Ben 10 copyright Man of Action/Cartoon Network

Transformers copyright Hasbro


Ben 10: The Return
Chapter 01: Forgotten and Abandoned


a teenage boy with dark brown hair and blue eyes sat alone in an old chair in a small dark apartment, staring at a TV.

there was no program on.
in fact, all he was looking at was Static.

he was too lost in thought to pay attention to anything else.

the boy exhaled sharply, gripping the arm of the chair.
his eyes were moist, red from previous tears.

he choked a bit..then, spoke in a raspy voice.

"g-gwen."

the teenager cried softly, remembering 'simpler' times.

-[Flashback]-

[Colorado, USA]

[2006]

It was about noontime.

it was a clear sunny day at the forest clearing where the Tennyson RV (dubbed "The Rust Bucket" was parked.)

Grandpa Max was at a grill, cooking up hotdogs and burger patties.
Gwen was sitting on a lawnchair nearby, looking into the screen of her laptop.
Ben was (as usual) fiddling around with the Omnitrix.

Gwen looked up from her computer and grumbled.

"BEN, Stop messing around with that thing!" snapped the girl

"Aww, Come On, Gwen.
i'm BORED, i've had No One to fight for WEEKS!"

Gwen scowled at her cousin.

"you say that like it's a Bad Thing."

Both Ben and Gwen cast dirty looking glares at one another.

"dweeb."
"doofus." said Ben and Gwen in unison

At that moment..the RV door opened.
the two young tennysons looked..and, saw a boy about their age exit.

he looked almost like Ben.
only his hair was 'cleaner', a darker shade of brown.
and, he had ocean blue eyes, rather than emerald green ones.

"Alex..you're awake." said Max, friendly as ever

Alex looked up at the sky..then, back at the Tennysons.

"s-sorry, mister tennyson."

"hey, don't worry about it.
you seemed pretty tired last night, so i let you sleep in."

Alex smiled sheepishly.

"thank you, mister tennyson."

Max smiled as he approached Alex and, gently patted him on his shoulder.

"Alex..we've been on the road together for a good number of weeks: call me MAX."

"uhh..o-okay."

Alex began to walk forward..when Max spoke again.

"Just out of curiosity..
exactly what were you doing last night that left you so exhausted?"

Ben gulped hard at this, choking a bit.

"i, uhh..was with BEN." answered Alex

"you were?"

"Yeah, I..wanted to explore the last town we were in.
Gwen was busy with her 'college applications', so..she didn't have time.

but, Ben was nice enough to take me."

Gwen looked Ben..who had a 'guilty' look on his face.

"well..that was certainly nice of you, Ben." said Max

Ben smiled a WIDE smile.

"No P-Problem, Grandpa!
you know me: i'm ALWAYS willing to help."

Gwen scoffed at this.

"hmph!, not exactly YOUR idea of "helping."

Max touched his chin as he thought for a moment.

"hmm..Well, since the two of you are getting along so well
why don't you go fetch some firewood together so we can have ourselves a campfire tonight."

"SURE!"
"No Problem."

Ben grabbed Alex arm and, practicly jerked him off as the two ran into the woods.

Gwen watched this, suspicious.

[The Woods]

Ben and Alex were in a small area of the forest looking around and gathering stick that looked 'firewood material'.

as they worked, Ben stopped and looked at Alex.

"hey, uhh..thanks for not telling on me, man."

Alex eyed Ben..then, exhaled softly.

"i'm Ten, not Four.
Besides..i'd rather just forget the whole thing happened in the first place."

"yeah..i guess.
but, you gotta admit: it was Pretty Cool."

Alex grimaced.

"not really My Idea of 'excitment', Ben."

Alex looked back at Ben..and, saw he was fiddling with the Omnitrix.

"What are you doing?"

"ehh, this is taking Too Long.
i think that if i go Diamondhead, we can get some REAL firewood in record time!"

Alex cast a glare at his friend.

"BEN..you know you're only suppose to use that thing during an emergency.
like when a Crime is occuring, or if villains and monsters are attacking.

NOT to make a simple chore easier."

Ben smirked at Alex.

"Geez, your starting to sound like Gwen..and, THAT'S Scary."

"Then, maybe you should start listening to us.
she may be a tad bossy, but she also responsible, an-"

"SHEESH, if you're gonna agree with her on everything then, why don't you just Marry Her!: "Mister Gwen Tennyson."

Alex's face blushed bright red at this.

Ben continued to fiddle with the Omnitrix.

"stupid watch.."

Ben pressed the green 'activation button' rapidly but, for some reason, the center cylinder refused to pop up.

"COME ON!"

Alex sighed at this.

"Don't force it, Ben..HERE, let me."

Ben then pressed the button down and, held it down for a good long while.

the center cylinder finally popped up.
the omnitrix itself began to make a strange sound.

but, Ben ignored it.

"Finally!"

Ben saw a familiar image on the faceplate.

"going diamondhead."

Ben slammed the cylinder down.
but, to Ben's surpise..he didn't transform.

instead, the Omnitrix shot a bright green energy stream which hit Alex (who was right in front of him.)

"HEY!, What Th-!?"

Alex body flashed bright green.
when Ben's vision returned..he immediatly froze at what he saw.

"Alex" looked at Ben, confused at his 'stunned' expression.

"What's Wrong?, you look like you've seen a-Huh!?"

Alex realised that his voice was different (WAY Different)
he also noticed that he seemed "taller" than normal.

"What's going on-"

Alex looked at his hands..all FOUR of them.

