Gwen was sitting in the both of the RV, typing away at her computer although she looked... vacant, she took a deep breath before attempting to get back to what she was doing. Of course her encounter with Zombozo is still fresh in her mind.

Ben and Alex looked at each other, Ben gestured to Gwen in which the latter shrugged unsure of what to do. The silence just made it even worse, Max came to a halt at a gas station. "Alright you three, go take a walk around, stretch your legs while I fill the rust bucket up."

"Oh thank god.", Alex was gone within seconds.

"Must've hated the silence.", Ben cocked an eyebrow as he left, Gwen shut her computer and walked out with him, when Max leaving last. Gwen immediately went to a nearby bench and sat down. The brunette 10 year old looked up at Max.

"It's best we leave her alone for now. Whatever Zombozo did must've been... horrible.", Max said as Gwen didn't seem to want to talk to anyone.

"Something on your mind?", Gwen jumped up, startled as she heard a kind voice next to her. She immediately calmed down seeing as it was a woman in her late 50s, early 60s with neck-length silver hair, dark blue eyes, and faint wrinkles. Something she found odd was that her only piece of clothing was a blue cloak. "Anyone in there?", she snapped her fingers in which snapped Gwen out of her surprise.

"Oh... um. Nothing.", Gwen said sitting back down, the older woman cocked her eyebrow at her attempts to lie. "Okay maybe not."

"Well? You want to talk about it?", the old woman asked her curiously and concerned.

"It's just... I've went through something bad a couple of days ago. Some guy kidnapped me and tormented me for at least an hour before someone came and got me.", Gwen herself was shocked that she said this to a complete stranger but for some reason, she had this strange gut feeling to trust this woman with her background.

"Zombozo right?", Gwen sat up as the grey haired woman asked her this. "Oh don't be so surprised, it's everywhere on the news. Look, I may not know you personally, but it's best to understand what happened to you and take it to face value. And don't be all defensive, you'll drive away the people who genuinely want to help you and will be there for you. Trust me, I know the feeling."

Gwen smiled warmly at the woman. "Thanks... I needed that."

"No worries kiddo."

"I'm Gwen by the way."

"Verdona. We'll talk again.", as soon as Gwen blinked, Verdona had vanished into thin air.

The moment had passed and Gwen took the minute she had to ponder on this. A complete stranger arrived in her time of vulnerability, and not only told her what she needed to say but made it... oddly easy to talk to her.

As soon as she saw Max wave her over, Gwen sprinted at him. "You won't believe what happened.", Max tilted his head at this confused as Alex and Ben came back holding two separate boxes of cookies. Alex having the family size for some reason.

She took the time to explain the woman, how she suddenly came out of nowhere with no footsteps or anything and simply just vanished into thin air. Max was sitting in the driver seat, his hand on his chin. "After what happened with Zombozo, it's best we don't take our chances with this one. Regardless."

"Oh hell yeah! Always wanted to beat up an old woman.", the Tennyson trio looked at their Tennant. "What?"


"Can't believe I have to be the bait.", Gwen crossed her arms as she was standing in front of tree, which looked over a large lake. She wasn't exactly fond of being the person used for this.

"Oh hello again kiddo.", Verdona suddenly appeared next to her in a flash of pink light. Gwen slowly backed up. "Told you we were gonna talk again soo-"

Verdona turned to see Max with his hand on her shoulder. Alex crossing his arms as he walked out in front of her. "Hey old hag, mind telling us-"

"What a rotten little brat, go away.", Verdona's eyes glowed pink as both him and Max were sent back by a sudden gust of wind. She hovered above them with a smirk before speeding off and flying across the water.

"Fine, I'll play along.", Alex got up and scrolled through his aliens, before pressing down and exploding in a green light with Cold Soar standing in his human forms place. Unfolding his wings, he flew off behind her.

Verdona smiled as she sensed him flying after her. "Ahhhh, I do love me a good chase.", she swiftly dodged the incoming ice shards without even looking. As soon as a green light erupted, she turned back only to get tackled into the water by Lagoon. "Ah fouie, you got my cloak wet."

"What?", Lagoon was suddenly blasted out of the water by a pink orb, sending him high into the air. She suddenly teleported above and back handed him intro he soil below. Lagoon croaked as the glass of the water tanks broke. "Ow."

"This world would be so much more tolerable without little imps like you getting in my way.", without even looking, the incoming bullets of a 50 caliber hand gun were stopped mid air by the same pink energy. "Seriously Max, you tried this before.", Verdona said as Ben hovered above her with Gwen's stolen bō staff.

Verdona felt a sharp object lightly pressed against her neck, she smiled as she flicked Crazy Diamond away. "My name is Verdona Tennyson, I'll explain later. You know where to meet me do you Max?", Max had a bead of sweat roll down his forehead as Verdona vanished.

"Sooo... we just met our grandmother.", Ben said in disbelief at the whole situation, Gwen more so. Alex a bit sore.


