===Disclaimer: The Ben 10 series is not mine. It is also not my brother's or my mother's or my other brother's. Or my pet toad's.===

Chapter 38: Escape

"Okay, okay. How about I tear off a chunk of the wall and throw it up there? It would break the cage open." Kevin put his hands on the metallic wall and started to dig his fingers into it.

"Yeah, and crush us along with it!" Gwen yelled. She placed her hand on her forehead. "Just see if there's a switch or something around." Kevin shrugged and started to walk along the perimeter of the room. Gwen turned to look out the other side of the cage when she heard a low moan. Kelly was waking up in the adjacent cage.

"Huh? What's going on?" Kelly looked at the floor and top of the cage before peering through the bars and into the large cave. She listened to Cirrhon's voice in her head for a moment. "Yeah, I got that much. But why am I in a cage?"

"Kelly? You okay?" Jen called out from her cage on the other side of Gwen's.

"Jen? Yeah, I'm fine. What's happening?"

"Long story."

"There's no switch!" Kevin shouted. "Can't you just break out yourself?"

"No, Kevin," Gwen sighed, "this cage is suppressing my powers somehow."

"Then I'll break off the chain with a rock and you can catch yourself when you're free. It works perfectly."

"I'd feel a lot safer if somebody besides him was helping us," Jen commented.

"Yeah?" Kevin responded to the remark, moving to grab the wall. "Well, I'm all you've got. So if you'll excuse me-" His foot bumped into Matt, who was groaning as he was getting up. "Oh, hey. Sleep well?" Matt just grunted as he stretched a bit.

"Matt!" Kelly shouted happily. "You can get us down, right? Please?"

"Uh, maybe." He looked up at the chains: they weren't very thick and could probably be broken with even a small object, if it were hard enough. He turned to Kevin and asked, "Could you chip off a small piece of the floor?"

"Small? I think a big piece would be better."

"Do you even listen?" Gwen yelled again, exasperated.

"Ship can help," Julie said from the cage farthest from Gwen. She'd been so quiet, nobody had noticed she was awake. The blobby creature jumped up and down, then started to squeeze through the bars. Once he was through, Ship landed softly on the cave floor and inched over to Matt.

"Okay, Ship. I need something really hard," Matt explained. "Can you help?" Ship wagged his tail excitedly. He glowed with a green light and changed into a solid ball. "Wow, you really do come in handy, don't you?"

"Cool! I want a pet like that," Kelly stated in awe. Julie giggled.

"Okay, here goes." Matt picked Ship up and carefully aimed at the chain of Gwen's cage. He tossed the orb as hard as he could and used a wind burst to propel it faster. It hit directly and the chain broke. Gwen began to fall, but Matt formed a small whirlwind underneath to slowly lower the cage. It was heavier than he'd anticipated, though, and he was struggling to keep it from crashing to the ground. Then Matt suddenly felt the wind become stronger. He looked across the room to see his older brother supporting his efforts as he remained lying down. The cage safely reached the floor and Kevin got right to work pulling the bars apart for Gwen to get out.

"Thanks, Matt," she said.

"What about me?" Kevin whined. "I helped too." Gwen gave him a look. "Fine, then. But don't come asking me to smash you free ever again."

"I'm sure I'll manage." Gwen's hands glowed purple as she extended beams from each of them to break the chains on Julie and Kelly's cages. Then she wrapped the beams around the cages and gently lowered them.

Once those two were free, everyone felt the earth shake. Then Jen's left wrist flashed and they could all see that the Omnitrix had returned to her.

"Ben!" Julie exclaimed with concern. "Ship, go help him. Hurry!" The blob changed into a green motorcycle and zoomed out of the room and into the tunnel to outside. Julie, Kevin, and Xain took off after him.

"Go!" Jen shouted to the other three waiting behind. "I can get myself out of here." The others ran out after the rest while Jen activated the Omnitrix. "Alright then. Let's see this cage stop this from working." She pressed down on her selection and felt as her body changed, her limbs morphed into fins, and her jaw widened to a massive size.

