Ben's lovely ghost

chapter 2

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"Ben!" Gwen and Grandpa Max ran onto the roof of the building only to see that it was deserted.

Where he is? I swear I saw him and Ghostfreak up here." replied Gwen with a confused look.

"Maybe he headed back to the rustbucket." suggested Max.

"Yea." Gwen nodded before the two turned around and ran downstairs again, heading towards the RV. Ripping the door open the two gasped at what they saw.

They saw Ben bandaged up around his body with a small one on his head. This confused as them on how an injured Ben made it to the RV.

"What happened to him?" Gwen asked in shock as Max ran to Ben's side and began to check him over.

"I don't know Gwen. He looks like he had gotten very lucky." Grandpa Max sighed in relief.

"Yeah, but how'd he get back here if he was struck by lightning?" asked Gwen who knew even her cousin wouldn't be able to survive a direct hit like that.

What they didn't notice was the lone pink eye looking into the RV though one of the windows.

Ben groaned as he slowly opened his eyes "Ow. My... everything hurts."

"Ben!" The other two Tennysons gasped in unison.

"Grandpa, Gwen, what happened?" asked Ben.

"You mean you don't remember anything?" asked Gwen.

Ben shook his head no.

"Well. At least your okay." Max sighed

"What happened to Ghostfreak?" The red head asked

"No idea." Ben shrugged

"Well I hope we've seen the last of her." Max sighd

"I doubt it." Gwen muttered

Ben had started tuning them out, his eyes looking at the rain beating down against the window.

'Why do I feel like she's closer than before?' thought Ben in wonder.

Ghostfreak herself had floated inside the RV and was careful not to be seen and watched as Max and Gwen took shifts to keep an eye on Ben.

'Why did I help him in the first place? Did I feel bad for him, or did I just not want his body to be damaged?' wondered Ghostfreak in thought.

Her mind shifted back to a little while ago, after the blinding white.

Ben had fallen to the floor, his body smoking.

"H... He... He saved me..." Ghostfreak muttered in shock. She was exhausted and didn't have time. She was unable to go intangible, she didn't have time. She would have died. He... he... "He... saved ME..."

Ghostfreak heard what sounded like footsteps coming closer and acted without thinking. She carefully scooped Ben up and carefully floated to the RV without being seen. Then after setting him down in the bed, she got to work on his wounds. And she had managed to evade Max and Gwen before they opened the door.

'If he knew what happened, I wonder what he would say.' thought Ghostfreak in wonder.

It was at that moment that Gwen got up to keep an eye on Ben. That's when Ghostfreak got an idea.

Flying fast she entered Gwen's body, making it stiffen. Gwen's green eyes changed into purple and black lines appeared around them, her lips shifted into a slight smirk.

"Hmm... less developed than I prefer." Ghostfreak muttered through Gwen's lips as she looked at her body "But it will do for what I want."

Ghostfreak/Gwen walked over to Ben's body which was currently sleeping.

'Hmm, he makes a cute face when he sleeps.' thought Ghostfreak.

"Ah..Gwen?" Ben opened his eyes a little and saw the outline of his cousin stand beside him.

"Hey Ben. You feeling better?" Ghost-Gwen asked in concern.

"Yeah, still sore though." replied Ben.

"That's a relief." sighed Ghost-Gwen.

Ghost-Gwen sat down on the bed next to Ben "Do you need anything Ben?"

"Okay. Who are you and what have you done with Gwen?" Ben asked with a slight glare, his eyes nearly focused again.

Ghostfreak stiffened up at that, but tried to play it cool. She coughed before replying.

"What's wrong doofus? Something wrong with worrying about you?" asked Ghost-Gwen with a good impersonation of Gwen.

"No." Ben admitted "But you don't normally care." He added in a mutter.

Ghostfreak felt a pain in her chest when she heard that with her better hearing.

"Even I know when to put aside my dislike of you to care." replied Ghost-Gwen who tried hard not to reveal her true self.

"I guess." Ben muttered.

"Hey, Ben." Ghost-Gwen asked.

"Yea Gwen?" The brunette asked back.

"Why did Ghostfreak want to kill you or whatever she was doing?" Ghost-Gwen asked before she could stop herself, she was curious about his opinion since he saved her but she hadn't meant to ask.

"She said she was in my watch. She said she had been alive this whole time." replied Ben. "Must want vengeance on me or something." guessed Ben.

"It actually scares me you know." Ben stated.

"Scares you?" Ghost-Gwen asked in shock and confusion.

"Yea." Ben sighed as he looked at the Omnitrix "What if they are all alive in here? That this was made by some cruel lunatic that locked them away? Stole their lives? And without even knowing, I have been keeping them all prisoner? Using them? Hurting them? That... that is just wrong. And it makes me feel terrible."

Ghostfreak was shocked at Ben's statement. She had never NEVER imagined that the boy didn't know she was in there or even cared... or that the THOUGHT of her being trapped in there scared and hurt him... she was seeing him in a new light...

"Well, maybe this helped you." guessed Ghost-Gwen.

"Helped? Like how?" asked Ben with his back turned to her.

"Helped you to learn and appreciate your aliens more." Ghost-Gwen said.

Ben furrowed his eyes at the response but began to mull it over. He was still exhausted from what happened and decided to sleep on it. He closed his eyes and was out like a light in no time.

Ghost-Gwen smiled that he was getting rest and unconsciously rubbed his head with a smile. This boy was changing her somewhat, and she rather enjoyed it.

"Hey Gwen, what're you doing?" came Max's question. Ghost-Gwen stiffened up at not noticing Max and needed to think fast.

"J... Just checking to see if Ben had a fever Grandpa!" Ghost-Gwen lied quickly, not facing him.

"Well alright, but he looks asleep. We better let him rest." suggested Max going back to the steering wheel.

Ghost-Gwen sighed in relief and smiled at Ben one more time before exiting Gwen's body.

Gwen fainted on her seat while Ghostfreak floated above Ben invisible, looking down in a mix of loathing, fasination, confusion and want

'What arw you Ben Tennyson?' Ghostfreak asked as she leaned down, face to face, her lips inches from his.

Just as her lips were about to make contact, she realized what she was doing and floated back before leaving through the RV.

"What was that?" She thought aloud, flouting in the trees and looking at Ben through the window of the RustBucket "I... I almost..." she brought her hand up to touch her lips but stopped aa she felt the heat of her cheecks and her pink visible eye widened...

She was blushing!

"Who are you Ben 10..." Ghostfreak muttered in shock, fear and wonder "... And... just what are you doing to me?"

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