Greetings, Ultras to the next chapter of The Ultra 10 Chronicles! And welcome to everyone who is new to this story! Over 2,000 views, with three consecutive days of 65 plus views! That is amazing, guys! It continues to amaze me how many people have been reading this story! Thank you for spending your time reading, it means a lot! Please, if you have any ideas, questions or suggestions, leave them in a review or a private message!

Exciting chapter this week! Several triggers for this chapter. There are several instances of intense violence, gore, some torture and choice language. The first scene of intense violence begins in the paragraph starting with, "WildMutt let out a deafening roar..." and continues for the next thirteen paragraphs. This section also contains the majority of the gore.

The torture begins in the paragraph after, "You seem a bit defensive, Ben goaded." It goes on for the next six paragraphs. It is violent, however there is no intense torture, just Ben taking a bad beating.

The first instance of choice language is in the paragraph starting with, "Morph, sentry mode. Guard him until a member..." The second instance of choice language is in the paragraph after, "As Julie drove closer..."

Enjoy the chapter!

The Ultra 10 Chronicles: Volume 1: The Beginning of Ultra 10

Chapter 24: Retaking the City

Cooper's garage

"It's unknown what exactly is happening," the reporter said. "But the city mayor is cautioning everyone to remain indoors, and wait until further notice before going outside." Cooper switched off the television.

"I know exactly what's happening," Cooper muttered to himself. He was in his garage, working on manufacturing the last batch of nano-mech. "And if Ben faced off against Jason like he said, he very well could be dead." Cooper continued to program the mech. "And I could have stopped him."

Cooper leaned back from his worktable, admiring his work for a second. His eyes glowed blue as he mentally connected with the mech. The nano-technology came together, compressing tightly, just like Ben's suit when he took off his mask. Cooper waived his hand over the mech, giving it a command. At the signal, the mech started to unfold, taking on a form that appeared humanoid.

A moment later, a figure stood in front of Cooper, completely made out of the mech. Cooper's eyes stoped glowing as he dropped his hand. The mech remained standing there in front of him. Cooper pulled open a drawer in the worktable and reached inside. He produced a headset, which he slipped over his head.

"With the headset, I'll be able to control you from almost across the entire city," Cooper said. "And now for your name… I shall call you, Morph!" His eyes glowed blue, and the figure seemingly jerked to life. "Go out there and find Ultra 10!" He commanded. Morph nodded his head, and burst into thousands of nano-mech, swarming out through the garage door. Once outside, the mech swarmed together again, back into his human form. He started jogging down the street.

"Find Ultra at Ross Park," Cooper commanded from inside his garage. Once again, the mech burst into its nano-mech parts, and swarmed through the air, heading for the park.

Outside a burning warehouse, old industrial district of Bellwood

"Lucky Girl! Lucky Girl! You must get up!" Gwen forced her eyes open. Her head hurt like it never had before. Her entire body, in fact, ached like she'd just survived a stampede. She gave into the pain, forcing her eyes shut again.

"Please, Lucky Girl! You must get up! Lumie can't leave Master to die!" Gwen again forced her eyes open.

"Ugh…" She mumbled. Her eyes came into focus, as she saw the elf standing in front of her, trying to pick her up. For his small frame, he was strong. But he was ultimately just too small.

"Lucky Girl burned away all of the vampires here, but more may arrive soon! Please get up!" Lumie pleaded.

"I… I'm up," Gwen muttered. Lumie did his best to help her to sit up. Behind her a warehouse was on fire. "What happened?"

"Lucky Girl used the Charm of Pyrokenesis," Lumie explained. "You burned away every vampire in the warehouse, and there were a lot. Probably burned the vampires outside of the warehouse too, with how bright it was. But Lucky Girl was foolish, and she nearly killed herself. Mana has limitations."

"I know, I know," Gwen said. She was coming more to her senses now. "But I had to take them all down, and I didn't see a better way."

"Master is lucky that she didn't die," Lumie said. "Any ordinary witch would have surely died casting such a powerful spell so young. We should leave here quickly. There are still vampires in the city, and they will be angry at Lucky Girl."

"Good point," Gwen said. She climbed to her feet. Although she was far enough away from the flames, she noticed the grass all around her was dead, black like it had been burned. "What happened to the grass?"

"Lumie is a wood elf. He convinced the plants around you to lend you their mana, to get back your strength. But you must give it back when you are strong. Otherwise, bad things will happen." Gwen started stumbling back into the city, away from the now-mostly charcoal warehouse.

