snow that continued to fall. "I mean, giving out all those gifts to all those kids in a single night all over the world? Sounds like Santa to me."

"It was fun." I admitted, cherishing the sight I had, of everything that I had at the moment. "But I think we should get back to enjoying the summer. Today has been freezing."

"You changed the ship right?" Gwen asked for clarification before I went back inside. "Any reason you made it into a wooden blue police box?"

"It felt appropriate." I had spent many Christmases watching those holiday episodes, and the ship's telepathic circuits had responded to those happy thoughts as I was fixing it.

Going back inside, I took off the Santa styled hat and placed it on the coat rack. Letting out a sigh, I ran my fingers along the fine metal that sang a little higher at my touch. Then I saw it, the golden trail of energy seeping out of my hands.

It was my turn now, to give back what it gifted to me. I lingered, hesitated, because I didn't want to change and be Ben again. I wanted to be me. But this wasn't about what I wanted, it was about returning Gwen and Max home.

Putting in the coordinates, adjusting the necessary settings, and wrapping my fingers around the lever, I savored the last inhale of winter air before pulling it. The power flowed through it, the enchanting noise of the engines pulling us along the strings of eternity.

All while I felt myself change in more ways than one.


"Thanks for fixing the AC Ben." Max called out from the front seat as we continued our summer journey in the Rust Bucket. "Now we don't have to worry about getting too hot while heading towards our next destination."

"You're welcome." I spoke up from the back, sitting at the table with my box of various trinkets I've collected so far. The Forever Knight sword, a piece of Animo's tech, Vilgax's claw that continued to disgust me, and now its most recent addition.

"That's the ship?" Gwen pointed at the ornament I held, still shaped like that memorable blue box. "You shrunk it that much?"

"It's in power saving mode now." I answered, putting it away and back in the ten year old body of Ben Tennyson. "It spent a long time doing so much to keep that village running the way it did. While we gave a little bit of that back, it just barely allowed us to get back here. Who knows how long it will take until it's refueled, or how to even do that."

"I thought you had some kind of mental connection with it?" She questioned, to which I gave a shaky motion of my hand.

"I can understand its intentions, and Upgrade let me get a peek at what's under the hood, but that doesn't mean I know where to get the parts or where an appropriate alien gas station is." It was probably for the best. Time travel is a huge responsibility, and I had no idea what the rules were for that. I was just glad that we managed to avoid a paradox by arriving at the Holiday Village not long after the ship became active and hid itself away from the public, only to resurface years later when it was already considered abandoned.

"Ok then." Gwen tapped her fingers along the table, whatever questions in her mind throughout the experience seemingly satisfied.

Everything seemed jolly and good as I put the box away next to my collection of drone parts. Stretching my arms, I hung around the kitchen as I debated making something for dinner before Max got any ideas.

"So-" Gwen began with her voice low, delicately approaching the subject out of Max's hearing range. "-there's just one last thing I wanted to check, to make sure I got everything right."

"Shoot." I said casually, getting back into the rhythm of things and thinking that maybe I could pull off the whole life of being Ben.

"That's what you looked like before, right?" She started, making my brow arch in confusion as I turned back around.

"What?"

"Oh, nothing." Gwen smiled with innocence, staring back out the Rust Bucket's side window. "I think I've got it all figured out anyways."

"Figured what out?" I opened up the fridge, just to see what I was working at.

"Figured you out."

I nearly hit my head on the door as I jerked up, spinning around wide eyed back at her. Gwen didn't say anything, merely giving a small wink before getting up and looking inside the fridge herself.

"Think you know how to make eggnog? I've been craving it almost all day."

Gwen changed the subject, moving on as I thought I had just started to do the same.


I ended up doing the Christmas chapter, sorry if it's a day late but I think it's still appropriate the day after. Hope you liked my spin on it, and yeah the part about technically having a TARDIS was more of a self fulfilment but it's not going to be a thing for the story. I just thought between my own connection between Doctor Who and Christmas it would match my feelings for it.

If you're worried that I'll pull off more things like that in the future, don't be. While this chapter does move the story along it is just a bridge to the next big plot points.

REMINDER! I won't be using any content created outside of the original Ben 10 show. No content from Alien Force, Ultimate Alien, Omniverse, or reboot will be used. That includes aliens, abilities, plot points, lore, and just about anything not seen in the OG show.

Chapter 17: Haunted Tumble Weeds

Chapter Text

My Name Isn't Ben

Chapter 17

WARNING, Dark topics will be brought up but the chapter is on the overall lighter side compared to others.

We had been camping a lot lately, mostly roughing it with the stars to keep us company. Occasionally though, we would sleep in the Rust Bucket if the weather was bad or we suspected general miserable conditions. Tonight though, was one of the less than five moments we've had so far where we got to stay in a hotel.

It wasn't anything fancy, just a motel along the road in a small town on our way to our next destination. We had just gotten past Flagstaff, no, not Six Flags, I don't think there were plans to visit that amusement park. Kinda wish we did though, if only because I never got to.

Max had surprised us with it, since we had to skip staying in Vegas given what happened he used some of the money he would have spent on a hotel there to give us time to enjoy a full bed with reliable air conditioning and a television. It would give Max some time to do maintenance on the RV, maybe to help think over our recent troubles as he engrossed himself in the machine he became closely familiar with.

I did offer to assist, even without the usage of an alien, but I didn't push it when he turned it down. within the red mountains and hills littered with shrubs and cacti, Gwen and I elected that once we got settled into the room that we would try out the pool.

It had a decent view of the desert, and dipping myself into its cool waters I felt the heat of the day wash away. Drifting in the pool, I heard Gwen wading back and forth on the other side, each of us claiming our own section to ourselves as no others were using it.

I started enjoying pools the older I got, and maybe that was because I didn't have siblings attempting to start a splash fight or make another argument. Perhaps now I could make some better memories of swimming in this new life, especially since I had a period of time where I had a phobia of any open waters that were larger than a bathtub.

So lost in thought, letting my mind wander and drift through its routines without serious effort, I zoned out into a meditative state floating along the waters. I stared upwards, not on anything in particular but noting how the evening sky began to fill with colors that were enhanced by the few clouds that mirrored my own aimless drifting.

"A lot on your mind?" Gwen's muffled voice echoed through the water that my ears were submerged in. Pointing my toes down and letting their weight pivot my body upright, my mindless escape had come to a soft close as I returned to the present

"Not really, I was just bogging."

"Huh?" She pushed herself up higher onto her pool floatie, as if it would help to hear better.

"I was lost in thought, without thinking about anything in specific." That was my best explanation. It was more of an inside joke I shared with those closest to me, which I guess I was starting to loop Gwen and Max into that circle. "Kind of like wandering through a thick fog in the middle of a wet woodlands area with no real goal in sight but still walking."

"Oh, did I interrupt?"

"I don't mind." Shrugging, I moved back a few feet so I could prop my arm up against the side of the pool. "Did you have anything on your mind you wanted to talk about?"

"Yes." Her immediate answer was something I was worried about. "I just, don't know if what I'm feeling is what I should be feeling. And I'm worried about what it might mean."

Now it was my time to be confused. Gwen submerged herself more into the pool, as if to hide herself away as her eyes barely peered over the floatation device she clenched to. "So, Ben is gone. Right?"

It was finally happening, the long awaited conversation that I wanted to have in the first place but had no tangible evidence to show. Gwen figured it out without that, and I would answer what questions she had to the best of my ability. "I think so."

"You, think?"

Even if I was wearing Ben's face, I don't think either of us acknowledged it as the mask it was anymore. "I didn't have a lot to go off of. A couple dreams, unproven theories, and lots of things were happening all around that. But, when those charms of bezel were active, I felt it ripping at my soul. Not sure if that's what was actually happening but, when trying to make sure Kevin didn't go far enough to kill Charmcaster, I thought I witnessed Ben jump out of my-this body and push Kevin into the charms. They fell out of the universe from what I could tell. But that's the thing, I really don't know for sure how accurate any of that is. I like math, mechanics, geometry, things I can know every factor of and collect multiple points of data to prove something for certain. I've wanted to give you and Max answers, the truth believe me, but I don't even have any for myself."

Was it therapeutic to get it out? The thoughts in the back of my mind that I wrestled with ever since day one? I'm not sure, I felt as calm as I was just minutes ago. Maybe because I had come to the dead end of my questioning and realized there was nothing more I could do.

Now, I was left with a new set of questions and worries. How would Gwen respond? Would she tell Max, and if so how would he react? Given how I was now living that very thought I watched cautiously as Gwen mulled it over in her mind.

And she seemed, just as calm as I was. "Are you angry?"

"Huh? For what?"

"I just admitted that I body swapped your cousin and kept that from you for months." I was more confused than before.

"Well." Gwen looked me over again, seeing me in Ben instead of some unfamiliar version of her cousin. "That's…part of what I wanted to talk to you about. This is going to sound really bad, and I mean really bad. So promise not to tell anyone."

Her stern demand had an anxious plea behind it, so nodding along I would do my best to meet her honesty head on. "I won't tell anyone unless you want me to."

My words didn't ease her, but they eventually broke her silence. "I'm happy you replaced Ben."

She wasn't exaggerating, that did sound terrible for her to say, but I already committed to listening to her and I had a feeling I would understand her more than she would expect me to.

Taking a deep breath, Gwen began to explain her worries. "Maybe if I didn't get to know you, share half a summer with you and have you save my life over and over I would be upset. But after yesterday, when I examined your aura alone and saw who you used to be, you made me realize that I already knew I could trust you with my life. I knew you were kind, proactive, knowledgeable, and always kept looking for ways to help. So when I eventually realized that you weren't Ben, it just made so much sense, because Ben wasn't that kind of person."

Turning herself around, Gwen had a harder time voicing her next thoughts. "I never got along with Ben. He was always a jerk to me. And even if he was family, I don't feel bad that he's gone. I know I should because he might be dead but, I don't feel anything. I recognize that him being gone now is sad, and I never would have wanted that to happen to him. So, am I a bad person if I don't feel sad about this?"

I can't say I knew the right answer for that, and I don't know if there was one. One thing I could claim though, is that I understood.

"I never really got along with my younger brother." I turned around, folding my arms over the pools edge as I reflected back on myself and my last life. "There were times where we could play together, share something, and I knew he wasn't all bad but….he was very quick to anger. I was often the target of it, usually he would decide to break my stuff or rip up my work. Once he even broke my most prized possession and laughed about it to my face when I found out. He always got away with it, and while he did mellow out overtime, he could still get angry."

Peeking behind myself, I realized that this topic was extremely heavy, and I hesitated because it was irresponsible for an adult to suddenly tell this to a ten year old. But, it didn't feel wrong. Gwen was in a similar situation and I might be one of the few who could relate to her.

"One day." I continued, the words flowing out without restraint. "When he was just a month away from turning nineteen, he asked to borrow my car to visit some friends. He always had trouble making friends so, I encouraged it. I always tried to be nice to him, and if I wasn't I would try again. The next day, he didn't come back."

Gwen was beside me now, listening closely as I hesitated to speak the next words. "Did he get in an accident?"

"No, he committed suicide."

The faintest of gasps escaped her, Gwen, and probably many children her age, rarely were exposed to that tragedy. Even in media it was something that was shielded from them. Now I had crossed the line, and I had to keep going further to reach her.

"Everyone else was devastated." I remembered my older brother, who I was with when the cop told us, was so distraught he vomited. The phone call with my mother, who was on the other side of the country on a vacation with her best friend. My father, my grandparents, so many faces around me breaking down.

"I wasn't." I felt the guilt over it again, not of his death but because I didn't even feel any semblance of grief. "For weeks, all I was doing was trying to comfort my family. I didn't have time to rest, just moving from spending time from one person to the next, handling everything from cleaning to being the primary contact for the detective over the case. I thought that I might have felt something once I saw his body but, when we went to go identify and see him at the morgue, I didn't. The few moments I had to think, I was disturbed by how calm I was. When I even picked up my car and was cleaning it out after what happened, I tried calling my best friend to see if maybe talking about it to someone who wasn't busy crying would allow me to break down but, I didn't."

Leaning back with my fingers gripping the concrete corner finished with waterproof tiling, I grew anxious enough over the topic that I had to relieve it in a stretch. "I still feel this way to this day, years after it happened. So Gwen, after I've told you this, do you think I'm a bad person?"

She knew what I was getting at, my question was just a way for her to see herself from the same angle I saw her at this moment. "No, I guess not."

With that out of the way, I felt that the chilling cold in the pool that was meant to balance the heat of the desert started to grow too much. Glancing up, I saw that night had already taken over the sky and with it the heat of the day. We moved to the vacant hot tub, enjoying the jets, the bubbles, and the warmth as we stewed over our conversation.

"I know you're not a bad person." Gwen resumed just as we were settled in. "But, I also don't know who you are. I trust you, but now that I know you're not Ben I don't know much about you besides what you've shown this summer. And it's not a lot."

"Well, ask away." I reclined back, open as could be about my life now that it was out in the open. "Can't promise I'll share everything. I do have to keep it pg after all."

"Ok then." Gwen started from the beginning, ready to actually discover who she had been sharing an RV with. "What's your name?"

"Ben! Gwen!" Max hollered from the second story floor, standing in front of the room we were booked for. What we immediately noticed, was the pizza box in his hand. "Time to come eat and wash off."

Neither of us hesitated to chase after the smell of roasted cheese and pepperoni. Our bare feet slapping against the wet floor as we did our best not to slip in our haste.

"Does that feel weird?" Gwen whispered to me. "Being called Ben? Or did that happen to also be your name?"

"It wasn't, but for a while now I've answered to it. For the foreseeable future, and maybe the rest of my life, that's my name now."

"Are we, going to tell Grandpa?"

I dared not to think about the wrath the man might have against me. He may understand, he may mourn and come to accept me, but the moment he finds out that I was involved in the probable death of his grandson, I couldn't see any other response than fury.

"Not until we have some kind of evidence." But he deserved to know, and word alone wasn't good enough. Magic was also outside his understanding, and so Gwen might not be able to help prove Ben's soul is gone. "I'd like to tell him sooner than later though."


The next day brought us into Navajo Nation, specifically a small town bordering New Mexico. It was just past noon, and as we pulled into town I couldn't help but stare at the simple architecture reminiscent of adobe homes. It was enough to spark recognition, making me leave my spot in the Rust Bucket and move towards the back where I stashed my notebook.

"We're almost there." Max announced as he pulled onto an unpaved road. "This place is full of history and culture. I hope you two can learn a lot while we're here."

Maybe we would, finding the page for the contents I read along all the details I could remember. If this was the place I thought it was, then that likely meant it didn't need my intervention. The source of all of the conflict, besides a flash flood, was from Ghost Freak. Things have changed a lot since then, and that meant I couldn't expect the same outcome of his servants trying to revive him.

So, maybe we could actually focus on enjoying our summer a little more. As I closed the notebook with satisfaction, and just a hint of caution in case my assumptions were wrong, I felt the brakes of the RV slow us down to a stop.

"Hey." Gwen finally looked up from her laptop, shutting it down and noticing my own book. "What's in there?"

Max stepped out from the driver's door, and once he did I was clear to discuss it more openly. "We'll talk about it when we get back."

"Promise?" She let it go, for now.

"Yes." Because at this point, enough has changed that I don't know how much of it is reliable information now. Still, hearing that I came from a universe where this was a cartoon and I had notes of the future was something she needed to be sitting down for.

Following Max into the somewhat bustling street, we saw several canopies, tents, and booths lining up the main street from the museum until the only stop light. Each of them sold trinkets ranging from dreamcatchers to ponchos. Some were homemade, but most seemed to get theirs from the same mass produced source and called it good to make a quick buck.

Still, I always wanted a poncho. I borrowed a cotton one camping trip with my Dad and my older brother and not only was it comfortable and warm, I rocked it.

I found myself stopping more often, slowly browsing the options even if they were outside the price range of what little money Ben brought for this trip. There were plenty of things that I could see that would have appealed to a younger me, but after doing some growing I didn't really see how I would get any use out of a taxidermy snake or a dried cactus walking stick.

"You seem to be enjoying yourself." Max came over while Gwen herself had become distracted by some women's clothing. "I don't usually see you this interested unless it's a music store. Do you like Native American culture?"

I did grow up in desert regions for most of my life, so naturally the cultures' influences and style were all around me for years. Schools also loved to try and educate us about the natives of the region, ranging from foods, fashion, religion, and lifestyle. Not sure how much was accurate but that could be a factor. "There's something appealing about it to me. Can't think of what exactly that is, but it always catches my eye."

"I'm sure Wes would be happy to share some knowledge of his people with you."

"What do you wish to know?" Spoke an older native man, close to Max's age who approached us from the crowd.

"Wes!" The men gave one another a hearty handshake, smiling fondly to one another in a brotherly bond. "It's been ages since we've talked."

"Indeed Max, it is good to see you. Is this your grandson?" He acknowledged me, just as I saw Gwen coming over to join us.

"This is Ben." Max stepped aside, allowing me to shake the man's hand. It was odd, trying to go for my usual handshake only to have my palm engulfed in his. "And this is Gwen. Kids, this is Wes Green. We've worked together quite a few times in our plumbing days."

The moment I questioned how Max could talk so openly about, I realized that to the average person plumbing wasn't about dealing with aliens.

"Pleasure to meet you." Gwen politely shook his hand.

"And you." The man finished as he looked past the crowd where a small gathering was forming around a beating of drums and chanting. "My granddaughter is performing today. Would you like to meet her?"

Ah, her.

We were already stepping behind Wes as he guided us through the crowd. Mentally, I braced myself for whatever might occur. Out of all of the things this episode might still have left, was his granddaughter.

I knew this meeting was eventually going to happen. In the show, she was Ben's crush, maybe his first. I didn't have any worries about falling into his footsteps. She was ten, a child!

But I knew I couldn't just distance myself and act disgusted anytime I saw her and thought about it. It would be rude. All I had to do, was not think about it, because I knew nothing remotely close to the show would occur on Ben's short lived romance plotline.

The moment we found a gap in the cluster of people observing the dance, I was relieved. Yep, she looked exactly like a ten year old girl, just moving from one foot to the other in a simple ceremony. There wasn't some cartoon filter over everything making the characters look different, they looked real to me.

These were real people, and I was just happy to be amongst them at the moment.

The song ended before I knew it, the men with their instruments taking a break for a moment which gave their dancer a chance to approach us.

"This is my granddaughter, Kai." Wes introduced, the girl seemingly impassive to our presence.

Don't know if that was because we were strangers or this was her default expression. Either way, I extended a hand towards her.

"Hi, I'm Ben."

She didn't shake it, only responding with a bland "hi."

"And I'm Gwen." Gwen greeted with a small wave, a little more chipper and maybe that had to do with the fact that she had been deprived of talking to a girl her age for a while.

What was Gwen's friend circle like? She was a social girl at heart despite her intense studying habits.

It made me realize yet again how distant I had been keeping myself from the inner workings of the day to day lives of those around me. I was just keeping away from the topic because I didn't know Ben's more personal life to share, and my own was a secret.

Now that Gwen knew, I could finally open up a little more. Maybe she can help me gather what I would need to convince Max of my situation.

I doubted he would believe me if I just said it, but was it unfair that I wouldn't even give him the chance?

A distant roll of thunder brought me out of my internal musings, and just as I looked up a single drop of water fell on my face. Gentle taps of rain began falling around us, peppering the dry ground in wet dots over the landscape.

No, no it couldn't be. I thought my actions had changed things too much for this to occur. Just as I hoped it was just a small storm passing by, I witnessed it.

Purple lightning along the horizon. It was so small, so fleeting, that I didn't have a chance to confirm it with anyone else.

"You don't get storms around here often." Max pointed out, reaching out with his hand for the droplets to kiss against his skin. "Isn't this town in a flash flood zone?"

"The heart storm appears further north." Wes pointed out towards the thickest points of the clouds. "So long as the riverbed doesn't spill over into our path, the water will be directed away from us."

I didn't let the storm leave my sight for the rest of the light rain that misted our surroundings. It was a relief from the heat, but not to my mind. Even while I had a chance to ask Wes about the significance of each material used in Navajo culture, I couldn't keep the darkening sky out of the corner of my eye.

Even if that poncho over there looked really friggin cool.


The festivities for the day ended, Wes offering his home to us for a night. Max didn't even seem to hesitate this time, grateful to his friend as we went back to the Rust Bucket.

Though, while I had promised to relay the contents of my journal to Gwen, we had some unexpected company with us. Since Wes and Kai had walked over, Max offered them a lift back over since we were all heading there anyways.

Gwen and Kai were able to make some conversation, just the basics for the area of Arizona we were in and what school was like around the region. I did keep an ear open when they mentioned activities, but most of what I did was hold onto the notebook that held information that may or may not be relevant anymore.

Gwen would sneak a peek its way every now and then, idle curiosity must be burning in her mind now. I had confirmed I wasn't Ben yesterday, but since then we haven't had a chance to talk about who I am, where I come from, and what I know.

I can't imagine how much it's eating her up inside. The only barrier preventing her from asking is present company.

So anyone could imagine the moment Max put the Rust Bucket in park in front of the adobe styled home, Gwen was already to her feet, giving Kai the room she needed to lead the way out.

I lingered by the doorway, holding it open for them, but Gwen did not exit with Kai.

"Are you two coming inside?" The native girl asked while Max and Wes were already joyously laughing away with hearty bellows from their guts, engrossed in their own conversation as they walked up to the front door.

"We just got to grab some things, that's all." Was Gwen's retort before grabbing the collar of my shirt and yanking me back inside.

I stumbled, letting out a short gag before the door swung. Rubbing my throat I gave Gwen a disapproving glare, but got straight to the point. "Where do you want to start?"

"Well I want to know what happened." Gwen began, folding her arms but shoulders relaxing a little as she let go of the building tension for this conversation. "But, you don't either, do you?"

Deciding to pack a small bag for the night to bring inside the home, I talked while I worked. It felt easier that way. "Not even Ghost Freak seemed to know."

"Ok then." She picked up the notebook I had set on the table, giving it a look over as she continued. "So, what's the last thing you remember happening before you woke up as Ben?"

"Well, I had just gone to bed but, it wasn't long before my wedding."

"Married?!" Her sudden squeal of a reaction harshly reminded me that she was still an excitable little girl. But, the mature aspect of Gwen kicked in, and slowly that joy turned into a somber frown. "Oh, you….is that who Andromeda was talking about?"

Gwen is too clever for her age. With a frightening memory too.

My hands were frozen over the bag, that heavy weight resting on my mind about her becoming more noticeable through my expression. "Yeah. I really miss her."

But while this was a heavy topic, this uncomfortable silence wasn't giving Gwen the answers she deserved.

"It was February, 2023 when I went to sleep. I was living in central Utah, and worked as a security guard." Resuming the information as if it was a report, helped me regain full control of my emotions. "I was also twenty three years old. Not sure how that works now but-"

"Wait, slow down." Gwen wasn't as ready for my sudden shift into spewing facts. "So, you're human, and an adult, so back when that ship was changing people, that was your real self?"

"Yeah. I'm normally much taller." I added humorly. Yes, it sucked being short, but I had hope I would grow out of it.

Nodding along, Gwen braced herself against the table as she connected the person she saw me briefly turn into a couple times, to who I really am. "Ok….I guess you being an adult makes sense, and working in security must be why you can be so calm during high stress situations."

Well, it was because I had that ability to handle dangerous and super stressful moments with laser focused attention is why I went into security in the first place. I had a talent I knew not a lot of people had and I wanted to make use of it to help.

Who knew I would be using that skill to fight aliens and monsters?

"But, wait, 2023?" Gwen thought back to that little bit of information. "And, twenty three years old, so you would be just a few years younger than us right now."

I was, back in 2006.

"So, if you're from the future, did you know us somehow or someway then? Or, back then, or now?" Her head was swimming attempting to connect the timelines together.

"I knew you, Max, and Ben, in a way."

"What way?"

I was now gesturing to the notebook. "That's, where it starts getting even more complicated."

She stared down at the cover, where I didn't give it any kind of title or phrasing over it just in case it might spark a little too much curiosity. As far as Max and Gwen knew, that was where I drew out plans and sketches for technology beyond this world to make with the sparse sci fi scraps I have left.

While those projects would help me in the future, this notebook was to help in a more direct manner. Before she opened it, I placed my hand over the cover, firmly asking the next question.

"Are you sure you want to know about your future?"

I wouldn't fully stop her if she demanded to know, but right now there was a lot for her to process. I just gave her the most bare summary of who I was and what I did before becoming Ben, and while she already knew there was a stark difference between the Ben she knew and the Ben she was with this summer, to accept I was someone entirely different would take time.

Time she needed, before she would be ready to handle anything that could make her question her own life.

"Ben! Gwen! What are you two doing in there?" Max hollered from outside, Gwen's hands immediately snapping the notebook close to herself and hugging it to her chest like it was the biggest secret ever.

Which, it might be.

Hoisting the bag over my shoulder, I motioned for Gwen to follow as I opened the side door to the Rust Bucket. "Just grabbing some stuff for the night!"

Numbly, with a gaze wider than I ever saw on Gwen's face, she followed me as we walked inside the house. All around were various tapestries, relics, a guitar sitting up on a stand next to the couch, or even family portraits of Wes and others I didn't recognize. But one face that I met today, Kai, who was in many photos was currently sifting through one of the shelves that housed an even greater collection of relics.

VHS tapes.

"Do you two want to watch anything?" Kai offered as she stepped aside for us to browse through the options. "I think our Grandpas are going to be talking all night."

"Sure." Man, some of these movies here I was too young to really remember what actually happened. I glanced back to Gwen to see if she had an opinion, but her distant stare told me she had a lot more to think about at the moment. So, sliding my eyes over what was available, I started to notice a pattern.

