Chapter Four: Jaw-Dropping

We shared a moment of silence for our fallen comrade, saying nothing for over a minute the only sounds being from the crickets outside. Eventually, it was Gwen who first broke the silence.

"I have an idea on how to find those Brainguts we encountered at the train yard."

"How?" I replied.

"Everything has its own unique vibrational pattern. It's how I was able to tell that the dragon wasn't real. In theory, I should be to trace a laser lance back to its source."

"But we just destroyed all the laser lances." I replied.

"Mmm-hm. Right. Kevin, hand it over."

"What are you talking about?" Kevin replied with a slight shiftyness in his.

It took me a second to catch on to what Gwen was getting at but then it clicked. "Aw, Kevin you didn't…"

"I...Okay, fine." Kevin relented before grabbing the laser lance he had hidden nearby.

"Seriously, man? Not a great start to this partnership." I chided

"I figured it might come in handy for somethin'. I was right wasn't I?"

"...I politely refuse to comment."

"If you two are finished I'd like to get going."

We left the castle and headed to Kevin's car. Kevin and I got in while Gwen sat just outside in a meditative position.

"So you're sure this is going to work?" I yelled to Gwen.

"Nope. Not at all!" She replied.

After sitting in silence for a few moments the laser lance began floating in the air and Gwen shortly after and then after a few more moments the lance began to spin rapidly before slowly moving forward.

"Alright, follow me!" Gwen shouted as she began to follow the lance.

"Oh, you don't have to tell me twice." Kevin replied in an amorous tone out of earshot of Gwen as his eyes drifted to a certain area of Gwen's backside.

I did the best I could to hide the disdain I felt from that look and comment, but I could feel my eye twitch slightly something Kevin seemed to pick up on.

"What's your problem?"

"It's nothing. Just start the car."

We continued to follow my floating cousin and as much as I wanted to just sit in silence for the rest of the trip Kevin just had to speak up.

"So your cousin seeing anyone?"

"I don't..." I began to reply. 'Could she be…' I nervously thought. It had been months since we'd had a really in-depth conversation and dating life has never really been a subject we'd really talk about. Several thoughts began racing through my head about it. A girl with her intelligence and looks would have no problem getting a boyfriend. Hell, for all I know she could be dating one of the guys in her karate class. Then there's Kevin. He certainly hasn't been shy about being attracted to her. I mean the man just asked me if she was single. Maybe she's into the bad boy type and...

"Hello, Earth to Tennyson." Kevin said as he waved his hand in front of my face snapping me out of my daze. "Well, does she or not?"

"I don't think so. Why do you ask?"

"Oh, no reason." Kevin replied. I could see from the look on his face that he was contemplating something, but his train of thought seemed to be as we began to drive over some very rocky terrain. "Aw come on, Gwen. I just put a fresh coat of paint on her." Kevin shouted out the window.

"Sorry! I'm just going where this thing takes me! I think we're almost there!"

And just a little bit later we arrived at our destination, a mine shaft entrance being watched over by a single guard.

"Alright Kevin, kill the lights." I suggested as Gwen walked over to the car.

"We need to find a way to sneak past the…Where's Kevin?"

I looked over to see Kevin had indeed turned off the car lights...He also turned off the ignition...removed the keys...and was currently knocking the guard unconscious, having absorbed some of the rocky ground to do so.

Gwen and I just looked at each other and sighed before catching up to the unstealthy muscle head.

"A little heads up would have been nice." I chided.

"We're in aren't we?"

"Was all that force really necessary?" Gwen asked as she looked at the unconscious man with concern. "I think you may have seriously hurt him."

"Relax." Kevin replied as he pulled his face off revealing he was actually a Brainguts in disguise.

"Ugh, that is still disturbing." I shuddered.

"Tell me about it." Gwen shuddered along with me.

"You familiar with ID Masks?" Kevin asked me as he showed me the face. It was solid and looked like a blank face.

"Not really. Tonight's the first night we came across them."

"They're pretty simple to operate. You can program any appearance you want into it, put it on, and presto you like a completely different person. It comes in handy for ugly ones like these." Kevin said as he pointed to the unconscious Brainguts.

"Neat." I replied before the three of us entered the shaft and into a freight elevator led us down through the mineshaft.

"So far it looks like nothing's down here." Kevin said just before the three of us laid our eyes on the massive spaceship in front of us.

"You were saying?" I replied.

"It has to be at least ten stories tall." Gwen observed.

"How'd they manage to hide this thing underground?" I wondered.