After using Circuit Breaker to upgrade and speed them over to Gwen's house, didn't take too long. Frank and Natalie Tennyson were standing in front of the rather large house.

Frank wore glasses and has thin brown hair. He wears a smart polo shirt with a burgundy sweatshirt covering it. He also wears tan trousers. While his wife bares a resemblance to her daughter, Gwen. They both have red hair, similar face, and physique. Natalie has dark blue eyes, black eyebrows, thick eyelashes, and bags under her eyes. She has her mid-length hair combed back. She wears a white blouse with a green vest and a dark grey skirt with high-heeled shoes of the same color. She has golden earrings and a necklace with a golden buckle.

"Wow, you're one of those people huh?", Circuit Breaker said looking at her with his single eye as he transformed back to human. The Tennyson's walked out of the RV as Alex exited last.

"Hey Uncle Frank, hey Aunt Lily.", Ben waved at his aunt and uncle with a smile.

"Mom, Dad... can we talk for a second?", Gwen said looking up at her father. Frank smiled and gestures them to enter, in which they did. Alex didn't sit but the others did.

"We should be surprised at you guy's coming around out of nowhere, but Max isn't entirely secretive of what's going on with you guys.", Natalie said as Gwen's eyes widened.

"Really? Then-"

"I know everything, I know about Alex and I especially know about Zombozo... wish I could've been there to stop that. Also, Dad told me everything as you guys went along.", Frank said looking down. "Your mother and I thought you were in the clear... you didn't show any powers."

"Magic runs in the family?"

"Magic doesn't run in the family. Magic is a thing you can learn and master, your grandmother isn't a sorceress, she's an alien.", Frank said looking up at her, despite all the hopes he had, turns out she would've come anyways.

"Wow...", Gwen looked at him in shock, Ben was containing his excitement because he was in fact, part alien. "So.. what does she want."

"Why don't you ask her? Mom always had the habit of eavesdropping. Isn't that right?", Frank looked to an empty seat, in which in a bright flash of light, Verdona sat there.

"You two could always tell when I was watching, I thought that it meant you had the spark. But unfortunately not.", Verdona said ever since casually, with Max casually standing over here.

"It's been a while, hasn't it?", Max said with a playful smirk, Verdona looked up and smirked back.

"In human time yeah, but I figured it'd be better to tell them early rather than being teens.", Verdona said as she looked at Gwen, completely dismissing Ben. "You see, I am an Anodite. Along with my two sons, sort of."

"Yeah, we just managed to figure out how to sense your presence.", Benjamin said very casually, Verdona smirked at her precious son before returning the attention to her grand children.

"Anodites are a race of free spirits that have powers beyond human understanding.", Verdona explained as she looked up at Max. "Normally, we don't entangle ourselves in the mess of just normal people, but I feel deeply in love with this man right here."

"Yeah and ditched him?", Alex casually said as Ben elbowed him in to stomach.

"No, not at all. You see, I had some business to deal with back on Anodyne, and since time here passes differently there. Even with a man loaded with an overwhelming amount of mana, he's still just a physical being.", Verdona said as a rock creature that had a similar posture to that of a dog rose from the ground and looked at Alex, panting heavily like a dog as well. "I came back here to meet up with Max, and reconnect. But who knew there was a fledgling Anodite amongst you. Gwendolyn, you'll be amazed at the unlimited amount of power you have. I can teach you."

"Really?", Gwen shot up and smiled. "Where do we start?"

"First we leave to Anodyne of course, quit living this boring life. I can take you to Anodyne, destroy that meat suit of yours and you can join the real party!", Verdona abruptly said, Gwen's eyes widened as she backed away.

"Destroy..."

"Yes! You belong on Anodyne with the rest of our kind. Here, let me show you.", Verdona said as Max covered Ben's eyes, Natalie and Frank doing the same with Alex taking their example and doing the same. Right then, a bright flash of mana erupted from her face, the cloak... no, her flesh slipped away. Her Anodite form physically appears to be much younger with a more youthful form and long purple hair made out of energy. She wore a a black dress with the area around her feet being a dark lavender, as is the belt around her waist.

"You had me at destroying the physical form.", Ben said as Verdona laughed.

"We Anodites can absorb the life energy around us, we may not be pure energy but we might as well be. You're just too young, I'll free that Anodite inside of you.", Verdona pointed her finger at Gwen, who looked on in shock. Before Max could pull out his Gun, he was sent flying back into the wall, the pipes wrapping around his wrists, ankles and throat. "Maybe that way you can't think more clearly."

"You can't be serious!", Gwen shot up enraged at her.

Verdona giggled at her reaction. "Please, kids like you won't know if they like something until they try.", as soon as green flash erupted, she was sent flying out of the house by a two red fists. Leaving a large hole as Muscle Bound exited.

"No means no lady.", Muscle Bound squinted his four eyes at Verdona who laughed.