"What bad things?" Gwen asked.

"Mana stolen is black magic," Lumie explained. "But it can be borrowed. If the agreement is broken, it is stolen, and is black magic. A curse will fall on Lucky Girl, and Lumie, because Lumie convinced them."

"We'll pay it back as soon as possible," Gwen confirmed. "But for now, we need to find the rest of the vampires. We've got to take them down."

"These creatures kill for pleasure," Lumie said. "They do not do it for food only. Lumie agrees with Lucky Girl." With a waive of Lumie's hand, a branch broke off of a tree and approached Gwen. She took it as a walking stick, supporting herself on it. The two of them found some shelter from the rain under a business canopy, and pulled out her map.

"Looks like there's another nest right here," Gwen pointed on the map. "It looks like that is where we are heading." She slipped it back into her sash, and continued her way down the streets.

"Ugh," Ben groaned. His head felt like he'd been kicked by a horse. He forced his eyes open. One of them were swollen almost all the way shut. Out of his good eye, he looked around. He was somewhere dark and wet.

"Of course it's dark and wet," Ben muttered to himself. "It's nighttime, and it is raining. So I could be anywhere." Ben tried to look around. His wrists felt very heavy. There were something metal attached to them. He tried to pull one of his arms in close, only to be denied. His wrists apparently were chained to the wall.

"Great, I'm cold and wet, I can't see, and I'm chained to a wall. Can this get any worse?" He asked out loud.

"Oh, I assure you, it can, and it very soon will," a voice spoke out from the darkness. "It's about to get much worse for you." Hearing the voice, Ben strained his eyes, trying to make out the shadows in the darkness.

"Jason?" Ben asked, remembering why he had gone to the park. "I see that you were too cowardly to face me yourself!"

"My master is no coward!" The voice angrily shouted at Ben. "It is his genius that allowed us to capture you!"

"You seem a bit defensive," Ben goaded. "Must have hit a nerve." Immediately, Ben was struck in the gut. The blow made him feel like vomiting. After a few coughs, Ben regained his breath. The being grabbed Ben by his hair and yanked him up, forcing Ben to stare eye-to-eye with the creature. Ben could see how blood-red the vampire's eyes were.

"Your infantile insults will accomplish nothing," the vampire said. "For Jason will turn you, and then you will become nothing more than a loyal servant." With that, he shoved Ben's head down towards his chest, making Ben shout in pain. The vampire let go of his hair, allowing Ben to continue drooping his head in exhaustion and pain.

"I have some business to attend to," the vampire said. "But when I return, Jason will be here with me, and your transformation will begin." The being started to walk away from Ben.

"Well, I wouldn't want to keep the King of the Leeches waiting," Ben taunted. The vampire turned around and slugged Ben in the face. Ben let out a cry of pain, and was met with another punch to the gut. Ben gasped for breath.

"Your continued insolence will only bring you more pain," the vampire said with no small amount of pleasure in his voice. "But my master will be here shortly."

After another couple of punches, he turned and left, leaving Ben all alone in the darkness. He coughed, spitting thick, dark-red blood onto the wet concrete. After a while, he was able to finally regain his breath. Ben listened to the vampire's footsteps fade away, followed by at least two other sets of footsteps.

"Sounds like I'm on a schedule then," Ben muttered to himself once he was sure they were out of hearing range. "Let's see what my ninja skills can do." He rubbed his face against his shoulder. His bruised and swollen eye screamed in pain, but Ben simply bit his lip and continued. He couldn't risk making too much noise. Finally, he felt his mask start to loosen. After a few more seconds, it came off, instantly starting to fold up into itself. Once it did, it clattered onto the stone floor. By now, his vision had adjusted enough to vaguely see a silhouette of his hands and legs.

He rubbed his feet together, trying to carefully remove his shoe. Having done so, he stuffed the toe of the shoe he was wearing into the other one. He then stretched his leg up, trying to get his shoe to his hand.

"Come on," Ben mumbled as he strained to reach. His fingers brushed across the toe, and then found traction on the rubber. "Yes!" Ben quietly cheered. He held onto the toe, and reached the other end towards his face. He bit down on the heel with his teeth. Carefully, he used the shoe to press the Omnitrix, activating the face plate.