"Are these yours?" I asked, because all the movies were animated films. Spirit, Balto, Brother Bear, Fox and the Hound, Beauty and The Beast.

"My Grandpa and I pick one out to watch whenever I come over to visit." Kai squatted down next to me, finding one particular movie and pulling it out. "This one's my favorite."

Robin Hood….the animated one where they're all animals. I realized there was a theme now, all of them animal based, or blurring the lines between man and beast. Between Kai's tastes in film, and recalling how tolerant and affectionate she was when Ben was turning into what she thought was a werewolf, I now had reasonable suspicions of the kind of girl she was.

She was in her early stages of becoming a furry.

"Oh, can we watch this one?" Sure, the movie I picked had a weird scene in it, but overall it's one that my own family watched fondly.

"The Last Unicorn?" Gwen read the title, coming back to her senses. "You like that one?"

Kai seemed equally as confused. "Boys don't usually like unicorns."

"As long as it has good characters and tells a good story, I don't mind unicorns and ponies."

So, the night came to a close on a more mythical note. Watching a movie on the couch and Wes and Max spent a long time catching up in the backyard, occasionally popping in to check on us and get us some food or drinks. I watched the film, nostalgia rolling through me as Gwen took this time to view me in a different light. Maybe not as different than just previously, but it was getting brighter each minute.

I made sure she was always in the corner of my eye, as I might have made a mistake of potentially leaking dangerous knowledge of the future into the hands of those it would most harm.

But, I was tired of hiding the truth. And the truth is, I don't know how much the future has changed, or what Ghost Freak is up to.

What I do know, is that seeing purple lightning wasn't going to bring me any comfort tonight.


There was one thing I was starting to enjoy a lot lately, now that both Ghost Freak and Ben were out of my head, my thoughts and dreams were solely my own. I didn't have a lot of control over my life at the moment, so to finally be given back my personal playground was a tender mercy.

Within my own dream land, I could command it all. Carve out mountains with a swipe of my hand, conjure buildings to rise out from the landscape, and even alter my own body. To be honest, lately I've just been reliving my real body.

So, after recreating Zion National Park, I sat down on the porch of a copy of my family's worn down cabin to watch the scenery of burning waterfalls running down the red cliffs that were highlighted by the setting sun. The cabin wasn't actually here, in reality it was about three hundred miles away but hey, it's my dream so it can be wherever I want it to be.

I also don't have to deal with the crowds that typically swarm Zion.

Kicking up my feet, summoning a frosted mug of root beer into my hand, I reached down with my other to pet my childhood dog Lucy who sat at attention at my side.

I could have conjured up others to join me, friends, family, or a particular someone that I missed the most. But, for my own sanity I didn't think that would be good. Instead, I just basked in the moment, having to do a little clean up of my dream every now and then as something shifted in the dreamscape.

Nothing major, just random changes in scenery would spontaneously occur, other persons or animals materializing in the hazy corners. Dreams were never content to remain as is, and I had to constantly correct all its impulses.

But when I tipped my head back to take a swig from my icy cold beverage, I saw the scenery had changed drastically. I was no longer in Zion, or even at my cabin.

It was some abandoned town, straight from a western but desperately needing some maintenance. I was sitting on a rickety rocking chair, my loyal companion from a previous time sitting up as her ears kept flickering in different directions.

Dark clouds above roared over the landscape, and just before I could correct the shift I saw something dance within it.

Purple Lightning.

Lucy let out a growl, alerting me to a presence entering into my private domain. Dropping the mug I had, the beverage dissolving before it could hit the ground, I stepped out into the large street of dirt as I squared off against the newcomer.

He wore a tattered black cloak, a hood covering his misshapen head, long claws of his bony hand gripped a scythe. No, wait, it was machinery of some form. Just before Lucy could chase away the specter, I knelt down to give her some calming pats on her side. "It's ok girl, go inside."

As I had commanded, she left my dream and returned to the memories inside me.

"Such a loyal companion." The raspy voice commented as it drew near, halting twenty paces across from me.

My poncho (yes, I wore a cool looking poncho in my dream with matching boots and hat. It's a western setting afterall) flickered in the wind as my hat tipped down just above my questioning gaze. "You're really here, aren't you?"

"As much as I could safely be." Grasping the hood with his ghostly appendage as the darkest of the clouds circled overhead to shield his form from the light, Zs'skayr made himself fully known. "I wasn't sure if you warned the plumbers of our….understanding."

"Max knows, and so does Gwen." I kept myself rooted in place, absorbing the surroundings because it was so familiar to me. Yet, I know I never set foot in a place like this before. "I thought you went home."

"There have been complications." The ghost tore open the front of his cloak, showing just how empty he really was. "My strength is waning. I would not survive the journey. I am in need of your assistance to finish what you promised."

"I promised to help set you free." I corrected. "Help I can give, but I can't guarantee any results. And poking around with the omnitrix is out."

"Oh, but the omnitrix isn't what I'm after." Zs'skayr hovered closer to me, not a speck of dust moved by his presence. "I might have been too dismissive of your aptitude to utilize your aliens to repurpose and utilize foreign technology through unconventional means."

He wanted me to work on something, ok, that I wasn't as against. Still I was cautious, because Ghost Freak went to drastic measures to attempt to take the omnitrix to make himself whole again.

Even more when he was resurrected by his minions. Speaking of-

"Do you already have others assisting you now?"

My question made him narrow his single ethereal eye towards me. Judging my assumptions, my knowledge of things I shouldn't know. He already suspected me of being from the future, but my knowledge ran further than basic human knowledge of past events.

"By nightfall, return to this place." He made his demand. "I will converse with you in person, and satisfy your suspicions."

With a crack of his foreign technology, a strike of vibrant colored lightning stuck his frame, sending a blinding flash through the air.


I awoke with a jolt, before I remembered where I was. Sitting up on the couch, I rubbed my eyes as I saw everyone else had already started their morning around me.

"Morning Ben!" Max called out from the dining room. "You sleep well? We had a hard time waking you up."

"Yeah." Gwen agreed. "Any longer and I would have considered using a firecracker to wake you up."

While I might have had one problem add up from last night's visitor, at least Gwen's friendly attitude towards me demonstrated that she didn't see me as a stranger. Not that I would have blamed her.

Wes and Kai were already eating away at their meals, and while I was rubbing the sleep from my eyes I could make out Max setting down a plate in front of the seat in front of me.

"Come on Ben. We've got a full day ahead of us." He cheerfully informed me.

Not just a full day, but a full night too.

"Hope you have fun." Gwen commented, a hint of bitterness in her tone.

Nevertheless, Max picked up on it and sternly reminded her. "It's their land, their traditions."

I could only guess what they were referring to, but it reminded me of a similar argument from this very episode.


Turns out, it was because this morning had something lined up that women in the local culture were not exactly allowed to do. Now, did I have my own thoughts about that? Absolutely, but this wasn't exactly anything to cause a fuss over.

Wes was just taking Max and I shooting, instead of hunting an alien Werewolf. Gwen and Kai were back at Wes's home, where apparently Kai's mother was coming over to do some prep work for a demonstration today.

The metal disc on the hill away from us let out a resounding ping, marking yet another successful hit.

"Good shot Ben!" Max complimented my aim. Shooting was another one of my talents that had carried over. Now, since I had access to the omnitrix at a moment's notice, carrying a gun that might not even work against most of the creatures we faced didn't seem as pressing. I doubt I could even get a concealed license as a ten year old. Ten Ten was the only alien I had to flex that muscle.

That is, until today.

My aim was now lined up with the can even further away, and with a steady release from my lungs and a pull of the trigger, it only took a moment before I heard a clunk as the can was knocked over with a new hole in it.

Bringing up the older rifle, I slung it around my shoulder so I could lower my hearing protection to better converse with the older pair. "Thanks, it's been a while since I've done this."

"I'm surprised your father ever let you." Max said as I passed the weapon back to him. "He might have loved this growing up, and had a fair aim, but once he married your mother he distanced himself from anything 'violent'."

"It makes your grandson's accomplishments stand out even more then." Wes came to Max's side, smiling down towards me. "He told me quite a bit about you Ben. Max is very proud and he has a right to be so. If only your father knew how great of a warrior you are."

A warrior, there it was again. "What makes you think I'm a warrior?"

Max rolled his eyes to Wes, who gave a chuckle in response. It's like these two knew I would respond like this.

"He told me of moments you were given the tools of war, yet you only sought to keep the peace." Wes began as Max emptied the clip from the gun, setting it aside as he grabbed his own plumber issue choice of firearm. "Ben, you have had an abrupt journey to manhood this summer. Many times you faced deadly foes, and prevailed over every one of them. Even when you had your enemy's life in your hands, you chose to spare them because they were no longer a threat."

"Let's not bring Donovan into this." Max uttered, before taking aim and letting out a quick series of shots, bringing my own ego in check.

Donovan, so Max told Wes about him and what happened back then. They probably talked about Phil too. Max lost two old friends this summer, both of them showing how much time had changed them.

This summer, what change was happening with me? Was I even the same person I remember being before I got the omnitrix?

"I wasn't thinking about mercy then." I admitted, looking downrange as Max continued to demonstrate his experience. "I just, didn't trust myself to make a good decision. Not while I was so angry. I didn't even know I could get that angry."

Rolling over my wrist, I stared into the heart of the omnitrix, that alien green glow that held more secrets than I think the show ever really knew what to do with. "At least when I use the omnitrix, I know what I'm changing into. Can't say the same for who I'll be if something like that happens again."

Wes nodding in understanding, confusing me because how could he? How could anyone understand what I was going through?

"The wind will howl and snap our branches, and the seasons will change the color of our leaves for a time, but where we choose to plant our seeds will determine where our roots grow."

That was, vague. I always saw myself as an adult but, I guess I still had a lot of growing up to do if I'm going to figure out what that really meant. Sure, I had an idea but….what was Wes looking at?

The moment Max stopped firing, Wes held up a hand to keep him from continuing as he crossed our line in the dirt. Stepping further into the desert, Max and I following right behind him, Wes knelt down as he examined something that neither of us could see at first glance.

A paw print, a massive one.

"That doesn't look like a bobcat." Max scratched at his chin as Wes took on a more serious expression.

"A Yenaldooshi." He muttered, and that sparked another moment of recognition.

"I don't think so." I dared to challenge his native knowledge, only because I knew exactly what left that and who was involved. "Grandpa, do you remember how Ghost Freak was showing up in my dreams a lot before I released him?"

"Yes? Why do you bring that up now?"

"Because he showed up again, and he has company."


I shared as much as I saw on the drive back, while also sketching as many details of the town as I could recall. Abandoned, ill maintained, yet not a single collapsed building in the western town. Wes didn't seem to recognize it, but it had to be decently close to us if Zs'skayr expected me to arrive by nightfall.

Right as soon as we pulled up to the house, we hastily got out of the car and marched into the home.

"Dad?" Kai's mother, or at least the woman I assumed was her mother stood up from the table with several fabrics and half strung plants laying about. "What is-"

"I'm sorry." Wes apologized but didn't stop moving as he collected a stash of ammunition. "But I must ask you to watch Kai for the night."

"Gwen." I called out to 'my' cousin, who was already slipping out from the chair with a fabric made of patterns of grays. "I need your help to find a town."

"Sure." She nodded and moved towards her own bag, already picking up on our sense of urgency. I could hear some confusion, maybe bickering coming from the Green family over this sudden change of plans and demanding answers. It wasn't as loud as a full argument, but the displeasure could still be picked up on.

Once Gwen got her computer booted up I showed her the sketch of the town. "We need to find this place, somewhere within close enough driving distance to get there by tonight."

"That's not a lot to go off of." Gwen admitted, staring at the photo. "It looks old, is the town even still there?"

"I think so." I answered, guessing based off of how the town appeared in my dream but also because it was too familiar for me to assume I never got a chance to see it.

"Ben." Max came up to me, putting his hand on my shoulder as he typically did to help reassure he was here for me. "Are you sure we should be doing this? We'll prepare for the worst but what if it's a trap to take the omnitrix?"

A trap may be likely, and maybe I was biased towards how I saw Zs'skayr treat Ben in the show, but the fact that he was asking as nicely as he could instead of ambushing when I would least expect it already proved he would prefer not to break our shaky alliance.

"I have to try to help." I rose up my arm to show the prison that confined him for who knows how long. "The omnitrix is why he's so weak, and since I'm the wielder it's my responsibility to set things right as much as I can."

Besides, I was very aware of his weaknesses and his allies. WIth two plumbers, an array of specially made equipment to combat him, and a magic user, I don't even know if the omnitrix will be necessary.

"Got it." Gwen turned her computer towards us. "Bonanza City, an old mining town in New Mexico built in the late eighteen hundreds. There's not a lot left of the town itself but there's a movie set made nearby to resemble the town that looks exactly like Ben sketched."

An echo of an over excited man shouting 'Let's go pioneers!' resounded in my head, awakening an old memory in me. "Holy crap Kid Nation."

The two Tennysons gave me an odd look in response.

"Wait." I had such a huge flashback that I couldn't resist uttering the name of that show I watched with my family as a kid. I don't remember much, other than that one little beauty pageant girl being a massive pain in the butt. "Has Kid Nation even come out yet?"

"Is that some movie?"

This was getting us sidetracked. "Just, forget it. Let's focus on the possible alien threat."

"Gwen." Max pointed towards the screen. "Can you connect to Wes's printer and get us a map to where that is?"

"Already on it." She pressed a key, a sudden click and hum coming in the other room.

"I'll go get that and go over our gear." Max declared, going to retrieve the map. "You two stay here and pack up your things. I'll come get you when Wes and I are ready."

"Got it." I affirmed, Gwen quickly grabbing her laptop and myself moving over to just grab a few toiletries to put back in the small sack I brought in. It wasn't long before we were left waiting for the adults to finish their preparations, Kai coming into the living room with a small frown on her face.

She might not be happy with going home early, but the fact that she barely had any negative reaction to the news told me that she was already aware there was nothing she could say or do to convince anyone otherwise.

Silently, the stress built up as we waited for our next set of instructions. I wanted to talk about a few things, and I'm sure Gwen had more questions about my past, but we had no idea if Kai was in on the secret about Wes's plumbing days.

Feeling to awkward to look at either of them, my eyes wandered around the place until they settled on the guitar next to the couch. I studied it, thinking towards the guitar I inherited from my Uncle after his passing. It wasn't until I was an adult that I decided to spend some of my time to try and teach myself the instrument. I couldn't say I was any good, only knowing the bare basics, and I had no idea how much I even remembered.

"Do you want to play?" Kai asked, bringing me out of my reminiscing.

"I don't think you want to hear me play." I confessed, not trusting my current skill level to actually play in front of others.

Gwen wouldn't let it go though. "Come on Ben, I haven't even gotten to hear you play yet."

"I'd rather not."

"Hey." A mischievous smirk plucked her lips. "Remember how I said you'd owe me big for keeping an eye on Edwin and Kevin."

No, she wouldn't dare.

"You owe me that."

Sighing in resignation, I cursed myself for Gwen having such a good memory and being too honest in my promises to ignore the request. Stepping up to the instrument that was much larger than I was used to playing, I picked it up, sitting on the couch next to Kai as I rested the body on my leg, trying to adjust my grip to compensate for my hand being half the size as my adult one.

Once I brought my wrist up higher, pressing down on each string to test my ability to even do a note, I tried to remember if I had even played for anyone before.

I only practiced, sometimes a roommate here or there to be present but never anything like this. Now I realized, I never even got to play for my fiance. A song came to my mind, fingers adopting the proper positions as I allowed the first song I'd ever sing with this voice to express a part of my deepest thoughts.

Savior - Ghost Note Symphonies by Rise Against

"It kills me not to know this

But I've all but just forgotten

What the color of her eyes were

And her scars or how she got them."

Each day I was without her, I felt like I was losing another detail of my memory of her.

"As the telling signs of age rain down

A single tear is dropping

Through the valleys of an aging face

That this world has forgotten."

The world I'm from, if I truly vanished from it, would eventually forget me. By now they might be moving on with their lives without me.

"There is no reconciliation

That will put me in my place

And there is no time like the present

To drink these draining seconds."

Even if I figured out what happened, could I ever be satisfied with it?

"But seldom do these words ring true

When I'm constantly failing you

Walls that we just can't break through

Until we disappear."

I was faintly aware that this wasn't the true meaning of the lyrics, but I still identified with this song enough to make it my own, give it my own meaning as I allowed it to voice the ever present frustration within me.

"So tell me now

If this ain't love then how do we get out?

'Cause I don't know."

My fingers began to strain, this body never having practiced before in music, but I needed to get this off my chest, to sing. Maybe Andrea would have known something about this song that was stuck in my heart.

"That's when she said

"I don't hate you boy

I just want to save you

While there's still something left to save"."

For how long, I wasn't sure. Or even if I could be saved anymore.

"That's when I told her, "I love you girl

But I'm not the answer

For the questions that you still have"."

So, so many questions, and never a good enough answer. Would I ever stop asking?

As an uncertainty tripped my thoughts, my fingers slipped on the chords, a harsh noise interrupting my first ever performance and making me wince over the noise. "Sorry, I'm really out of practice."

"Keep going." Kai suddenly requested next to me. "It's really good."

Gwen was quick to nod in agreement. "Did you write that? It sounded so, personal."

No, but I swore this song was already released.

But this moment was over, the real adults all gathering at the front door. Before Max could even request it I got up, placing the guitar back where it belonged, and considered never picking one up ever again. Just something to let go of, to be part of the past.

"Oh, wait." Gwen ran back to grab something from the table, one of the things she had been working on with Kai and her mother. Holding it up to my frame, I quickly realized what it was.

"Is this-"

"Let's get going now." Max interrupted, Wes holding the door open for everyone to exit. Quickly throwing the attire over my head, Gwen and I moved out to see what needed to be prepared before we faced off against Zs'skayr.


The area had been scouted beforehand, and we had no issue getting into the unsupervised western town. Max had fitted himself back into his old service uniform, standing beside me as we walked down the empty street filled with dust.

Wes had positioned himself in one of the buildings, keeping an eye on us from a distance and ready to provide cover fire. Gwen wasn't too far either, hiding behind one of the doors with her staff in hand, ready to release a barrage of magic.

But, as the dusk grew darker, the winds blowing a little colder, we had yet to see any sign of any other life besides ourselves. No matter, this gave me a moment to stand there stoically with my new dope poncho blowing in the breeze. Max trusted me enough now to let me carry a sidearm on missions such as these, my hand hovering over a modified plumber issue blaster on my hip.

In my other hand, was the retracted laser sword I had picked up from some Forever Knight remnants, also modified to give off a lot more light than originally designed.

But, despite our prep work, the cool scenery, and my awesome load out, we were missing our promised company.

"Maybe it was just a dream." Max hummed, still not letting his guard down. "If he doesn't come, we should follow up on Wes's suspicions of a-"

I stopped listening to him as I saw a distant flash of color over the horizon. An arc of energy raced through the sky, until crashing down on the other side of town.

I remained stoic, but my playful internal thoughts turned to business as a very real and dangerous person materialized. And he wasn't alone.

While Zs'skayr appeared just as he did in my dream, the details of whatever mechanism he held were more defined in reality. At a glance, I couldn't determine what function it had. A weapon? Life support? Or something more universal to also control their teleporter.

Next to the ghostly alien, standing with a strong healthy frame, was the alien werewolf I saw only on television. It was a lot more intimidating in person, my human mind clearly identifying a predator that was more dangerous than perhaps anything my planet was home to.

I heard the click of a safety being released on Max's weapon, earning a growl in response by Zs'skayr's escort.

He rose a hand of claws and bone to silence it, both of us still wishing to keep the peace.

"I hope you don't mind that I brought company." I started our negotiations. "It puts them more at ease knowing I didn't come alone."

"Then our allies think alike." Zs'skayr nodded in understanding, motioning for his own partner to remain in place as he hovered forward. I did the same, Max expressing his disapproval through a frown yet trusting me enough to walk towards the center of town.

Now in person, and familiar with one another, Zs'skayr and I continued to walk towards one another until only a few feet were between us.

Despite his supposedly weakened state, he was a lot more terrifying than I gave him credit for previously.

"You wanted my help restoring your body." I began, judging the state of his health more directly. "Do you already have something in mind?"

"My minions are retrieving the necessary materials." He answered, something that I was afraid of.

I remember he and his 'minions' built a machine that corrupted the entire planet with dark energy. Made from a substance that was seen over multiple episodes.

"Corrodium." The name of it was tough to remember, but after days dwelling on it I was able to retrieve that much. It was a very pointed name after all.

He didn't give me a reaction I could read, instead, grabbing a piece of metal from his own tool to hand down towards me. "I have had designs drawn up with the safety of your humans in mind, as I previously promised. Look over them, and do not linger in contacting me about how to better utilize the scarce resources this planet possess."

This was a rather reasonable plan, and I appreciated being kept in the loop. It almost made his dark and mysterious persona trustworthy. Almost everything was fair, but something wasn't adding up.

Just as he was turning away to return to his escort, I spoke up. "Just one thing doesn't make sense, how come you haven't contacted your home system? They would have everything you needed right?"

He paused, the nightly breeze brustling the edges of his dark cloak growing colder.

"For reasons unknown, the Anur System has grown quiet." His head turned, his single piercing eye glowing vibrantly with untold power still at his grasp. "Now that you understand my haste, do not delay my request."

He was their leader, and the fact that he can't get a hold of them was concerning. If I didn't make this a priority it would be as if I unofficially declared war. Nodding at his words, I allowed him to drift back over to the beastly alien, before in another flash of crackling purple they vanished.

Max didn't hesitate to return to my side, the rushing footsteps of Gwen quickly drawing near as I inspected the device.

"I'm worried about you getting involved in this Ben." Max spoke with understandable concern. "If he really doesn't have a way to contact wherever he's from, then he might be dragging you into something that you shouldn't be."

"My only goals right now is too keep Earth safe from whatever is happening out there, and return Zs'skayr's strength that the omnitrix took away from him." I promised, turning around to see that Wes himself had now returned to us from his sniper's perch. "As far as I know, most of the universe is ignorant that the omnitrix is on Earth. I want to keep it that way, and the best way to do that is keeping myself out of any potential interplanetary conflict."

While the tension of tonight being a battle was eased, it didn't mean we could fully relax. I had to figure out everything that Zs'skayr has planned, and confirm he really wouldn't bring Earth under any harm by himself or another party.

Geez, so much for getting a proper summer vacation. At least I got a poncho out of today. "Hey Wes, think there's a place still open where I can get a hat like yours?"

I needed one to match my poncho afterall.


Hey everyone! It's been a long break since the last chapter, nearly half a year! Well, I'm getting back in the rhythm again and guess what?

I have a discord server now! Keep up to date with the latest info, alongside the opportunity to also have a say in how the next chapter goes. You can also see channels for each of my other stories, and others to just chat and hang out. Go check it out!

https://discord.gg/S46dcywpfv

REMINDER! I won't be using any content created outside of the original Ben 10 show. No content from Alien Force, Ultimate Alien, Omniverse, or reboot will be used. That includes aliens, abilities, plot points, lore, and just about anything not seen in the OG show.

Chapter 18: Can You Hear The Music?

Chapter Text

My Name Isn't Ben

Chapter 18

I'm not exactly sure how it happened, or why.

One night, I had simply fallen to sleep, and woken up in a slightly different yet very familiar person. It was still Earth, in a previous time where I was still alive, but all of this was supposed to be a cartoon. Now here I was, with an alien watch summoning super powers and battling forces of evil.

It was real, as much as I could perceive.

But as for all the theories about how this could be real, how it happened, what exactly occured, they were all unprovable. Well, Gwen's ability to detect whatever constituted as an "aura" at least told me that I wasn't just some separate mental psyche or detached memories. I had my own soul per say, I hoped.

It was the little discovered so far after roughly half of this summer has passed. Why am I thinking about this now? I couldn't help it, my mind often wandered back to this topic because if I understood what happened then maybe there was a chance to undo it.

It was the biggest mystery in my life, and I was in the center of it.

Though the other part of it was when I was in a particularly creative mood, solving puzzles and fixing issues, my mind defaulted to the biggest one. Even when I should really be giving this dangerously humming culmination of foreign technology my full attention.

"Is it supposed to be making that noise?" Gwen asked in a worried manner, sitting at the camping ground picnic table with her magical books spread out on her half.

On my half, was a mess of metal, wires, and some ominously glowing pieces that might be deemed hazardous.

"It's part of the process." I relayed, indulging myself a little further in this project. What exactly was I working on? It was hard to tell at the moment when I was timed out, stuck as human instead of my more knowledgeable forms. But I still had left over thoughts and steps that were already flowing around my head when I changed back, and followed them to the best of my ability.

"You sure this can't wait until you can be Gray Matter or Upgrade?" She was still skeptical, especially when the switch on the side began rattling. "Or how about after Grandpa's birthday? Wait, did you even get him a gift?"

"I did."

"When?"

"A couple days ago. You'd be surprised how many thrift stores or retro music shops you can visit as XLR8."

Gwen glanced back to the empty spot the Rust Bucket was supposed to be at. Max had gone to a nearby mechanic to get some parts to do a little fixing up on the worn out vehicle. Normally we would be with him, but this time he actually trusted us to stay at the campsite and take care of ourselves without getting into trouble.

I considered offering some "specialized" help, but like almost every time, he declined. Probably because in case I'm not around to fix it he wants to know what he's working with.

Now I finally got the tweezers to plug in that hard to reach port, the rattling snapping off before a soft light came on one of the indicators.

"Can we even trust Ghost Freak?" Gwen asked, deciding she had read up enough on her magical studies for now and started stacking them up. "I mean, what if he just lied about what this machine of his does?"