"Your guess is as good as mine." I replied. "But that has to be the mother ship which means there's a good chance Grandpa Max is in there."

"So how do you propose we get in there?" Kevin asked.

I gave a coy grin as I looked to the Several Brainguts walking in and out of the ship some pushing mine carts covered with sheets.

"You said that ID mask can make me look like anyone right?"

"Uh-huh, I see what you're gettin' at Tennyson. I wanna do it."

"What? No way. It's my idea. I'm gonna do it."

"Okay children, let's not bicker." Gwen teased. "I know how to settle this."

So we played a quick game of rock, paper, scissors to see who would wear the mask...Kevin won. Although, I'm still convinced he cheated.

"So how do I look?" Kevin asked after putting on the mask and transforming into a Brainguts.

"Honestly, it's an improvement." I quipped.

"Funny. Now how are you two gonna sneak in?"

Before I could answer Gwen grabbed a nearby cart. "After you." she said as she gestured for me to get in. Which was convenient for me because I actually hadn't thought that far ahead.

"Why thank you, M'lady." I jokingly replied in a faux English accent before getting into the cart.

"'Tis my pleasure, kind sir." She played along while getting into the cart.

"Alright, your highnesses. Now put a lid on it." Kevin quipped before placing a lid onto the cart.

Oh man, was I in a tight spot now. In a matter of hours, I went from basically avoiding my cousin all together to being so close to her our legs pressed together. I've only ever experienced something like torture once but if I had to imagine something could be a solid second to that. This was it. The smell of her rose-scented perfume. The feeling of her leggings against my jeans and the fact that I couldn't say anything about it. It was enough to drive a man looney.

"Ben, you okay?" Gwen asked worryingly "You're fidgeting like crazy."

Damn you body how could you betray me like this!

"It's…"

"Is your claustrophobia acting up? I thought you'd gotten over that. I'm so sorry. If I had known. I would have suggested Kevin and I get here instead."

What Gwen is referring to started when I was ten. I had gone through a period where I couldn't stay in too confined a space for long. It stemmed from an incident I had with one of my aliens at the time, Ghostfreak. I was trying to save someone from something. I can't remember what it was or who I was trying to save. I just remember I phased through a building, and for some reason, the Omnitrix timed out on me even though I should have had plenty of time left. I'd later come to find out that was Ghostfreak had done it on purpose. I'll tell you, that was one alien I don't ever want to get back, but anyway, I found myself trapped in small space with no way out. It was so dark and so cramped I couldn't move enough to activate the Omnitrix. I was in there for God knows how long. Eventually, I was found by Grandpa Max and Gwen. It was that torturous incident that made me so afraid of confined spaces to the point I even had trouble staying in the Rust Bucket for too long. It was Gwen who helped me conquer that fear. I'd still have some incidents even after largely getting over it, but Gwen was always there to help me get through them, and eventually, it went away altogether. And now here she was trying to help me again. I didn't want to lie to her but I couldn't tell her the truth of why I was uncomfortable not that she even gave me a chance to explain. She had already gone into full comfort mode.

"Ben, look at me." Gwen communicated in a gentle comforting tone as she created a little light with her energy allowing me to see her face. "You're gonna be alright."

Even though her reason for calming me down was different it was oddly working. I felt calmer and less nervous just looking at her warm smile. How's that for a paradox? The one causing my grief and the one taking it away is the same.

"Remember our chant?"

"Yeah…"

"Closed space. Closed space. I'm not scared of your stupid face."

"Closed space. Closed space. I'm not scared of your stupid face." I repeated back.

"Now say it with me."

I nodded and we chanted together. "Closed space. Closed space. I'm not scared of your stupid face.'

Yeah, it may sound stupid but hey we were ten. It was the best we could come up with. And in this situation, it seemed to help because just like that any tension I felt was replaced with calm reassurance.

"Thanks, Gwen."

"Don't mention it."

Gwen and I sat in silence for the remaining moments of the ride.

"Alright. Last stop. All passengers out." Kevin said as he lifted the top on the cart.

As we left the cart, the cold air we were suddenly exposed too was only matched but the cold alien design of the spaceship's interior.

"Whoa, it's colder than an igloo in here." Gwen said, shivering.

"Yeah." I agreed before taking off my jacket and offering it to Gwen.

"That's sweet, Ben. But you don't have to."

"Please. I insist. It's the least I can do after helping me out back there."

"Alright." Gwen relented before putting the jacket on. "Thanks."

"What exactly happened?" Kevin asked raising an eyebrow ever so slightly.

"It's nothing." I quickly replied.

"Yeah, it's kind of between me and Ben."