"Gif 'ee sufin' goot," Ben muttered through the shoe. He pressed down the dial of the Omnitrix. He was encapsulated in a green light. "WildVine!" He shouted. "Eh, it'll do."

Ben slipped his vine-like hands through the metal cuffs with ease, freeing himself from the chains. He palmed the badge, quickly reverting to himself again. He scooped up his suit and opened it up, once again donning his Ultra 10 uniform.

"I need something that can see down here," Ben said as he activated the watch and switched through several aliens. Finding one, he slammed down on it. In a flash, he emerged as WildMutt.

Outside of Wally's Grocery Store, downtown Bellwood

Gwen crept towards the building in front of her. The building had been broken into, the doors broken down and blood splattered across the windows. She checked her map again, to confirm that inside there was a large group of vampires.

"The other nest," Gwen thought to herself. There were scores of vampires in there, all waiting for something.

"If there's that many vampires in there, there's definitely no people in there anymore," Gwen whispered. She crept a little closer to peer inside.

"We will wait for orders from Jason!" One vampire shouted angrily. "He is our master, and he will continue to direct us!"

"Jason has not been heard of for too long," another vampire reasoned. "Where is he? He's supposed to have begun the next phase my now!"

"Perhaps the Ross Park group is a bit slow!" A third vampire shouted. "It wouldn't be the first time!"

"What do you mean by that?" Another vampire stood up and approached him. "If you got beef with them, you'd better spit it out now!" Gwen could tell that they were on the edge, and would soon erupt into violence before long. She looked around, and saw the helium balloon blow-up area against the wall.

"That could do the trick," Gwen said. She quietly made her way towards it. When she was within throwing distance, she poked her head over the shattered window. For the moment, no vampire had yet seen her, though they were even more on edge then they were before. It looked like a fight could break out at any minute.

"Fire," She whispered, and directed a flame towards the helium tanks. They started to heat up, turning red.

"What's that?" A vampire shouted, pointing at the fire around the helium tanks. A dozen or more creatures stopped their argument and turned to look at where he was pointing.

"It's going to blow!" A vampire screamed. Just then, the helium tank exploded, sending fire and shrapnel all throughout the room. Gwen quickly ducked her head behind the brick wall as a massive blast of flame erupted from the shattered window she'd just been peering through. Several subsequent explosions boomed as the remaining helium tanks and other explosive substances caught fire and went off. Large billows of smoke and flames leaked out of the windows as the fire started to subside.

Finally, when the fire had died down, Gwen poked her head through the window, straining to see through the smoke. Everything inside was covered with scorch marks and ash. Fires still burned here and there throughout the building. Gwen ducked and took out her map. She couldn't see any little dots, indicating a vampire anywhere near.

"Sweet!" She fist pumped the air. "Looks like I got all of the ones here! Although there's still plenty throughout the city for me to take out…" She slipped the map into her sash and took off through the city, looking for any rogue vampires for her to take out.

Bellwood Sewer Systems

Ben enjoyed being WildMutt. He always felt free, like he could go anywhere or do anything. He assumed that it was the alien's dog-like instincts. It just enjoyed being alive.

But Ben couldn't let all of his worries go, he had to concentrate. He reminded himself of the situation that he, and the city, were in. He needed to get out, undetected if he could, and find a way to track down Jason and kill him. And while this form didn't have eyes, it's hearing and sense of smell was unparalleled.

Using these senses to his advantage, Ben bowed his head to the ground and "sniffed." His neck-gills collected a wide array of information to convey him. He was underground. That was obvious by all of the dirt he smelled. And where he was currently was a rather unpleasant place to be. He was in the sewer system. The putrid odor of feces and urine were everywhere. Although as a human it was masked somewhat by the running river of water, WildMutt easily picked it up, and rather pungently too.

Ben struggled to overcome his natural reaction to gag, as he forced himself to continue smelling for any other information. Down the sewers, there were a dozen or so creatures that smelled vaguely familiar. A vaguely rotting smell that hinted of blood and dust. His hearing confirmed what he smelled. It was the vampires that had captured him.

"What do you mean that we haven't heard from Jason yet?" One vamp said to another.

"It's just that," the second one whimpered. "He was supposed to be here by now, but no one has heard or seen him for some time now. Other vampires are getting worried. They think that Ultra 10 might have killed him."

"But that's impossible!" The first being snarled. "We have had Ultra 10 locked up this entire time! There's no way that he found Jason's bunker!"