"Another dance kid? Okay, just because I like you're spunk I'll go easy on you.", Verdona said with a smile on her face. Muscle Bound leapt into the air and clapped his hands together, sending a powerful shockwave towards her. Verdona simply canceled it out with her on before grabbing Muscle Bound by his pony tail as he was falling down. "I've seen better."

She spun him around effortlessly and slammed him into the driveway. "Oh c'mon! We just had that paved yesterday!", Frank yelled out as Ben and Gwen couldn't help by watch.

Verdona snapped her fingers, forcefully turning Alex back to his human form. "What- hey!", Alex scrolled through his Aliens quickly and transformed into Spidermonkey, unhinging his jaw and spitting Webbing at her.

Verdona was met with that thick glob of Webbing to the face, gagging as she removed it only to have Drag Racer ran around her in a black and blue blur, creating a tornado that she was caught in. With a slight look of annoyance, she grabbed him by his helmet and slammed him face first into asphalt. With a quick movement, she was met with multiple jabs from his claws.

"That tickles.", Verdona said the soil suddenly shot him up into the air. Using the asphalt, she sliced them up into rectangles and sent them flying at Drag Racer. His eyes widened under his visor.

"Nope!", Drag Racer slapped the Omnitrix and transformed into Cold Soar and phased through the flying object and towards her. With a smile, she grabbed him by his neck even while he was intangible. "Hey! You can't-", before he could finish, he was forcefully turned back to human.

"How are you doing that?!", Alex headbutts the Omnitrix and transforms into Sunburn, bursting into flames she flew back and rubbed her hand.

"Huh, young Pyronites aren't normally capable of raising their heat that much.", Verdona said looking at her hand before looking at Gwen, smiling sinisterly. She was suddenly met with a kick to her face by Sunburn, who slammed her down with a powerful torrent of fire.

She got up and rolled her 'eyes', she shot blasts of cold wind at him. But using his fire, he propelled himself out of the way and towards her again, using his momentum to perform a spinning roundhouse kick. Verdona swiftly dodged and kicked him into the soil again, with the Omnitrix letting out its warning before reverting Alex to normally.

"Okay... maybe I should've thought this through more", Alex rubbed the back of his neck in pain as he looked up at Verdona.

"Not too bad kiddo, y'know i wouldn't be against reprogramming that little watch to take some Anodite DNA. You'd might be more amusing that way.", Verdona said as she summoned multiple energy balls.

Gwen suddenly appeared in between them, her eyes surging with blue Mana. "You're gonna have to get through me first.", she said as her skin started to crack off, showing blue energy underneath as Verdona saw Max get out, both he and Frank held guns and aimed it at her. Ben was ready to fight regardless of him not having weapons.

Verdona groaned and snaps her fingers, repairing all the damage caused in a matter of seconds. Max, Frank, Natalie and Ben were outside, Gwen reverted to the state she was in previously to her bewilderment. Alex himself was standing upright and was physically fine. "Can't believe I lost the bet to that guy."

"I'm right here you know.", Alex jumped away, startled to see a man with fair skin, grey eyes, and black hair. He wore a white lab coat over a white shirt with a brown vest and black tie, black pants, and black shoes. He also wore goggles with green lenses around his neck. His face was odd... at first he looked to be in his thirties, then he looked to be in his late fifties, then to a teen, then back to his thirties.

"Oh shut up, I swear if you tell Starbeard about this he won't get off my ass.", Verdona crossed her arms a bit frustrated, but quickly calmed down.

"Well that won't be my fault in the slightest. You're the one who was so confident about it too.", the man said as Verdona sighed. "Oh! Pardon my rudeness. I am Professor Paradox, it's a pleasure to meet you again.", he said shaking Alex's hand. "I've met you, well you haven't met me until now but- ah whatever. Ah! Hello Max!", the ever so changing Professor waved at Max energetically.

"So... are you guys gonna tell us about that whole bet she mentioned?", Ben asked confused at this man's sudden appearance.

"My mistake Young Benjamin. You see, me, your grandmother and a Celestialsapien decided it'd be fun to place a bet whether or not Young Gwendolyn here would take up Verdona's offer. Thankfully she didn't.", Paradox let out a sigh in relief as Verdona punched him in the shoulder. "Though me and Starbeard were right, it was best that your potential is best unleashed here on Earth."

"Yeah, you were right.", Verdona said as she pulled in her grandchildren. "I'm sorry for this whole mess, I hope you can forgive me for this. Also, expect another visit... though less violent.", Verdona said as she quickly flew over to Max. "I'm so sorry my love. Did I do it to hard?"

"Not at all, I've felt much worse.", Max said as Verdona let out a sigh in relief, before kissing him.

"Young Master Tennant, I must say you grow into an astonishingly powerful being in the future.", Paradox said with a smile. "I can't tell you much, but I will give you a warning. Beware Old George. Beware the creature from beyond... farewell!", he quickly changed from a deadly serious tone to his playful one again, and in two bright flashes of light, they were gone.


/End/