Chapter 3: Vilgax's Big Score

Disclaimer: I Don't Own Ben 10 Or Any Of The Characters

"Ben!" I heard a voice, Grandpa Max's voice I think.

I opened my eyes, and groaned.

"Are you alright son?" he asked.

"Yeah, I think so." I said, getting up.

I looked at Gwen, who glared at me with her arms crossed.

"Uh, sorry about your breakfast, Gwen." I said, running my hand through my messy hair.

"Why are you apologizing?!" she yelled at me. "What is with you lately?! And no biggie on breakfast. It was gross."

"So, what happened Ben?" Grandpa Max asked.

"Vilgax happened." I said, brushing myself off.

Gwen all of a sudden forgot about her anger.

"Vilgax?!" she asked, with wide eyes. "But we, I mean I trapped him in the Null Void with Kevin!"

I smirked.

"You had help." I said, crossing my arms.

"Whatever." she said, rolling her eyes.

"And you know what's weird?" I asked.

"He wanted the watch again?" Gwen asked, annoyed.

"Gwen." Grandpa Max said. "Go ahead Ben."

I sighed.

"Okay, so he said he got out. I don't know how." I started. "But he didn't want the Omnitrix this time, or me. When he threw me back here, I heard him say 'leave her'."

Grandpa Max scratched his chin. "Who's 'her'?" he asked. "I don't have a clue." I said.

"Ben, Gwen," Grandpa said. "Go get dressed."

With that, Gwen and I ran into the tent. I opened up my bag, and took off my shirt.

"So who do you think 'she' is?" Gwen asked from behind me.

"I have a few ideas," I said, putting on a fresh white shirt with black stripes down the middle. "I feel like it's either Kai or you."

Gwen started laughing.

"What would ol' Squid Face want with Kai? Or me for that matter?" she asked.

I took off my pants and put on a fresh pair of baggy, cargo pants.

"That's the problem," I said, putting my shoes on. "I have no idea."

I heard Gwen's bag unzip.

"Gwen?" I asked. "You seriously not dressed yet?"

She laughed.

"Ben, I just re-zipped my bag." she said. "I left it open over night, Doofus."

I turned around to see her fully clothed. She frowned.

"What?" I asked. "Why do you wear the same clothes everyday?" she asked.

"Well," I said, pointing at her. "You do."

She wore tan colored pants, a long sleeved shirt with a cat face on it, and a clip in her hair everyday. She rolled her eyes, and we got our bags and got out of the tent.

"Okay," Grandpa Max said. "Now let's clean up the site."

I laughed.

"I can do that, Grandpa." I said, attempting to activate the Omnitrix, but it was still in the red.

"Looks like your aliens are useless, Tennyson." Gwen said, mockingly.

"Wow, Gwen." I said, mockingly. "How about you tell me something I don't know."

She rolled her eyes at me, as Grandpa told us to get to work.

Ten Minutes Later

Once we had put down the tent, Grandpa Max told us to get in the Rustbucket. Gwen and I sat at the table in the RV by the window. Well, I sat there, while she was doing whatever it is she does on her laptop.

As I was staring out the window as Grandpa Max drove, I heard a beep. I looked at the Omnitrix, as it had turned green again.

"Alright!" I said in an excited tone.

Gwen looked up at me.

"Back in the green!"

I then activated the Omnitrix.

"What are you doing, Ben?" she asked, annoyed.

"Eh," I said, about to slam down on the watch. "Just passing the time."

After the green flash subsided, I saw that I had turned into Ripjaws.

"Oh man," I said hoarsely. "I asked for Ripjaws hours ago!"

Gwen started laughing hysterically.

"You are such a major Dweeb!" she said, pointing at me.

"I know you are," I grunted. "But what am I?"

"Ben!" Grandpa Max said angrily from the front seat. "Now's not the time to be messing with the Omnitrix!"

I sighed. Ben, I thought. Flash of red.

"Sorry, Grandpa." I said.

Gwen looked extremely irritated. She opened her mouth, but I cut her off.

"Before you say anything, I'm changing, okay?" I said, crossing my arms. "Besides you should be happy I'm developing friendly feelings."

She rolled her eyes at me.

"As if!" she yelled. "You're just trying to be nicer, so I'll treat you better."

I glared at her.

"No, that's not it!" I said. "I'm just trying-"

All of a sudden, the RV came to a halt.

"Ben, Gwen!" Grandpa Max yelled at us. "Now is not the time to be fighting! We have a situation!"

I got up and went over to the front of the RV. I saw a pretty big robot drone not far from our location.

"That's the kind of drone that attacked the camp my first night with the Omnitrix!" I said, pointing.

Gwen walked up behind me, and said, "But there's nothing you can do, Ben!" she said, gently hitting my shoulder. "You just went alien a minute ago!"

Just as she said that, the Omnitrix turned green.

"But's that's impossible!" she stated.

I shrugged, and said, "Maybe if I don't use it for too long, it takes a shorter amount of time to recharge!"

"Wait, Ben!" Gwen shouted, just as I activated the Omnitrix.

"What?" I asked, looking at her.

"The watch hasn't been working lately!"

I shrugged, and exclaimed, "Well, looks like it's time to randomize!"

I slammed down on the watch without looking at which form I selected.

My hands started to turn grey, and I started to shrink. After the flash of green came and went, Gwen mockingly said, "How are you going to stop that drone with Grey Matter?"

I looked up at her, shaking my fist.

"Hey," I said. "When there's a will, there's a way!"

Gwen rolled her eyes, and picked me up in her palm.

"Hey!" I said, repeatedly losing my balance. "Put me down! Put me down!"