"The rumors are still spreading," a third vampire said. "Regardless of Ultra 10's involvement, some of us are thinking that Jason's dead!"

"If Jason is not here to take charge," the first vampire said. "Then I will kill Ultra myself, and prove to everyone why I am the strongest…" Ben heard several of the vampires grunt their response, and start walking down the tunnel towards where Ben had been tied up. They weren't far away, and they would be able to see WildMutt in just a few moments, so he had to act fast.

Ben broke out into a run, heading towards the group of vampires. By his estimates, there were about a dozen beings up ahead. Not the best of odds, but he had gone up against worse, though he hadn't been so badly hurt then. He rounded a turn, finally coming into the view of the group of vampires up ahead.

WildMutt let out a deafening roar, stunning and startling the vampires. Good, he'd need the advantage. Another second later, Ben leapt onto the nearest vampire, who had been frozen in shock. Digging his claws into the vampire's chest, Ben could hear his painful scream.

Ben pushed off of the first vampire and shot towards the second one, using his large fangs to tear his arm clean off, the unlucky guy screaming his head off.

"It's one of Ultra's forms!" One vampire shouted. "Kill it!" Ben spat out the dismembered arm and jumped at another vamp. However, this one was ready, and dodged him. Ben sprang off of the wall, and towards another vampire. Just as he did so, he felt one of the creatures behind him grab him by his feet and slam him into the ground. He struggled to his feet, while another vampire raked his chest with his claws, leaving a long line of blood.

Ben lashed out at the nearest vamp, tearing through his chest with WildMutt's sharp claws. The entire group took a step back. Ben used the moment to change forms. Palming his badge, he was engulfed in a green light.

"GhostFreak!" Ben shouted. He hated this form, it made him feel just too creepy. Like walking through a graveyard just before midnight on Halloween. But he hadn't had enough time to pick and choose, so he would have to take what he got.

Turning intangible, Ben phased into the floor, buying himself time to come up with a way to defeat these vampires before his own time ran out. He floated up behind two vampires and phased into tangibility.

"Surprise!" Ben said in this forms disembodied voice. He grabbed them by the back of their heads and smashed them together, sending both of them to the ground for good. A vampire lunged at him. Quickly, Ben turned intangible again, sending the unlucky guy through him and straight into the concrete wall.

Ben grabbed the dazed vampire by his arm and swung him around like a baseball bat, eventually throwing him into two other vampires. From his backside, Ben felt a searing pain.

"Gotcha!" An ugly voice snarled. GhostFreak's head swiveled around to look at the guy.

"Your mistake," Ben said, as his arms bent backward to grab the vampire by the arms and throw him over his head, directly into the sewer water. He quickly darted forward, grabbing another two vampires by their feet and lifting them into the air. He then dropped them on their heads, hearing the sickening sound of their skulls crack on the concrete.

"I'm going to kill you!" A large hulking vampire shouted. He grabbed GhostFreak by the tail and slammed him into the wall. The concrete cracked from the force, and Ben was dazed for a moment. The vampire then slashed at Ben again, tearing at the badge. The Omnitrix let out a surge of electricity, completely frying the vampire until he was nothing more than a burnt crisp. Ben shook his head, and darted at the last two vampires.

He grabbed the closest one by the back of the shirt and slammed him into the concrete wall.

"Take that, you demon!" Ben shouted. The last one Ben bear-hugged and went intangible. The two sunk into the floor, before Ben let go of him. He instantly turned tangible again, and found himself halfway imbedded in the concrete floor. What parts could move flailed for a moment before going limp. GhostFreak looked around, seeing no more enemies.

"Now to get out of here," He mumbled and flew straight up. He phased through the concrete ceiling and several feet of dirt before emerging in one of the streets of Bellwood. He looked around, trying to get his bearings.

"Cortez," He said. "I'm on Cortez street." He started to fly into town, but didn't make it far before his Omnitrix started to flash red again. In a moment, he was back to his human form.

Ben stood up. It was still raining, but it had started to lighten up slightly. However, a thick fog had settled in, just like the fog that was clouding his mind. It was getting increasingly harder to think straight. He had a raging headache, and he was physically in a rough shape. A black eye, bruising from head to toe, cuts and scratches all over his body, and he was bleeding badly.

"I gotta tell someone…" Ben muttered as he fumbled with his comm link. "That I am on…" He switched it on. "Cortez…" With that, he collapsed onto the pavement of the road. He just had to sleep.

