"I'm scared, Ben!" Gwen shrieked as she shrank away from the edge.

Ben could see the entirety of Bellwood from their position, it looked like a distant memory. The 12 year old cousins stood on the other side of a guardrail, which led to a 60 foot dropoff into a forest of pine trees. It took Ben's breath away, the wind made him feel like he could float right off the edge. Gwen wanted to throw up, her vision was blurry as she stared down into the valley of trees. She felt her eyes tearing up from the intense fear, she wanted to run back to the Rustbucket but Ben kept her from retreating to safety. She felt her back hit against Ben's chest as she tried to leave for the third time.

"Stop! You know I'm terrified of heights!" she complained as she tried to push past him.

"You can't be scared, Gwen," Ben replied confidently.

She looked back at him like he was crazy, how could she not be afraid of her own fear?

"Why not?"

"Because I'm counting on you to take my spot and you're gonna be fighting way scarier monsters than this cliff, dummy," Ben announced.

"What're you talking about?"

"Well I've been thinking." Ben started as he stared off towards the town, "Ever since my fight with Vilgax and Kevin, I can only imagine that the fights will get even harder in the future."

Gwen cocked her head to the side as she tried to understand what Ben was saying.

"And Grandpa Max always said to have a backup plan."

"Ben, you're not making any sense," the redhead remarked.

Ben rolled his eyes and sighed deeply, "you're my backup plan, when I get old like Grandpa Max, I want you to be the new hero."

Gwen wanted to tell Ben that they were the same age and she'd be just as old as he'd be. She looked into her cousin's eyes and saw that he wasn't really talking about old age stopping him from continuing to be a hero. It looked like something else was bothering him, but she didn't want to prod further. She trusted him to tell her when he was ready. In the meantime she would obey his wishes for a successor.

"But I don't have a watch like you," Gwen said while she glanced down in shame.

She had been practicing her magic with her stolen spellbook, plus she went to judo lessons three times a week. She was only a couple weeks from a black belt and her control over the spells improved immensely. But she knew that she would never be as strong as Ben.

"You don't need one. Grandpa said there's tons of heroes in the galaxy but only one Omnitrix. That's because it isn't the watch that makes a hero. Everyone has their own watch to save people."

Gwen lifted her head up to see Ben's goofy smile, half of his face was blocked by the setting sun. She was pulled out of her trance when Ben ruffled her hair roughly.

"That means your magic and karate is like my watch," he explained as he stepped over the railing.

Ben began walking across the road back to the campsite, he glanced back at his cousin with a thumbs up.

"Just watch! You'll be stronger than me one day!"

"I'm not leaving him!" Gwen argued loudly.

Paradox and Gwen were arguing for the last five minutes, the scientist tried to explain that they risked dimensional intoxication if they stayed any longer and had to leave. Gwen wasn't having any of it, she'd rather die than leave her cousin by himself. Grandpa Max tried to reason with her, saying that their casualties needed medical attention.

"THEN LEAVE! But I am NOT leaving Ben!" Gwen screamed at the group.

Charmcaster grabbed the leaving Gwen's shoulder and had to dodge a spinning backhand.

"I swear to God if you fucking touch me again, Charmcaster," Gwen snarled.

"Listen to yourself, you're acting like Ben. An impulsive idiot. No one said that we're just abandoning Ben. We're all worried but we gotta worry about ourselves first," Hope spoke, ignoring the girl's threat.

Gwen only narrowed her eyes in response and Charmcaster simply stared back with her poker face, neither dared to back down from their argument.

"Take the wounded and leave," Charmcaster called out over her shoulder to the group. "I'll stay with Gwen and we'll rescue Ben, then leave immediately afterwards."

"How're you going to get back?" Paradox questioned the silver-haired girl.

Charmcaster paused as she considered her options, there was a small chance of her successfully conjuring a portal back to Earth.

"The Null Void."

Hope turned to Max with a raised eyebrow, she waited for him to continue his plan.

"I can give you my Null Void projector, once you get Ben then shoot a portal and cross over to the otherside. I have another projector on Earth that I can use to open another portal so you can escape."

"That could, in theory, work. But how are they going to find your portal?" Paradox asked.

"I can give you a beacon that will blip my portal location on the screen. I can only keep it open for a total of 30 seconds. So let's hope you're nearby."