"I looked over the plans and there's nothing I can see that would project any kind of harmful mutating rays towards Earth." Glancing up from my own work which was stable at the moment, I saw how she seemed to be a little on edge lately, ever since we came to this camping spot. I felt similar, because I know Max's birthday was connected to an episode but which one?

Was it that one alien girl with the weird romance between her and Max? That felt, partially right, but I couldn't exactly rush to whatever arctic spot in the middle of nowhere to see if she got free yet.

"You're a curious one today, aren't you?" I set my work to the side for now as well. I needed to wait for the omnitrix to recharge anyways before I could double check my work and call this part complete.

"Well, yeah." Gwen shrugged, folding her arms together. "You said you were from the future, and I can't help but wonder what mine is or if I should even ask. Do I get my black belts? Am I a master of magic? What college do I decide to go to?!"

"Woah, someone your age should not have to worry about college."

"What about you? Did you go to college?"

"I did." The air seemed to whisper as it brushed through the camp site. Was it getting later? We should probably start making Max's cake. "I studied criminal justice. Though I dropped out because it was too expensive and I had to afford a place to house myself and my fiance because no way were we living with my mother."

Gwen, now invested in the topic of education, leaned in to further press me on this. "Didn't you apply for scholarships?"

"The online school I was doing only had one available and it only applied to returning students. Not even my 3.98 gpa got me any financial breaks."

I swear that wind must be catching something weird, because it was making some odd noises.

Anytime I tried to find the source of it, Gwen had another question. "Why did you pick that school then if its online program wasn't affordable?"

"I was going to attend in person, but the year I moved down to start school was right in the middle of covid so things were crazy. Online was the only real option available to sign up for at the moment."

Was it getting louder? There was a somewhat more noticeable gust but that didn't explain why it sounded like it was almost words.

"What's covid?"

"I hope this world never has to know. I like having my twenty four seven Burger King. Maybe it won't since September eleventh didn't seem to happen either if our trip to New York was anything to go off of."

Gwen suddenly took a glance behind herself, looking towards something that she couldn't find as I tried to keep an ear out for whatever was making that noise. Unconsciously, I began running my fingers over the omnitrix.

Then my words must have processed in Gwen's mind because she snapped back to me. "Wait, is this time different?"

"Yeah, the past here doesn't line up with mine. But while America's arguably biggest national tragedy didn't happen I still saw people and places that were in my own personal past." Even my own house, with a child that looked a lot like I did in this year.

I grabbed one of Gwen's loose notes as I noticed it trying to catch the growing wind, and I thought I heard Gwen muttering something.

"So, my future that you know might not even be real?"

But when she spoke, I was also hearing another similar voice chanting somewhere else. The same spot that I was hearing weird noises, where the leaves all seemed to scatter away from.

Gwen's future.

The future.

Max's birthday.

It finally clicked, my mind piecing together the episode that was occuring right when the chanting voice broke through the space with familiar ancient tongue that resounded in the rhythm of this reality. Its singing screeched through the winds as a symbol burned itself into the air in front of us.

"Is Hex back?!" Gwen shot to her feet as the winds kicked up around us.

Meanwhile, as forces continued to whistle its sharp tune in the forgotten words that opened a hole in space, I felt my body lurch. The harmonizing of realities punching their beats into a single point that I was standing next to.

Sometimes, I really hated magic.

That same sensation that nearly ripped me apart when Hex first tapped into the full power of the charms renewed itself tens times stronger.

My arms heaved down to the ground to balance myself, my vision swimming as I could no longer tell which alien body I was currently flickering into. Some I recognized, but many others I didn't.

"This isn't right." A woman's voice announced right over me, a hand grabbing my shoulder as I heard Gwen calling out to me.

A blast of the arcane was sent over my head, a brief chime of higher notes slamming into the person over me as I fought to keep myself whole.

Just then, several strings of light clutched around me, their chords sinking into my glitching flesh as Gwen yelped out. Her panic brought my fluctuating eyes to see who was the cause of her distress.

I could barely make out a hooded female, the one orchestrating these spells before flying through the portal. My already overwhelmed senses screamed out, telling me NOT to dare exit the bubble of this universe.

That's when the omnitrix began beeping rapidly, energy sparking off of its surface as it fought to regain control over my fluctuating DNA. I was pulled between so many entities, all screaming out for me to cement myself into their tunes, that I sought only the sliver of a void just to escape the noise.

The next thing I knew, as my crawling skin began to settle down as the chorus came to a soft close, was Gwen lifting up my face to look up at her. No, this wasn't the Gwen I knew.

Not personally, or maybe I would.

"You seem alright now." The mystery woman who kidnapped us in the first place stood up, the charms of bezel notably presented on the sleeve of her rather form fitting outfit. I know I technically wasn't related to her but it made me feel uncomfortable knowing this is what a mature Gwen decided to wear. "Guess I'm out of practice with my time travel spells."

"Ben." Gwen, the one I've been on a road trip all summer tugged at my arm as she gazed up and around at our surroundings. "We're so not in New Mexico anymore."

"No." I agreed, feeling myself still shaken up over the ordeal but having the strength to stand up on my own, still in this ten year old body. Towering over us were skyscrapers of metals I had never seen, surrounded by a culmination of any kind of humanoid that biology could be.

Even some four legged ones, but I wasn't sure if those were also citizens of this future or just pets. The leashes didn't help me figure that out.

The streets we were on had clear asian influence, and based on what human languages were on the signs they were Japanese inspired. I wondered if we were in Japan, but a glance up at the mountains that could be seen between the city skyline told me we were near Mt. Rushmore.

Did Japanese become this Earth's most common language or are we just in a foreign part of town?

"Ben ten thousand." Gwen began to read, making me turn over towards what she noticed. A large stone statue right in the center of this shopping district. "Hero of heroes. Ben, is this our future?"

"Maybe yours." I looked over to future Gwen, who was still eyeing me curiously. "But it's not mine."

The adult pulled her face mask down, but did not remove her hood as she squinted her vision at me. "What do you mean-"

An explosion broke the statue we were standing next to, my Gwen erecting a quick telekinetic hold over the rubble that would have hit us.

"Ben ten thousand!" An armored Rhino, or alien with a gun mounted on his forehead aimed towards us. He didn't even get a second to take in my shorter stature before I had already hit the omnitrix.

Two red arms wrapped around his neck, as I slammed the forearm of one of my four arms to crash down on his horn. Once the weapon was disabled, I threw my last arm into the broken spot on his forehead.

He yelped, recoiling back as I interwove the fingers of my two sets of hands before using my bottom ones to slam up onto his chin, right into my awaiting set of upper arms to crash back down on his skull.

His naturally armored skin with sci fi elements gave him some head protection, but now that I wasn't punching him I asked myself when did I knock him out?

"Woah kid relax!" Adult Gwen, which I really need to figure out a better name for, came over with worry as she inspected the fallen foe. "Sorry for what happened but don't take your anger out on the bad guys!"

"I'm not mad." I answered calmly, because that was the truth. "What makes you think I'm mad?"

"Um, yeah." Kid Gwen, time travel was making me question how to call someone I've already talked with for over a month. "This is how he normally handles the bad guys."

"Really?" The woman, who I think I would just call Gwendolyn, doubted us. "No jokes? No teasing?"

Then I heard a rush of air, only having under a second to look up before his arrival. XLR8, of the future. This is Ben, or maybe me, or maybe from a completely separate future.

But, if it still connected to where Gwen and I were at, did this mean that this very well could be our future?

"This could be Animo's work." The hero of heroes announced to Gwendolyn, his visor lighting up as he stared over the unconscious body of the enemy. "I'll run a test back at headquarters to be sure of it though."

Then he spared a look up at my transformed self, and as I rose a hand to begin speaking, he brushed me off.

"And send them back-"

"-wait." I cut in, not letting this moment slip by. I needed to know something important. "Who are you?"

He merely scoffed, turning away and about to dash off but then I stepped right in front of him.

"I don't have time for-"

I wouldn't normally place my hands on anyone unless the situation was dire or I was very familiar with them. But if he didn't want to waste time then I wouldn't.

Reaching out with a finger, I pressed into the omnitrix dial on his chest, reverting him back to human. His appearance was definitely a one to one conversion of the one I saw in the show, if only for a few smaller details in his clothes and small gadgets he kept on his person.

But the shock on his bearded face reverted to a suspicious glare immediately. "Ok, who are you?"

Pressing my palm on the omnitrix on my shoulder, I turned back to the human body I was stuck in by default. "I'll answer your questions if you also answer mine."

He lingered over the options in his mind, the few I hoped he would consider and probably many others I prayed he wouldn't settle on. Can't imagine when the last time this guy might have felt vulnerable, and someone to catch him off guard and just turn him human? I should be lucky he didn't immediately turn into something just to pummel me into a paste.

Then, in a burst of green light, he was back to XLR8 and grabbed me.

Before running off with me, he spoke to Gwendolyn before pointedly looking to Gwen. "You look after yourself."

Then he ran, and as a human boy under his arm being swerved between streets and traffic at who knows how many hundreds of miles an hour? It was dizzying.

I felt like my grasp on him was about to give up until we came to a halt.

Ben, if that's who he was, sat me down on my feet before rushing over to check on the computer system in the middle of the room. This was a nice facility, with plenty of windows to overlook the whole city down below. But, it was empty, and awfully close to the one from the show.

"Ok, talk." He demanded, still not changing back to his human form.

It annoyed me, but I wouldn't let it deter me. "What do you remember about the summer getting the omnitrix?"

He seemed ready to rebute, or make another demand, but the longer he stared at me the more he began to actually weigh the importance of why I'm bringing this up. "A lot happened, and I learned a lot more. What are you getting at?"

"I'm asking if you, or Ben, were the one to get the omnitrix."

If it was Ben, the Ben I stole his life from, maybe he got his life back and continued on as the show should have. I wanted to know if there was a chance, or if somehow I ended up trying so hard over the years to fill the shoes of Ben that I recreated this future.

He should know, something at the least, and if he didn't, then that meant this wasn't actually our future. Or at some point it might be easier not to think about it, pretend everything went the way it should have.

But, Gwendolyn's reaction hinted towards one answer.

A brief alarm went off, whatever conversation we were having nullified by the alert. Ben sped over to the screen, before coming into my personal space and pointing towards one of the few seats this empty headquarters had. "Wait here, I won't be long."

Then he zoomed off, leaving me to question if this was important enough for me to intervene. Younger Ben just needed to help loosen up future Ben right? Vilgax is brought back by Animo, and he knows how to counter all Ben's aliens.

Was this Ben though? I guess if he was acting like canon it wouldn't matter because he was so engrossed in this persona he would react the same.

Glancing at the screen, I read out the location of a secure gene depository that had its alarms triggered.

At this rate, Vilgax would be revived from whatever deathly state he was in. Animo was a major threat if he can continually bring back the most dangerou persons or creatures in the universe.

I don't understand why he hasn't been executed yet.

Just before I dashed off to intervene, I hesitated. Should I? Does this Ben need Vilgax to knock the lesson into his head? Maybe, but risking even a single innocent in the potential crossfire wasn't worth it for Ben to learn to "have fun".

In that case, I don't think I can hold back my punches against a super-roided out mutation of Animo. Memorizing the directions from the map displayed, I held up the omnitrix to use a combo I had yet to try out but have practiced many times against some mountains.

So long as the omnitrix gave me the right aliens.

Following in the speedter's steps as XLR8, I rushed through the bustling alien streets with the occasional human wandering around. Faster, faster I ran, until anyone and anything I passed seemed frozen in time.

Taking a few wrong turns only gave me a few more moments to really build up my momentum, then, as soon as I came up to the broken down doorway, I saw the great white ape with a glass dome for a head, housing Animo's disgusting face.

He always pissed me off, getting off easy despite being the most dangerous bioterrorism to exist, willing to wipe out intelligent life and replace it with his work all to prove he could do it.

Leaping up in my run, changing mid air, I curled in on myself and rocketed forward as Cannonbolt, becoming a super sonic cannon ball aiming right towards his ugly preserved cranium.

At the speeds I was going, in a form that didn't have the mental processing ability to know what was happening outside my shell at such velocity, I smashed into a few somethings before slamming into a wall. Curling out from my deep indent into the steel, I shook my swimming head at how disorienting the move was.

Getting up, I heard the crunch of glass under my feet. Glancing down, I thought it might have just been a window. No, there was a clear fluid scattered with it.

Alongside some flesh, and 'gray matter'.

The next thing I knew thundering foot steps were charging towards me, making me brace for a brief mental flashbang of Vilgax himself coming after me. It was only the fact that I was being hoisted up and not repeatedly used as a rag doll or gutted on the spot did I open my eyes and see a very angry Four Arms.

"Do you know what you just did?!" He yelled at me, and as I peaked over his shoulder I saw the limp body, the headless body, of an oversized white gorilla laying on the ground.

"I'm shocked you ever let him live after all he's tried to do or almost done." Now it was settled, this couldn't be me. My answer made Four Arms let me go, where I dropped to my feet before changing myself back to human. "But, I didn't think that move would be that dangerous."

Animo dying to it was just a happy accident. Brutal, I know, and horrible to think about but I truly believed that if it's been twenty something years and Animo hadn't reformed at all during that time then there was just one option left to keep people safe.

"What happened here?!" Gwendolyn had flown in, Gwen borrowing a charm to sustain her own flight to follow as they both saw what had become of Animo. The adult stormed over, shoving Four Arms aside to yell at his towering form. "This is too far Ben, even for you!"

"It wasn't me." He coldly answered before looking back down on me.

"Ben." Gwen did her best to avoid Animo's remains scattered about the floor. "Did you, did you really kill-"

"Yes." I answered, my frustration rising into my face but keeping my voice level but direct. "I killed Animo, and if you remember any of his boastful plans or how close he got to succeeding then you would have too a long time ago!"

A flash of horror came over Gwendolyn, turning to judge between myself and the Ben she knew. "He's never won though! Animo, if anything, was just a public nuisance."

"A public nuisance?!" I repeated. "Nearly anytime he gets his hands on something as simple as kitchen supplies he reinvents the means to resurrect anything dead, reformat the DNA of anything and anyone on the planet, and even put those he's altered under his command! Animo is not just some beat 'em up villain of the week! I'd argue his intelligence and his near successes put him above anyone else we've faced so far!"

"And you think it's ok to just end him like that?" Ben asked in a cold manner, looking back to the body.

"If it's to protect even one person I wouldn't hesitate, I can't hesitate!" Despite not even reaching the height of his waist I stepped up to Ben's transformed muscular self. "I don't take pleasure in it, but if we don't do this when we need to then others will suffer for our inaction. You thought the same of Vilgax, and Animo was about to bring him to life with the means to take on every single one of your aliens. Knowing that, would you let him live if he keeps breaking out with that goal in mind?"

"How-" Then he did something surprising, and turned back to human, crouching down to really look me in the eyes as I didn't back down. "I was never like this as a kid. Why are you, so serious?"

He took a worried peek towards Gwendolyn, who wanted to step in to say something but held her peace. Whatever she wanted to say, must not have been needed anymore, as Ben turned back to stare at me as if I was a stranger.

"Who are you?"

Me with memories wiped, Ben who got his body back, or the Ben who never had his timeline interrupted. Either way, he clearly knew I wasn't Ben, and maybe with the future resources, magic, or aliens they could use, maybe they could help me.

As newly sparked hope that maybe I could once again find the answers to my deepest questions and figure out a way to fix things, I didn't hide my true identity.

"My name is S-"

That's as far as I got, before I vanished before their very eyes.


You ever have that feeling, when you're laying in bed but suddenly you're falling? You don't actually feel the moment you're falling, only the moment you crash in your bed with arms shooting out to your sides to catch yourself. This is what it felt like, my grip faltering for a short moment before catching myself yet again in this body, in this reality.

Only, I didn't know where I was.

Just a second ago I was staring off against a man from the future about to hit his thirties with slicked back hair and a beard that was growing just a tad out of control.

Now, I was looking into a forest in the middle of the night. Under my feet, instead of old leaves or layers of pine needles, it was red dirt and rocks. Honestly, for a second I thought I was somewhere near Kolob canyon, maybe closer to Moab.

But, something was off. It wasn't just how the air had a slight sting of iron to it or that the trees didn't seem like the native cottonwoods, not to mention my body felt significantly lighter, but none of it felt the same.

Marching under the stars, I tried to get my bearings, attempting to find a good enough clearance to either notice a familiar part of the woods to spot a road, or a trail, or even Polaris. Pulling out a flashlight from my cargo pants, I was tempted to break out a glowstick just to enjoy this sudden adventure.

My nerves wouldn't let me relax, as my body and the back of my mind kept telling me this place was not somewhere I had ever been and to stay vigilant. Without a clue to where I actually was or identify why it wasn't the familiar forests that stretched across Utah, I couldn't fully eliminate the possibility I was just in a place I was thinking about on and off lately.

Though, I'm pretty sure Gwendolyn would track me down with a spell before long and yank me back anyways to discuss how it went down with Animo. Did I go too far? Anytime I questioned if I did, I remembered all the people he put at risk and quickly justified myself.

Would I have to do that with my Animo? I gave mine a very harsh warning, and if he still somehow ignored that then I wouldn't risk Earth to his mad experiments concocted out of vengeance.

Oh good, I was coming up to a cliff with the moon's light covering the canyon. Now I could get a better idea of where I was based on, two moons?

I blinked, and there they remained. Two moons overlooking a valley with formations of red stone and what appeared to be some sort of civilization. Only, the homes looked so small, like sheds, and there seemed to be an abundance of fireflies covering the valley floor. Not even any proper street as far as I could tell.

Without a man made way down as far as I could tell, I put away my flashlight and selected Wild Vine to traverse down the mountain side. Only, when I slapped my hand on the silhouette I was a different kind of wild.

Whatever, as Wild Mutt I still easily climbed down the side of the cliff, but my heightened senses alerted me that there was actually a higher concentration of iron in the rocks and the air. Not to mention with how little resistance I felt from the gravity I even dared to jump down a few spots that would normally leave me bruised or broken. Nope, it was easy leaping down dozens of feet at a time.

I was still falling at a similar speed, but gravity was a lot more lenient here.

Just as I was reaching the bottom where signs of life were at, I heard the soft crunch of footsteps casually coming towards where I was arriving. They didn't sound human, and the smell coming from them seemed to blend in strikingly well with the area, not to mention they didn't radiate any extra heat.

I crouched down behind a rock, trying to determine what was happening and who this was. They were still a ways away, and while the moon was bright I thought my decent was quiet enough not to arouse suspicion. But the closer they got, their straight path towards my position, I knew they were completely aware that I was here.

Hastily I smacked the omnitrix to change me back to human, and as a kid adults would be a lot more lenient with me, and more willing to humor my ignorance.

Slowly stepping out from my cover though, I was not greeted by a human, but instead a humanoid figure made of obsidian material that shimmered just like the stone would. Their joints were inhuman, and by that I mean ball sockets holding their limbs together. This was a robot, or maybe a golem. Hard to tell if it was magic or science holding this thing together, but the way that the light gave hints of sparkling purple energy just under their skin made me think magic.

Until two large luminescent eyes appeared on their featureless face, their soft violet glow of perfectly circles stared down at me, looking over my omnitrix, and seemed deep in thought.

"Um, hi?" I greeted with a shaky hand. "Where am I?"

"Do you not know where you are?" Its synthetic voice was calming, even if it sounded like a lighter tone with an echo of grinding stone in the back of its throat. "Please identify yourself so I may further assist."

It also had an odd accent, like a blend of Australian and American with a hint of British.

"I'm Ben Tennyson."

It swept its gaze slowly over me, giving me the impression it was scanning me further.

"Please follow me."

It turned around, waiting for me to take the first step at obeying before marching onwards. It took me onto a wide dirt path leading through the middle of the valley, which was a larger garden now that I got a look at it. Dozens of fireflies began circling around us, prompting me to attempt to try and have one land on my finger.

Hold on, it was a machine too!

"What are these meant for?"

"Besides assisting in pollination, the life lights help to maintain the gardens while also serving as a basic monitoring system. While capable of tending to the needs of the local plant life, their function is limited to 'miniscule' tasks."

Did it just make a joke? These robots, or magic golems, are pretty advanced. "What are you?"

"I am node nineteen, designation Star Dust. I am but one of several night crew of the planet."

That didn't exactly explain what it is, but I couldn't tell if it was meant to divert the question to something more vague or if its language skills were still lacking.

As we strolled through the rather peaceful gardens, I noticed other similar machines either walking on the other side with something in hand, or harvesting what seemed to be a batch of raspberries.

This was, really different.

"I see you eyeing the fruits of our labor." A partial deep southern drawl but still synthesized spoke up, startling me as I nearly ran into my guide who had stopped walking. Gazing up at the notably taller and more bulky machine, his frame was of simple steel and chrome, and actually wearing clothes. His design was definitely robotic, compared to its other mysterious nightly counterparts.

He even wore clothes, befitting a more modern farmer with flannel and a denim jacket who looked like he could be a part time cowboy with the hat on his head.

His eyes were all but slits of black, with barely notable red dots glowing behind the tinted lenses. Despite how scary it might be in the dark, he wasn't attempting to be threatening.

"You want some?" He held up a woven basket, showing off a freshly picked selection of berries. "Most of the extras either go to feedin' the livestock or plantin' more. Not many mouths to feed on Mars. Not yet at least."

Mars, we were on Mars. That explains the low gravity and two moons. Even the really red dirt and subtle iron permeating the air. Yet how come the air was so breathable, and how could all this plant life grow here?

"Thanks." But while most of everything was understandably not exactly Earth, at least these fruits tasted just like the ones from my grandmother's garden. "You ever make jam with these?"

"And jelly." He proudly announced, beckoning me to follow as my previous guide remained in the gardens. We walked across a much wider stretch of dirt road that was at the front of the gardens, before hopping in probably the most awesome looking modified older jeep. It was like taking a mars rover, giving it the off-roading capabilities of a dune buggy, and putting the shell of an old war jeep around it but just a little bigger to sit people comfortably within.

My new escort put his finger in where the keyport would be, before cranking the thing to start up and drove us away. We exited the narrow garden slit in the mountains, which opened up into a wider valley giving us a better view without red cliffs and mountain formations to loom immediately overhead.

We were going much faster than I felt like we should be, and when I stuck my arm out to the side I immediately felt the rush of wind, but only on my hand.

"Real handy, ain't they? No roof but still all the comforts of those enclosed vehicles. Though if you want the wind in your hair just dial that knob there. Slowly though, otherwise you might make me lose my hat."

Again, another one made a joke. Though this one had much more personality.

Oh, and a rather big revolver on his hip. Noted.

Mentally I dubbed him Big Iron, or just Marty. But he wasn't a classic cowboy so maybe not. He wasn't built to meet a media stereotype, but rather it seemed like you grabbed some ordinary modern farmer and just gave him a robot body.

Crap, was this guy actually a cyborg and not just a machine?

"We're comin' up to our destination." He alerted me, the trip having been a short one. Honestly we probably could have walked it but that would have turned a three minute drive into a half an hour walk.

He slowed down as we reached the slope to a slight incline onto a hill. It wasn't a big one, but the one side did have a cliff stretching down about thirty feet. Upon this wide flat hill was a set of two large interconnected cabins with a big garage beside it that looked like an army supply vault.

The cabins were made with wood from the local trees, matching the red dirt but standing out just a little more with its darker tones. The bottom half of the ground floor walls were covered in corrugated metal, just like the roofs and the porch awnings. Lastly, the biggest thing I noticed was the single stylized lamp post at the front drive bathing the front yard of the property in a soft glow.

This, felt like exactly the kind of home I would dream of to live in. Down to even the rustic yet fallout inspired light fixtures over the doorways. It was big enough to comfortably fit any room or person you would reasonably want but not too big to where it screamed 'I have money to flex.' Though, given how this would probably cost a couple million in my time it was definitely outside anything I would ever have been able to afford. That's not even considering how much land is part of the property.

Standing ten feet in front of the home was someone else, another machine, but taking on the appearance of a maid. Sky blue maid outfit, check. Literal porcelain plated skin? Cool. Fiber optic hair that seemed to trickle with subtle lights as if it were mimicking rain? Awesome!

She was also the only one with a mouth and expressive eyes, but still had a tint of light behind her glass orbs.

My current rancher friend turned off our ride, getting out as I followed to speak with the caretaker, leaving the basket of fruits behind. "Is he awake?"

"He should be now." She relayed back as I watched her mouth pieces move in conjunction with her circular cheek motors. Definitely robotic, but man she had such subtle movements in her face that made her seem so alive. "He wanted to get a little more rest before our guest arrived."

"I'll leave you to it then." With a tip of his hat my steel faced companion went back to the jeep buggy and without a sound to disturb the night drove off.

"Welcome." The maid gave a small bow towards me with a warm smile. "My name is LIS, Logic Interface System. Please feel at home, and should you need anything simply request it."

Walking ahead of me, the screen mesh in front of the door quickly slid into the wall before she grabbed the front handle and opened the rustic metal door for me, all while acting as the perfect maid.

The lights were slowly brightening inside the main entrance I stood in, making sure I wasn't suddenly blinded but giving me plenty to see my way around. While I half expected maybe to have it be super futuristic inside it was homey. The living room adjacent to the entrance had some nice carpet, a practical shoe rack with a mounted brush on the side of the door, and I could see a spiral staircase leading to the upper floor with some string lights woven into the railing.

"Would you like anything to drink?" Liz asked as I took off my shoes to follow the standard of the home. "I already have some wonderful belgian inspired hot chocolate on the stove and Irish creme to add."

I would have turned the offer down, but the fact that she already had the exact kind of drink I would want to warm myself up with brewing I couldn't say no. "That sounds wonderful."