Julie's Apartment

Julie was still at her computer. She was trying to coordinate Lukas and Lucky Girl, as well as get Ben to pick up his comm link, but it was proving to be very difficult. He had switched it off, and unless he switched it on, it would be impossible to find him. The GPS locator was built into the comm link, and when Ben had switched it off, he had gone off grid.

Julie checked the surveillance grid for the thousandth time, hoping that she'd get a glimpse of Ben somewhere in the city. Something that would help her figure out where he was, but nothing was showing up.

"Come on, Ben," Julie muttered to herself for the hundredth time. "Please say that you took out Jason. Or that you're alive, or anything!" Nothing. He was still radio silent.

"Julie," Lukas said over the comm link. "Lucky Girl just told me that she took out another nest of vampires at Wally's Grocery Store."

"Way to go!" She said. "Where's the next target?"

"Lucky Girl said that Wally's was the last major concentration of vampires on her map. There are a few individuals here and there, but the cops and the PLUMMERs seem to be taking them down alright."

"Good to hear," Julie said. "At least there's some good news."

"Any word from Ben?" Lukas asked hopefully.

"Nothing yet," Julie reluctantly said. "But Ben's a tough cookie, he'll take down Jason."

"I hope you're right," Lukas said. "I'm going to tell Lucky Girl to head to Ross Park to search for him."

"No!" Julie said quickly. "If we let the vampires get away, it'll be this scenario all over again. Our first priority is to take out the vamps. Every one of them. Then we find Ben. That's what he'd want us to be doing." Lukas sighed.

"You're right. I'll tell LG to keep hunting vamps." His communicator went silent again, leaving Julie to fret over the lack of Ben sightings again.

"Come on, Ben, where are you?" She muttered.

"Cortez…" A faint crackle came through the comm link.

"What?" Julie asked, thinking that she heard something. There was no reply. "Ben! If you can here me, you need to tell us where you are! Are you alright?" Julie waited for a moment. She was greeted by only suspenseful silence.

"Ben! Can you hear us?" Still, she got nothing. She started to think that she'd only imagined hearing his voice. But then she remembered the GPS.

"Please work! Please!" Julie pleaded as she quickly activated the locator. It took a moment to boot up before it located him. "Yes!" She cheered.

"Lukas! Lukas!" Julie shouted into the communicator. "I found him! He's on Cortez Street!"

"How did he get all the way out there?" Lukas asked.

"I don't have any idea, but I'm going to go pick him up! He's still not answering his comm link." Julie stood up to grab her car keys.

"Is that a good idea? With the vampires still running around?"

"You already said that Lucky Girl took almost all of them out. Besides, I can't just leave him out there!" Julie protested. She ran out to start her car. "You keep in contact with Lucky Girl, and I'll go get Ultra 10!" She started her car and took off towards Cortez.

Ross Park

Cooper could see through Morph's "eyes" as well as hear what he could "hear." He had been searching the park for a while, trying to find out what had happened. There was obviously a fight that had taken place, but it was a while ago. The grass was matted and torn up. And there were drag-marks that led away from the scene. Obviously they belonged to Ben.

Morph burst into thousands of nano-mech parts, and swarmed through the air, following the trail. It led to a storm drain, large enough for someone to squeeze through.

"Morph, scan for heat signatures," Cooper commanded. An infrared screen popped up, showing all of the latent heat signatures in the area. Scanning the underground sewers, Morph picked up several splatters of still-warm blood, as well as a being lying on the ground several yards away. Quickly, he traveled there, only to find what he had been looking for.

There, on the ground, laid Ultra 10. He was bleeding and in very bad shape, and he was unconscious. However, Morph could tell that he was still alive. His heart was still beating, and he was breathing, although it was faintly.

Condensing into his more-human form, Morph picked up Ben and carried him to the side of the road, laying him on a park bench. Once he was lying there, Morph checked to see that the communicator was on and functioning. Good, that would let Julie or Lukas find him.

"Morph, sentry mode. Guard him until a member of Team Ultra arrives," Cooper commanded. He saw that the command was accepted, and Morph took a defensive stance over the kid. A few moments later, Morph saw a car driving towards them. Most of the traffic had vanished since the streets went to hell. In fact, Morph hadn't seen a single car before this one all night.

"That is Julie's car," Cooper noted as it got closer. "You'd better get out of there. We don't want to blow our cover yet." Morph burst into thousands of almost-invisible parts and swarmed off into the night.