"HOLY COW!" Exclaimed Ben

"Your FOURARMS!"

Alex has indeed become "Fourarms"
one of Ben's many Alien Forms.

"How..is this possible!?" said Alex/Fourarms

Ben began to panic as he looked at the Omnitrix (which wa snow RED.)

"I..I don't know!
this has Never happened before.

I mean..I'M suppose to Go Hero!
not make other people go hero."

"CHANGE ME BACK!" demanded Fourarms

"I Can't!, i don't know how."

"You What!?"

"I've never had to change back to Ben WILLINGLY!
i usually have to wait until the watch times out."

"But, i'm not WEARING the Omnitrix!"

"no duh." said Ben, sarcasticly

Fourarms cast a glare at Ben.

"n-no worries, man.
if the Omnitrix did this to you..then, it'll probably Undo it."

Ben looks back at the Omnitrix..and, sees that it's Still Red.

"(Deep Sigh) juuust as soon as it Recharges."

Fourarms grumbled.

"i told you not to fiddle around with that thing.."

"HEY, try and look at the bright side." said Ben, "trying" to be supportive

"What bright side?"

"Well..you're Fourarms!, one of my Best Alien Heroes!"

Ben then scowled.

"of course i DID select Diamondhead at the time.."

Fourarms exhaled sharply.

"Alright, FINE..i'll try and be positive."

Fourarms looks at his hands again.

"at least with these extra limbs i can bring back Twice as much firewood back to camp."

"HA!, See!?
just like i told ya!" exclaimed Ben

Suddenly, a powerful shockwave knocked both Ben and Fourarms down.
as they got up, they saw that most of the trees in the area were now splinters.

and, a REALLY big alien in a mechanical suit was approaching them.

"VULKANUS!?" exclaimed Ben in shock

"you mean that brute that you fought with the galactic enforcers?"

Ben nodded quickly.

"YEP.. the SAME."

Vulkanus approached 'Four Arms'
shaking the ground with each hard step he took.

"tennyson.."

Vulkanus faced Four Arms, looking down at him.

"You an' I have a SCORE to settle."

"Hey-Hey, WAIT!
i'm NOT a Tennyson!" said Four Arms

Vulkanus laughed at this.

"Do i LOOK Stupid!?"

"dude, does he Really want us to answer that?!" muttered Ben

"I know that BEN TENNYSON is the keep of the Omnitrix and, changing shirts Ain't gonna fool me."

Vulkanus then reeled his robotic arm back and, punched Four Arms HARD in the chest..sending him flying a few feet thru the air.

"ALEX!" exclaimed Ben

Vulkanus ignored Ben and approached Four Arms (who was struggling to get up.)
Four Arms looked and saw Vulkanus staring down at him.

"NOW, i'll Finally make you PAY for all the times you botched up my plans, Tennyson!"

Vulkanus raised his robotic leg up and stomped it down hard.
BUT, Four Arms grabbed his foot just as it came down..gripping it hard.

"okay..i'm DONE being polite." grumbled Four Arms/Alex

Four Arms glared at Vulkanus, gritting his grinding teeth.

"you wanna go a few rounds with 'Big Red?'

Four Arms suddenly flung Vulkanus HIGH up into the air.

"Then, LET'S GOOOOOO!" shouted Four Arms

"YAAAAAAAAAAAAAHHHH!"

Vulkanas landed HARD on the ground, sending dust flying.
Four Arms punched both his upper and lower fists into his hands, yelling aggressivly.

Ben smiled at this.

"AWE-HA-SOME!" said Ben

Vulkanus rose up from the ground..and, smirked.

"heh..finally."

Vulkanus charged after Four Arms..who just stood in a defensive stance

Vulkanus threw a punch, which Four Arms blacked with his two left arms then, counter with a strong 'double-punch' from both right arms.

Vulkanus was knocked back..but, maintained his balance.
he then roared as he charged forward again, this time with both arms up.

Four Arms blocked Vulkanus with his upper arms as Vulkanus arms came down upon him
as Volkanus struggled against his fow, Four Arms punched him HARD in the gut with his free lower arms.

This (yet again) knocked Vulkanus back.

the Armored Brute eyed Four Arms..and, chuckled.

"not bad.." said Vulkanus

"you've changed your fighting tactics since we last met, Tennyson!"

"I am NOT Tennyson!" snapped Four Arms

Four Arms then cracked all four of his knuckles, scowling.

"but, that won't stop me from kicking your butt."

"Cool!" said Ben, enjoying every moment of this

"BEN!" shouted a voice

Ben looked and saw Granpa Max and Gwen running towards him.

"What's going on!?
we felt the tremors from th-"

at that moment, Max and Gwen saw "Four Arms" and Vulkanus duking it out.

"Is that Vulkanus..and, FOUR ARMS!?" exclaimed Gwen

"uhh..Yeah, funny story." began Ben, nervous

Max stared down at his Grandson sternly.

"Explainations Ben..NOW."

Ben exhaled sharply.

"O-Okay..here it goes: the Watch has been acting 'glitchy', lately.
i keep pressing the activation button, but the dial won't pop up for me to go alien.

so, i kept pressing it..over and over, again until, it finally popped up and let me use the dial.

but, when i slapped it down..it shot this 'weird beam'
that hit Alex by mistake and made him go Four Arms!"

Max pondered this.

"Hmm..interesting."

"Ah, this stupid thing must be Busted, again!" complained Ben

"OR, it's a new function that you discovered by accident..as usual." said Gwen

"RAAAAAHH!"

the Tennysons saw Four Arms knocked Vulkanus down.
he then stomped HARD on his chestplate, pinning him down.