Charmcaster nodded in agreement of the crazy plan but it was the only one they got. She grabbed the beacon and gun from the older man. Paradox already opened a portal back to Earth, Tetrax carried the unconscious Anodite on his back as everyone limped through the portal. Max turned to Gwen before he stepped in with a sad smile.

"Bring Ben home."

Paradox followed the man through the portal before glancing back and winking at the girls. Then that was it, they were gone, probably on Earth already. But the girls couldn't stand around daydreaming, they had a mission to complete.

"How are we getting through this dome?" Hope asked as she turned to face their objective.

Gwen moved a couple steps away before focusing and clearing her mind. Mana particles started to be pulled towards the girl, and within seconds she had an overflow of mana entering her system. She exhaled deeply as she changed into her semi-Anodite form, her cloak appearing out of thin air as she was cladded in her new outfit. This transformation was a lot less labor-inducing and stressful compared to her first time with Kevin. Gwen reached out to the dome and touched it with her gloved hand, a ten by ten cube-shaped hole appeared in the wall. Charmcaster widened her eyes at the immense power that Gwen just released. She didn't even sense the mana until it was used to dissipate the shield. Her mana control was unbelievable, it was like she had an ocean of mana on one side being blocked by an indestructible dam and she was able to squeeze out the perfect amount for her needs. Not even Hex had this level of control over his magic.

Gwen suddenly reeled forward and clenched her head, an unimaginable stabbing pain in her brain. Images flashed in her mind like a movie and they were barely recognizable. But there were two that caught her eye, Ben putting on Vilgax's glove and her piercing his heart with her hand. She saw buildings on fire and people running in the streets from an unknown enemy. She clenched her eyes closed and concentrated on Ben and her family, the only things that mattered. The pain went away along with images and she opened her eyes before standing back up.

"Are you okay?" Charmcaster asked, concerned.

"I think so," she said as she glanced back, "but we have to hurry."

Hope didn't even have time to respond before being engulfed in a burst of strong winds. Gwen exploded forward towards the center of the dome, leaving her in the dust.

Charmcaster noticed something as soon as the redhead took off, the dome was starting to disperse from the top. The walls looked shaky and the colors weren't mixing anymore. She didn't know if that was because of Gwen breaching it or something happened to Ben. She ignored it as she took off sprinting in the direction that Gwen took.

Gwen traveled for several seconds before catching a glimpse of a teenage Ben, he was inching his hand into the gauntlet just like her vision. But that meant… Gwen didn't want to kill her cousin, the man who's been more like a brother to her in the past couple years. She refused to. But what also scared her was not knowing if the fire and brimstone vision was created because Ben put on the gauntlet or by his death. She couldn't decide and she was closing in on the hero. Was she going to save the universe or save Ben? He trusted her with being his successor, Gwen wasn't going to let him down. It's not the watch that makes you a hero, Gwen let out a scream of anguish as she landed behind her hero. Gwen struck the distracted teenager through the back, we still need Ben Ten, as her mana infused hand cut through his torso. She purposely missed his heart by several inches as her hand burst from his chest. She heard him choke on blood as he dropped the gauntlet onto the ground.

"I'm sorry," a familiar voice echoed from behind him.

Ben recognized the voice as Gwen's and he smiled, which turned into an agonizing groan as Gwen pulled her hand out. The teen fell into his cousin's arms as she turned him around to face her. Ben weakly glanced up at his savior's face, he slowly chuckled as blood leaked from his wound. He was proud of the new form she was sporting, knowing that she only accomplished that through hard work.

"See? I told you that you'd be stronger than me."

Gwen held his slowly breathing form as she reverted back to her normal state, her tears hitting the boy's face. She was silent because she didn't know what to say to him. What could she say? All her words got choked up in her throat.

Charmcaster ran up to the scene and gasped when she saw Ben's bleeding form in Gwen's arms. Her eyes started to get glassy and she shook the feeling off as she unholstered the Null Void gun, and pointed it nearby before pulling the trigger.

A dark portal appeared with a red rocky surface showing on the other side. Hope was relieved to see that it actually worked.

"Let's go!" she shouted at Gwen.