As Julie drove closer to Ben, she thought she saw a black figure vanish into the darkness. It could have been a shadow or simply her imagination. Whatever it was, or wasn't, it was now clearly gone. She saw Ben lying on a park bench unconscious.

"Oh shit," she muttered as she got out of the car and ran over to him. She felt his neck for a pulse, and was relieved when she felt one. "Ben? Can you hear me, Ben?" She asked. There was no response. She turned on her small flashlight on her keychain and peered into Ben's eyes. There was still no response.

"I'm going to have to treat you at my apartment," She said. She opened the back door to her car and lifted Ben up. She laid him down across the backseats and quickly started the car. She drove as quickly as she could to her apartment. Thankfully, there was no traffic or cops to complain about her speed or failure to maintain her lane. She just tore through town.

Arriving at her apartment in record time, she hauled him up into her apartment and laid him on her couch.

"I hate doing this," Julie muttered to herself as she started cleaning Ben's cuts and sewing them up. She was quite concerned about his lack of response. When she poured some iodine into a large cut, he did moan and try to turn over.

"Come on, Ben! Wake up, please," Julie said. He started to groan a bit more until his eyes opened up.

"Where… am I?" He groaned.

"Ben, it's me, Julie," she said. "You're at my apartment." She got out a flashlight. "Ben, I'm going to need you to look at the light, alright?" Ben tried to focus as she moved it around, checking his eye reactions.

"Ben, I think that you have a concussion," Julie said. "You're going to need to rest." She got some pain killers and a cup of water and gave them to him.

"What are these?" Ben asked, still confused.

"Medicine, to help with your pain," she said. Ben swallowed the pills and laid back down on the couch. In just a few minutes, he was back asleep. Once he was, Julie leaned back in her chair. She activated her communicator.

"Lukas, can you hear me?"

"Yeah, any news about Ben?" Lukas asked.

"He's here at my apartment. He's alive, but he's pretty beat up. I'll do my best to patch him up."

"That's a relief to hear," Lukas said. "Sam and I are at home now, and it sounds like they've lifted the curfew."

"I'll talk to you in the morning," Julie said. "I'm exhausted, and I've still got a lot of work to do to help Ben." With that, she turned off the comm link.

Gwen's house

With the Plummer's help, Gwen had eliminated every dot on her map except for one. And she wasn't sure what to do about that one. Currently, it was in her bedroom. Gwen went to look at her full mirror on the back of her bedroom door.

She could see herself, though it was getting easier to see through her. She looked somewhat like what she'd imagine a ghost would look like. Sort of translucent. She could see herself, though she was starting to look misty or foggy. Like an old picture left in the sun too long.

And that wasn't even the worst of it. Not by far. Deep inside of her, she felt a hunger like nothing she'd ever felt before. A hunger like she hadn't eaten in weeks and had just found her way to an all-you-can-eat buffet. A hunger that made her feel like she was the Pillsbury Doughboy on a gluten-free diet.

She wanted meat, she craved it. Like someone drowning clutching at a straw, she needed meat. Bloody, raw meat. Just the thought of it made Gwen shiver. She was finding it very hard to stay focused, let alone sleep.

"Maybe… I can find a spell…" Gwen mumbled. "That can slow the turn." Gwen knelt on her floor and held out her arms.

"Arcamada, Book of Spells, I summon you," she said. Mist swirled around her hands, condensing into the ancient book. She opened the cover and restlessly flipped through the pages, trying to find some spell that would slow the change, or at the very least, take her mind off of the hunger gnawing away at her. Finally, in frustration, she slammed the book closed. Like usual, the book vanished into mist.

"I have this ancient spell book with hundreds of spells, and not a single one will help me!" She grumbled in frustration. She gritted her teeth as she bore through another hunger pain.

"Perhaps… I can find something in the fridge in the kitchen," Gwen said standing up. "Something that will at least take the edge off of it." She moved to her bedroom door and gripped the handle. Gwen was grateful for the cool metal that served to distract her from her pain, even for a second. Then she locked her door.

"No, I can't give in," she said defiantly. "I will have to withstand this." She sat down cross-legged on her floor and tried to meditate. Eventually, sleep did find her. Gwen's exhaustion from the night's endeavors simply overwhelmed her, and she fell asleep on the floor of her bedroom.