"So..do you give up?!
or, do i have to 'smack you around' some more!?"

Vulkanus spat out at Four Arms.

"Frag YOU!"

Four Arms shrugged.

"Have it YOU'RE WAY."

at that moment, the Omnitrix red hourglass symbol beeped and flashed.

"uh-oh.." said Ben

at that moment, Four Arms body flashed bright red.
Vulkanus looked up..and, saw a Ten Year Old Human standing atop him.

Alex gulped hard, blushing.
grinning sheepishly, he put his hands behind his back and stepped back a bit.

"so, uhh..no hard feelings about 'smacking you around', huh?"

Vulkanus scowled at Alex.
he then snatched him as he stood up.

gripping the small human in his massive hand he lightly squeezed him, making Alex groan painfully.

"ALEX!" exclaimed Gwen, scared

Gwen glared at Ben.

"DO SOMETHING, DOOFUS!"

The Omnitrix then beeped, the symbol now bright green.

"ALRIGHT!, we're in the Green.
time to Go hero an-"

"GAAAHH!"

Alex cried out as Vulkanus slowly crushed his body with his mechanical hand.

"THERE'S NO TIME!, Vulkanus is KILLING Alex!" snapped Gwen

Gwen gripped Ben's shirt, glaring angrily at him.

"how did you transform Alex before..TELL ME!"

Ben was shocked and confused at Gwen's sudden anger.

"I, uhh.."

"AAAHH!"

"NOW, BEN!"

"Uh-I just pressed and held the 'start-up' button down.
then, the dial popped up and the watch made a funny noise."

Gwen forecfully grabbed Ben's arm, aiming it at Alex.

"HEY!"

Gwen pressed and held the green button down.
sure enough, the center cylinder of the Omnitrix popped up.

The Omnitrix made the 'Strange Noise' again.

Gwen the touched the dial and quickly spun it around seconds later, she slapped it down on whatever alien was selected.

the Omnitrix glowed and fire a green energy beam.
the beam hit Alex, whose body immediatly flashed bright green on contact.

then the light faded..Vulkanus was now holding a humanoid whose body was Molten Rock, Magma and Fire.

"Alex" looked at himself.

"Heatblast?.."

Heatblast/Alex then grinned.

"alright."

Heatblast charged his magma fists with swirling fireballs
he then shot twin streams of fire at Vulkanus..which each detonated in his face.

Vulkanus released Heatblast as he gripped his face.
Heatblast landed effortlessly on the ground, then eyed Vulkanus.

Vulkanus chuckled cruely.

"nice TRY..but, your Pyronite Form is USELESS against me.
my species are highly resistant to Extreme Heat of all kinds.

Why do you think that some people pronounce my name as: "VOLCANUS!?"

Heatblast eyed Vulkanus..then, got an idea.

"YOU may be Fire Proof..but, i'm betting that you're suit ISN'T."

Heatblast then balled his hands into fists.
flames emitted from them, which slowly formed into what looked like 'sword blades'

"whoooaa.." said Ben, amazed

"i didn't know i could do THAT."

Heatblast gripped his 'flame swords' in a backwards grip.
he then leapt up and Double Slashed at Vulkanus chestplate.

as he dropped down..he saw that he only left minor clefts and scorch marks.

"HA!, you think i am a fool!?
my Battle Armor Exo-Suit is ALSO designed to resist Extreme Heat!"

Heatblast just eyed Vulkanus.

"resistant.." began Heatblast whose swords grew bigger as their heat Intensified.

"but, NOT..Immune."

Max immediatly got an idea of what was going to happen.

"kids..we'd better get back."

"B-But, Grandpa-"

"NOW."

Max held onto his grandkid's sholders as they backstepped further away.
Vulkanus growled loudly as he reached for Heatblast.

but, swung his now 'White Hot' fire blades at Vulkanus wrist..slicing it CLEAN OFF.

"WHAT!?" exclaimed Vulkanus looking at the now melted end of his robotic limb

Heatblast's flame swords then faded away.
his body then burned with large flames.

the fire was so hot, that even Max could feel the heat (and, it felt WORSE than the Saharah.)

Heatblast then shot a massive stream of fire at Vulkanus.
one so powerful, it blinded everyone..and, sent Vulkanus flying several miles thru the air.

Heatblast fell to his knees..exhausted.
as his flames eventually grew weaker, allowing the others to approach.

Heatblast looked around and saw that a Large Portion of the area
was now nothing just charred and barren ground of dirt, rock and ash black tree stumps.

"uhh..that'll all grow back, right?" said Heatblast

Max just grinned.
at that moment, Heatblast's body flashed red..and, reverted back to Alex.

"whoa..freaky." said Alex, looking at his hands

at that moment, Gwen hugged Alex tightly.

"YOU'RE ALRIGHT!"

Alex blushed bright red.

"uhh..y-yeah."

"Come on, son..let's get back to the rustbucket.
we may need to find a New Place to make camp." said Max

"Are you SERIOUS!?" exclaimed Ben

"Alex totally kicked Vulkanus butt!, both as Four Arms AND as Heatblast
i don't know about You, but I think Vulkanus will think TWICE before messing with Us, again."

"Ben, WAIT." began Alex

"You're Grandpa's right: Vulkanus MAY come back here and, i DO NOT think he'll be alone next time.

the smart thing for us to do is just Keep Moving.
they're are OTHER nice camping spots in Colorado."

Alex then looked around and exhaled.

"besides..i pretty much destroyed THIS part enough, already."