The redhead stumbled to get up with Ben in her arms, but Charmcaster came over to help and they both rushed through the portal. They collapsed onto the dusty surface as the portal closed behind them. Gwen rolled Ben onto the ground and held his head in her lap, before looking to Charmcaster. The witch moved closer to the cousins and placed her hands on Ben's chest and focused on directing mana into healing him. The last bits of her energy sputtering out, she managed to stop the bleeding but that alone won't save him. She looked at Gwen with a sad frown and Gwen bit her lip to keep from crying out. Silent sobs racked her body as she cradled her dying cousin. Hope threw her arm around Gwen's shoulder and they mourned the boy together. A beeping interrupted their crying and Hope looked down at the beacon to see a flashing dot and it wasn't far. She oriented herself to see if she could spot their escape. She squinted her eyes and saw remnants of a dark portal in the distance. Hope's heart sunk at the realization that they'd never make it there in 30 seconds. They couldn't cover hundreds of feet in their condition, especially with Ben. She tried to think of a plan to somehow even the odds but nothing came to mind. She heard a rumbling sound in the distance and peered closer to see a moving black object coming towards them.

"Is that… a car?" she murmured.

And the sound of an engine roaring in their direction confirmed her suspicions. Hope pulled Gwen out of her hysteria, and they held Ben together between their arms as they waited for their ride. A black suburban skirted to a stop in front of them and the window rolled down to reveal Max.

"GET IN!"

Charmcaster wasted no time opening the doors to push Ben and Gwen into the back, before hopping into the passenger seat. Max stepped on the gas and they sped off back towards the portal. He floored it as the speedometer flew past 70, the passengers were flung against their seats at the speed. Max had his focus on the road as he drove back to the portal, but his eyes kept flickering back to the rearview mirror at his grandchildren.

"How is he?"

"Bad. Really bad," Charmcaster quickly stated.

He kept his foot on the pedal as he glanced at the timer he put on the dashboard. They had 30 seconds to get back. He put a convertor on his projector to stay open for 60 seconds instead of 30, but the device will be destroyed afterwards so they're really riding on this one time. The SUV pushed past 90 towards 100 as the timer counted down, they still have several hundred feet to go. The surface wasn't exactly flat but Max couldn't worry about anything other than getting out.

500 feet.

25 seconds.

400 feet.

20 seconds.

300 feet.

15 seconds.

200 feet.

10 seconds.

100 feet.

5…4…3…2…1

Half of the suburban's trunk space was severed off by the portal closing. Max slammed on the brakes and grabbed the e-brake as he steered the car. They spun out as the vehicle tried to slow down before it lifted off the ground and rolled onto its roof. Awaiting firefighters ran out to pull the passengers from the car. The police controlled the scene and kept people back, while the paramedics rushed towards Ben to strap him onto a stretcher. Doctors and nurses sped alongside, yelling out orders as they charged back into the hospital. Other medics were waiting outside to treat the remaining passengers. Gwen scanned the area for Charmcaster, she screamed and slapped at the advancing doctors.

"Where's Hope?!" she yelled out.

She was eventually sedated by medics and strapped into a stretcher before being rolled inside as well. News choppers circled the hospital as reporters strolled out of their vans to get scoop. The police were too busy with crowd control to look for the person Gwen was yelling about.

Charmcaster slipped into the crowd of people and disappeared, finding herself walking alongside the street near the hospital. People looked at her funny because of her injuries and ripped clothing, but she ignored them and limped forward.

"You need a ride?" a voice came from a car.

She glanced over to see a familiar blonde with sunglasses on. Hope approached the sedan and stepped inside quietly. Lucy drove forward and slipped back into traffic without a word.

"How did you manage to escape?" Hope asked slowly.

"Same way you did, while everyone else was distracted with their friends and family. Sometimes it helps to be a shadow," Lucy responded.

"Where to now?"

"I have a hideout nearby, where we can rest in peace. I know a little bit about first aid so I can help you."

"I just need a little sleep and I'll be fine."

Lucy rolled her eyes behind her sunglasses and sped off towards the edge of town.

Gwen sat up in her bed with various IV's and such in her arms. Grandpa Max sat in the chair next to her bed to keep her company. Ben has been in emergency surgery for the past 10 hours. Gwen knew the condition of everyone else, besides Ben and it was eating her up. She felt tears welling up in her eyes when a knock came on the door, and a doctor walked in with a clipboard.

"He's awake," was his only response.