The next morning, Julie's apartment

"Ben, you need to wake up," Julie said shaking Ben gently. Ben forced his eyes open, confused as to why Julie was in his room.

"Wait, this isn't my room," Ben thought.

"Where am I?" He squeaked out. "Why is my throat so dry?"

"You're in my apartment," Julie said. "And your throat is dry because you lost a lot of blood last night, and are pretty dehydrated." She handed him a gatorade.

"Drink up," she said. Ben took it gratefully and took several big gulps.

"How did I get here?" He asked as soon as he was able to talk without his throat closing up.

"You took off to fight Jason last night," Julie began. "And you switched off your comm link. A while later, I found you unconscious on a street, and brought you back here. You also have a concussion."

"That would explain the headache," Ben groaned, rubbing the back of his head.

"Don't try to think about it," Julie cautioned. "You need to let your head heal. You'll be able to remember it later." Julie pointed to the Omnitrix on Ben's wrist.

"Do you know what happened to that?" She asked. Ben looked down at the watch. It was in its red recharge mode."

"Looks like its recharging," Ben said. "But it usually doesn't take more than a few minutes. Half an hour at most."

"The night I met you," Julie remembered. "It was red then too, for several hours. Maybe there's a link. Could it be in some sort of repair mode?"

"Maybe," Ben said rubbing the back of his head. "All of this thinking is giving me another headache."

"Try to rest," Julie said. "I'll call your parents and come up with a reason you're at my house." Ben nodded and laid back on the couch. Julie went into another room to make the call.

"Mrs. Tennyson?" Julie greeted. "My name is Julie Yamamoto. I wanted to call you and tell you that your son, Ben is alright."

"Oh, thank goodness!" Sandra said from the other end. "Where is he?"

"He's at my apartment right now." Julie said. "I was driving home from work last night when the police put the curfew in place. I saw him walking outside and picked him up to get him off the street, with how dangerous it was. He told me that he was walking his friend Lukas home, and was heading back.

"With the curfew in place, I didn't feel it was safe to try to drive him home. I tried to call last night, but all the phone lines were down or busy. I just wanted to let you know that he's alright, and that I'll drop him off later today."

"Thank you, Julie!" Sandra said, on the verge of tears. "We were hoping that he just stayed at Lukas's house, but hadn't been able to find out yet. Thank you for being such a wonderful young woman!" Julie smiled, although she felt a little bad for lying.

"You're welcome, Mrs. Tennyson! I was just glad that I could help!" With that, she hung up and went back into the living room, where Ben was sleeping on the couch.

"I really should buy a futon or something, for as often as I end up fixing him up," Julie remarked.

The next morning, Gwen's house

Gwen woke up half-crazed. The sunlight burned her eyes, and gave her a massive headache. That and her hunger was so much worse than before. She could smell so many things, all of them full of blood, just waiting for her to suck them dry.

"Focus, Gwen," she mentally reprimanded herself. "If you bite someone, you turn, and then that's the end for you." She shook her head, trying to dislodge the tantalizing thought of fresh warm blood. She closed the blinds on her window, trying to make the room a bit darker. Ruffling through her closet, she found an old hoodie, which she readily put on and put the hood up. The added protection from the sunlight was gratefully welcome, though it was still meager. She decided to wander downstairs to search for anything else that she could use.

"Good morning, sweetie!" Natalie greeted Gwen as she came down the stairs. The new proximity between Gwen and several gallons of blood in her mother's veins just about drove her mad. This was going to be a difficult day indeed.

"Hey," Gwen muttered, doing all she could to not focus on the sound of her mother's beating heart. She slipped down the hall and into her parents' bedroom. Her father was already at work, and so Gwen didn't have to worry about the temptation to bite him. She quickly searched through her mother's jewelry boxes and found what she was looking for. She quickly slipped on the pair of sunglasses, and sighed at the diminished sunlight.

"Gwen? Are you alright?" Natalie asked from the kitchen. "It isn't like you to be wearing your hoodie in April…"

"I'm fine, mom," Gwen called out. "I'm just a little chilly this morning!" She made her way out of her mother's room and back up to her room.

"Can I go visit my friend's house?" Gwen asked. "Ellie's invited me to go shopping later, and it'd be easier if we just left from her house."

"That'd be fine," Natalie said. "But I'm going to drive you over there. I still don't think it's safe walking out there all alone after the curfew last night. The police still haven't released a statement as to what was happening." Gwen grumbled. The only thing worse then the temptation to bite her mother was the temptation to bite her while she was stuck in the car with nothing to distract her.