"Then, it's settled: Back in the Rustbucket." said Max

Ben groaned.

"aw, man."

[Later That Night, At Another Forest]

Both Ben, Gwen and Alex were sitting on a log around a campfire near the Rustbucket RV.

Granpa Max soon came out with a pan of "food".

"Okay..i've fixed an old family recipe."

both Ben and Gwen cringed at this.
as Max laid the pan down over the fire, Alex stared at it.

"are those..'things' suppose to be moving like that?"

Max grinned.

"heh-heh, i like to make 'em FRESH."

Alex exhaled, then sat back down.

"hey..you okay?" asked Max

"If it's the food..i understand.
but, give it awhile, and you'll get used to-"

"It's..n-not the food."

"It Isn't?"
"IT ISN'T!?" said Gwen and Ben in union

Alex shook his head.

"no..it's not.
i..just have my mind on Other Things."

Max looked at him.

"is it about what happened today?"

"no..i mean: yes.
I MEAN..(groan) i don't know."

Max could tell that something was wrong with Alex.

"Alex..if something's bothering you, just tell us."

Alex looked down, a depressed look on his face.
he finally exhaled sharply, raising his head up to look at Max.

"When you started this 'Trip' with Ben and Gwen..you planned out everything, didn't you.
the Destinations, the Roads Taken, the Sights, Landmarks, Everything."

Max smiled.

"well..m-more or less."

"But, OTHER things happened during you're trip that WASN'T according to plan." continued Alex

"Ben finding the Omnitrix, Gwen's 'Magic Powers'
and, you coming out of retirement as a "plumber."

Max shrugged.

"we..have had our share of surprises.
but, i like to think that it makes the trip more 'memorable."

"yeah, well..here's Another thing that didn't happen according to plan: ME."

the Tennysons looked at Alex, worried about his "attitude."

"Summer Vacation can't last forever.." continued Alex, glumly

"and, When it's all over..and, you all return to Bellwood.

Ben will still have the Omnitrix.
Gwen will still have her powers.
and, You will still be a Retired Plumber.

but, what..about ME?, where will i be?

this whole trip has Always been about All of You..i'm just the 'tag-along."
i don't have a Home OR a Family to go back to once this is all over."

"Alex-"

"So, where will I be once Summer ends?.." continued Alex, now thinking out-loud

"Back on the Streets where you all found me?
or, WORSE: left behind in some Foster Home where i'll be Forgotten."

"That WON'T Happen!" said Gwen

Alex looked at the redhead..who looked at him with Soft, Gentle eyes.

"we won't let it." said Gwen, softly

"Gwen's RIGHT, Alex." began Max

Alex looked at the older Tennyson.

"I may not know Everything that's going to happen before this trip is over..
but, i know One Thing for certain: we are NOT going to abandon you, Alex."

Alex looked at Max.

"then..what?
what's gonna happen to me?"

Max paused..unsure what to say.

"WELL?"

Max exhaled sharply.

"i don't know..i'll think of something.
maybe i can find a nice family in Bellwood."

"Adoption!?, Pthh!
my chances of THAT ever happening ended when i turned Eight."

Ben smirked.

"he could always live with GWEN..he sure seems to like he-GAAHH!"

Alex gently slapped Ben behind his head.

"shuttit!" said Alex thru gritted teeth

"Well, Ya' DO!
sometimes i hear you go: "Gweeeen..GWEEEEEN!" in your sleep."

"He What?" said Gwen

Alex was now blushing bright red.

"Man, if i didn't know any better, i say you have a-"

"ALRIGHT, FINE!" shouted Alex, suddenly

"You want the Truth?. then HERE. IT. IS.
I, Alex 'Whatever-My-Surname-Was'..have a CRUSH on you're cousin: GWENDOLYN TENNYSON!"

Gwen froze still, blushing bright red.

"There..Ya' Happy!?" snapped Alex

Ben was speechless.

"uhhh.."

"Oh, Forget It!" snapped Alex as he stood up

"If there is ANY bright side me being sepperated from the Tennysons come Summer's End
it's that i'll NEVER AGAIN have to deal with your Arrogance and Immaturity, BENJAMIN TENNYSON!"

Alex then stormed off angrily growling and muttering to himself as he disappeared into the woods.

after a good few minutes..Ben spoke up.

"heh-heh..MAN.
he really DOES act just like you, Gwen.

maybe the two of you SHOULD get married and, have little 'Dweeb Babies', HA! HAA!"

Gwen ignored Ben's Smart-Alec Remark.
she just stood up and silently walked off to where Alex was going.

Ben snickered to himself.

"betcha their gonna be smooching now..heh-heh, GROSS!"

Max then took ahold of his pan.

"Well..food's done."

Max took a dipper and, scooped up what looked like 'insect larva' and 'squid tentacles'

he poured large quantities onto Ben's plate.

"Eat Up, ben..their Nutritious!"

Ben looked at his "food" and immediatly turned pale.

"ughh..but, THIS is "Grosser."

[Meanwhile, Elsewhere]

Alex was marching angrily down the woods
heading Further and Further away from camp, and Deeper into the darkness.

he didn't care..he was too busy Fuming to be scared.

"stupid ben and his stupid jokes and stupid..STUPIDITY!" grumbled Alex

"i don't know what makes HIM such a 'great hero'.

everytime he goes Alien, he gets Beat-Up most of the time!
I only went Alien Twice and handle Vulkanus JUST FINE.

GRRR!, Ben isn't even a Real Hero!
he doesn't do what he does because it's "The Right Thing To Do."
he does it to be Famous and get Thrills, he's nothing but a Shallow Jerk!"