Once Jen had finished transforming into Whirlpool, she used her tentacles to grab the bars and maneuver her front toward the bottom of the cage. She opened her mouth and sunk her teeth into the metal. She shook her head violently and tore the floor off the enclosure. She then let go of the bars and fell all the way to the ground, landing softly due to her squishy body. She tapped the Omnitrix symbol and reverted back to normal.

"Okay, now to go kick some other-world butt." She ran through the tunnel until she saw the sunlight at the end. When she got out, she could see Ship flying around and shooting at a gigantic alien, which she assumed was the parallel Ben. She spotted the good Ben being helped over to the others by Matt and Gwen. "It's my turn now," she said as she raised her arm. She made her selection and changed into Skywing.

"Get away from me, you annoying... thing." Ship was trying his best to dodge the other Ben's massive arms swinging at him. But one attack finally hit him and he started to fall from the sky. He morphed back into his tiny original form and Julie caught him in her arms. As she checked on her little guy, Jen moved her wings a bit to get used to them again.

"Be careful, Jen," Matt warned her. "This guy is brutal. Don't do anything stupid, okay?"

"Don't worry, I won't," she assured him. "It's not like I'm Kevin or anything."

"I can hear you," the older boy said from about 3 feet behind Matt.

Once Jen was ready, she leapt up and started flapping. She flew up until she was directly in front of the other Ben's face.

"So, the Omnitrix is with you now," he noted. "Well, this just makes things even easier." He took a swing at Jen, but she stopped flapping and dropped out of the way. She zipped around to his back and whipped his shoulder with her tail. He grunted in annoyance more than pain and swatted at his back in an attempt to hit her, but again he missed. "Rrrr... Quit moving so I can crush you!!!"

"Don't think so," she responded. "Make me a better offer first and then I'll think about it." Hopefully annoying him would make him fight a lot more simplistically.

"Maybe if I take out a couple of your friends, you'll be more willing to cooperate." He pulled his leg back to kick at the others on the ground. Jen flew down at his leg before he could move it more and slammed her whole body into it, throwing him off balance a slight bit and forcing him to put it down for balance.

"Geez, you're really not a nice person, are you? I can't believe your Azmuth let you keep his watch."

"Heh. Azmuth was a coward," the other Ben explained. "He was too afraid to confront me and take it away. I was more than happy to destroy him. After all, I wouldn't want him making another Omnitrix to be used against me." He tried to grab Jen, but she swerved around his arm and out of reach once more.

"You're really nothing at all like Ben, are you? ...You know, I need an easier way to talk about you two. I think I'll call you P-Ben."

"Peaben?" Jen could hear his irritation growing in his voice.

"P-Ben! You know, like parallel Ben. Only more humiliating." At this, the other Ben yelled and swung fast. He managed to grab Jen and held her tight in his grasp.

"You have gotten on my nerves for the last time. Prepare to say good bye."

"Okay," Jen said rather cheerily. She tapped the symbol on her chest with her tail and changed into Burstfire. She focused and increased her body temperature. P-Ben shouted in pain and released his grip on Jen. "Good bye," she said as she fell, using a quick downward burst of flame to cushion her landing on the ground.

"Wow, you did a lot better than me," Ben said when she came back to them. Kelly and Kevin were laughing behind him, Kelly at P-Ben and Kevin at Ben. "He's not going to give up, though."

"I know. Just gonna see what he'll do next." She could see that her opponent was already recovering.

"I noticed something when I was fighting him," Ben added. "He doesn't seem to use his aliens in more creative ways. He mostly just used strong aliens and brute force."

"Yeah, that doesn't sound like you much at all," Gwen commented. Ben glanced over at her. "Four Arms, Humongousaur, Way Big; they're like your favorites, right?"

"Anyway," he continued, "the point is he seems to use only their most basic abilities. Even when he tried to use Echo Echo against Diamondhead, he didn't split up to surround me or anything."

"So you think with all those alien forms he has, he hasn't spent a lot of time practicing with each and every one of them?" Matt guessed.