"Then please, allow me to bring you a cup while you rest in the living room. The master of the house should be out shortly to greet you."

Nodding as I was dumbfounded by seeing all the choices in design and decor that I loved, I made my way into the living room to enjoy the plush feeling of the high quality carpet through my socks. The wide couch looked comfy, but also foldable to either become a large bed or turn into the best pillow fort around. Taking a seat on the far end with a small table next to it, I noticed that while the wooden walls didn't need anything to further decorate their colors and texture, there were small hooks on it to signify that there should be photos or art hanging on them.

Odd.

A groaning yawn rumbled through the hallway, startling me because this was technically the first intelligent life form I was meeting. Unless some of the people here really were cyborgs.

The man, with strikingly similar build and height to the future version I saw of Ben, rounded the corner of the hall while rubbing the sleep from his eye. On his left arm, was an omnitrix, same one as future Ben's with how it grew with age. But as he stepped further into the living room's light, his hair was shorter and lighter colored, while his beard was trimmed shorter and better kept than his other counterpart's.

This Ben adjusted his navy blue wool sweater that did nothing to hide his impressive frame, before registering my presence. He finally seemed to wake up, really look at me before an amused smirk graces his face. "Well I'll be. It must have been a pretty big slip for you to end up here."

Wordlessly, Liz arrived with two large mugs, stepping up to Ben's side and giving him the larger one who accepted it as if it was routine.

"Thanks Liz."

She nodded, satisfied with her efforts before approaching me and handing off the drink with two hands. Cautiously, I accepted it with a thank you and moved to stand up to greet Ben because it seemed like the polite thing to do.

"Don't trouble yourself." Ben told me, and with a single hand he hoisted the back of a nearby recliner before moving it across from myself. He sank into it, taking a quick sip before flipping out a side table from the seat to rest his drink on.

I dared to drink through the dollop of cool whip on the top of my drink, and had to fight the urge to guzzle it down. It was exactly how I would've made it for myself if I had the skill to pull it off.

"So." Ben began. "Just to clarify which possible version I'm dealing with, how long have you 'been' Ben."

He knew, and since he already knew I didn't restrain my response. "Coming up on two months in a little bit."

"Hm." He wasn't surprised, expecting the answer and making me think I wasn't talking to future 'Ben'. "Let me take a guess. Before that, you were in a normal world about to start a proper life, and all you knew of the omnitrix is that it was from a cartoon."

Nodding, a little stunned from the quick summary, I just drowned my silence in taking another big sip. He did the same, both of us ok with the comfortable silence as we stirred over the information in our heads.

There was no doubt about it, this was my future. Or, a future where I stayed in Ben's body, and he could tell that I had come to that conclusion as well.

We were practically the same person after all. Which meant we could skip all the nonsense of 'you're me and I'm you' gag.

"Mars huh?" I looked out the window towards the landscape. Man it was such a perfect view. I had good taste in location.

"Wanted my own personal sandbox." The man in a proper man's body replied. "Getting to craft a whole landscape of where I lived, without dealing with the hassle of having neighbors or a government to get on my back."

"So, the universe doesn't know you exist?"

"Oh they know." He didn't seem all too happy about that but he shrugged it off. "It's inevitable having to be an interstellar 'hero' with the omnitrix. I mean, before I even got to another planet word had spread about a young Earthling possessing it. But where I live, no one besides a very tight circle knows I live here, or even that I terraformed Mars. Man that was a project, between fixing the magnetosphere and getting the equipment on planet all while generating massive storms over the planet to keep any curious explorers away. Oh, and water is freaking expensive, especially when you want enough for a whole planet's ecosystem."

Even if he was rambling I was invested in the details. I wanted to know more, all the intricate parts and planning with the unexpected hurdles. But, as noted on the shelves housing a modest collection of blue-rays, we both loved our sci fi time travel content.

Knowing your own future wasn't always a good thing.

"Oh but you should see the garage." Yet we both loved to brag at times, as demonstrated by my older counterpart. "We got that TARDIS working eventually, but it's not really a TARDIS despite what we did to it. Close enough for us, and shockingly we don't actually use it super often. Sure, whenever I have to travel between worlds I do but we managed to get the more concerning spots in the galaxy their own heroes. Now it's more of an RV to use for fun trips."

Then he stopped, taking a longer gulp of his drink before slowing down. "Sorry, only so many people I can be this open too and the others have heard this maybe a hundred times. I know you've got questions, but that's as far as I think I should go into our personal life."

"But what about our other life?" I interjected. "What about, who we left? If there's a chance then-"

He silently rose a hand, politely keeping me from spiraling down a wormhole of what ifs. "The early years were the hardest. But, please believe me when I say that your old life isn't your only one. Moving on is-"

"And how am I just supposed to move on?!" I stood up, at the edge of either frustration or panic I couldn't tell but my heart was racing. "Our family, sure, I saw first hand how they could move on. Friends? Upset for a time yeah, but how could I ever move on from leaving the one person who was ready to share their whole life with mine and mine with hers without even a goodbye?!"

I suddenly realized that this house, this place, was much too big for one person. All the places where I would put photos, they were empty but still had signs that something goes there. Looking closer at the same arm that housed the omnitrix, I spotted a ring on his finger. "How, how did you-"

"This is our life now." He answered firmly. "I'm not happy with how things ended for our last one, but if you can't find happiness with where you're at you'll never get any better."

His words, I already knew they were true, I had come to similar conclusions already. I have been able to enjoy time with Gwen and Max, but this pit in my stomach, the hole in my heart, it's just getting bigger and nothing is filling it.

"I'm trying."

"And that's the key." He pointed towards me with his mug, as if that answered anything. "Every day is effort, it needs constant attention, and one day after doing it every day, you realize that you're strong enough to carry that."

Yes, ok, I understood that, but that didn't make things any easier. It probably never would, but it wasn't helping me now and I needed something to go off of.

"Then, do we ever find out if we left-"

"-Ah ah." He stopped me before I could ask, his shoulders sinking as he stared off towards that distant horizon. "That's something I can't answer, and something you should stop asking."

Abruptly he stood up, cracking his back with a few quick twists before finishing his drink swiftly. "What we should focus on is the immediate concern, your slipping."

So he knows what's happening to me, figures. "And how do I stop doing that?"

"Well, for one stop saying your previous name. You're Ben now, and you don't have to even be anything like the previous Ben, but you're new self is now your reality's Ben."

"So what, forget it?"

"You'll never forget it, but you'll have to keep it secret, and there will only be one time you can ever share it with someone. Ever, so that person has got to be pretty special to-"

"Stop with the pointed hinting and Doctor Who references."

"Look, it's not my fault that the longest running show with all the cosmic plots and time travel happens to have some similarities to real events. Especially if we keep getting involved with all of that stuff."

I don't know if I could exactly do as he said, but I would have to wouldn't I? Looking back up to him, I decided it was time to move on from the heavy stuff and maybe back to some curiosities I had that might not even be relevant to me. "So, speaking of Doctor Who, does that go the same or-"

"We buy it and make sure it doesn't turn out the same way." He assured me with a satisfied smirk. "I had years to think about how I would alter that show's direction."

Oh thank goodness, out of all the things at least I get to preserve the quality of my favorite show. Then, he paused, quirking a brow my way before wincing. Shaking his head with a sigh I was puzzled by his sudden reaction to, whatever. Maybe our version of Doctor Who wasn't as appreciated?

"What was that about?"

"Just, something you'll find out. Any other questions that I can answer while we have time?"

"Yeah." I pointed my thumb outside. "I get having your own personal robot servants, but are some of them part magic or cyborgs? Some are scarily human in personality."

He seemed ready to answer, before a voice whined out.

"Dad, who are you talking to?"

Just as my head was about to turn towards the source, something slipped out of my grasp, and I was suddenly lost.

For a moment, the adult Ben lingered his silent apology towards the spot I was just in, before addressing a different child in the room. "Just, talking to myself."


It happened again, that same falling sensation as I crashed onto the new surroundings I had ended up in. It was harsher this time, my footing stumbling as soon as I landed onto an uneven surface. Slipping to the side, I rolled down a slab of some kind of rock as I was tumbling down its side until crashing into the pile of dust and rubble below.

That could be bad. Assessment time, could I move? Yes, but it hirt. How bad? Not bad enough to suggest anything more than bruises. What about any cuts or other things I wouldn't notice right away? I had to get up and inspect myself.

Pulling myself back up, I first noted that it wasn't rocks, but old and broken concrete mixed with shattered rebar. If I fell too far to that one spot, I would have been speared through.

Checking myself over, I was glad to have every part of me together. A little banged up, but I've had worse. But I guess since I wasn't wearing shoes when this 'slip' happened I no longer had them. When I looked up to see where I had landed, I regretted it. There were battered structures all around me, buildings falling apart, the ground cracked and shifted, with dark plumes of smoke shooting into the smoggy sky.

These weren't just ruins of a city on Earth, this was a battlefield.

Something screeched overhead, prompting me to duck my head and find immediate cover. Not long after an explosion rang out, detonating in the street I was just in.

Ok, I needed a more stable body.

Clicking the button of the omnitrix, I was ready to turn into Diamondhead before someone grabbed my arm and spun me around.

They were an armored individual, wearing a very familiar get up, specifically for one that was 'pulling their punches'. As soon as his armored triangular visor faced me, the helmet collapsed into his space grade suit before I was left with the appearance of Tetrax.

"Ben?" He uttered in a startled cry, his chipped and scuffed complexion staring over me. "How are you here?!"

Another timeline? But I didn't even say my name!

"I don't know how long I'll be here or if I can help-" I cut him off before he could ask any questions. "-but if I can I need you to tell me where it went wrong."

His stone gaze narrowed over me, still trying to make sense while also reflecting back on what happened. "You're the other one. The one who was stuck as Ben for months. I thought we got you home?"

Home? I can go back?

"That didn't happen for me." I shortened any kind of explanation, trying to get answers. "So how did it happen on your end? You sent me home?"

Another high pitched cry rang out, Tetrax punching into the Earth to have a crystalline shield protect us as a building collapsed from another unseen attack. "You had come looking for me, trying to find answers to what happened to you. You spoke of the creator of the omnitrix and how to find him, and when we did we eventually managed to find a way to send you back and retrieve Ben from the void."

Now that the immediate danger had passed, he stood up and extended his hand to assist me in getting up as well.

"Azmuth hesitated to allow Ben to keep the omnitrix, but your many stories of the accomplishments he should have had allowed him to give Ben a chance."

He then looked up darkly towards the sky filled with smog and ash, glaring at what might be lurking within. "Unfortunately, because you had to handle those battles that Ben would have, by the time Ben was back in his body he had not received the proper experience to handle the dangers that immediately followed us."

"Ben-" I swallowed a lump in my throat, staring at the war torn planet I used to call home, that we were supposed to protect. "-Ben lost?"

"Murdered, and the omnitrix taken." Tetrax seethed, before looking down to my wrist. "But with you back, we have a chance to set things right."

This? This might be even beyond me. But, if it's my fault the world is in this mess then I should help put it right. "Well, while I'm here."

"Good answer." Tetrax walked over to hoist up a bag he had dropped earlier to help me. I followed, careful not to step on anything sharp now that I had no shoes.

"How are you here anyways?" Tetrax asked as we walked, keeping our eyes on the skies in case another unseen threat nearly bombed us.

"I'm still trying to figure that out." Agh, I needed to find a new pair of shoes fast. "But what about the me you sent back? How did you send me home-"


"-AGH!" I fell again, and this time my foot suffered for it. Landing right on my butt, I nursed the sharp pain on my foot. Cautiously, I took off my sock where a sizable gash was on the bottom, and saw a shallow cut on my foot. Ok, this wasn't too bad, just need to patch this up with something and-

-and see that I was currently in a void of space, chunks of large rocks floating over the ground. Wait, ground? Yes, space was up, gravity didn't seem to work, but there was a lot of ground under us. Was gravity broken here?

Testing my theory with my hand over the omnitrix, I rolled off the rock and gently began floating down to the ground with only some mild spinning. After a minute, I was now Earthbound with at least some invisible force to make sure I didn't float away so long as I didn't jump too hard.

Now where was I? The stars above were familiar, so that had to mean Earth right? What happened this time?

I didn't ask it aloud but the universe decided to answer, and that was from a sudden eruption of violent drumming followed with screaming chants from the void. A portal tore itself near me, and out stepped a man who stumbled through it with violent shakes. Their long black hair, their greasy skin, and an unstable look in their eyes.

If I had to guess, this was a future version of Kevin wearing rags over his bones.

"Finally." He spoke aloud to himself. "We made it Ben. No thanks to yoru whining."

He hasn't even looked my way yet, the man having gone crazy overtime. I wished it would stay that way, but when his eyes focused on the reality in front of him he gasped in horror seeing me.

"No, no wait." He held up his hands in mercy. "Please don't send us back! We can't stand it any longer!"

"You're Kevin, right?" I asked, hoping to get some reason from him. "What happened to you-"

"Shut up Ben!" He snarled, before snapping his eyes back to me in absolute fear. "Not you, the real Ben I mean. Stuck with me here."

He gave a few taps to his temple, leaning his whole body to the side as he got a better look at me. "You're not the same."

"What are you talking about?!"

"Me." A gruff voice, devoid of life spoke up. He walked right past me wearing a long tattered cloak, an omnitrix prominently glowing on his wrist. Only, there was a crack in its faceplate.

"Stop!" Kevin begged as he fell to his knees. "I'll do anything!"

"You said you would stay there." The man held his hand out, bringing his fingers together in front of himself. "You lied, and you had too many chances anyways."

His voice, it wasn't like the first future Ben, or even the one like mine, but it was close enough that I realized this was another future.

"No, no please!" Kevin slammed his head into the ground. "Just kill me!"

"Your pleading won't sway me." This Ben uttered as a spark of green cracked out from the omnitrix, traveling through his arm and to his fingertips as he prepared to snap. "Your wish just happens to align with your fate."

Kevin let out a whimper, a quivering smile stretching over his lips before a chorus of anguish bellowed from his body, as he was atomized.

I watched, too stunned to speak, as I questioned how or why this Ben would be so ruthless.

"I'm tired." He answered, as if he could hear my thoughts. "I can, and I'll tell you what happened. I don't keep much company besides my own these days."

The scenary bent around us, dust and stone reshaped by some shifting gravitational pulls to conjure two chairs. One for him, and one for me. As I sat down, I saw that my feet were now back in a pair of brand new shoes. Did he do that too?

"Yes." He answered, and I got a look at the heavy bags under his face. "To start this story off, things changed when Ghost Freak couldn't let go of the past."

"He did this?"

"No, I did."

Ben, or me, destroyed the world?

"Ghost Freak said all he wanted was his home back, and I was helping, but he was going too far. I tried to reason with him again, like I was always able to, but while I was doing that Gwen and Max went behind my back to try and stop him. They were killed, leaving me to deal with Ghost Freak alone."

So what, a stale mate? Earth was in the crossfire?

"No, I saved Earth." This Ben leaned his chin on his hand, his vacant stare unnerving me. "But I learned my lesson. No second chances, no mercy for the wicked. I didn't realize how many wicked people there were at first, but eventually I got rid of them all. Now it's just the innocent that remain, until they become wicked too. They always do."

What was he spouting? I don't remember Ben reasoning with Ghost Freak before or how this could have-wait, this wasn't a Ben.

This was me, me who had stopped showing mercy.

"I still have some." He answered, lazily gesturing to where I was. "You're still alive, aren't you?"

I, I couldn't stay here. I didn't want to, and just as I pleaded I was taken away yet again, my grip on reality slipping until I caught myself.


There was a numbness over me I hadn't noticed before that was building, each time I slipped into a new reality, or timeline, whatever it was made me feel more off than before.

"Happy birthday Grandpa!"

What? Looking up, I saw Ben, Gwen, and Grandpa Max, all sitting next to the Rust Bucket. A cake was placed before them, Max about to slice into it. This wasn't a future this time, it was a present.

I didn't belong here, they had their own lives to worry about and I had my own. I just wanted to go home.

Quickly catching myself from that same disjointed falling sensation, I gasped, something was wrong with me. I didn't hurt anywhere but that building sensation was growing larger, overtaking my sense of reality.

No, it made me too aware. I was starting to feel the streams of time running between my own literal grip on reality, weakening it, making me try and catch another to prevent myself from falling between it all.

So caught up in this new terrifying outlook on what made up the cosmos and my place in it, I barely registered that someone called out my name.

My name.

I stripped my perception away from all of that and focused on where I was, who was calling out to me, and what I was doing. I was at my apartment, the one I was renting before I woke up as a fictional ten year old.

Just on the other side of the front door, I heard a knocking.

Throwing myself up from the futon I occasionally napped on, I ran to the front door an looked to see who it was that was beckoning me.

Her, it was really her! I missed her so much that I didn't want to wait any longer to embrace her. My hand snapped towards the handle, and I slipped again.


Song to listen to while reading: Can you Hear The Music -by Ludwig Göransson

I was somewhere else now, a distant memory that strummed out to me, and just as I took another step I was somewhere else. Another life, another alternative, another time, all in one place under my feet.

I tried running, trying to find a place where I wasn't falling into another as each step made me aware of another note. I saw creations culminating, destructions developing, the possibilities and all its impossibles.

My grip was waning now, my feet continually stumbling onto new ground, with a different sky each blinking moment. I tried running as the seams of space were pressed against one another in fast, repetitive motions, the worlds I saw becoming flashes of moments as I tried to get my bearings on at least one of them.

Faster, faster they played, each one calling out with their own sound, their own tune, all so different but the orchestra of eternity was reaching my ears, my soul. Slipping further into the call of an awakening song, I was still, ever falling and never leaving the same place. I was everywhere, everywhen, hearing every part of the song as they all competed for my attention.

The instruments of every reality continued to rise, all that is, was, and ever could be resounding in rhythm. They kept calling out to me, all demanding my attention, my command, and if I didn't listen they grew louder.

Eternity was calling to me, and I was falling into its grasp. The moment was arriving, I was the moment, the chorus of all singing out and I heard it all. Every instrument was at my grasp, every note and melody crashing over me, and the music was heard.

Even that one, demanding my attention amongst infinity.

It didn't know my name, but it sang it, directed it at me.

'Ben'

That's what it said, and it was familiar, as if I knew that name.

'Ben!'

It came from a song I knew, a voice I knew.

'BEN!'

I know them.

End music


"GWEN!" I screamed out as I finally caught hold, stumbling back into reality as arms wrapped immediately around me. I was in a place I had been before, the headquarters of future Ben.

I suddenly remembered how to breathe, how to be mortal again. Gasping inwards, I coughed out as if this was the first time I had ever used a pair of lungs. Every motion I made was deliberate, every function of my body starting over as I held tight to this place.

Once I was steady in both body and mind, I hugged Gwen back, ever grateful for her intervention.

"Ugh!" Gwendolyn collapsed nearby, holding her head as she was helped up by future Ben in his human form and an older Grandpa Max. Below her, were many spell books, and a magic circle with symbols burned into the metal floor under her, still steaming.

"We found you." Gwen muttered next to me. "I can't believe we found you."

"We didn't." Gwendolyn swayed, but was back to standing up on her own. "We put as much magic into that spell, but we never caught a trace of him. Where were you Ben? I thought you stopped existing all of a sudden?"

Where was I? Here, everywhere, all at once. Shaking my head as I recalibrated my own thoughts, I didn't have an answer for what exactly I experienced. "I, don't really know. It's all overwhelming to try and think about."

After a moment, when I felt ready to, I stood back up from the floor, relishing in the solid ground under me. I was still here, with people I knew, at least one of them really.

"Thanks again Gwen." I gave her one more hug. "I needed that."

"You're sure you're ok?" Future Ben approached, putting his hands to his hips as he seemed genuinely concerned for us. "We really thought you were gone for good."

"Yeah, yeah I'm ok now." Letting go of Gwen, I inspected my shoes to make sure they were still there and there was no cut on my foot. "Yep, I'm good."

"You sure there's nothing we can't do for you kids?" The even older Grandpa Max came over checking on us.

Max, our Max is back where we left him. Today was his birthday. "Just one thing. What would you have wanted for your sixtieth birthday?"

The man gave a short, heartwarming chuckle before kneeling down to the two of us. "Getting to spend time with the two of you is already the greatest gift I could ask for."

That sounded good to me, and looking up towards the ones capable of getting us back, Ben tried to hide the guilt on his face before looking over to Gwen. "What do you think? Should we do something with Grandpa after sending these two back?"

"What do you mean we?" Gwendolyn teasingly replied. "I'm the one who can do the time travel spell."

Ah, that, I swallowed the dryness in my mouth as I remembered how that went last time. I hope I can keep myself together for at least one more trip back.


Sitting around the campfire, a belly full of cake, and a pleasant night with no aliens or other monsters interrupting it. Just being able to sit here with Max and Gwen, was enough at the moment.

"-and I said 'what, and waste all these ingredients?'." Max finished his story, getting a good laugh out of Gwen and myself. The man then joined us in the revelry, our laughs lasting for half a minute.

Gwen threw her paper plate into the fire, wiping her hands on a napkin as her chuckles died out. "Only you would try and use a monster you just defeated for your cooking."

"Oh?" Max loomed over her with accusation, and still a playful smile. "What are you saying about my cooking Gwen?"

The girl shut her mouth, hoping that I would somehow swoop in to save her as she quietly begged me with sad puppy eyes. I purposely ignored her, pretending like that speck of ember was the most interesting thing in the world.

"Traitor." She mumbled.

"Well I don't know about you two." Max started with a content tone. "But this is probably one of the best birthdays I ever had. Thank you both."

"You're welcome Grandpa." Gwen gave the man a quick hug as he got up.

"Let's let the fire burn itself out." He declared as he stretched out his weary body. "After that, we'll get some shut eye before going to our next destination."

"Sure thing." I grabbed my roasting stick, jabbing at the logs in order to help break them up to burn faster. Today had certainly been long, and I was definitely tired.

I reflected on the day, the many faces I had seen, many of them just versions of the one I had now. All of them had such different lives, the slightest changes provoking the most drastic outcomes.

Above all else, I discovered that my presence here was even more unstable than I had realized. Magic already threatened to untether me from this body, but what awaited beyond was not something I could forget easily. If I tried to fix or undo what had happened to me, I would likely slip back into what I had experienced.

I tried not to focus on it, how my perception of the universe and its many possibilities. My glimpse into the cosmic forces had opened my mind, made me listen.

I could still hear it, the orchestra of realms, the music of infinity, the call of eternity. No words could replicate what I had been part of, what I continue to be as its melody was ever present in everything, encompassing all that is, was, or ever will be.

I was still falling, and I don't think I would ever stop.


None of the timelines featured are guaranteed to be the outcome of this Ben. These are just a few of the endless possibilities. I had some fun of course exploring all these alternatives.

Truth be told, I could never pick just one future to visit on. I might have cut some others short but I wanted to have the chapter focus more on SI-Ben seeing just how much there really is to eternity and if it's worth prying further into asking himself why he's here and how he could get home.

Here is a list of the timelines visited in order:

-Canon Ben 10,000

-Future SI-Ben still in Ben's body

-Future where Ben got his body back from SI-Ben

-Future where SI-Ben became a ruthless and unforgiving "hero"

-Canon episode ending

-SI-Ben's original life

-the rest of infinite

Discord link: https://discord.gg/S46dcywpfv

REMINDER! I won't be using any content created outside of the original Ben 10 show. No content from Alien Force, Ultimate Alien, Omniverse, or reboot will be used. That includes aliens, abilities, plot points, lore, and just about anything not seen in the OG show.

Chapter 19: Freedom Day

Chapter Text

My Name Isn't Ben

Chapter 19

It's hard to leave everything behind, it's harder when it's taken abruptly, and even harder when you know you can never get it back or give back the life you unexpectedly found yourself in. I've come to know this better than most, maybe even more than anyone else.

But, for as much as I wish I could undo what happened, I was discovering that I was looking back less each day, and looking forward even more to tomorrow.

Or even now, while Max had the Rust Bucket perched on ramps of green diamond to let him easily gain access to the underbody of the vehicle, I was content with the present.

"These hose clamps are one bad bump away from snapping off." I noted aloud as I was helping out with some routine maintenance on the old heap of junk on wheels that I was considering home. Sure there was tons of plumber tech scattered through it but it was a cobbled together experimental prototype rather than a refined product.

"I've been meaning to replace those." Max hummed as he searched through his tool box for spare parts. "It's not often I get to look at the belly of the old girl."

Yes, this how I liked spending some of my time. Sure, I have my projects to work on what alien tech remained in my personal collection to assist Zs'skayr with his pursuit of going home but I couldn't do much with my limited human brain for that. An older car, or at least the Earth tech portions of it, that I could work on without my aliens.

If only it didn't feel so embarrassing to use a step stool to reach up to replace those hose clamps. There was a significant gap between how high I could reach and how low Max could comfortably crouch.

I heard Max laughing to himself while he was ratcheting off the skid plate, knowing exactly what he was chuckling over.

"Ha ha." I faked a laugh in reaction. "The ten year old is small."

"Sorry Ben, it's just that lately I keep forgetting you're still a kid." Max happily kept working as he talked. "You've matured a lot, and while you are my grandson I can't help but feel like you're another plumber buddy from back in the day. All the aliens, helping to watch your back as you watch ours, even now you're not shying away from the idea of doing chores."

Speaking of chores, I leaned my head down to spot Gwen who was practicing some more spells, without the staff this time. Colorful sparks coming from her hands, reminding me of the holiday coming up.

She was keeping busy in her own, fun way.

"Will the plumbers become more active again on Earth?" I asked as I began unscrewing the clamps. "A lot's happened recently and I doubt it's going to calm down soon."