Alex foot suddenly gets caught in an uproot.
he tripped and falls down on the ground.

in anger, he growls Loudly thru his teeth.

but..his anger eventually subsides and, he becomes calmer as he turns and lays flat on his back.

"oh, what am i doing?" said Alex softly

"I can't be mad at Ben..he's just who he is."

Alex then sat up, looking down.

"HE isn't what's been bothering me..it was nev-"

Alex's eyes became moist, tears forming.
unable to hold it in any longer..he broke down and cried.

"(sob, choke) why?..why didn't she want me."

"Alex?"

Alex looked up and saw Gwen approach.

"G-Gwen!"

Alex immediatly felt embarassed.
Both at his earlier rage-fueled 'confession'
and, the fact that he was just now crying his eyes out.

Gwen, however..was just concerned.

"are..are you okay?"

Alex darted his eyes, unsure what to do.

"uhhh..."

Gwen approached him.
she bent down before him and looked right into his eyes.

Gwen then pulled a cloth from her pocket.

"here..let me."

Gwen began to wipe the tears from Alex's eyes and cheeks.
Alex just close his eyes shut, letting Gwen clean him up.

"cheer up.." began Gwen, softly

"you know how Ben gets-"

"it's..n-not him."

Gwen looked at Alex.

"then, what?"

Alex opened his eyes and looked at Gwen.
he sighed sharply, looking down.

"i've..been having bad dreams, lately."

"about what?"

"something..that happened a long time ago."

"w-what do you mean?"

Alex inhaled deeply..then, finally exhaled.

"i..never knew my father.
but, i DO remember my mother."

"you DO!?"

"yes..Long Dark Hair, Blue Eyes, she was beautiful."

Alex paused for a moment, smiling weakly.

"i..i remember her telling me..that she loved me."

Alex then frowned.

"but..when i turned Three she took me on a Road Trip..she said it was a surprise.

I got out..and, she..she-"

Alex stopped, feelings the tears returning.

"she left you." said Gwen, stunned

Alex didn't answer..he just cried.
Gwen took him into an embrace and hugged him tightly.

"oh, alex..i am So Sorry."

"i..i had to make it on my own since then.
i still don't know WHY she abandoned me!

was it..s-something i did?!
or..did she even love me at all?"

Alex cried some more.

"is..is this why you're so worried about summer being over?
you look at me, my cousin and grandpa as family..and, you're afraid of being abandoned, again."

Alex continued to cry.

"i don't want to be alone..not anymore."

"you WON'T..i promise." said Gwen

"you..promise?"

Gwen nodded.

"i swear to you, Alex..we will NEVER abandon you."

Gwen then parted from Alex and looked right at him.

"now, tell ME something.." began Gwen

"when you told Ben that you have a Crush on me..did you mean it?"

Alex froze, staring blankly at Gwen.

"Alex?.."

Alex exhaled sharply, seeing No Way out of this.

"every word." replied Alex

Gwen stared at him.

"i'm sorry, gwen: but, i really DO like you.
i can't help it..your just so smart, funny and..p-pretty."

"that's okay."

Alex looked at Gwen.

"i-it IS?"

"yes..truth is: I like you, too.
you're not Vain, Selfish or Arrogant..your Humble, Polite and Kindhearted."

Gwen then touched Alex chin.

"you're..my kinda guy."

Gwen kissed Alex on the cheek.
Alex smiled wide, blushing bright red..then, he fainted.

Gwen smiled at him.

"Best. Summer. EVER."

-[End of Flashback]-

Alex cried harder, unable to conseal his sobs.

oh, how he wished that summer five years ago NEVER Ended.

"she..she p-promised." choked Alex

Alex was in a severe state of depression.

Five years ago..he met the love of his life.
and, when he got sepperated from her due to accident, he did Everything to get back.

get back home..to HER.

But, when he finally DID return home..
so much had changed, that he didn't even recognize it anymore.

Alex took a long drink of soda and gulped it down.
he exhaled sharply, still staring at the screen.

"i never should of came back.." muttered Alex

KNOCK! KNOCK! KNOCK!

Alex glanced at the door and sighed.
at this point, he didn't care if it was the landlord..or, a robber.

"Come In!"

The door opened (with some effort)
and, in came a familiar Brown Haired, Green Eyed teenager in a green jacket.

"h-hey.." said Ben with a shakey voice

Alex grumbled to himself.

"what do you want, BEN."

Ben closed the door behind him (also, with some Effort)
and, took a moment to look around at the 'considerably' small apartment.

"uhh..n-nice place." said Ben, trying to be cheerful

"hmph.."

Ben tugged at the neck of his shirt.
he then approached Alex, standing right beside him.

he looked at the TV..and, made an expression.

"so, uhh..anyhing Good on?"

Alex scowled at Ben.

"you didn't answer my question: What are you doing here, Ben."

Ben exhaled sharply..then, got serious as he looked at Alex.

"Alex..we need you."

this made Alex chuckle.

"oh, you DO now?"

"YES, we do!
you have No Idea on what's been going on-"

"well, DUH!
i was stranded on another planet for Five Years."

Ben looked at Alex, surprised.

"Y-You were?
but, I thought you were trapped in the Null Void-"

"with "Squid Face?" said Alex, interrupting Ben

Alex then chuckled lightly to himself.

"after Five Years, you're STILL as slow as ever, Ben."

Ben was confused.

"huh?"

Alex looked right at Ben (who could see the 'dark rings' around his bloodshot eyes.)

