Ben's lovely ghost

chapter 1

Another ben story co-written with GreyKing46. Ghostfreak's female form was inspired by a pic I found on rule34 done by an artisit called Drago-flame.

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We currently find ourselves at a simple park where we find Ben Tennyson trying to help a child that had stuck up a tree. His choice alien this time was Wildmutt.

"It's okay, I'm gonna get you down." came Ben's voice from wildmutt, which was surprising considering he could only growl and snarl in that form.

"Help me!" The child yelled in fear.

"Don't worry, I'll get you down in no time." reassured Wildmutt.

"But I don't want to get down." came a whispy voice as the child turned and a lone pink eye was on his face.

Wildmutt staggered back, but the branch he was on turned into a gray hand that grabbed him and he found himslef held up to Ghostfreak's face.

"I want out!" yelled Ghostfreak as the dream faded around Ben.

(Real world)

"AAAAAAAAAAAAAAHHHHHHHHHHHHHHH!" Ben screamed as he fell out if his bed, waking up from a nightmare.

"Shut up doofus. Im trying to sleep." Gwen muttered aa she rubbed her eyes sleepily.

Ben didn't even listen as the dream stayed in his mind. It was freaky and felt so real, but it couldn't be, could it?

"Hey dweeb, what's with you?" asked Gwen seeing Ben just sit there.

"Are you okay Ben?" Grandpa Max asked as he lookes at his Grandson in worry.

"Yeah, I just had a nightmare, that's all." reassured Ben as he climbed back onto the top bunk.

"Oh your such a baby Ben.' Gwen mocked.

"And you're a geek." retorted Ben who snuggled under his covers to try and go back to sleep while trying to forget the nightmare.

(Next day)

Ben sighed as he followed his cousin around the geek school. He was bored out of his mind, but he didn;t want to be. Or it would slip to his dream.

"And this is our chemistry lab." replied Tiffany showing Gwen and Ben the academy's lab. While Tiffany and Gwen talked about her possible enrollment, Ben was looking at the beakers and saw the familiar eye of Ghostfreak.

"Let me out." came Ghostfreak's voice as Ben stumbled back from the beaker.

"What?" Ben muttered

"LET ME OUT!" Ghostfreak yelled again

"Ben? You okay?" Grandpa Max asked

Before he could answer the wall was blown open and the Circus Trio entered.

"Hey, there's that brat that got rid of Zombozo." replied Acid Breath.

"Time for some payback." replied Thumbskull cracking his knuckles.

"Not today." replied Ben circling through his aliens. He set the icon to Heatblast and slammed down, only for it to be revealed that he had transformed into Ghostfreak.

However something was different with Ghostfreak. It gave a dark, cruel chuckle and began to maliciously destroy the three mutant carnie criminals.

Gwen and Grandpa Max were stunned by Ben's vicious onslaught of the cirvus freaks.

"Ben, are you trying to ruin my chances at this academy? Ben! I'm talking to you." yelled Gwen to her cousin.

Ghostfreak merely turned to her with his pink eye and replied, "Ben's not here." Gwen stepped back as Ghostfreak let out a dark chuckle. While that was happening, the circus trio were making their escape. "Oh, seems they didn't learn their lesson." replied Ghostfreak who went after them.

As soon as he left the building, the Omnitrix began to beep red.

"NO NO NO! I'M NOT GOING BACK!" Ghostfreak yelled.

Ghostfreak made it into some shade before the watch timed out and was covered in a red light that died down to reveal Ben.

"Man, glad that's over." sighed Ben.

"Oh, I wouldn't say that." came a familiar voice. Ben slowly looked up and his eyes widened to see Ghostfreak himself hovering there.

"B... But... thats impossible... I'M you..." Ben muttered in shock as he fell back.

"Wrong. My conscious stayed in tact in that watch. And I've been trying to escape ever since. And now, my time has come." replied Ghostfreak whose sharp claws ripped through the covering on him and pulled it off of him to reveal 'his' true form. Ghostfreak's form had a purplish skin that looked similar to a hood that reached down to a black and white striped tail Ghostfreak had. 'He' also had a pale face that looked like a human female except for the lone pink eye that stared down at him while the other eye was covered by a few smaller black and white striped tentacles. Ghostfreak also had what seemed like black lipstick on.

Ben just stared in shock "Y... Your... a... g... girl...?"

"Oh course. I've always been a female. Do you have any idea what it's like when you turn into me? It disgusts me every time." came Ghostfreak's whispy-like voice that actually sounded more feminine now that the cover was off.

"Er... s... sorry..." Ben muttered as he looked up at her, his green eyes meeting her single pink one.

"Too late for apologies. Now I shall take over your body so I may control the omnitrix." replied Ghostfreak reaching towards Ben, only to recoil as her fingers burned from the sunlight. "Ahh!" She quickly turned intangible and went through the nearest wall.

Ben was frozen for a few seconds, staring where Ghostfreak had been "She... was really pretty...in a dark disgusting way..." he said subconsiously.

"Ben, there you are." came Max's voice as Ben turned to see his grandpa and cousin catch up with him. "You alright."

"No. Ghostfreak's free." replied Ben.

"Ben, we know you're free." replied Gwen.

"No, I mean Ghostfreak herself." replied Ben.

"Herself?" Max asked in confusion

"You got something you haven't told us Doofus?" Gwen asked with a raised eyebrow.

"Turns out Ghostfreak was a girl the whole time." replied Ben.

Gwen was silent for a moment before bursting into a fit of laughter.

"It's not funny!" Ben yelled.

"Sounds funny to me." replied Gwen with a grin.

Ben just glared and soon the two began to argue loudly.

Further away Ghostfreak fazed through the wall and stared down at Ben from the shadows.

'I may despise that brat for keeping me prisoner, but he does make cute faces.' thought Ghostfreak out of character for her.

*time skip*

It was now raining and Ghostfreak was floating above Ben with a wide smirk on her face.

"Hello, Tennyson." came Ghostfreak's voice as Ben turned around to see his former alien.

"Ghostfreak, I should have known you'd be back. Well you're not getting the omnitrix." replied Ben getting ready to go hero.

"Please. As if you could stop me child." Ghostfreak taunted, her face growing into a large grin as she reached out for Ben's wrist.

"I warned you." replied Ben as he was covered in a green light that died down to reveal him as Heatblast. "Alright, time to turn up the heat." Heatblast gathered some flames together an chucked the orb at Ghostfreak.

Ghostfreak dodged and punched Ben, sending him stumbling back. A purple energy blast then fired from her chest/stomach area.

Heatblast managed to push himself back up and took a deep breath and released a blast of his mouth directly at the Ectonurite.

Ghostfreak was sent flying back, Heatblast being hit from Ghostfreak's blast at the same time.

Heatblast lifted himself up form the blast and heard the sound that signaled his time limit. Soon he was covered in a red light and returned back to normal.

Ghostfreak on the other hand still had energy to spare, but was still hurt from the fire blast.

Ghostfreak slowly floated towards Ben, wobbling in the air slighty from her injury. "I told... you it was useless... boy..." Ghostfreak mocked. She was tired, she went at full power BEFORE the fight and now she had used a large amount of it in that blast.

Ben looked up and noticed bolts of lightning that seemed ot get closer to their location. His eyes widened as a bolt of lightning was coming down towards them and Ben felt instinct guide him as he reached out and grabbed Ghostfreak's wrist.

"What are you-" Ghostfreak was cut off from seeing Ben move himself behind her and her lone eye widened as a bolt of lightning came down and hit Ben instead of her.

And then there was only a white light...

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