"She doesn't live that far," Gwen protested as she came down. "I promise that I'll be safe! I'll even text you when I get there, just so that you'll know!"

"If you promise to text me the moment you walk inside…" Natalie relented. "Then I'll allow that."

"Thanks, Mom!" Gwen thanked her as she opened the door and slipped out. She ducked around her neighbor's bushes and glanced around to make sure that the coast was clear.

"Ostendo!" She muttered, her clothes disappearing, changing into her Lucky Girl suit. She started to sprint off into the city, still wearing the hoodie and sunglasses over her cat mask. After a few minutes, she pulled out her phone and sent a text to her mother.

"Just made it to Ellie's house! -Gwen"

She pushed the send button and then called a different number.

"Hello?" Lukas answered.

"Hey, Lucky Girl here," she greeted. "I need to meet with Ultra 10."

"He was pretty beat up from last night," Lukas said. "He's still resting."

"This is important," Gwen said as she groaned from trying to resist her gnawing hunger.

"Hey, Lucky Girl? You don't sound too good either," Lukas commented. "Perhaps you should rest too?"

"That's what I need to talk to Ultra about!" Gwen snapped. Her sudden outrage shocked even herself. She wasn't sure if it was something to do with the changing, or her constant hunger, but she really couldn't care less. She needed to talk to Ultra so that he would to know to take her out before she bit someone. "Now can I talk to him or not?"

"Easy, there," Lukas cautioned. "I'll let him know that you need to talk to him stat. Meet him at Ross park." With that, Lukas hung up.

"He had better hurry," Gwen growled as she hung up the phone. "Because if he takes his time, I am going to have to show him how angry I can get!" She quickly made her way towards the park, trying her best to avoid the main streets and sunny patches of road.

A/N:

That's going to do it for this week. So... Gwen is turning, though she is fighting it hard. Although, she's already made up her mind what is going to happen to her. Could this be the price that Team Ultra pays for being so lucky up to now? If she turns, will Ben be forced to take her out, or will he be able to save her from turning? Ben's Omnitrix still hasn't recharged after several hours, is the watch damaged for good? What did you think of Cooper's involvement as Morph? How is Morph going to interact with Team Ultra in the future, or is he? Any other ideas, questions, comments or theories, leave them below in a review! Thank you so much for reading, and have an awesome day!

Review Responses:

Signed2TheHeat: I was surprised Ben didn't go in with the assumption he was gonna get jumped immediately. Could have used fire to get through the net pretty quickly but it *was* raining so I can still kinda see the logic behind the use of fish mane lol.

Gwen had the right idea with the solar flare, but the end result couldn't have been any dicier. The one time the communicator was actually considered for use, just like in real life, she didn't qualify for government (plumber) assistance & ended up burning out with what was essentially a desperation attack that used up all her super meter. Makes me curious how the larger upcoming threats are going to be handled at this rate. I will cut 'em some slack though because the difficulty curve in threats in these recent chapters has gotten fairly steep.

Signed2TheHeat, its good to hear from you again! Thanks for the review! Yeah, if Ben had been thinking, he would have assumed that Jason would have some sort of a plan, and planned accordingly. However, he wasn't thinking and ran headlong in there, even cutting off his communicator. He was angry and had had it with Jason. He was going to kill him, no questions asked, which is why he used Ripjaws, literally planning to rip Jason to pieces. And his lack of a level head backfired on him.

As for Gwen, yeah, the PLUMMERs definitely didn't impress anyone with their ability to come to the rescue. Haha, yeah, I guess that it is a lot the same in real life with government! I hope you enjoyed a taste of Gwen's future power with the Charms of Bezel, even if she was playing all of her cards, and then some! As you read in this chapter, this amount of power was only dangerous because of how new to magic Gwen is. She is still rather unskilled in her fighting and casting. Like a muscle, the more she practices and uses magic, the stronger she will get, the more proficient she will become, and the less dangerous it will be for her. Within a few years, she will be much stronger and able to use magic in fighting much more effectively.

And yes, the difficulty has grown rather steep pretty quickly, but life is rarely fair, nor does it wait for you to get prepared. It happens when it happens. But don't you worry, I have still have most of a deck of cards up my sleeve for enemies for them to go up against, though not all of them will be physical fights. (Mostly, they are physical battles, though!)