"the Null Void is an Alternate Dimension, right?"

"uhh..Yeah."

"well, it isn't just accessed from the 'Null Void Projector'.
THAT was only a device built to allow easy access to it.

Natural Portals to the Null Void keep opening up in random locations all across the universe.

How else do you think Vilgax..and, 'KEVIN', kept escaping?!"

Ben caught how Alex said Kevin's name.
almost like his name tasted "bitter" to him.

"Look, Alex..a-about Kev-"

"if you were going to replace me, you should of gotten Cooper Daniels.
HIM i could've lived with..but, instead: you choose your SECOND Worst Enemy next to Vilgax!"

"Ale-"

Alex ignored Ben and continued to speak.

"Kevin was a monster..even BEFORE his mutation.
he stole, he lied, he tried to kill You, Gwen, your Grandpa and ME on a number of occasions.

Heck, he teamed-up with VILGAX Himself just so he could get back at you.
and, YOU wanted HIM to fight alongside you against..against Whatever!?"

Ben tried his best to calm Alex down.

"Alex, look..i KNOW this may come as a Big Shock.
but,you've got to believe me: Kevin HAS Changed, people CAN Change."

Alex eyed Ben..
then, he remembered his own 'experiences' in space five years ago.

"that may be true in SOME cases.." began Alex, his tone-of-voice 'calmer'

"but, i Personally know for a fact that some people..can NEVER Change."

"But-"

Alex finally got out of his chair.
he turned and faced Ben, looking at him straight in the eyes.

"How can you be so certain that Kevin's "Heroic Deeds" isn't just another Con?!
for all WE know, he may just be decieving you, waiting for the right moment to betray you, YET AGAIN!"

Ben just stared silently at Alex, surprised at his outburst.

"man..what happened to you?
you're not the same guy i knew five years ago."

Alex scowled, eyeing Ben.

"i. grew. up."

Alex then turned his back and walked forward.
as he placed his hands on a table, looking down..Ben approached him.

"Seriously..what happened?
you said you were stranded on another Planet, so..which one was it?"

Alex remained silent.

"Tetra?, Kinet?.."

Alex still said nothing.

"Galvan Prime?"

"no." said Alex, softly

"Well, then Which One Was It-!"

"It's a Long Story, Ben.
one that i don't have time, nor do not want to tell."

Alex then turned and looked at Ben.

"but, lemme give you the "Short Version.."

"Ten Years Ago..i was an Abandoned and Forgotten Child.
i was Always Polite, didn't like confrontation and liked to believe the Best in people.

I believed that even in the darkest abyss..there is a ray of light.
and, i felt such hope..when you, Gwen and 'Grandpa Max' found me on that memorable summer."

Ben listened intently at Alex, knowing that this was important.

"For a moment..i believed that i had everything.
a Father Figure, a Best Friend..LOVE.

then..i was robbed of my paradise.
when some "squid faced demon" dragged me into "hell" with him."

"vilgax..we sent him into the null void.
but, he grabbed you as he got sucked in."

"i REMEMBER, ben." said Alex, getting annoyed

"sorry."

Alex continued.

"I don't know if it was a Blessing, or a Curse..that i found that portal out.
but, when i stepped thru it..i wasn't back on earth like i hoped.

i was stranded on a war torn planet in a far off galaxy unknown to even Azmuth himself.
and, the only way for me to get back home to the one i loved..was to pick a side and SURVIVE."

Alex eyed Ben (who looked shocked.)

"You ask what happened to me, Ben?..why i changed.

Well, when you're a Ten Year Old boy forced to become a solider in a war that isn't you're own.
and, you fight for FIVE. LONG. YEARS...then, YES: You DO "Change."

Alex then walked back to Ben, staring right at him in the eyes.

"and, you wanna know the Worst Thing?" began Alex

"It's that after Everything i went thru to get back home..
i find that my "Home" isn't familiar to me anymore.

not when my so-called Best Friend is buddies with his arch-nemesis.
and, the girl who loved me SO MUCH..is in the arms said Arch-Nemesis."

Ben exhaled at this.

"Alex, loo-"

"Gwen was my only motivation for returning home..she was ALL i could think about.
but, to finally return..and, see her with someone else, and STILL with that someone else.."

Alex finally flops down on a nearby bed.

"it feels like i've been Forgotten and Abandoned all over again.."

as Alex lays upon the bed, staring mindlessly at the cealing Ben walked over slowly and looked down at him, frowning.

"alex..look, i'm Sorry about everything's that's happened.
but, with Grandpa Max missing and the DNAliens 'secret invasion', i REALLY need your hel-"

Alex suddenly hands Ben a 'Computer Disk'.

"wa-what's this?"

"Everything you need to know about you're New Enemies."

Ben took the disk and looked at it.

"the "DNAliens" themselves are 'Xenocyites'
they are Leech-like organisms that bind with other species." began Alex

"Xenocites aren't really a Species themselves.
they were artificially created by 'Atasians.'

Ben looked at Alex.

"Ata-Whatsit?"

"ATASIANS." repeated Alex

"You know them as "The Highbreed."

"oh.."

Alex continued speaking (as he stared at the cealing.)

"atasians are from the planet Augstaka.
their like the "Kluxx Klan" of Aliens.

they believe themselves a Superior Race
and, blindly hate Other Aliens for being different from them."

Ben looked at Alex.

"well..if that's true then, how come their assimulating Humans and Other Aliens with their Xenocytes?"

"Because they are a Dying Race..
centuries of Inbreeding has taken a toll on their DNA's Immunity System and Lifespan.