"Well they might." Max shrugged before eyeing me curiously. "Do you want to be a plumber?"

"So long as I have this on my wrist I don't think I have much of a choice." I rolled my wrist over to see the omnitrix's red dial change to green. "But, I guess so long as I can have a life outside of the plumbers I wouldn't be against it."

"That's something I struggled with a lot in my time." Max replied with a heavy heart in his voice. "I kept my family out of the loop of what I did, and I feel like I missed out on so many important moments. It's not easy to keep a work life like this separate from your personal one, even if what I did was intentionally kept a secret."

"I doubt aliens will stay secret for long." I answered, replacing the parts and tightening them in place. "Even if we don't get another Vilgax, they've been openly visiting populated areas. At this point I think most people already believe in aliens, and reality is going to settle in soon for the world to have a more open response to them."

"We speculated things like that for years." Max reminisced on his time with his fellow plumbers. "Maybe you're right, even if the activity dies down the truth is already out there for those looking for it. Which leads me to ask, are you going to keep your use of the omnitrix secret?"

"For as long as I can." It was one thing to have a secret that you wanted to tell but had no way of proving it, but the omnitrix and my identity was not something I wanted the entire world to know. "But the galaxy already seems to have some idea of who I am already. I just hope that I can keep a lid on this long enough to get through school."

Speaking of which, I hadn't even realized that by the time summer ended I would be going back to elementary school. The show ends right as Ben's summer is over, well, except for that one final episode and that live action movie.

The people here, or, characters don't even look like their movie counterparts. Everyone looked real in this world, but they still sounded like their cartoon versions.

Still though, school? The idea of being peers with all those gremlins I was stuck being around for the last day of fourth grade for an entire school year and many more to come made me want to bash my head in.

Hopefully I could convince Ben's mom and dad to let me be homeschooled, better yet enroll in an online school that I could fast track my way to graduate. What were the chances a ten year old could get a GED?

As I finished my work, it just occurred to me how seriously I was thinking about the future. Not for my previous life or how I was going to return, but this one, living as Ben.

I don't know if that's a good sign or a bad one.


I wasn't sure if Max would have agreed to our next destination. It would be backtracking all the way back to Nevada. But, the man was lenient and adaptable to his planning. I was so grateful to him taking us on this road trip, even if I wasn't the person he had in mind to bring with him.

I needed to tell him soon. Gwen already knew and she could help me convince him through the magical angle. Though, it could hardly be considered evidence at this point.

The trust he had in me was built over all our experiences this summer, right? It might sour things for a time but, I had to give back that same trust.

I had to trust that he'd believe me, that he would understand. But maybe after the holiday, I didn't want to spoil the fun.

A firetruck let out its horn as it drove slowly past, alerting us to another vehicle passing on the small town road. Gwen and I armed ourselves, and ok I might have cheated with Gray Matter to make the best super soakers that kids could legally have.

"Fire!" I yelled as I aimed right for the man on top operating the hose, hitting his visor to obscure his vision. He didn't need to see to release a literal downpour though. As much as we might have had the best water guns around, the fire truck was a literal tank of water.

"Aaaaah!" Gwen screamed out with laughter as we ducked for cover under a picnic table. Max throwing water balloons at the next vehicle in the makeshift parade that had a bunch of kids in the back of the truck with their own weapons of water warfare.

"This is awesome Ben!" Gwen aimed from our new position, taking a few pot shots at some of the kids across the street. "I didn't believe you at first when you said the whole town participated in a water fight! Especially not one so small!"

I smiled fondly, because that was my reaction too when I moved here as a kid. This town that no one knew of in Nevada, had the best ways to celebrate the fourth of July. Well, today was the third, all the free barbeque, treats, and other activities were tomorrow. I questioned if I would be upset if we came here, caught up in nostalgia or longing for a previous life.

Even now, we were set up between the church and the community building that had a library the size of a closet, with a view right down the road I lived on.

"That's where I used to live." I pointed down the street I played in years ago. "We were always jealous of the neighbors who had that cherry picker with a hose ran up it. No one could hit those kids."

Gwen took a moment to pause her fire, looking over to me in some concern. "Are you doing this for us? If this is too much we could-"

"Don't worry." I honestly said, getting a rather daring idea. "It was years ago for me. Visiting now just feels like I decided to drop by a place I used to live. Now come on, I bet with these soakers we can finally get those teens who think they're untouchable up in their tower."

Gwen immediately scurried along the wet grass to get out from her hiding spot, the two of us running barefoot across the warm yet soaked side walks to deliver some overdue justice I never knew I wanted.

I wasn't pretending to be a fun adult entertaining a kid, I wasn't pushing down depressing thoughts and feelings through forcing myself to have fun, I wasn't pretending to fit in with the kids around us.

I was being me, living my own life again.

And giving a victorious cry as I nailed that boy thirty feet up in the face with a stream of water.


Later that day, Max decided to take us out to do a different kind of shooting. One that we definitely couldn't do against others for fun. Gwen even got a chance to participate this time, given she couldn't join us due to local tradition and laws at the reservation.

Here though? We had all the freedom that the US of A granted us.

"This is a great spot Ben!" Max steadied his plumber's rifle as he took aim through the red stone arch, hitting a can tucked in the formation. "You said you saw this on our way to Vegas?"

I gave Gwen a knowing smirk, a little secret we shared between ourselves for now before I held up the modified weapon from Vilgax's drone. Hey, I had lots of spare parts that were parts much just for combat. All the specialty tech had long been stripped from it.

Plus it's not like I spent all my tinkering time being productive. I could spare a few moments in the day to satisfy my own sci-fi desires.

With a short lever action styled alien gun, I let off a few blasts to try and match Max's aim. I might be naturally gifted at shooting, but it paled in comparison to someone who spent decades practicing like his life depended on it.

Now I just needed a cool hat to match my poncho. Hm, now that I think about it I might be leaning too hard into the whole space cowboy theme.

I should practice more with that Forever Knight sword.

Gwen let out a sudden shot from the plasma pistol in her grasp, hitting the ground and kicking up more dust.

"You're still bracing too much." I tried to teach. "I can hear you sucking in air right before you-"

She threw out her hand, her staff flying out from nearby to snap into her grasp before I heard a brief chant sing its way through the artifact.

It let out a magical blast that blew apart the rock nearby, its pieces slowly floating away as gravity no longer held them down.

Oh, is that how we're going to play it?

I immediately dialed up the omnitrix, turning to my own sharp shooting alien Ten Ten before smacking down the dial. Only instead of Ten Ten, I was covered in eyes.

I held up my hands, which also had eyes in them, to get a better look at myself. Hey, I recognized this guy. He was in that two parter special, and a dvd bonus option for the movie.

Can't remember his name though, but I remember what he could do.

"A new alien?" Max looked over my form. "What do you think this one-"

From my shoulder, an elbow, and even my back I managed to shoot out a barrage of lasers from my eyes to target the floating rocks, turning them to dust.

"No fair!" Gwen whined as she hovered up to be 'eye level' with me despite having no eyes on my face. "You get a new alien almost every week, and make all sorts of gadgets and gizmos to do all sorts of stuff!"

"You have literal magic." I argued back, using my finger to push on her head to slowly bring her feet back down to the ground. "Between the two of us you could literally reshape reality to do whatever you want."

"That would take years of study and practice! Not to mention you're already starting to beat me in our sparring! Probably because you're taller than me now."

"Really?!" I slapped the omnitrix to turn me back, rejudging my height compared to Gwen and much to my satisfaction I have grown tall enough to beat her height.

Yes! I'm finally not the shortest anymore!

"Don't act so happy about it." Gwen huffed as she held up her staff, a sinister smile gracing her face. "Or else I'll turn you into a frog."

"Come on kids." Max flicked the safety on his rifle. "We're not competing here, just having some fun shooting."

Fun huh? I know something that sounded fun.

"How about a game?" I challenged while holding up my homemade Vilgax drone weapon. "You can use your magic and I'll use my guns. We'll increase the distance until one of us misses twice in a row. Winner picks out a hat for the loser to wear for the whole day tomorrow."

"Oh you are so on!"


Turns out, Gwen was getting much better with her magic than I thought. While I do think it was completely unfair for her to create golems to walk over and step on the cans once they were too far for her to aim comfortably, I still abided by the terms.

Really though, she should have picked a hat I would be embarrassed to wear.

We had gone to the local dollar store before the night was over, and she picked out a cheap plastic woven and colorful fourth of July hat. Not sure if she was just being nice, or thought this would somehow make me bashful, but I was rocking it.

I also picked up some themed glowsticks for the new day, making me look like a redneck's pride and joy with how much red white and blue I was wearing.

Munching on a free stick of cotton candy, I took pleasure in seeing Gwen was embarrassed to be seen by me. I wouldn't let her escape, using a thick and deep southern accent to scream "Merica!" over and over throughout the holiday.

We ran through the splash pad, played frisbee with Max, and ate till our bellies were filled with the free food that was grilled by the locals.

Laying down on the grass and placing my hat over my eyes, I decided to sit out the next activity and maybe squeeze in a quick nap.

"What are they doing over there?" Gwen asked, making me push my hat up with a single finger to peak.

I saw lots of kids starting to gather in the wider field, as someone at the end was strapping themselves into a contraption.

Max sat down with a bottle of water, looking at the odd machine tied to a large parachute. "It looks like someone took the engine and propellers to an airboat and strapped a chair to it."

"It's a powered paraglider." I answered, seeing him being loaded up with candy. "He's going to fly up with that, and start bombing the kids down below with candy."

"Seriously?!" Gwen pointed over towards it. "That thing can fly?!"

"Oh!" Max suddenly recalled something. "I think I saw an ad to do that somewhere around these parts. But it was strictly for adults. Well what do you say kids? Do you want to try catching some candy?"

"And get hit in the face? No thanks." Gwen laid down, letting her stomach start to digest the hearty helping of food that wasn't Max's cooking.

"Oh but that's where the fun is." I casually teased. "Think of it as a quick way to lose teeth without the slow process of getting cavities from all that sugar."

"Like all that cotton candy you ate isn't going to do the trick?" She shot back, getting an honest chuckle out of me.

I decided to keep my eyes open so I could watch the familiar sight of the man flying up into the air, getting himself settled against the blue backdrop of the sky before diving down to briefly zoom over the treeline while dropping handfuls of sweets below.

I missed summer vacation.

"I think get some shut eye in before the fireworks tonight." Max announced while getting up, stretching his aging joints before heading towards the Rust Bucket. "You kids have fun."

"Ok grandpa." Gwen waved him off as he left us, and the idea of a nap was tempting.

But I didn't want to sleep, I wanted to enjoy this moment, enjoy this life. I couldn't do that asleep. I couldn't let my thoughts drift either, or more accurately my focus on this world. It was always there, calling from a cascade of songs.

I was still feeling it all pass over me, and I tried not to be swept up in the current of eternity.

"You said you're going to tell him tomorrow?" Gwen suddenly asked, giving me something to latch onto.

"Yep."

"What happened to wanting to get evidence first?"

"I've been trying for a while, and it seems impossible. I've got you to vouch for me though."

"Yeah." Gwen tucked her legs into herself, looking on as all the kids rushed to snatch the candy that had fallen onto the expanse of grass ahead of them. It was a peaceful moment, one that I thought could go on for hours.

"Are you going to tell Aunt Sandra and Uncle Carl?"

"Who?"

"Your parents? I mean, Ben's parents. Do I really have to keep calling you Ben? It's getting confusing."

Yep, I knew that feeling well. "You're telling me."

"Kids!" Max suddenly shouted from the Rust Bucket with urgency and sternness. It made both of us perk up at alert, the man gesturing to the inside of the Rust Bucket.

"Get over here, now!"

My swollen belly didn't appreciate me rolling over onto it so I could push myself off the grass as Gwen and I began racing over. We didn't know what was going on, but we had been in several life and death scenarios by now to know that if one of us was serious something big was happening.

Yet I couldn't help but stop in the doorway, looking back towards a town that held my best childhood memories happening right in front of me.

So much for a vacation.

"Ben, in here, now!"

I complied, seeing Max already starting the Rust Bucket and peeling out of the street parking, startling those crossing the road and making them rush to get out of the way.

Gwen had already strapped herself into one of the kitchen seats, looking towards the screen near the driver seat. "Grandpa, what's going on?"


I didn't need to guess or wait for an answer, as I saw a mask made of ancient metal and stone displayed on it. This was the episode that would test my patience with Max.

The Rust Bucket raced through the desert, Max ignoring several traffic laws and somehow keeping any cop from pulling us over. Where was highway patrol? Not that I was complaining but it seemed oddly convenient that they were never around to try and pull Max over when he was speeding well over the limit.

Part of me wanted to ask, to probe why he thought this myth of an all powerful sword was real in the first place. What made him so sure that something only thought to be legends and rumors was indisputable truth?

What made him think it was anything more than an exaggerated figure in forgotten history?

But I knew better, because I knew too much about this world. The episodes, the plots, the conflicts, the characters. Well, it has been a while since I've seen it but I remember enough. Like how the Forever Knights are also racing to get it, Max is being obsessed to the point he neglects the lives of his grandchildren, the crumbling parts of the temple, that creature guarding the sword, or how it ends up crumbling into dust.

Yet the hardest part about remembering the episodes, is trying to apply them to this reality that I lived in. My memories of it and the present I live in are so different comparing the two with my own eyes, only logic managing to keep the show's relevance towards the forefront of my thoughts.

In anycase, I knew there would be danger, and I made sure to equip myself with a couple things Max gave to me and many other items I've looted or created in my own time. Max might have had reservations about me being so well armed before, but today it was expected. Max was in his plumber gear, ready to go. Gwen had her staff at the ready, a notebook of more complicated spells written down and secured in a small bag on her waist.

The Rust Bucket pulled up to the oil field, the central building in sight as Max immediately unbuckled himself. "Ben, sneak in and open up the backdoor to let us in."

"Ten four." I fell back on my security habits, knowing that Max's strict no nonsense attitude came from professionalism to only relay what was critically important. Jokes, random questions, mild chatter, all of it can distract from the task at hand.

Activating the omnitrix, I searched for an alien that would be quick and easy to infiltrate the structure. Most were too big and would be spotted immediately, some unable to get through basic locked doors without busting them down.

But, I had one small alien who could zip his way through just about anything.

Pressing down the dial, I felt an immediate change. Becoming smaller, charged with energy, this was an alien that I managed to avoid altogether but still unlocked. I was a living battery with green energy racing in my veins.

Megawatt. That's what the mayor of Sparksville called them I believe, so why name this guy any different?

Wasting no time I zipped out of the Rust Bucket, diving into the closest circuit and following it inside. Within seconds I was in their system, crashing computers, cameras, making it seem like they had a brief spike in voltage until racing over to the door Max pointed out before.

Flying up to open the basement entrance from the inside, I saw Max and Gwen still staying low while approaching the door.

"Cameras and other systems are disabled." I reported to Max as he entered. "Alarms are still hot."

"And the mask of Ah Puch?"

"I sense an unusual energy coming from a different part of the basement." I pointed towards it, feeling out the odd sensation tingling over my senses.

With nothing else to say, Max began leading us right towards the source of it. No guards came down, no others approaching. It was just us, and the safe tucked against the wall in the back of the room we entered.

It was a basic dial, no electronics, and thick walls making up the safe.

"I can unlock it." Gwen offered as she stepped up to it.

"Well?" Max impatiently asked. "What are you waiting for?"

Put off by his cold attitude, Gwen hesitated before holding out her hand to it. "Dissero."

I heard the magic sing briefly, the dial spinning rapidly until halting in place once the tune concluded. Max didn't say thank you, or good work, he just went to open it immediately.

That's when I felt it, a different source of energy, one too advanced for the basic wiring in the building and different from the mask that Max obtained.

It was the same as my sword.

"Forever Knights incoming." I relayed, zipping up to the lights on top of the room. Max immediately pulled out one of his guns, aiming it at the doorway while Gwen clenched her staff tightly.

I expected a group of three, or maybe five, something small but manageable like the episode. But when I felt more of the same energy all over the building, I could tell that wasn't the case.

They were swarming all over the place! How many of these guys were there?!

At least nine were in the hallway just outside, with three of them entering the room.

"Tennyson." The one in the center, Enoch (a rather memorable name I'll give him that) with a golden faceplate and large gleaming black shoulder pauldrons entered with two silver knights in trench coats and fedoras entered. Ok, I'll admit a knight in a trench coat does look cool but I hated their weird face helmets with chainmail hoods.

What made any piece of armor cool was the helmet. Sure the hat was also cool paired with the trench coat, but I'd prefer a stetson. Fedoras unfortunately are mixed up with trilby hats, plus a stetson is a little closer to the cowboy image.

Space cowboy knight, in a trench coat. Maybe that was clashing too many things together.

"It's true, you've come out of retirement." Enoch made light conversation, probably confident about his odds. "I am Enoch, master of the Forever Knights. May I call you Max?"

Oddly polite. Did he have some false interpretation of chivalry?

"If you know who I am, you know my reputation." Max taunted. Ah right, this is the first time the Forever Knights are officially meeting us formally.

Though there's probably a good amount of the Forever Knights we saved before in Holiday Village that went back to their jobs. They didn't try and attack us then, but the mid summer Christmas season was over now.

"I know a lot more about you than you realize." Enoch mentioned, making me question if he was an ex plumber. It would make sense if the knights formed from ex plumbers, and there was one in that negative ten group for sure.

This seemed, a lot more personal.

"Now, hand over the mask." Enoch demanded with his hand extended. "There's a threat to this world that you've failed to notice."

A threat? I don't remember this. Then again I don't remember a lot of details from the show. I was probably playing with legos while the tv was playing this.

I'll have to check my notes when we get back.

"Over my dead body." Max threatened, finger on the trigger and ready to pull. The knights flanking Enoch raised their swords.

Their choice of weapon, as much as it matched their aesthetic, was such a fatal choice given it required close quarters combat.

Something shook through the building, the lights flickering as I felt the energy fluctuate. Something else was happening, something beyond my knowledge.

"Is that him?" Enoch mused as he quirked his head to the side. "Your time walker? We had to interrogate much from the traitors to get information about him. Or is it your supposed 'grandson'?"

He said enough, and we were wasting time.

I jolted down from the light fixture, flooding the metal armor of the three with plenty of electricity to make their muscles lock. Max was already on the move, running over their bodies as I zipped out into the hallway, leaping from one suit to the next, racing my body through the conductive material that had poor insulation.

I pitied each of them for having such terrible craftsmen make these with no regards to modern practicality.

Max began firing behind him as knights closed in from the other direction, Gwen rushing beside him while making the hallway close in on itself.

Good, now we need to-

I ran into a brick wall of a man, the last set of armor much different from the rest and not as easy to travel through. I zipped back, readying myself to charge an attack, but I recognized him.

"Tetrax?!"

"Have you secured the artifact?" Tetrax asked with his helmet still covering his head.

"Why are you after it?" Max didn't lower his gun, only finding it pointed to the man.

"Stop!" I put myself between the two. "I doubt he's here to try and conquer the world, right?"

"I picked up on an unusual signal coming from Earth. I thought it was the omnitrix, but these sorry excuses for soldiers told me they were after some powerful weapon from human history."

That satisfied Max enough, lowering his weapon from his head but keeping it ready for use. "You can help us or not, but right now we need to get out of here."

"I cleared a path just now." Tetrax turned around before calmly marching ahead. "Follow me, I saw where you parked."

I went over to land on Gwen's shoulder, the girl herself having taken a new habit of riding along the staff like a broomstick. I should get her a big witch hat, or at least a hooded cloak.

"He mentioned a time walker." Gwen whispered to me. "And he doubted you being Ben. How could he know that?"

Good question, especially since we never met Enoch before. But the way he mentioned the 'traitors' left me with a boiling rage towards Enoch. I saved those men, gave them another chance to put down their swords and live in peace with their families.

Enoch was now at the top of my butt kicking list.

Tetrax held up a hand, making us pause as he peeked up the stairway to the outside. "They've compromised your vehicle."

I zipped up to see, and only saw a bunch of men wearing conductive armor posted around the Rust Bucket with some stepping inside to search it.

"I'll take care of them." I announced before becoming a streak of lightning, zipping through each and everyone of them, making them convulse before collapsing.

The others rushed up to the open door, the dial on my body flashing red before returning me to human. Max hopped in the driver seat, Tetrax closing the door behind him as Gwen saw how I was eyeing the two unconscious men on the floor.

"What are you planning?" Gwen skeptically asked.

I was planning a lot, but right now I needed resources. Weapons, armor, and there were two free sets laying right at my feet.


After an hour to tamper, reshape, and repurpose the technology I had available, I was still far from my goal of a dope exosuit that let me stand over six foot tall. But I had a start, just a set of knight armor that could carry its own weight. It was empty of the array of utility that Max boasted in his own plumber suit, and if I had anymore of the parts of Vilgax's drone that made them so dangerous then maybe I would have had something closer to what Rojo had in the show.

"I thought you wanted to do the whole space cowboy theme." Gwen noted as she was reviewing some of her stronger spells. "Now you're copying the Forever Knights in the sci-fi medieval outfit?"

Taking off the helmet, which as cool as it was still had visibility issues, I grabbed my poncho to throw it over my armor. Maybe I'll convert one of their trench coats into a duster later, but the poncho fit me as I am.

"I'm just trying out some things." I answered as I clicked the laser lever action rifle to my side. The lever action was more for long range powerful shots, it could still shoot some basic blasts at semi auto. The sword I had claimed for myself long ago I snapped to the other side of my hip.

Tetrax was situated near the front seat, reviewing over the data we had so far with the mask and the direction it was taking us. "You have the power of the omnitrix. Why are you bothering to create a suit you won't even use in combat?"

"I don't have the master control anymore." I answered, showing the red dial. "Until I figure it out again, I need insurance for when I'm human."

"So being human is your default then." Tetrax thought aloud, glancing between Gwen and Max before reassessing my current body. "Yet you being a child is still a falsehood."

I flinched at the jab. Max was right there in ear shot!

But the adult didn't seem to care, still driving as nothing would catch his attention if it didn't concern his prize.

"Not that I'm ungrateful." I began. "But why are you still helping us track down the sword?"

"Its description is familiar to old rumors floating around the galaxy." Tetrax began. "A single blade capable of cutting down armies. I never believed it myself but Vilgax had attempted to hire me once to try and find this all powerful weapon. I visited places where the stories spoke of, but the worlds were gone."

"Gone?" Gwen pushed. "Like, they were wiped out?"

"Missing entirely, with only remnants of its moons having drifted away from their orbits. Earth was my next destination to search but that's when word of the omnitrix began to be passed around, earning Vilgax's attention instead and he canceled the search."

"So it's possibly ancient alien tech." I mused, rolling my wrist over to judge how the omnitrix's dial was resting in the hole I made for it in the armor with its buttons exposed for my access.

"Likely." Tetrax agreed before checking the mask again for it to project the next part of the map. "We're going to need to start heading East soon."

"Understood." Max nodded, already plotting out which road to take in his mind as we kept moving further south. As we continued to ride closer and closer to the border, Tetrax spoke up again.

"I must thank you all though." The alien began as he seemed more lighthearted. "I'm glad that Kevin managed to return home."

None of us could look him in the eyes as the reminder served to lower our spirits.

"I apologize." Tetrax saw our reaction, not like we were hiding it. "I didn't see him here, and I thought-"

"We wanted to bring him home." I started, Gwen having too many harsh feelings over the matter and Max just keeping his attention on our destination. "But, he wouldn't even tell us where that was. Eventually, we ran into some trouble and he tried to, well we're not sure what his goals were but he took a big risk for it and fell in a hole outside the universe."

"I feared he might not let go of his pride and ambition for power." Tetrax revealed solemnly. "It's a shame. I had hopes for him."

That's when Max cut in. "This isn't the time to visit the past. We need to focus on the present otherwise-"

A set of tires squealed out near us, our heads turning to the source as we saw that we had pursuers. Not one vehicle, or two, but six of them that began to surround the Rust Bucket.

Max immediately pressed a button on his dashboard, the front bumper extending into a battering ram as he attempted to force our obstacle out of the way.

"Come on!" Tetrax rushed to the door, Gwen holding out her hand for the staff to snap into it.

I looked down to the omnitrix, cursing at the red light before bringing up my own weapon of choice.

"I'll take care of the ones on the right!" I told Gwen as Tetrax was already climbing onto the roof with a blaster in hand. "Get the ones on the left!"

"What about Tetrax?!"

We heard something explode, seeing a black car was already rolling over itself in flames.

"He knows what he's doing." I answered, kneeling down in the doorway with the road under us rushing by at over ninety miles an hour. My body wanted to throw itself back inside to stay away from the danger, but instead I planted my feet and wedged them against the doorway to better secure my position. "You can fly! If things get too heated stay close to Tetrax!"

Gwen nodded before resting herself on the staff, zipping out from the Rust Bucket as I donned my helmet over my head. I didn't need to see all my surroundings, just what was outside the door and more specifically what was down my scope.

Leveling it into my shoulder, flicking the safety off, I brought my aim down to the back tire of the one vehicle attempting to get closer to the passenger side.

Position, aim, relax my lungs, squeeze.

A crackling jolt of charged energy shot out, blasting open the tire as the driver overcorrected and slammed into the barrier on the side of the road. Recharging my rifle with a quick cock of the lever, I aimed towards the car more adjacent to my current position.

Position, aim, rela-

I was shoved against the back of the kitchen seating as Max slammed into the car ahead, making me need to reset my footing to not accidentally slip out. I reset my aim, seeing that one of the Forever Knights was climbing out of the moving vehicle in front of me as it got closer.