"Probably not."

"Okay," Jen said, "then I know what to do." She turned and ran back into the cave. The others were about to follow her when the parallel Ben flew past them in Jetray form. The rest hurried after them.

They all soon entered the large room to see Jen standing against a wall as P-Ben, in the form of some elephant-like alien, stood facing her. He shot a stream of water from his trunk in an effort to extinguish Jen's flames. Gwen put up a wall to block the water while Xain and Kevin tackled the guy.

"Sorry, I don't have any peanuts for you." Kevin changed his hand into a spiked club. "This'll have to do." But P-Ben shifted into a ghost alien and flew right through the both of them and dived into the ground.

"Jen, watch out," Gwen cautioned. "He's hiding underground." Jen kept her eyes on the cave floor. When she spotted a grey head poke out, she pressed down on the wall and the room lit up green. Suddenly, she changed into Glowform while he became an alien bug of some kind as he jumped out at her. She swatted him away with her hair. After getting up, he tried to spit something at her, but he again changed into a small round creature. Jen became Highjump and hopped over to her spherical foe. She used her powerful foot to kick him across the room.

"I bet she could beat you at soccer," Julie said to Ben on the sidelines.

"What's going on? I'm not telling it to change me." The parallel Ben was having trouble figuring things out as he shifted into a Zip Zap.

"Confusing, isn't it?" Jen (now as Coldspike) said. "We're just going to keep switching now. I hope you know how to use all of those aliens of yours." In anger, P-Ben launched a bolt of lightning at Jen. She raised one arm to it; the electricity crackled up it and then down along her other arm, which she had pointed back at her enemy. He was hit by it and tumbled back a few feet.

"Y-yours has to time out," he stated In a slight panic. "You don't have the master control. So you can't keep fighting forever!" He changed into a very large and seemingly immobile alien.

"Maybe not," she replied in her now-deeper voice as she finished changing into Werefang, "but I can probably beat you before it comes to that." She jumped up onto his massive belly and dug her claws into his skin. P-Ben then flashed again and was left in his human form.

"I won't change if I'm not using it!" He started to push Jen off of him when she suddenly transformed into StoneArm. He was trapped under her weight.

"Okay guys, you can take him now," Jen called. Xain and Kevin came over and each grabbed one of P-Ben's arms while Jen got off him.

"What should we do with him?" Xain asked.

"Oh..." Jen paused. "I actually hadn't thought about that," she admitted sheepishly as she turned into Glooby.

Walking over with the rest, Kelly stopped for a second. "Hm?" she asked. "'Time?' Time for what?" Her eyes went blank as Cirrhon took control of her body. He pushed Julie and Matt aside as he ran between Ben and Gwen. He then placed a hand on both Kevin and Xain's necks and squeezed on a specific point. Both boys collapsed, and Cirrhon picked P-Ben up.

"Well, it's been interesting watching this whole conflict," Cirrhon spoke, "but I really think we should be going now." The other Ben looked at him funny, not understanding what he was up to. "I think I have enough resources now to defeat you now, Jen, and take the Omnitrix from you."

"What?!" she yelled with anger and surprise. "I knew you were no good! I never should have trusted you!! You're going to pay for using Kell-" Jen was interrupted as she was changed into Whirlpool, though she still flopped around and flailed her tentacles with rage.

"Get them!" Matt shouted as he prepared a wind burst. Gwen extended a beam of mana to ensnare them, but Cirrhon jumped back a good distance with P-Ben under Kelly's arm and avoided it. The roof of the cave then began to open, Jen's cage breaking off from the ceiling and crashing onto the floor. Everyone looked up to see the floating alien from last night through the opening. He chanted something quickly and Cirrhon and the parallel Ben began to float up to him.

"See you all later," Cirrhon said as the three of them made their getaway. Jen changed back to normal as the Omnitrix finally timed out. She ran to the center of the room and watched them with tears starting to form in her eyes. They floated farther away before becoming completely invisible.

"Kelly!!!"