Basicly, Their Going Down..HARD and Quick.
and, they want to take as many of us with them as they go."

"Harsh." said Ben

Ben looked at the disk..then, back at Alex.

"any known weaknesses?"

Alex nodded.

"One: they thrive in intense cold so, any kind of heat will do 'em in."

"Yeah, that much i figured out."

Alex ignored this and, continued to speak.

"encoded on that disk is All known records relating to the Highbreed and their DNAliens..both Public and Private.

it also contains Teck Specs of their Weapons and Technology and, probable locations for all their bases on Earth."

Ben looked at the disk..then, back at Alex.

"Where..did you get this data?"

Alex made a soft noise in his throat.

"Let's just say..i have "Friends."
friends with access to a very advanced computer system."

"are you're friends..Aliens?"

"yep."

Ben paused..then, spoke again.

"think they might be..interested in helpin-"

"If they DO, you probably won't see it."

Ben eyed Alex.

"are they..Shy, or something?"

Alex turned his head and eyed Ben.

"my Friends prefer to opperate 'undercover'
'Stealth' is a way of life for them, so no: they won't show their faces."

"Man..sounds like your buddies are 'Space Ninjas."

"a few of them are." said Alex, bluntly

Ben then exhaled and, looked at Alex once again.

"is..anything on Grandpa in here?"

Alex was silent..then, spoke.

"no..his whereabouts is all we couldn't find."

Ben sighed sharply, feeling stressed.

"well..thanks for trying."

"yeah..whatever."

Alex turned over on the bed, back facing Ben.

"alex.."

"i gave you intel on the DNAliens..now, leave me be."

"Alex, come on, man: we really need you."

"no, you don't.
you all did just fine without me these past five years..why change that, now?"

Ben got serious.

"When i last contacted grandpa..he said that i needed to form a team.
and, Alex..i was hoping YOU would be on that team, you know..like Old Times."

Alex suddenly sat up turned and, glared at Ben.

"Old Times" would've been You, Gwen, Your Grandpa and Me traveling the country in that old RV during the Summer..

NOT watching the love of my life "swapping spit"
with a power absorbing criminal whose tried to kill me several times."

"uhh-"

Alex then got up and faced Ben.

"What do you expect me to do, Tennyson!?" exclaimed Alex

"just Go Back, Forget all about Gwen
and, be perfectly Okay with her dating a (so-called) EX-Con!?"

Ben wanted to protest..
but, could find nothing Comforting or Convincing to say.

"i..i'm sorry, i wasn't-"

"Considering my own personal feelings!?
well, at least SOME THINGS haven't changed."

Alex finally calmed himself down..and, exhaled softly.

"look, ben..i'm sorry, but i can't go back with you.
not when i've lost Everything that i ever cared about.

and, the Last Thing i want..is to be reminded of what i've lost."

Ben looked back at Alex.

"so..what will you do now?"

Alex looked at Ben..and, sighed.

"i don't know..Gwen was all that mattered in my life.
so, without her..i have absolutely No Idea what to do, now."

Alex then turned and slowly walked back to his chair.
he flopped back and and resumed staring at the static on the TV screen.

Ben hated to see him like this.
but, he couldn't think of any way to cheer him up.

"well..if you ever change you're mind: our doors are Always open."

with that, Ben turned and walked off.
he gripped the handle of the door and forced it open.

Ben took one last look at Alex.
then, with a sadenned sigh, he exited the apartment.

Once he was gone..Alex took another drink of soda.
with a sharp exhale, he stood up and walked back over to the bed.

he bent down and pulled a black hard plastic suitcase from under it.
placing it on the bed, he unlatched it and raised up the lid.

inside..was a shirt.
a small child-sized shirt.

it was light blue with dark blue sleeves and neck and, bore the image of a "blue cat" on the chest.

it was dirty, torn, burnt and ripped up at numerous places.

Alex sighed sharply, recalling a memory.

((Young Alex: "You're Favorite Shirt?"

Young Gwen: "Yes..i want you to have it."

Young Alex: "B-But, i can't-"

Young Gwen: "Keep It, i have plenty back home
this way, no matter where you go..i'll always be with you."

Young Alex: (brief pause) i..i don't know what to say.
i'll..i'll keep it forever.

Young Gwen: "and, i'll love you forever."))

Alex gripped the torn-up shirt in his hand.
the one relic reminding him of what he once had..and, what he lost.

tears welled up in his eyes, which streams down his cheek.

"i..will love you..for All Time, gwen." whispered Alex, his voice breaking.

KNOCK! KNOCK! KNOCK!

Alex scowled at the loud, forceful knocking.

"GO AWAY, BEN." said Alex, loudly

KNOCK-KNOCK-KNOCK!

Alex growled as he put Gwen's old shirt away.

"I SAAAID: GO AW-"

Suddenly, the door was kicked open which ripped the hinges off the frame.

Alex looked and saw a muscular teen male
with medium ash black hair and wearing a black t-shirt and blue jeans.

Alex scowled angrily at him.

"hey..hows it going?"

Alex grinded his teeth.

"kevin."

Kevin Levin walked into the apartment.

"nice place you go here."

Alex smirked.

"And, you are quite welcome to steal and pawn whatever of it you want.
i was planning on leaving for a better place, Anyway."

Kevin chuckled.

"Hey, haven't you heard?: I've gone Straight."

"Heh!, yeah..right."

Kevin approached Alex.