I aimed right at the knight, positioning myself, aiming, relaxing, and squeezing. Cursing under my breath as I just missed him, I readied another shot before a blast rang out from above, knocking the knight off the car.

"Focus on the vehicles!" Tetrax ordered from above.

"Copy!" I yelled back, aiming for the front tire that I could touch if I wanted to risk falling out of the racing vehicle.

Position, aim, relax, squeeze.

My rifle cracked out in my arms, punching into the wheel well of the car just above the tire. Quickly I cocked my gun again, readying another shot to correct my mistake, but that's when I saw smoke rushing out from under the hood.

It started to slow, before a torrent of magical winds flipped it onto its side as a shower of sparks sprang out from under it as it fell back behind us.

"I had that!" I called out to Gwen, who poked her head down over me from her perch on her staff.

"Then don't take so long." She snarked at me with a grin, my helmet keeping her from seeing how I rolled my eyes at her.

I might be a decent shot but when it came to actual combat my skills with a gun in human hands were still too slow to be as effective as my allies. When the dial on my wrist clicked green, I was reminded that this was not the full extent of what I was capable of.

"Finally!" I pressed down on the omnitrix's button, cycling through my options, until Max slammed on the brakes for a moment shaking my tiny body to fall out the open door.

I barely caught myself, grabbing the frame of the door as I was inches from the pavement. I tried to pull myself in but I heard another car racing up, a knight sticking out the window with a sword in hand aiming right for me.

I let go, slamming down on the dial as my helmet hit the road.

I rolled, and I kept rolling, until I was a ball of muscle and armor racing alongside the cars. Cannonbolt, thank you omnitrix that was the perfect option!

Now I got a chance to play pinball on the freeway, slamming into the car behind before skidding off to smack into another. Avoiding the Rust Bucket, I kept slamming myself into their armored vehicles which began crumpling under my hits.

Skipping against the left barrier, I launched up to bounce right onto the hood of the rear car and crushing it against the engine, flying back over to pit maneuver the second one.

Only one car remained, lingering up ahead with a knight pulling out an expendable rocket launcher. I raced up to try and intervene, hitting its bumper as the man pulled the trigger. The rocket went flying over the Rust Bucket, Tetrax pulling Gwen into a bear hug and easily tanking the explosion that rocked the roof of the Rust Bucket.

Max had floored it, massive boosters atop of the RV igniting before he rammed into the last car. The RV kept going faster and faster, more so than the car ahead could keep up with. Eventually a corner of the bumper pushed up and onto the ramming mechanism, making it slide out to the side before rolling off of the road and crashing into the water below the bridge.

But Max didn't stop, he kept going, kept driving like a speed demon as I failed to keep up with my current alien. I get that we were in a hurry but there's no knights left!

I had to settle for finding a place to pull off, uncurling my body and finding some motor oil covering my natural armor. "Geez, I knew Max was going to be rough this time around but this is just child negligence now."

Not that I was a child, and he would learn that tomorrow.

Or maybe even sooner if Tetrax kept speaking so openly about me.


What felt like hours later, and needing Wildmutt to track down the Rust Bucket because the directions I was being given weren't exactly helpful in the middle of nowhere, I finally found the small clearing in the forest where they were parked.

"Took you long enough." Max grumbled as he immediately turned towards the trees. "Let's go, we wasted enough time."

This was starting to get on my nerves. I knew why Max was acting like this, but if we're just going to show up and find an 'all powerful sword' only for it to turn to dust I'd rather just abandon the mission. Still, the reasonable part of me knew we should at least confirm it's useless now.

Actually, that reminded me.

"You said you got a signal earlier?" I asked Tetrax as we followed behind Max.

"I did." He held up a device from his belt, skeptically eyeing the path ahead. "And we're definitely close to it now."

I didn't like that one bit. Was there more to this temple than what the episode featured? Just like with Andrea, how the power source was actually a living person and not some plot device.

"Sorry Ben." Gwen came up to my side, walking instead of flying around on her staff. "We tried to convince Grandpa to come back and get you, but he didn't want to turn back."

"It's fine." It wasn't, but I would let it go for now.

Something tapped the armor at my side, Tetrax holding out a black rounded square of some kind.

"Here." He offered it. "In case you find yourself in need of quick transport again."

I accepted it, flipping it over in my hands until I realized what it was. A hoverboard, a nice present and a valuable tool for so many scenarios. "Thank you."

"Do you know how to use one of those?"

"Let's find out." I opened it up, the translucent green material stretching out from under it. I tapped it, and it felt just as durable as the casing. Holding it out in front of me, taking a step onto it, I wobbled a bit as I felt it nearly shoot out from under my foot.

Think of a surfboard, it's on water and it needs a center of gravity.

Jumping right onto it, I felt it move back and forth, each subtle shift of my weight making it lurch in another direction. I couldn't keep trying to adjust only for it to overcompensate, I needed to commit to a direction.

Holding my arms behind me as I pressed my weight a little forward, I found the board under me quickly rushing ahead as I managed to find a balance to it.

It's moments like this that I wasn't sure if it was this body's reflexes, or my own skill. Either way, I got it to do what I wanted, swerving between trees as I took my time to fully adjust to the sensation before I was doing several practice laps around our group.

I saw Gwen watching me the whole time, an amused smirk coming to my face as I pulled up beside her and took off my helmet. "Jealous that you're not the only one who can fly whenever they want now?"

"Ben, stop fooling around!" Max scolded me, killing the fun I was having as I just hovered next to Gwen for a moment.

My thumb slipped into a dent on the helmet I was holding. Looking at it closer, I saw the scuffs of the road still on the back of it. Wow, I was way too close to breaking my skull on the road back there.

Reminded by how dangerous speed could be, I hopped off the board before kicking it up to my hand, collapsing it and mounting it to the back of my waist.

Not too long later, we heard a distant chopping through the air. Rushing for immediate cover, a military osprey flew overhead bearing the Forever Knight's symbol.

"How do they have so much?" I uttered in disbelief. They collected alien tech, but were they also selling it if they managed to afford all these things?

"They're heading to the temple!" Max realized as he began sprinting ahead, the rest of us following his heels as Tetrax bulldozed through shrubs and branches. Gwen and I took advantage of that, until Max halted before exiting the treeline.

We ducked low behind bushes and trunks, seeing a ton of knights around the area.

"They beat us here." Max growled out in frustration.

"How though?" Gwen asked. "They never saw the map, how did they get here before us?"

That was a great question, one I had no answer for. Was this how it happened in the show? How much was even accurate to what I saw? All I knew is that Tetrax was not in this yet here he was, following that mysterious signal coming from within.

"No." Max said in disbelief, betrayal, as Phil was at the front entrance talking with Enoch with an explosive strapped to the main entrance.

Phil was here too?! He was in his plumber gear, with some upgrades of some knight armor strapped over his gear but he didn't bother with a helmet or chainmail.

But he had a lot more tools and weapons on his person than last time.

"How are we going to get in?" Gwen asked, and I was stuck trying to remember how they did it in the show.

"We don't have many options." Tetrax held up his scanner, noting how much stronger the signal was here. "This archaic design doesn't have much for me to detect."

Design, the mask was clearly of similar design and construction as the temple. Maybe there was a clue in the map we missed but now we could access being so close to it.

"May I?" I pointed to it resting on Max's belt. I didn't want to just grab it, the man was on edge and might react poorly to someone taking his 'precious'.

Max relented, handing it over as I gazed through its lenses. The map didn't appear like before, but I could see the temple in a new light.

Especially that hidden doorway tucked against the side.

"I see a way in." I held the mask back over to Max, letting him use it to see what I saw.

"We can't sneak in like this." The older man commented. "We need a distraction, Ben-"

"I'll handle it." Tetrax got up, taking the role with no argument as he rushed towards the front gate letting off shots with his blaster. Immediately it erupted into a battlefield, Tetrax throwing knights left and right as he ignored their attacks.

"Let's go." Max ordered as the knights all around the temple converged to the front. We kept quiet, climbing up the steep and large stone steps until reaching the spot we noticed before. Max felt around the wall, using the mask as a guide to push in the right one.

A long cold and dark cavern stood before us, Gwen using a bit of magic to light the way around herself, as I used my sword as a rudimentary torch.

Taking cautious but brisk steps, we saw the lack of a stairwell and instead an old and rotting scaffolding.

"Gwen." I spoke up to her. "Can you carry Grandpa down? I don't trust wood older than a hundred years never mind thousands."

"Sure." She scooted to the side, where Max clipped a safety line around her staff as I brought out my new gift to ride on. When I got closer to the edge, I felt my knees threaten to buckle by how high up we were. Did I really want to ride something that didn't even have handlebars hundreds of feet over the ground?

"In here!" One of the knights shouted at the entrance to the tunnel, making my choice a dangerous but swift one.

Hopping onto the board with my belly face down, I gripped the edges as I started to guide the board down in a spiral further and further into the temple, following Gwen and Max.

The closer we got to the ground, the safer I was feeling as each second I spent getting down safely was another step towards increasing my odds of surviving a sudden fall.

We heard it before we saw it, that scaffolding I pointed out before crumbling in on itself. I didn't see any knights fall down with it, so maybe the exposure to fresh air was all the ancient structure needed to collapse.

Now touching down, I felt my wobbling legs regain their strength as I attached the board back to my belt.

"Come on!" Max impatiently ordered as he began running with the mask in hand. "We need to get the sword before they do!"

Throwing one foot after the other, my young body had plenty of stamina but none of the length of strides Max had. Gwen kept to her staff, riding it as her head was on a swivel for any anomalies.

As we rounded the corner, I heard a click, and something slammed into the back of my armored shoulder sending me tumbling across the ground.

"Exarmo!" Gwen chanted, a gun flying out to slide across the stone. I heard her rush to my side, helping to pick me up from the ground. "I'm sorry, I'm sorry, I was too late again and-"

"I'm ok." I grunted, feeling a bruise coming on. The armor might have spared me of serious injury but the force of the shot still made itself known.

Sitting up, I saw a plumber standard rifle on the ground, Max holding up a gun towards none other than Phil with his hands up.

"Ain't this a happy reunion?" Phil smiled, but his eyes were anything but happy. "A couple Plumbers, searching for the Sword of Ek Chuaj. You and I Max, how many years did we spend chasing dead ends? Who knew that you, my partner, would turn on us."

"I never betrayed the Plumbers or the oath!" Max yelled as he tightened the grip on his weapon, my hand slowly reaching down to my rifle at my side.

Phil laughed, maybe because of some bad joke but then he became shocked. "Seriously?! You haven't figured it out yet?"

"What?!" Max demanded.

"After all these years hunting aliens, you can't see the one that replaced your grandson." Phil gestured his head towards me, and I did my best to still play the part of the injured boy who couldn't do anything right now. "Tell me, how long has he been acting strange? Let me guess, right around the time he got the omnitrix, right? How did that happen by the way? What story did he give you that you're too distracted to see through?"

"Save it!" Max barked as he took a step closer to Phil. "Why did you start working for the Forever Knights?"

He blinked in confusion, before becoming even more agitated. "Are you kidding me-OPEN YOUR EYES MAX! Aliens are coming back stronger than ever and there's not a Plumber on duty here besides me to take care of them! The Forever Knights may not be as well banded or as well put together as the Plumbers in their prime but soon they'll be good enough to chase even Vilgax away! But right now the biggest threat to the planet is the one who is fooling you into believing they're an innocent child despite the amount of bodies he's stacking!"

Then he pointed right at me, Max daring to look at me in a different light, questioning what Phil was talking about. Phil then flicked his wrist out, a laser popping out from his suit and aimed right for Max's distracted head.

I wasn't distracted though, I had my eye on him this whole time, waiting in case he tried anything just like this.

The rifle cracked out from my hand, the bolt slamming into Phil to make him spin from the force of the shot. I didn't see it from where I was sitting so low to the ground, but the disgraced Plumber fell into a hole behind him, a deep and wide pit with no foreseeable bottom.

I released the rest of the air from my lungs, deeply sighing as the danger had passed.

Or so I thought.

I heard the click of the safety go off, and slowly I turned my helmeted head towards the barrel pointed right at it, seeing Max glaring down its sights towards me.

"Grandpa?!" Gwen got between us, terrified as the warm and reliable Grandpa Max only had a stiff and threatening glint in his eyes. "No! This isn't-"

"Out of the way Gwen." He ordered, a slimmer of the old Grandpa Max coming through with none of the authenticity.

I slammed down the dial, the brief light of the omnitrix making Max blink, giving me enough time to yank the gun out of his hands with one of my four red arms.

I glared down at him, stepping in front of Gwen to shield her as Max quickly brought up his side arm to level at my face looming over him.

"Phil was right." Max uttered while gritting his teeth. "You can't be Ben. You knew so much, acted so different, and kept too many secrets."

I didn't blink as he roared up towards me. "WHAT DID YOU DO WITH MY GRANDSON?!"

Now wasn't the time, I could hear whoever was managing to get around Tetrax starting to belay down the broken stairway. Yet I still felt so much anger, Max deciding to throw away all the trust he had in me, his attitude this entire mission, his dismissal towards Gwen's safety. I could tolerate a lot, but this was too much that I wanted nothing more than to scream back at him.

That wouldn't get us moving again though, that wouldn't earn his trust back. I needed to calm him down, and get us back to capturing the sword.

"Did you forget all the times we fought together? Saved people together? The entire world?" I pressed my forehead against his blaster, looking him dead in the eyes. "We trusted each other with our very lived, and despite you putting a gun to my head I still trust you."

Trust was too strong a word for what I was feeling for him right now, but I had to say what I needed to otherwise we won't win.

I hated it, but I needed to lie one more time to get him to trust me.

"I'm sorry about Phil, but he already lied to you about the kind of person he is and just tried to kill you. Have I ever done something to break your trust in me?"

Max's unblinking, unwavering will met mine head on, testing it to see if it would break, crack, or even waiver.

I never backed down.

Finally, the barrel lowered from my head, Gwen grabbing onto one of my large fingers as she gripped it like my life depended on it.

"I'm sorry Ben." Max sighed before holding out his hand, where I deposited his main weapon back in it. "Come on, let's get that sword. We'll talk about this after."

That, we could agree on. We turned the other direction, walking towards the center of the heart of the temple where a wide open door let us see the prize ahead.

There it was, the sword of-

A screech nearly split my ear drums as a long tongue wrapped around my waist before pulling me into a heavy punch across my jaw.

I delivered two back, venting out the anger I was just feeling into a durable and grotesque Mayan monster. I wailed against its head, the beast punching into my gut but I had two more arms to uppercut it from below.

While training gave me certain patterns to follow, I was primarily driven by my instinct to hit hard, fast, and deliver as much pain as I could as quick as I could.

"RAAAAAH!" I slammed all four of my fists into its shoulders, sending its feet crashing into the ground and shaking the entire chamber. It latched onto two of my wrists, yanking itself towards me but I clapped my hands against its head with powerful strikes.

It recoiled in pain, grasping at its head but then I tackled it, pinning its arms as I continually punched into its ribs with my other two.

It gained enough awareness to kick out into my gut, sending me to the otherside of the room to slam into the crumbling wall.

With a break, I could hear it, blaster fire erupting around us, seeing Tetrax rush in with his scanner in hand.

"Ben!" Tetrax called out as I grappled again with the creature. "The signal is increasing its pattern exponentially!"

He threw his arm into the ground to send a wave of crystals against a group of knights that followed. Something different was happening, Tetrax was here to warn us of it.

That sword might actually be a bigger threat than I realized.

"It doesn't matter what allies you have!" Enoch announced from above, Max attempting to race towards the man with Gwen throwing spell after spell towards the hoards ascending after them.

The head knight proudly tossed aside his own sword, reaching for the ultimate weapon. "None of your abilities, your weapons, or your cunning deception will be able to stop my rule of this world."

With no time to waste, I grabbed onto the creature's tongue that tried flying back towards me, rushing and slamming my fist on the underside of its jaw to make it bite down on its own tongue. The creature was durable enough not to bite through, but it still felt enough pain that came from its bleeding wound.

I pounced towards Enoch, ready to slap him aside and take the sword for myself. But before either of us could lay a hand on it, it fell into the shrine, the building quivering as old mechanisms began clicking into place.

The whole pyramid the sword was rested in began to fall apart, stones sliding out from under the knight's feet as a force began to push out from within it. Thinking just fast enough, I grabbed hold of Max and Gwen before jumping back to solid ground and ready to shield them.

Tetrax created a barrier for us, as a blinding light pushed out from the center of the room, throwing any near it away to smash against the walls of the chamber.

The light didn't fully fade, but its presence was pushing down on anyone who tried to gaze towards what had become of the sword. I realized that the monster had yet to reengage me, so when I turned to search for it I saw it bowing towards the center on one knee with its fist resting on the stone floor.

Tetrax lowered the crystalline shield, as we saw four figures standing in the center. They wore cloaks of layered metals, each small plate bearing an etched symbol that channeled energy. Their forms, taller than even myself as Four Arms, were well defined with discs embedded in their literal bronze skin.

Their faces, frozen behind masks of metal that grew out from the center of their heads, with small pin pricks of two glowing dots to make up their eyes within the slits. The one at the front held the sword, while one beside him carried a thick gauntlet, another a lance, and finally one with a staff.

"Insignificant beings." The one with the lance spoke, his voice carrying through our very eardrums. "Bow yourselves before us or be struck down by our servant of death."

The creature stood up at the command, crying out in a challenging squeal towards the knights around us.

"Hear me now!" Enoch dared to raise his voice to them. "We are the Forever Knights, and this world is ours for-"

"Silence." The one with the staff demanded, a short melody flowing from the weapon as Enoch became frozen in place. "The mortals grow daring."

"This world-" Gauntlet raised, the third examined their surroundings more carefully. "-it is not yet prepared for our rule. Something has caused the relay to summon us earlier than planned."

The omnitrix, with horrible timing decided now to flash red before returning me to human.

"An anomoly." The one with the sword finally spoke up as it set its sights on us. "He carries a unique device."

"That girl is of more concern than the boy." Staff wielder argued. "Even though her abilities are lacking for our acknowledgement."

"What has disturbed our universe then?" The other raised its gauntlet, sweeping its eyes over the masses.

"Who are you?!" Tetrax dared as he did not bother to be intimidated.

"We are the Mi-Ahns" The leader, carrying the sword stepped towards Tetrax while addressing us all. "We are what came before, and what will remain after as the universe cycles through its endless rebirth. You, are but a moment. We stand at the edge of reality."

The edge of reality? Could they know about them or are they bluffing?

"In that case!" I spoke up, taking off my helmet to look at them with nothing to even slightly obstruct my watchful eye gauging for a reaction. "Do you know of Rift Prime or Cleo, or even the Cassiopeia Arc?"

I earned their immediate attention, all four of them locking on to me as the one with the gauntlet ushered me closer. My body suddenly lurched forward, my feet dragging themselves as an unknown force brought me before them before I was forced to prostrate myself before them.

"You know of the Cassiopeia Arc? Explain."

"I-I knew their daughter." The words spilled out from my mouth against my will. "Andromeda. I spoke with her."

"And what of her now?"

"D-Dead."

I could finally breathe again as they released their hold of me, the Mi-Ahns looking to one another in silent conversation.

"So she was the anomoly." The leader said before raising the blade over me. "Her death means no difference to us now."

"It was everything to me." I seethed, before my armor clinked as I stood up with my smaller stature to challenge them. "What do you plan to do with this world?! Why leave the sword here instead of any other civilization?!"

The leader turned the blade over in his hand inquisitively, before giving me an answer. "This 'blade' is but a relay. Yet even a simple tool to allow us to walk your world would be potent enough to serve as a weapon. Earth stands in the center of a nexus, a point we can breach to fulfill our goals."

Swallowing the dry lump in my throat, hand desperately fiddling with the red omnitrix to try and make it recharge faster, I had to ask. "And, what are your goals?"

"Purity." The lance wielder answered. "We will reshape the universe to how it should be, purging those who would defy true order."

I thanked the watch as it clicked green, keeping my palm over the dial and ready to press down at a moment's notice. "I give you this one warning then, leave Earth and habited worlds alone, otherwise-"

"You dare?"

"BEN!"

I was thrown upwards, my arms and legs snapping out away from my body as I felt myself being pulled in every direction all at once. Slowly I was rotated, face to face with their leader.

"You know nothing of what you face. Your conflicts before only a flicker compared to the power of suns we command. We can glimpse into the cracks of reality-"

He rose a finger to my forehead, pressing into it as I felt his digit channel an ancient power.

"-how will a mortal like you possibly hope to stand a chance against it?"

It entered my mind, a focused point of the splits between universes, and as soon as it came they released their hold of me as I fell to the ground.

"Ben!" Gwen ran to me, Max yelling out as he began firing off shots against the Mi-Ahns. They swerved harmlessly around the aliens, who merely gestured before everyone else was forced to kneel.

"It is decided then." The leader announced as he stabbed the sword into the ground in front of himself. "This world is not worth reserving for our plans. We shall open up the nexus, allow its power to be channeled through ourselves and-"

I rose my hand, grasping the sword that had embedded itself into the seams of this reality. They were singing, the ancient drum beat that I heard before but of a different tune.

I knew it, and it was such a gentle song compared to the endless orchestra that had been racing through me. I barely even noticed it.

"You-" The Mi-Ahns stepped back from me, in horror as I was casually doing the equivalent of sticking my arm in a cosmic lightning rod. "-how?! A mortal cannot possibly survive even a moment of the edges of reality! Who are you to ignore the forces of the universe after seeing a portion on infinity?!"

"See infinity?" It was such a ridiculous concept, and yet I knew it existed. Pulling the sword out from the nexus, feeling a minor trickle of the same thing I was constantly drowning in, I aimed the blade towards them. "I am immersed in it."

"Impossible! You walk in eternity?! No known being is capable of such a thing!"

"This is a relay, the key to the nexus, allowing you to be here?!" I rose up the sword above my head as it shone brightly with the same forces running through me. "For threatening my world and countless others, I banish you from this universe!"

I slammed it down over my knee, the sword shattering into dust as their power was canceled. It wasn't flashy, it wasn't powerful, it was rather anticlimactic, the Mi-Ahns simply faded from our plane before not a trace of them remained. Even their demon was taken with them, nothing but a memory of their threat now in our minds.

Enoch gasped as the power keeping him frozen was released, the man turning around and seeing the hilt of the ancient blade in my grasp. "Knights, charge!"

But they didn't move to follow, even if they had the strength to stand, even if they had the ability to pick up their weapons and attack, none of them even addressed Enoch as whispers were passed between them.

Finally, one knight with sword in hand slowly stepped towards me. He didn't raise his blade, Max, Gwen, and Tetrax moving closer to my side in case he tried anything.

I wasn't expecting him to bow on his knee towards me.

"Knight Eternal, we have waited long for your arrival."

…..

Huh?

Another one approached, laying down his weapon at my feet as he followed the posture of his comrade. "Forgive us of our ignorance. We did not realize you were The Forever Knight."

What?

"What are you all doing?!" Enoch screamed at them as his soldiers all lined up to bow before me. "He is the enemy!"

They ignored him.

"We deserve punishment." Another said before me. "We accused the ones you saved and returned home as heretics for claiming you could be the one we have waited for."

"Woah woah." Gwen looked at me, then back at them. "You have a prophecy for Ben?"

"Idiots!" Enoch grabbed the nearest blade to him, pointing it towards me. "This is an alien seeking to take our world! I am the one who reformed our chapter! I am the one who brought us out of ignorance! I am-"

A blade rested near his neck, Enoch freezing as one of the knights rose a sword against him, and another, until he was encircled by the ones he commanded just a few moments ago.

"My lord." A knight spoke up to me. "What shall we do with Enoch?"

This was all too much right now. I didn't know about any prophecy or even why the Forever Knights existed! I just went face to face with ancient beings who could rip holes in the universe when all I expected was to come across a rusty sword, and now I'm supposed to be some foretold leader of a secret knightly order collecting alien technology?

"I'm not familiar with your rules and practices." I answered honestly as I lifted up my rather dented helmet from the ground. "Enoch, do with him as you will."

"My lord." Another one near me started. "Please, lead us. We will not question your origins or motives but all chapters of the order were made to serve your will."

I wasn't ready for this, I don't think I ever would be. I'm not a leader or a prophesied hero. I'm literally a kid with an alien watch strapped to his wrist trying to enjoy a summer vacation.

"Ben." Max came up to my side, sighing at the sight of the broken sword in my grasp. "I trust you'll do the right thing."

That filled my heart with enough strength to carry on, at least for now. "Thanks Grandpa."

Trading out the empty hilt in my hand for my other sword, I let the blade snap out as I addressed the knights. "If you wish to follow my will then hear me now! I do not seek to rule or to conquer, but to protect this world, its people, and all those either human or alien that are in need of it in front of me! Your duty is of care! Swear to me that you will care for your fellow man!"

"WE SWEAR IT!" They yelled in unison, clashing their armored fists against their bosoms and taking it to heart. Geez this really was beyond me.

"Swear to your brothers that you will care for them!"

"WE SWEAR IT!"

"Swear to yourselves that you will care for your very soul!"

"WE SWEAR IT!"

"Knights! Do you swear to care for all of eternity?!"

"WE SWEAR IT!"

"Then rise Forever Knights, and fulfill your oath!" I lowered my sword as they all stood with their weapons in hand, not drawn to attack or to conquer, but to defend.

I gave them very vague promises, with no strict goal or purpose other than to care. I don't even know what that means myself, but someone once told me that my very soul had a duty of care. If I wanted these knights to listen to me, to stop whatever crimes and ruthless ambitions they had, I had to open up my soul to them.

"Will you come with us my lord?" One of the knights, who had a slightly different emblem than most asked me. "We are in need of your guidance."