Gwen started to giggle.

"Relax Doofus," she said, walking to the door of the RV and opening it. "I'm trying to help you!"

I laid down on her palm and stretched out.

"If I really want to gross her out," I said, under my breath. "I should go to sleep in her palm."

"Gwen, Ben! Be careful!" I heard Grandpa Max's voice behind us.

I closed my eyes and tried to think how I would stop this drone.

Maybe I should try and climb up into his control area, or whatever it is these guys have, I thought. Or I could try combinations of my other 11 alien heroes.

I remembered from my other experiences in space with Keven 11, that when mixing Heatblast's fireballs with Stinkfly's slime balls, the results were explosive.

I could also combine Fourarms' brute strength with XLR8's intense speed. All of a sudden, I turned over and fell to the ground.

After hitting the ground and rubbing my back, I looked up at Gwen and said, "Hey! What was that for?!"

Gwen laughed.

"Oops, I didn't mean to! Besides, the drone is right there!" she said.

I looked over, to see the drone in the distance, shooting beams of high energy from it's wrists.

"Oh," I said, looking back up at her. "Well, victory is mine!"

Five Minutes Later

It took me five minutes to run over to the drone as Grey Matter. As soon as I got over there, I fell over.

"Oh man!" I said, huffing and puffing. "Can't these guys ever pick a closer spot?"

I got back up, and started climbing up his leg. About halfway to his knee, he bent over, and saw me. He grabbed me, and brought me up to eye level. I guess he didn't see me as "useful" because he threw me across the park we were in.

Uh oh, I thought. Diamondhead, like now!

A flash of green occurred, and I generated a slide made out of the material that Diamondhead's arms and head were made of. I slid down the slide to the ground.

"Okay, ugly," I said, making swords out of Diamondhead's arms. "Looks like this is round two!"

I ran up to him and leaped, and stabbed one of my diamond shards into his chest.

"Come on, ugly," I said, starting to climb up his chest toward his head. "I'm pretty sure you put up more of a fight last time!"

He started hitting me hard with his palm, until I fell.

Stinkfly, I thought.

There was a flash of green, and I kept falling. I tried to fly, but I couldn't. I continued to fall, until I hit the ground. I groaned and lifted myself up with my four hands. Four hands? Wait a second.

I looked down at my hands to see four red, prickled hands.

"I said Stinkfly," I said, smacking the hourglass symbol on my shoulder. "Not Fourarms! Stupid watch!"

I saw the drone walking away in the other direction.

"Yo, ugly!" I said, running towards the drone, raising my upper arms. "We're not finished!"

The drone turned around and when he saw me coming, he attempted to stomp on me. Once one of it's three "feet" things got close enough, I grabbed it with both of my lower hands. I started punching his foot with both of my upper fists.

He eventually fell over, and I walked over to his torso. Then, there was a flash of green, and I stood there as my favorite winged alien.

"Oh," I said, irritated. "Now you turn me into Stinkfly?"

I flew up to a great height, and started shooting globs of slime onto the drone's faceplate.

Heatblast, I thought.

A flash of green occurred. I started to fall really fast, and I realized why.

Cannonbolt, I thought, tucking into a ball.

Looks like the Omnitrix is busted. I shot down towards the drone's faceplate, but as if he had a sixth sense, he smacked me out of the way. I flew towards a tree, and broke through the trunk.

Flash of green. I grew a little taller than Cannonbolt, and grew skinnier. Then my skin turned green.

"Wildvine?" I asked, looking at my tendrils. "Oh no, no, no, no, no. Anything but being a living beanstalk!"

I shot my arm/tendril and looped it around the drone's arm, as he was getting up. I swung around to his torso, and dropped the seed pockets out of my back. They exploded, blinding the drone for a few seconds.

Then another green flash occurred.

I had turned into a furry, orange alien dog. Wildmutt.

Oh, I give up, I thought.

I started falling, but luckily, landed on my feet. I rammed into one of the drone's legs. It sent it spiraling off balance. I leaped onto his torso and headed for his faceplate. But of course, he grabbed me at the last second. He got back up, and shot me away with his high energy beam.

I was smoking, as I fell to the ground. Upon impact, another green flash occurred.

I felt extremely hot, and I didn't need help deciding who I was.

"Heatblast? Perfect." I said, struggling to get up.

It took me maybe a minute to finally get up.

"It's almost like the drone isn't interested in me." I said.

I ran in front of the drone and shot fireballs at the remaining essence of slime on his faceplate. His faceplate exploded, but he didn't shutdown.

"What's with this guy?" I asked myself. "Why is he doing this?!"

I shot a few more fireballs up at his ruined faceplate.

He moved out of the way and stepped on me. After he stepped off of me, a flash of green appeared once again. I got up and slipped and fell back down.

XLR8? Why can't this thing ever get it right?

I looked over at the drone, who was quickly walking away into the distance.

"Yeah," I said, raising my fist. "You better walk!"

I turned around and sped back to the RV. Grandpa Max was waiting for me, when I stopped.

"Hey, Gramps." I said, brushing myself off. "Looks like I scared the drone off!"

Grandpa crossed his arms over his chest.

"Ben," he said, angrily. "You didn't scare him off. You literally let him take what he had come for!"

I stared at him dumbfounded.

"What'd he-" I started to say something, but he cut me off.

"Ben, he took Gwen!" he yelled. "Gwen?" I asked. "No!" All of a sudden I had a pretty good idea who Vilgax's 'her' was.

A/N: So, there you have it. Vilgax was going to use Gwen to lure Ben into a trap. Possibly. Probably. Stay tuned for the next chapter.