"Come on, i really ha-"

Alex suddenly drew out a futuristic-looking handgun..which he aimed RIGHT at Kevin.

the gun was pearl white with a blue handle and, had red barrel with three caliburs.

the minigun bore the symbole of a "red face" on it's side.

"Whoa, now.." said Kevin, surpised

"keep you're distance, Kevin." said Alex in a dark tone

"you may of fooled Ben and Gwen, but you DON'T fool me!"

Kevin put his hands out.

"Hey-Hey, be coo-"

"I haven't Fogotten all the times you Attacked Ben, nearly killed Gwen.."

Alex then pulled open his shirt with his free hand revealing long jagged scars that ran across his chest.

"OR, of what you did to me Last Time we met, KEVIN 11."

Kevin grimaced at this.

"s-so..you remember all that, huh?"

Alex glared at Kevin.

"my memory is as Long as History."

Alex then jerked his gun forcefully at Kevin.

"so, KEEP AWAY FROM ME!
or, my buddie "Scattershot" here will be forced to teach you a lesson.

he can fire three shots a-second, OR fire them all at once in a fully powered blast.
making him Both a Gatling Gun AND, a Cannon all-in-one."

Kevin eyed him.

"Okay, see..Anybody who names their weapons needs serious help."

Alex growled angrily at Kevin, gritting his teeth.

"Whoa-Whoa, HEY!
i'm not here to start trouble, I just wanna TALK!"

Alex scoffed at this..then, lowered "Scattershot" down.

"well, that's a first."

Kevin exhaled sharply, relaxing.
he then spoked softly as Alex turned his back on him.

"Look..i'm sorry about what happened between us in the past."

"HEH!"

"But, just Hear-Me-Out!
me, Ben and Gwen all need you."

Alex turned and glared at Kevin, scowling darkly.

"did you know that me and Gwen were a couple five years ago?"

"Well, uhh-"

"That we loved each other dearly.
and, that we both saved each other's lives on a daily basis.."

Alex then got in Kevin's face.

"Often times, from YOU."

Alex then turned and walked off, again.

"Gwen was all i could think about when trying to get back home..
and, when i finally did: I find her with YOU."

Kevin eyed Alex.

"she thought you were dead-"

"And, naturally you decided you could just TAKE HER on the rebound, is That It!?"

"NO!, it isn't like that!"

"Then, answer me THIS, Kevin.
now that you know that i Love Gwen, and that i am very much Alive

then, WHY are you still with Gwen, Hmm?
WHY haven't you been man enough to step aside and, give me a chance to reconcile with my long lost love."

Kevin stuttered, trying to find an answer.

"Answer: Your SELFISH, CRUEL and GREEDY!" shouted Alex, angrily

"Hey, no-!"

Alex got right in Kevin's face.

"You want Gwen AAAAALL to Yourself.
you want her to be YOURS, and NO ONE ELSES and, you don't CARE if it's hurting me or not."

Kevin paused at this.

"FACE IT, Kevin!
the only thing about that's "changed" is you're appearance.

aside from that, you're STILL the same Heartless Monster that you've always been.
because you stole my most valued possession: you stole the Love of my Life."

"i..i-"

"J-Just, GET OUT OF HERE, Kevin..NOW!"

Kevin scowled at Alex.

"LOOK, i didn't come here to play "Dr. Phil" with you.
i'm here to take you back with us so we can fight the Highbreed."

Kevin then grappeled Alex Shirt, jerking it aggressivly.

"Now, how we gonna do this?: Easy Way, or Hard Way."

Alex drew out his 'Scattershot Gun' and charged it.

"crap."

[Outside]

Ben was waiting patiently in Kevin's green-and-black muscle car.

"man..what is taking so lon-"

KA-ZAAAAAAAAAAAP!

Ben jolted up and saw a powerful beam of energy burst from the apartment building.

"WHAT THE HECK!?"

suddenly, a body plummets down upon the hood of the car.
Ben quickly gets out and see Kevin laying on the hood..with a smoking hole burnt thru his shirt.

"ow." said Kevin

"OhMyGosh, Kevin..WHAT HAPPENED!?"

Kevin groaned as he sat up.

"I..don't think Alex is gonna change his mind."

Ben looked up..and, saw Alex standing at a gaping hole at the side of the building.
he had a VERY dark look and his face, and was holding a smoking space gun.

he then turned and walked back into his "apartment."

Ben exhaled sharply..then, looked at Kevin.

"told'ja he wouldn't listen to you."

Kevin shrugged.

"had to TRY."

"Yeah..and, it looks as if you made things worse."

Kevin looked down and sighed sharply.

"yeah..guess so."


Author Note:

Chapter One of my Ben 10/Transformers Crossover (even though no actual Transformers officially appear, they are just "hinted" at)

a majority of this chapter contains recycled content from my previous Ben 10 Oneshot: 'Once Upon a Summer' (understandable, since it WAS a flashback story and part of this overall story.)

This chapter was basicly introducing my Ben 10 OC and, showing him at an all time LOW point in his life.

he's confused, he's angry he's in love, he's brokenhearted

he doesn't know what the heck he's doing, anymore.

I also share my own personal opinion on "Gwevin" (GwenxKevin) shipping. paticularly how i don't think it makes any sense (especially to fans of the original series)

and, how Shocked i was when Alien Force started dropping hints at it.

Basicly, i'm forcing Ben 10 fans to take pity on Alex. he's loved Gwen since they were Ten, NOW he's lost her..and, has no idea what to do, anymore. (so, go ahead..TRY and hate this guy, you'll just look like a Jerk if you do.)

Actual Transformers will appear in Chapter 02, so hang tight TF Fans.