I should have expected this. "As much as I want to help-"

I glanced back towards my present company, one that I still had my own duty towards. "-there are some things I need to take care of. And in case you haven't noticed, I'm ten years old. Give me a few years to grow up, ok?"

"Understood." The Forever Knight saluted. "We waited generations for your arrival, I'm sure we can wait a few more years. In the meantime we will strive to share the duties you've assigned to us to all the other chapters."

"Don't push it though." I warned. "They probably won't take kindly to this sudden change. You have a duty to look out for your own, don't forget that."

"Yes my lord!"

As he went to oversee Enoch being dragged away in cuffs, I felt all of today begin to catch up.

"Good work Ben." Max patted my shoulder with pride. "I'm not sure I agree with letting these Forever Knights feel like you'll come back to them, but it seems like these ones are going to try and do some good from now on."

"I hope." I watched as they began dragging their fallen brothers to the side, laying them next to one another and offering prayers. "I don't know anything about them, but they can't all be so bad."

I'd have to learn more, and turning to Gwen I knew I could count on her to find out as much as there was to know.

"So Tetrax." I turned towards the alien. "You going to stick around for the fireworks?"


We made it back to America, driving through Texas to settle down at the first place we could find that would have a decent fireworks show. I had packed up all the armor I wore for today in my spare parts box for now. It needed a lot more reworking and repairs. For tonight, I was wearing my cheap comically western and patriotic hat with red white and blue glowsticks all over my wrists and neck.

Tetrax joined us for a meal earlier, but he left the moment he heard that the whole country was about to launch colorful explosives into the sky. Supposedly that could be bad for flying back out into space.

Max even let me share the grill this time to help cook, and nothing beats an American dinner than classic burgers and hot dogs with some root beer to wash it down.

Sitting in the passenger seat up front as the sky was getting darker, the orange colors of sunset fading away as the night settled in, I took a deep sigh as I released the last of my worries for the day.

"Hey Ben?" Max spoke up beside me, long having taken off the Plumber suit.

"Yeah?"

"I wanted to apologize, for earlier." The man rubbed the back of his neck. "I was on edge about the sword and I forgot what I was protecting back there. I even let all of Phil's words get to me and started doubting you."

Those worries came right back as I sat up straighter, keeping my eyes on the road instead of him. I even heard the typing of Gwen's computer come to a half as we both knew where this was going.

"But Phil wasn't someone I could trust, even if we used to be partners. All summer, you haven't given me any reason to doubt you Ben. I don't blame you for what you had to do back there. I should have trusted your word over a liar's."

He looked over towards me, opening up once again to someone he thought to be his grandson.

"Can you forgive me Ben?"

I was terrified right now. Max had once again proven how amazing of a man he is, someone I would be honored to call my grandfather.

"Of course I do." Because in truth I was keeping a secret so big behind his back for so long.

"Thanks Ben." Max smiled as we continued on. "I'm sorry to you Gwen. I wasn't the grandfather I'm supposed to be today."

"It's ok." She said in a low whisper, looking back to me and waiting for me to say it.

Say what I should have at the start.

"Phil wasn't lying about everything." I started, Max curiously but listening without any concern over what I had to say. "I'm not an alien, I was born human just like you two."

"Well-" Max let out a laugh of amusement. "I should know. I was there at the hospital when you were born."

"Maybe for Ben, but not for me."

Max paused, his face squinting as he tried to understand what I just said. "Sorry, I don't think I heard you."

Turning in my seat, I faced him head on just like before, only this was a thousand times scarier than staring down the barrel of a gun. "Phil was telling the truth, I'm not Ben."

He slammed on the brakes, the Rust Bucket nearly folding itself in half as it screached over to the side of the empty road. Max was stunned, hands gripping the wheel with all his strength clenching it. Slowly, he turned to me. "What did you say?"

I couldn't stop now, even if I wanted to. Everything I've wanted to say for months but had no proof came spilling out. "I woke up in Ben's body the day he got the omnitrix, or was supposed to get the omnitrix. I've wanted to tell you but I thought it was a dream at first and played along to-"

"You're, not Ben?" Max asked slowly, putting the Rust Bucket in park as his eyes never left me.

"No, I didn't know if Ben was still in my head but when Ghost Freak-I mean Zs'Skayr started telling me about our situation when he was still trapped in the omnitrix-"

"THEN WHO ARE YOU?!" Max roared with a rage I didn't even see today. All his aggression earlier, his obsession to get the sword, it was nothing compared to now as I slipped out of my seat and began to get some distance.

"I'm just a random guy who was about to have a normal life! I didn't know if aliens or any of this was real! But I couldn't find anything about what happened or why! That's what I was trying to figure out, Why I've been messing with all the alien tech!"

Max kept stomping towards me as I kept backtracking, Gwen immediately stepping out to shield me from his wrath. "Grandpa, he didn't want this! He was trying to get Ben back!"

"WHERE IS MY GRANDSON?!" He moved right past her, picking me up by my collar and shaking me for an answer.

This was a man I trusted, thay I looked up to, a man that I could see as a grandfather or even as a father figure in my own life. He was shaking me, yelling at me, and I was the cause of all of it.

I felt like the worst human being on the planet, and still I was scared for my life as he continued to scream in my face while Gwen kept pleading with him to let me go.

This was too familiar, one of my worst memories coming to the surface of my mind as fight or flight began to kick in. I was in the body of a child, just like before, so all my body screamed at me to do was get away.

The habit I've developed of reaching for the omnitrix in times of life and death kicked in, my hand pushing the button and slamming down the dial in one fluid movement. I rushed to gather my things at super sonic speeds as XLR8, taking what I needed and anything important that could fit in or be strapped to my backpack.

The whole time I could dare look back at Max, or even Gwen as I ran around them to get what I would need to survive.

Once I put the last sock in my bag, I ran out, I ran further, I kept running and running until I was already towards the top of the state.

I had ran away, from everything, from everyone, even my own memories as I broke down with no witnesses around to see me scream into the dirt. I don't know how long it lasted or how loud I was, all I noticed was when my clawed hands turned back into human ones with the glowsticks still over my body.

Then the reality of it hit me, I had just ran away. I only ever tried to do it once as a kid and I didn't even make it to the end of the street.

I was an adult, and for the longest time I was free to leave and come back whenever I wanted. But here? I was a kid, or maybe I was still an adult but in a younger body.

Either way, I couldn't go back. My own fear and Max's obvious contempt for me keeping any ideas about going back out of my mind. Unsure of who I was supposed to be, or who I could even call family now, I was stuck with myself and not even with an alien ghost in my head to keep me company.

Pulling out the hoverboard, I extended it out as I stepped onto it, pushing into the air as I rode towards a vague sense of north. I had already shed my tears, I had taken my time to feel the raw grief of what had happened.

Yet I couldn't blame Max for his reaction, I only had myself to blame.

Blaming myself wasn't productive though, but I had nothing else to do but drift aimlessly in this sky, in this life.

Fireworks launched from below, detonating around me and I couldn't be bothered to change my course. Colorful explosions, much closer than I had ever experienced them lit up the sky with life, with freedom.

Sticking my hands in my pockets, I let the wind carry me to wherever next I would go with the stars above and fireworks around me to light my way. They didn't point to any direction, they didn't tell me what to do or what to say.

I had total freedom right now, independence for the first time in this world. and I had no one to enjoy it with.


It's finally happened, Max now knows that SI Ben is not in fact Ben. Here we have a complete opposite reaction from Gwen, and I hope you guys understand how reasonably furious Max would be. Quite a few things have happened, from Tetrax showing up, to Phil coming back, to the Forever Knights with larger forces, and many other things that I've thrown in to hint towards bigger things to come.

Let me know what your thoughts are of the story! The climax was decided on with a little help from the folks in my discord. If you want to join, here's the link!

https://discord.gg/S46dcywpfv

Someone also pointed out that they wanted a list for what aliens have been unlocked so far, so I made sure to include it here from now on.

Heatblast

Wildmutt

Diamondhead

XLR8

Gray Matter

Four Arms

Stinkfly

Ripjaws

Upgrade

Ten Ten

Cannonbolt

Wildvine

Psywave (Synaptak Galactic Enforcer)

Undecided Name (Ultimos Galactic Enforcer)

MegaWatt

Eye Guy

REMINDER! I won't be using any content created outside of the original Ben 10 show. No content from Alien Force, Ultimate Alien, Omniverse, or reboot will be used. That includes aliens, abilities, plot points, lore, and just about anything not seen in the OG show.

Chapter 20: I Just Want My Vacation

Chapter Text

My Name Isn't Ben

Chapter 20

This isn't my first time living out of a single bag, on the road with no place to call home. Though this time, I didn't have family to fall back on as a kid, and before as an adult I had my own car and could pick up a job and start over. Now? I was in a body too young to be offered a decent job other than washing cars near fairs.

Lately I've scavenged junk yards, dumpster dived behind tech stores that tossed products deemed too much hassle to fix, and overall pop into some homeless shelters to get a quick bite to eat. The harder part of that last one was avoiding people who wanted to immediately confine me and try to question where my parents were. I made sure to leave faster than someone could corner me, sometimes after I only got a couple bites in.

Sometimes I could use the omnitrix to get by, sometimes there were too many eyes.

That didn't stop me though, because I knew exactly how to use my child-like persona to pull at heart strings and get all the money I could need. American Idol was notorious for giving mediocre child singers the winning place, all because they had a 'sob story'.

It didn't even have to be a good one or a tragic one, just act like it hurts. Adults didn't like seeing children suffering, and would be willing to give a lot if that child puts forth the bare minimum.

Standing in one of the biggest malls in America, elevated by standing on the edge of an indoor fountain, I cobbled together an instrument inspired by one I held years ago in a random guitar shop. Wearing my gifted poncho, strumming along the steel strings that connected to an amp built into an old gas canister, I used my average singing skills to gain an audience.

Even adults that weren't tone deaf could get money on the streets, being a ten year old doing it just allowed my income to multiply over ten times what an average guy would get.

"Forgive me for letting you down, again." I was wrapping up, channeling the words through me and allowing it to ground me from the tidal waves of realities. "I guess I'm not strong enough, right now."

I didn't remember much of the lyrics, but I knew enough, and it appeased my small crowd that bothered to take a break from shopping and watch me for a minute. Once I lowered my hand from the junkyard assembled guitar, they gave plenty of polite claps as children were ushered by their parents to run up and toss a few dollars into my opened bag.

"Thank you." I was grateful for their generosity, after all I was depending on it at the moment. The thought about finding criminals and gangs to rob from occured to me, but honestly I wanted a break from all the mess that came from punching bad guys.

If I happened across one, sure, I would handle them.

"Let's see." I sat down, plucking at the strings while deciding which song to do next. Imagine Dragons wasn't a thing yet, I'm sure they wouldn't mind getting a preview of their music a few years early, maybe a decade.

Two songs came to my next about what to play, either Bad Liar or I Was Me.

Well, one of them was an acoustic on guitar so it would be easier. Now settled on which one to play next, I was surprised to see most of my audience was still present. Actually, they've been here for quite a few of my stolen songs from the future.

"We are about to take a journey, through the mysterious realm called the mind." I faintly heard the speakers towards the end of the long stretch of the mall call out.

Some advertisement for a mentalist, or a hypnotist. I tried them in the past but they never worked with me. Maybe I was thinking too much about other stuff than what they tried to have me focus on, like how the song started.

I started off on a few notes, trying to resonate with them but something felt off.

"You are all getting very sleepy."

How did the instrumental part go? I can sort of remember the lyrics, enough to improvise words I didn't recall but the music wasn't coming to me as easily.

"Now you will obey my command, of every minute, of every day!"

Why was this ad going on for so long and why was it so loud? I hated unoptimized tv experiences. The ads were always way louder than the show, so when it suddenly cuts to commercials you were assaulted by zoo pals music blaring at you as you scrambled for the remote to turn it down.

"Now, bring me all the riches of this place!"

Wait, this wasn't an advertisement.

Turning around and looking up at all the jumbo screens this mall had, I groaned audibly as I realized everyone else around me was hypnotized, running around like mindless chickens as they started grabbing whatever they could and stuffing it into bags.

Grabbing my own hefty bag, strapping my guitar on it with bungee cords, I went over to one of the emergency exit halls that didn't connect to any of the stores.

Seriously, I happen to come across Sublimino here and now?! I already had a lot on my mind lately and I didn't need someone else trying to get into it!

Smacking down on the omnitrix, I regrettably turned into Stinkfly. Man, I never liked this alien, and using him always felt gross. Flying through the back doorways, encountering a hypnotized security guard who barely resisted as I swiped his keys from him, I kept weaving through the employee halls until I made an educated guess where the security command center would be.

It wasn't too hard, given I worked in security and they marked their command center with a big glass box labeled security.

Landing in front of it, I scared the scarred midget who braced against the desk. "Who are you? What are you?!"

Using the key, I casually opened up the door and stepped inside with my insect legs and he reached for the watch and held it out in front of himself.

"You're getting veeeery sleepy."

"Wrong." I simply swiped it from the midget, easily overpowering his underdeveloped body before spitting out globs of sticky adhesive to keep him routed against the desk. "I'm very stinky. Get it right."

Using the watch, I clicked it before giving a basic command through the projected screens. "Put back what you stole, and once you're done you can wake up and be free."

"No!" Sublimino struggled to pull himself out of the mucus. "You ruined it all!"

"You ruined my day first bud." I had no sympathy for the man as I realized I probably shouldn't stick around this mall anymore. Dang it, there were still some spots I wanted to check out here.

Since I was already transformed as a flyer, I fluttered my wings until they hummed in a blur before leaving with the watch and flying out the nearest exit.

Now, what spot could I go to next?


The omnitrix had timed out, leaving me to continue my journey on foot. That's alright though, I just had to go to the nearest gas station, look over the maps they had available to figure out where I was and where I wanted to go before I could turn into XLR8. That alien was fast. So much, that I could go anywhere in the continent before timing out.

Ten minutes, I could cut down any solo trip across the country down to ten minutes or less of running. It was ridiculously convenient, if I didn't keep getting distracted by all the little towns, the sights to see, and even some nice natural areas that made me wish I had a camera.

I did have one, made from one of the few optics I had left of the drone. I was going to eventually put it into my knight helmet, but for now it was the best camera I could ever want. The great thing about those drones, was that their technology was very intuitive and adaptable.

In the show, one of them quickly converted Rojo into a drone, showing that not only their ability to convert organic or inorganic matter but also their interfaces blurred the line between mind and processor.

Why did my thoughts keep drifting like this when I was taking a photo of nothing but an old telephone pole in the middle of the great plains? Simple, I had no music to listen to.

That's right, while I had grabbed many things like the armor I was working on, weapons, clothes, toiletries, and many other things I didn't grab anything to entertain myself with other than fiddling with some stuff.

That also meant my primary method to reach out in an emergency to Gwen and Max were out. I didn't know where they were, and I didn't have their cell phone numbers memorized. I doubt Max would want me around for a while anyways, and in my experience sometimes you needed to give people time to cool off before reaching out again.

How long? I had no idea because it just depended on the person and how bad things were left. I left them in a pretty bad state, and that was my fault.

Me being here, messing up their universe and trying to clean up after myself, I don't think he would ever forgive me.

I don't blame him.

If there was an emergency on their end, I'm sure Gwen could use her magic to get a hold of me. I would rush over instantly if they needed me. I'm surprised her voice hasn't suddenly popped into my head yet, after all I thought we were starting to become like real cousins and looked out for one another. Maybe that just proved that they didn't need or want me around.

The omnitrix clicked green again, but I didn't make haste to leave where I was. The wind gently rolled over the miles and miles of endless tall grass, making it dance in waves of yellows and greens. Laying down next to the single worn and broken telephone line that stood crooked in its position alone in the expanse of nothing, I tried to relax for a little while longer before heading to a more familiar destination.


Eventually with the use of the hoverboard in the middle of nowhere I made it to the heart of Colorado, the clustered cities pressed together that most people just considered the Denver metro area. I knew better, because I lived here once in many places scattered through the cities. Arvada, Aurora, Parker, Greenwood Village, I biked and drove down these streets daily. I even knew a good amount of the libraries from one side to the other.

Although, I was quickly disappointed and reminded that the technology of this decade was lacking. The internet was faster than I remember it being, but it didn't have nearly as much information as it would in a decade. Not a lot of smaller places had started to put their information on the internet yet, only larger chains barely starting an online shopping option but even that was limited.

Sighing as I pushed out from the old boxy dell computer, I logged out before making my way out of the library.

"Excuse me." The worker called out to me, and I spared some time to listen because I was still trying to be polite even though I encountered this issue nearly every hour of every day. "Did you come with an adult, or-"

"I live around the corner." I told them, which might have been true at one point. It satisfied them enough to let me walk out with no adult to watch over me. Kids were still fairly independent in this decade, allowed to roam around their own towns on bikes and search for adventure.

Well, I guess wearing a sun shade poncho with a big bag on my back with all my necessities made me seem homeless. I stepped out of the library, counting how much cash I had and how long I could go without needing another street corner to sing at to get me through another few days.

What was I doing exactly? What was my goal? Drifting I guess, just doing what I felt like doing but making sure I did what I needed to to survive. It was summer, I just wanted a break, but with many places needing money to do or obtain anything I had to continually work as I traveled.

I played some more songs at a different mall, one I volunteered at before when they had a school bag drive to give kids what they needed for learning. Later I used what money I earned to go to the air and space museum, shame that they didn't have the x wing in yet but it was still cool. At least I could still get a rocket collector cup themed lemonade.

I visited parks, reservoirs, and all those little restaurants I learned to be amazing for a cheap price. It should have helped pick up my spirits, but all it did was make me feel like I was just wasting time.

I walked through the places much faster alone, absorbing what was there, acknowledging a time in my own past I was here despite it happening in the future, before moving on to the next place. I didn't have friends or family this time to talk about these things with, or share a joke and point out some things we were seeing, and I didn't even bother to do any of the activities because it just didn't seem thrilling if I had no one to share them with.

In a single day I had gone through most of the places I wanted to revisit, something that would have taken at least a week with literally anybody else to do it with.

Finally settling on the corner of Olde Town Arvada, playing a few more tunes to earn some cash, I contemplated even going to the surplus store I loved stopping by. They would have some other old military stuff there, and I didn't know how well my current poncho would do in the rain. It was meant to keep the sun off me during the day and help keep me warm at night, not to handle a sudden downpour which, in this state, I knew could happen at any moment.

I made up my mind, even before I noticed that there was someone across the street that had been keeping too close of an eye on me.

The sudden rumbling of thunder in the distance gave me the right opening as I cut off an Owl City song right after the first chorus. I let the applause happen, and when people came up to toss some money in my bag I took advantage of my child like height before collecting my things and blending in with the moving crowd.

It was impossible, I stuck out with my large pack and poncho. No kid wears something like this. I saw them get up, wearing some renaissance fair style cloak with a hood to hide their features.

Was the fair in town? No, focus, potential kidnapper on your tail.

I kept out in the open as I crossed the street, so that there was no chance they could sneak up on me. How did I lose them so fast though?

Seeking temporary shelter in the surplus store, I knew that if anyone was going to be packing heat it would be the military nut who owned the store. I went to the back wall, tucking myself between the rows of hanging sleeping bags.

That was a thing kids did enough to not be questioned, but what others didn't suspect was for the kid to have an alien gun ready to blast whoever was so adamant about nabbing me from the crowd.

I heard the jingle of the door, and while I did have a gun I also had an alien watch strapped to my wrist. Leveling my right wrist over the dial, I was able to not only have an alien at the ready but also a deadly weapon.

In they came, the cloaked individual looking around the shop, unaware of the barrel trained on them. They drifted through the aisles, checking each one but I wasn't in any of them. They circled back around, trying the otherside in case they missed me. I waited patiently, silently, until as soon as they drifted by me I poked the gun out before pressing it on their back.

They stiffened up, as I got a chance to interrogate them from my hiding spot.

"Who are you and what do you want?" I demanded, and got a feminine laugh in reply.

One that was familiar enough for me to take my finger off the trigger.

"You know-" Charmcaster peeked over her shoulder, her face just sticking out from the worn hood she had. "-if you were, oh I don't know, five years older that might sound intimidating."

Yeah, I keep forgetting my voice isn't one that most would take seriously. Slipping my rifle back into the compartment on the other side of my bag, I fully stepped out, and Charmcaster caught a whiff of me.

"Ugh." She pinched at her nose. "I thought you people already have access to showers."

"Well I can't exactly find one where I can still keep an eye on my things." That was my excuse, but the truth was I forgot all about showering on my unexpected detour in this roadtrip. I should find one soon though, but I didn't have a lot of options as a kid.

Charmcaster rolled her eyes in annoyance as she lowered her hood. "Hasn't your cousin figured out any protective charms yet?"

"Her spells are more combat orientated." Wait, why was I just talking with her like this is normal? "What are you doing here?"

"Looking for you." She said as if that answered anything.

"And why is that?" I questioned, debating whether I should deactivate the omnitrix or push in the dial. I still didn't know enough about her, and she wasn't keen on opening up. Not to mention her sudden betrayal to us, while not expected, left me cautious of her intentions.

"Because my uncle is alive, and he's been tracking you" She glanced back to the front of the store, keeping herself on her toes while talking with me.

Hex was back, but what did he want with me? Revenge? Maybe but he seemed to be more focused on gaining power rather than chasing those who wronged him. It didn't feel out of character, but wasn't his next goal the fountain of youth?

"What makes you say that?" I needed more information, and it was too bad Gwen wasn't here to fact check her magical terminology.

Clearly she didn't like needing to open up about things, Charmcaster more annoyed by the second the longer I pried. "Look, I don't want to stay around here long. Let's find somewhere better to hide and then we can talk about this, and maybe find a place for you to wash yourself."

"The best place to hide is in plain sight." I said, gesturing to her very magical outfit that wasn't being hidden by a cloak that stood out.

Charmcaster then pointed it right back at me. "You think you're doing any better? I saw you before I even knew you were who I was looking for."

"I wasn't hiding, in fact, I think singing and playing an instrument on a street corner is the exact opposite of hiding." But I conceded, taking off the poncho before stuffing it in the bag that was pretty swollen and off balance given how many things I attached to it.

"Oh let me." Charmcaster brushed me aside as she began to chant under her breath, the magic singing with her words as they directed themselves to my backpack. I heard it, seeing it before my eyes as the space itself shifted within its basic fabric. Once she was done, she picked it up by one of the straps and held it out to me. "Here, stuff the rest inside. It'll be fine, nothing you put in touches anything else."

I opened up the main flap, and once I saw how large it was within with everything floating about inside, I couldn't help but marvel at how convenient magic could be. "Bigger on the inside, nice."

Grabbing the large and clunky things on the side of it, like my junk guitar and alien gun, I finished by putting the sleeping roll inside. Cool, now it looked like it was empty. It felt much lighter too. "Thank you, that helps a lot."

"It's pretty standard to learn." Charmcaster didn't take much pride in it. "Your cousin should have learned it by now. Though, maybe I should just call her Gwen since she's not really your cousin."

It felt like everyone I knew was aware of my secret now. Rolling the bag onto my back, I was ready to go and see what Charmcaster wanted to discuss in further depth, yet when looking outside and seeing nothing but rain, I remembered that I had no good way around this.

"We should get going." Charmcaster pulled her hood back up. "The longer we stay here the-hey!"

I glanced back to her, but I was further in the store. Charmcaster stomped over to me, probably offending her in some way. "What are you doing?"

"Shopping. I'm living on my own for who knows how long and this place has plenty of camping goods, including water repellent military green ponchos."

Love me a good poncho afterall.

I had a first aid kit, blanket roll, but nothing to catch or cook food. I was using money so far to buy food at a moment's notice, but I needed to be prepared in case I was going to help Charmcaster go off the grid until this Hex crisis was over.

If it even existed.

"My magic can supply us just fine." She crossed her arms, judging the non magical quality before her. "Anything else just grab and we'll take with us."

"I'm not robbing this place."

"Well where are you getting money then? Who are you stealing from that makes you feel ok about it?"

Geez, there were a lot of issues here to untangle. But, since I had a good idea of the list of things I needed, I was able to quickly get a hold of them and brought them up to the counter. The man went to fold up the poncho, but I held a hand up to stop him. "I'm wearing that one out."

"It's a little big for you."

"I'm in the middle of a growth spurt." I hoped. Gwen did say I did get taller than her but I don't know if my body will keep at its current rate. Though I was still ten and no way was this the size I matured at.

He didn't argue with someone paying for it, as the man racked up the total it pained me to see it hit triple digits. Survival supplies are expensive, and I was limited on my income. Pulling out several crumpled bills, I counted them out as quickly as I could because I saw Charmcaster waiting impatiently next to me.

Finally, as soon as I used up nearly all my funds just after getting them, I dawned the faded military green poncho as we stepped out into the downpour.

"Why even wear that now?" Charmcaster flicked at the edges of my outfit. "You need a wash, same with your clothes. Just let the rain handle most of it."

"I'm not walking around in wet clothes." That was something I hated, being in wet clothes. It was one thing if they were quick dry or supposed to get wet, but my thick cotton socks and cargo pants would begin chafing away at my skin if they got too wet.

I followed alongside Charmcaster as we marched through the rain, the girl heading away from the busy part of town but, we were zig zagging for a while. I thought maybe this Hex tracking her thing was real, until we ended up back on a street we were at earlier.

"You're lost." I stated the obvious.

"Oh like you know how to get around this town? All these condensed buildings are the same and they go on forever!"

Guess I was going to put my local knowledge to good use now. "Does it matter where we lay low?"

"Not really, just somewhere that is out of sight and has little to no people."

I waved for her to follow, leading the way as we began to march through puddles towards some form of safety. I couldn't say if it was the safest for hiding from an evil wizard, but it would shield us from the rain and was away from the visible streets.


Along a path that only those with bikes would dare ride through, we stepped under a worn gazebo in a park that was too steep for casual strolls. It was at this point an unusable piece of land tucked behind the property of a church. Taking our hoods off, we had gotten under the neglected structure just in time as the rain shifted into hail.

Good old Colorado, changing weather every ten minutes.

"Alright." I motioned for her to begin explaining while tucking my arms under the poncho to get a little warmer, a hand on the omnitrix just in case. "Hex is after you, why come to me?"

"You helped me before."

"You also betrayed us."

"Not really, I just used you guys to get the charms for myself." She said like that wasn't any better. "But that brat ended up-"

"Skip to the important parts." I didn't want to hear her badmouth a kid, even if he was a brat, thrown out of the universe.

Giving an unamused scowl, she still complied while flipping off her cloak to levitate next to her to dry out. "You're stuck in that body, one you don't belong in, in a universe you weren't born in."

Interesting, she managed to figure out the details without me being around. "How did you manage to solve that?"

"I got a peak at the real you." She rose her hand to my current height, before raising it to be over six feet from the ground. "The charms accessed the nexus, which in turn opened up doorways outside our universe. You were being pulled in several directions, the body you're in trying to compensate, and I bet that watch was helping a lot by giving you empty vessels."

Ok, it was a sound theory and matched what I knew. It didn't really seem to fit the whole Hex is after her part though. "And?"

"And you managed to keep my soul from being ripped out by the entire force of the charms controlled by a power vacuum." Charmcaster finished, as I still had no idea what she was getting at.

"You're welcome? Sorry but I know nothing about magic."

"Yeah." She huffed in disappointment. "I'm starting to see that it's pretty obvious. I guess at least you have the excuse that your attempt to pull and manipulate mana from yourself would just rip your soul out of that body you're barely clinging to."

Ok, I already knew I was cosmically allergic to magic but that helped to put it in simple terms.

"Anyways." She continued on and she saw she needed to fully explain what was going on to me. "You're an anomaly, a literal soul that doesn't belong here still anchored into our realm by who knows what means. If my uncle gets a hold of you, he could use you as a point for reopening the nexus from both inside and outside our reality."

Ah, yeah, that would be really bad. "How would that compare to him having all the charms of Bezel?"

"Less refined, but I hate to admit he's better at fine control over powerful magic. I'm sure he would use you as a bigger source of power than a fully activated keystone." Charmcaster sat down, watching the hail pelt the trees as loose branches were knocked down. "I can't imagine he could never resist that chance, especially not after you beat him twice. He can be very petty."

I sat down across from her, rolling over the threat in my mind. He had magic, sure, but so did Gwen and Charmcaster. Honestly so long as he doesn't have a boost in ability, I was confident I could take him. I could handle that, between my continuing mastery of the aliens at my fingertips to the arsenal I was developing.

"You were pretty good over there." She suddenly spoke up, snapping me from my thoughts. "I don't really, do the whole modern world thing, but I liked the song."

She was referring to that? "Just something to earn some money to get by."

I was well aware that I knew next to nothing about Charmcaster, and I think now was the best time I was going to learn. "Why aren't you doing the whole modern world thing?"

"Habit I guess." She shrugged. "I don't remember my parents much, but from what he told me we come from a line of magic users that have existed for who knows how long. We search for magical artifacts and abilities, mastering its powers, and supposedly that's so we can properly control the world and keep it from being destroyed by outside forces or itself. The whole time we're supposed to keep ourselves hidden in the shadows until the right time, or so that prophecy goes but I don't believe in that junk."

Again, a prophecy, the fate of the world, none of this was in the show but that sounded like basic foreshadowing tied with worldbuilding. Yet if this was a big deal, why did it never reach the television? Was it a scrapped plotline?

"So keeping your powers secret I get." I started as I removed my hand from the omnitrix, no longer believing her to be an active threat to me. "What about just, living a normal life on top of that?"

I got her to raise a brow at me, before Charmcaster pointed to herself. "Hello? I'm not exactly normal."

"Did you want to be?"

A laugh escaped her mouth, a hearty one, a forced one, a trained one, until she realized that whoever she was putting on a face for wasn't around anymore. "I, don't know. Even if I wanted to, it's too late for me."

"How old are you?"

"Sixteen, turning seventeen soon. Why?"

Late teenagers always thought their lived were pretty much written in stone before they could get out of highschool, or thought they had to figure it out by then. I had no idea I would be a security guard until I had a lot of things happen in my life through the first couple years of turning twenty. "You haven't even finished growing up. Even if you were an old woman there's a whole world right there that you can visit anytime you want."

"Me not grown up?" She gave an actual laugh this time, one filled with a lot more life than before. "Have you looked in a mirror lately?"

"I'm not tall enough to see over the bathroom sinks."

My joke made her snort, Charmcaster controlling herself as she held a hand up to her face. She tried to hide it, but I heard it, and I gave an evil grin in reply.

I didn't say anything, but know we both knew I had ammunition on her. "Alright, you want a chance to live a fun modern life, and I need a shower. I have some place in mind that we can do both while keeping out of the streets."

"Ok, where is this magical made up place?"

Where indeed? Well, there was one spot I knew that existed conveniently earlier than in my own universe. It was also close enough to take a bus over, though I didn't have anywhere close enough funds to afford it and neither of us were adults who could sign us in for it.

Guess I'm going to take one page out of Charmcaster's book for this one.


Entering into the lobby as I threw my rain poncho into my backpack, we were presented with a grand fun hotel getaway filled with several activities. Fake magic wands for an interactive computer ran scavenger hunt with animatronics and special effects, massive indoor water park, restaurants, gold panning, rock hunting, a laser tag arena which I didn't know they had, and bowling.

We wouldn't be bowling though, I hated that.

Still, even without all the activities the stylized cabin setting was already warm and welcoming. Charmcaster definitely looked like a nerd who showed up for the magic quest aspect, so she wouldn't raise any red flags with her outfit.

"This is the place?" She asked, getting a nod from myself as I studied the front desk. "Huh, well you're right that my uncle would never come here."

A group of kids ran past, nearly bumping into her as they darted away to continue rushing up and down the stairs with fake wands and wizard hats.

"We just need to take care of something first." I said as I pointed to the front desk. "I can get us a room key and funds but, could you cause a distraction?"

By the look she had on her face she was plotting something that would get the place evacuated.

"One that won't make people run away in fear?" I added the terms, Charmcaster waving off my concern.

"Please, this won't take long at all." With a wave of her finger and a short chant, a small stream of mist flew past the front desk agent and towards the rear office area. A bunch of phones began ringing out of synch, making the man step back to investigate.

That's when I rushed over to stand under one of the cameras eyeing the lobby, a blindspot I noticed earlier. Now for a human, there was nowhere for them to go, but for Upgrade the camera was my way around.

Hitting the omnitrix, I slithered along the wall and up into its circuits as I rushed into their main computers. It was simple really, I was already familiar with room protocol and how to get a room booked without leaving any kind of paper trail. I confirmed it, a list of rooms closed for various renovations and fixes scheduled for the near future, or even for meetings and other corporate reasons. Just had to choose a room I wanted, block it off in the system, and add a couple notes as to why it was blocked off and when they had an electrician and plumber scheduled to come in.

Now just to assure that no one could enter without warning, I tweaked the security access to the room and stretched out of the main computer to grab a couple of keycards while filling it with plenty of tokens and other hotel credits.

Basically I just gave myself the same access to the master keys, but labeled it under a common last name so whoever scanned it would think it was a guest card.

Man, Upgrade was my favorite alien by far.

Pulling myself out of the front desk while crashing their cameras for a little bit, I flowed along the ground until I compressed myself into a small enough ball that Charmcaster could easily pick me up.

"Our room is number three fifty nine." As I made my circuit pattern along my back resemble an arrow. "This way."

She complied, but gave me an odd look as she rotated my spherical body in her hands. "So, when you transform you aren't just controlling the body, it is your body?"

"Rewrites every cell of my own."

"Hmm, doesn't sound as appealing as I expected."

"Some bodies I clearly prefer more than others, but I can change back to human whenever I want."

"So why aren't you now?"

"Still need to tweak the electronic lock on our room to keep housekeeping, engineering or security out. I doubt there's anything I left behind they'll be suspicious of but depending on how the general manager likes to micromanage they'll start asking around about why the room is blocked off. The lock will buy us time to slip into another room."

"This modern world is too complicated." We both arrived, and seeing no one was in the halls I fully grew out to my normal size and pushed my finger into the lock to change up a few lines of code that I could undo once we leave.

"How it's built, maintained, and functioning? Yeah, it is complicated." I agreed as we stepped inside. It wasn't a presidential suite but it did come with two seperate bedrooms, a full bath and kitchen, wide living room and dining area, and even a private hot tub. Charmcaster couldn't be ignorant enough of technology, because I saw her eyeing it with a satisfied grin.

"It's also very convenient and comfortable." I added, and she couldn't deny it as we settled ourselves in. I changed back to human, already moving towards the shower as I left her to try and figure out the television as I got cleaned up.


That day, I managed to really put my mind at ease, even if I had to keep an eye on Charmcaster to keep her from her typical mischief. We went to the gift shop first just to get some basic clothes to change into, something to blend in better but also to immerse ourselves in the getaway.

Also some swimsuits to enjoy the massive waterpark, and it was hilarious to see Charmcaster startled by every little contraption that shot little streams of water. She would scream over each water slide, ferociously doggy paddle when the wave pool kicked on, and was frozen in place when I managed to get her to stand in the way of the massive water bucket that drenched her.

Did she forgive me? Of course not, and she got me back in laser tag by just using some spells to bend the lights to her will. She would become invisible, make the lasers hit me no matter where I was or where she was aiming, and even made my shots hit myself. Charmcaster only relented from torturing me when we found a group of rowdy boys to ambush, and she didn't even use spells against them.

Much, but I would let it slide making the tape they tried to cheat with tie up their arms and legs like snakes.

Bowling was the more normal thing for her, and while I was average I had to suck up all my personal distaste for the activity since she found something that wasn't a foreign concept to her. Same with minigolf, but the blacklights for it were what attracted me to it.

We even left for a time to go go-karting at a place nearby, and it was interesting to see how much she was terrified at the speeds and sharp turns we were taking given the maneuvers I've seen her pull off in fights. Charmcaster was a mystic master of the arcane, but when it came to racing little cars she had me drive us around as she clung to my back despite her being a head taller.

Getting back to the hotel, trying out the rock hunts and gold panning was underwhelming for both of us, so we tried out the magic game that had themed hallways throughout the hotel and pre recorded videos in animatronics. Charmcaster had plenty of nit picks and complaints about how this wasn't anything close to real magic, and I kept myself from reminding her that this was supposed to be something anyone could do without study or practice besides the wand movements.

While she pretended not to have some fun going to the shop and picking costumes to use with our fake wands, she still yelled in triumph as she managed to beat the large stage with the dragon projection.

We more or less did many of the same things the next day, Charmcaster starting to get used to the idea that water could be fun in pools and slides. I didn't think her main idea of that fun would be to shove me in whenever she saw the opportunity.

It was, almost like a normal vacation. In fact, if I had at any time split off from my family the last time we went to a resort like this with one of my older step siblings this is probably what it would have felt like.

It was a welcome distraction to help me finally collect myself together.

So when we were in our room, me sifting through my bag to try and find my notebook/journal to add in some things and review over future episodes, I couldn't find it. I couldn't imagine leaving something with such sensitive information behind, but I didn't exactly do much thinking in terms of note taking for my survival.

There's also a chance this magic could have eaten it, that would be my luck.

Without something to write down and analyze my issue with Max, I collapsed on the couch next to Charmcaster who had adopted the modern teenage girl lifestyle easily with a hoodie, patterned pj pants, and a bowl of ice cream. The television had some murder crime drama on, a fitting show for a modern girl.

"What's this one?" I asked, Charmcaster trying out several shows lately to figure out what she liked.

"Dexter." She answered before taking in another spoonful.

It was, odd. I thought nearly everything about this world had some kind of PG filter over it but maybe if I did say a swear word that was being used on the tv it wouldn't implode reality.

"Ok, gross." She went to the remote as one of the young female characters starting making out with an old man. Charmcaster already mastered the basic controls as she looked at the guide. "Mythbusters? Is it a fantasy show?"

"Reality." I answered as she got excited selecting it.

As twenty minutes passed, she was severely confused. "Where are the myths? I thought they would be hunting down and fighting actual myths, not proving if misconceptions have any reality to them or not."

"Most people watch it for the explosions."

"What? This is about laundry machines! Why would-"

The television screen was filled with a large scale detonation, hooking her immediately to the show. "They did that with common household items? Without magic?"

"Welcome to the modern world." I rose a can of soda to clink against her bowl. "Where we discovered what works or not by finding out what exploded in our faces."

I saw some flashes outside the window, earning my attention because one of my favorite parts about Colorado is the lightning storms that could stretch on forever and have strikes go off every five seconds.

"Hey." Charmcaster didn't look towards me, eyes still on the screen as she talked. "Look, I'd rather get this thing over with. I've waited long enough."

Thing? What thing?

"If you haven't figured it out, fine, but don't expect me to drop everything just to help you out."

With no idea what she was referring to, I ignored the storm, the tv, and tried to understand her. "I have no idea what you're talking about."

"Saving my life?" Charmcaster flicked her spoon my way. "Did you really forget that? Because that earns you a big 'You owe me' in my experience. No way would you let that go."

"Is that why you went to find me?" I questioned as I sat up. "Is Hex even after me?"

"Who knows, but if I save you from him then we're even." Charmcaster finished her bowl and set it on the coffee table. "Or is there something else you want me to do? Because I don't like waiting around for it."

I pitied her, because this was probably the mentality ingrained in her for all her life. Nothing is free and no one is kind for the sake of it. "Charmcaster, you don't owe me anything. I really appreciate you telling me what Hex could do with me if he got his hands on me but, don't feel obligated to help me out. I never once thought that you owed me anything."

"Why? Because you're a true hero?" She mockingly teased, but it didn't feel very friendly. "Get real."

"I'm serious." I firmly needed to plant this idea in her head now, while there was still a chance she could be open minded enough to change. "I went to save you for one reason. You needed help, and I was able to give it."

"In exchange for what?"

"Nothing."

"That's not how this works!"

Clearly any distraction needed to be removed. I turned off the tv, facing her, and was attempting to walk her through my own logic. "Do you remember what was happening back in Vegas? When I saved you?"

It wasn't a good memory for her, Charmcaster keeping her gaze down as she reflected on that moment. "I was, in so much pain. Every part of me being ripped open as I felt that stupid kid literally tearing at my soul. The charms were doing something similar to you, and somehow you could still fight."

"I heard your pain." I filled in my part of the story. "And it sounded aweful."

"I heard yours as well." Charmcaster uttered, surprising me because I never met anyone else who could hear the way I do, like Andrea. "When you grabbed onto me, it wasn't like Kevin's grip that tried to take whatever power he could get his hands on. I could hear you, your immediate intentions, and what was happening to you. Many magic users theorized how one could use their magic to harmonize with reality, to gain some new all powerful perspective. I felt part of that through you, and it's still hard to explain or even believe now."

"Then you must have known." I capitalized on that revelation, pushing her towards the answer she already had yet her experience with others taught her otherwise. "I just wanted to save you."

"It was more than that." She began, looking up at me and trying to see through my body to locate the real me within. "You were trying to save Kevin despite what he was doing, you were even trying to save the real Ben, and you were going to give yourself up so that could happen."

Charmcaster abruptly turned away, holding onto herself as she stared at the empty television. "Why do you care so much about others, but not yourself? I was going to take the charms for myself, I used you and your friends, and even when I tracked you down to try and see what you would do if I showed up again, you just kept looking out for me."

"Charmcaster-"

"That's not even my real name." She stumbled, before giving a warning glare to me. "Don't think I'll just tell you though."

Ok, I held up my hands, not trying to pry into that but I needed to make one thing clear. "Do you think you're not worth caring about?"

"Only if I do something in return." Was her immediate response, a trained one, a learned one because of harsh people. I rejected that.

"I care because that's just who I am." Even if I didn't understand it, but I trusted Andrea's words. "You don't need to prove anything to me, or do anything for me."

Without yelling at me, casting spells at me, or even insulting me, she nodded as she came to the only conclusion that fit even if it didn't make sense to her. "I know. You held my soul pretty close to yours after all."

That was, odd. I couldn't make out my feelings on the matter but I'm glad she's at least seeing now that people can care for her in a much better way than others in her past did.

"Tell you what." Charmcaster began to offer. "I may not be able to put you back in your old body, but maybe there's a way to change this one to reflect your real self."

That, I never considered that as a possibility. It was either get Ben back his body, return to my old life, or live in Ben's for the rest of my life. I missed my old body, but if I got it back, then any part of Ben left in this universe would truly be gone.

I always thought this universe needed a Ben, and I was preparing to be Ben, but what if I could truly be myself?

"You saved my life at the risk of your own." Charmcaster reminded as she put a finger to my nose. "I could at least try and give you your own life back."

Her logic sounded a little too much like her previous thinking for me to readily accept that, but she seemed more willing instead of forcing herself to get even. "I don't know if that's the best option. A lot of people need Ben and I was ready to do that but, it couldn't hurt to see if it's even doable."

She smiled before grabbing her used bowl and dumping it in the pile of dirty dishes in the sink. Stretching her arms up high, she seemed in a better place than before. "We can work on it another day. I want to enjoy myself while we still have this room."

I would have liked to enjoy it longer, just hanging out and doing fun things like any other ten year old wanted. Yet, I still had some other issues I created that I needed to figure out sooner rather than later. Especially with Max and Gwen. Maybe it would be easier on them if I got my own body back, so they wouldn't have to look at a face for someone no longer here.

How would Ben's parents react if they were told?

Another flash of lightning outside caught my eye, but not because I liked the storms. It was because it was a different color. Purple lightning, and I saw it to the north where I knew there was an important air force base.

"What's wrong?" Charmcaster questioned as I rushed to grab my rain poncho out, throwing important things back into my back pack before strapping it on myself and pulling my waterproof attire over. "What's happening?"

"I don't know for sure, but there's someone that I need to make sure isn't getting up to no good."

"Someone like me?"

"Someone that might be a threat to this planet." I grabbed my hoverboard and opened up the door to the balcony. I should be small enough to go undetected in the sky during a thunderstorm. Before setting off I heard a brief song of magic making me turn around, and she was in her magical robes and cloak.

"You don't have to come with me." I iterated, standing by my previous words.

"I think I do." She began flying into the air, following me outside as I prepped my board and hopped on it. "I also live on this rock. It would be a shame if something happened to it."

I would have ditched her, or argued with her if she argued about owing me anything. Having help though would be great since I didn't have Max or Gwen to assist this time around.

"We're going into a military base." I informed her as we began soaring into the roaring sky littered with bright flashes. "Any stealth spell you have, use it. Just make sure-"

"I know, I know." She scoffed as she rolled through the air. "You're allergic to direct spells and enchantements. You have something stealthy?"

"I have my options." I answered as I dialed up my go to.


Alarms were blaring all over, soldiers running to and from place to place, and most notably it was impossibly dark. Spotlights, flashlights, hardly anything worked which meant someone let off something akin to an EMP.

At least it didn't interfere with my gear.

Ten Ten had lots of tools and equipment to take advantage of, and with different visual feeds I felt like I was the one responsible for all of this. Ducking behind a vehicle as another group ran by, I could note that there was a strang air displacement my helmet could pick up on.

Probably Charmcaster, but I was looking for someone else.

Taking out a specialized communication device, I activated a button on it. This was one I had been using to communicate with Zs'Skayr, and whenever he used that teleporter device to meet up so I could hand over technology and take what other item he had me to work with we used this to signal one another that we were present.

It blipped in my hand, telling me he received and acknowledged my presence. He was dangerous, but so far he didn't betray me. I would keep giving him the benefit of the doubt, just in case this trust we've built would remain.

Yet I was also ready to accept the fact that he could be up to other things I wouldn't approve, like attacking a military installation.

Following the signal, I dashed into one of the hangars that had the side door open, my sensors picking up Charmcaster was following. Inside, were various jets in different states of assembly or deconstruction.

My heat sensors picked up several bodies, all laying next to one another. Keeping low I went over to them, seeing in person the personnel that were tasked with this area. Pulses, good, breathing, a little rough but they would live.

"So you're the one my master chose to rely on." A deep rumbling of a voice spoke, a heavy set man with pillars of tesla towers along his back. "I am not impressed."

"Gacha purita." I spoke back, and I wondered if he understood what I meant.

Our conversation didn't matter as someone else seemed to appear with the lightning strikes outside, the light casting a new shadow before me.

"Your opinion on the matter is not important." Zs'Skayr, his form barely perceptible in the darkness or the light. He clung to his mechanical aid resembling a scythe, his withered form looking worse than before.

His servant bowed before moving to the side as the ghostly personage himself floated towards me. I stood up, hand over my hip in case he tried anything.

"Ben." He rasped out, with not much strength. "I don't appreciate your lack of haste in the endeavors I trusted to you."

Slapping the dial on my chest, I didn't change back to Ben, but instead Diamondhead. I was well aware that he couldn't possess me while I was transformed, but I needed an alien I could properly talk with. "I always got your projects done in time."

"Time that is turning faster than I originally anticipated." He drifted over, looming towards the unconscious soldiers with his sharp claws inches from their faces. He eyed them with a hunger I didn't like. "Before I can attempt the of return the Anur System, I need to restore myself, or find a suitable host that is strong enough to rejuvenate me."

His neck let out a snap as he stared at my side, and while I couldn't see what I knew who was there. Charmcaster must have realized her stealth was not needed anymore, as she was already caught.

Stepping out of the unseen plane, she stared in disgust at the two aliens before her. "What's your horror story?"

I held a hand out to her, silently reprimanding her because now was not the time. Zs'Skayr never took his eye off her, rasping as he stood up straighter. "A new companion. What happened to the Tennysons?"

"They know now." I clinked my crystal thumb against my chest. "We're all on the same page."

He laughed before entering into a coughing fit, clinging tighter to his unknown device. "This was inevitable, but it makes things so much easier."

Bones kept cracking as he righted himself, twitching inhumanly in the dim lighting until he corrected his posture and addressed me. "Come with me, help me to finish what I started, and I promise you will be rewarded. I have the means to return you home."

"That's a load of crap!" Charmcaster bit back towards him before I could even think about his proposal. "If you know anything about the cosmic forces that threw him into this body you know that it is far beyond what the nexus could reach."

"I know more of himself than he does." He taunted, fingers rolling over his weapon. "We shared the same body, and I am more familiar with his state than anyone else. I am the only one who can return him home."

"He doesn't even need to go home! I can restore his body!"

His frame twitched, a wide grin stretching over his skeletal face. "You have that power?"

"Stop it!" I ordered as I got between the two, hoping to prevent what I saw this was coming to. "Zs'Skayr, you want home right? I can help you still, but I won't join you."

"This planet doesn't have what you need." He tried to argue. "Only I do."

Letting out a huff, Charmcaster blew her bangs to the side as she narrowed her scowl towards him. "He doesn't need anything from you creep. You ever think of that?"

She really loved to antagonize people didn't she?

"Look-" I started as I could only imagine I didn't have long left on my timer. "-we can continue working as before. Maybe I can visit your location and give the machine you're working on a once over."

Then the frankenstein dude piped up, insulted by my words. "As if you could comprehend my work!"

He shut up with a single clawed hand silencing him, Zs'Skayr propping up his scythe into the ground before staring into me. "I don't have long enough for you to be wasteful with my time. Will you come with us, or not?"

There was a threat in there, somewhere, but he purposely disarmed himself and his henchmen didn't show signs of any fight. What was their plan? How far will he go to get what he wants? "What will happen if I can't?"

"Oh, you will." I heard him say in a drawn out whisper, but as another strike of lightning flickered through the windows, I lost him. I darted my eyes around, trying to find him but he was invisible! Man I wish I could have had my own Ghost Freak to combat him! Maybe even a Kraab transformation!

Charmcaster began walking towards the scythe, casually yanking it out of the ground as she examined it. I was about to call out to her, until she looked back at me with those blackened eyes with glowing irises. "That is, if you want this one back."

My fist clenched as I glared at that freak of nature possessing her, examining Charmcaster's body with satisfaction. "She doesn't have much strength herself, but her ability to channel the archaic forces will serve me well."

Throwing the hood over, Zs'Skayr stood next to his companion as he hefted up a large chunk of equipment. "I expect an answer very soon, Ben."

A strike of purple lightning breached the building, ripping open the rooftop as their forms were taken away. The omnitrix timed out, leaving me alone with the storm rushing in through the open roof, pelting me with rain and winds.

"Over here!" Someone shouted from outside, reminding me that I was still alone in a military base with the omnitrix timed out. They better not look up, otherwise I was screwed sooner than what Zs'Skayr had planned.


Next chapter, SI-Ben seeks help. If there are any characters you want to see featured, let me know! You can either do that here, or reach out to myself and others in our discord server!

https://discord.gg/S46dcywpfv

List of unlocked aliens.

Heatblast

Wildmutt

Diamondhead

XLR8

Gray Matter

Four Arms

Stinkfly

Ripjaws

Upgrade

Ten Ten

Cannonbolt

Wildvine

Psywave (Synaptak Galactic Enforcer)

Undecided Name (Ultimos Galactic Enforcer)

MegaWatt

Eye Guy

REMINDER! I won't be using any content created outside of the original Ben 10 show. No content from Alien Force, Ultimate Alien, Omniverse, or reboot will be used. That includes aliens, abilities, plot points, lore, and just about anything not seen in the OG show.