"Alright, if you say so. So what's our next move?"

"We need to find Grandpa Max." I replied. "I'm just not sure where to begin."

"Maybe I can help." Gwen replied as she closed her eyes. After a brief moment of silence, her hair began to rise up. And then after another brief moment, she opened her now glowing magenta eyes. "I'm sorry, Ben." Gwen said as her eyes returned to normal. "Grandpa was here. Maybe a couple of weeks ago. But he's gone."

"So if he ain't here then we vamoose right?"

"Wrong." I replied. "My whole life my Grandpa's been there for me. When I was little, he taught me how to ride a bike. He started out pushing me and by the time I realized he'd let go. I'd already been riding for a long time...It's time to take the training wheels off and move forward at full speed. We're finishing this mission."

Gwen and Kevin simply nodded and followed behind as I moved ahead. We walked around for a bit observing the ship when we came across a small room filled with laser lances.

"Another weapons room." Kevin observed.

"Yep." Gwen replied before using her energy to quickly dispose of them. Unfortunately, this also created a loud bang as a result.

"Oh and I'm the unstealthy one." Kevin groaned.

"At least this place doesn't have a dragon." I noted.

"Yeah, but it does have them." Kevin replied as he pointed out the several Brainguts coming our way.

"Guys, less talking more fighting." Gwen demanded as she put a shield in front of us.

"Don't have to tell me twice." I replied before popping up the display on the Omnitrix and turning it to the biggest alien I had. "I went little last time. So this time…" I slammed my hand down on the display and "I go big! Yes! I half expected this to be another wrong transformation!" But it was exactly what I was hoping for, a big brown and beige anthropomorphic dinosaur over twelve feet tall with a broad chest, massive guns, relatively short but built legs and a long girthy tail. Giving myself a quick lookover I shouted the first name that came to mind "Humungousaur!" I then used my tail to take out a couple of Brainguts that had managed to approach from behind "Oh this is gonna be good." I said before rushing to attack some more.

"Hey, save some for me!" Kevin shouted as he absorbed some of the metal from the floor into his arms. "These bastards cost me a huge payday!"

Gwen shot him a look of disapproval at that line.

"Oh and also because they're bad guys we don't like that. Go team!"

Then the three of us got to work taking out Braingut after Braingut in various and stylish ways. For example, there was this one Kevin close lined and flipped into the air like a fidget stick, or the three Gwen took out with an energy sphere that she bounced around the three of them like a pinball or this one that I grabbed by the legs and swung around like a bat taking out three others. They may have slightly pinned me down at one point but overall we made quick work of them.

"Hell yeah! We kicked baddie ass!" Kevin proudly exclaimed as he tossed the last unconscious Brainguts onto one of the few piles we made.

"So far." I replied. "That was maybe a few dozen, but there could be hundreds more."

"Well, we destroyed the weapons. That ought to disrupt them quite a lot. So I say we leave." Gwen suggested.

"Good call. Let's…" I began to reply. But, of course, things couldn't be that easy. Something as large no larger than Humungousaur began to approach from a platform above us. It vaguely resembled the Brainguts in terms of shape, and its hands and feet were black, but that's mainly where the similarities ended. Its head was completely different, cone-shaped, and there were no exposed insides. Its body was mostly white with some with four red marks that resembled the ones on its smooth purple face although I'm pretty sure those were its eyes.

"Who dares attack my ship!?" He exclaimed in a loud commanding voice before noticing us. "You.." He stared at the Omnitrix symbol on my chest. "You're Ben 10! It will be a pleasure to kill you!" He yelled before jumping down to confront us with the entire ship shaking upon impact.

"Looks like me reputation precedes me."I replied.

"Indeed it does." he replied. "But that matters not. You and your putrid friends die all the same."

"Hey, I'm not saying you're wrong about Kevin, but don't you dare talk about Gwen like that."

"Hey!" Kevin exclaimed, obviously taking offense at my little jab.

"Eh, he does have a point." Gwen also teased.

"What is this pick on Kevin day!?"

"Enough of this prater!" The new enemy yelled in an agitated tone.

"Yeah, I'm with you on that one!" Kevin yelled as he rushed to attack the new enemy only to be swatted away like a bug. The enemy then rushed to attack Kevin but was stopped by Gwen who attempted to bind his arms only for him to use it against her by swinging her against a wall face first. "Gwen!" Kevin and I both yelled. His hands were still bound but at that point, I could have cared less if they were or not. My only concern was Gwen. I rushed over to her side, and It seemed as if Kevin was going to rush over as well but stopped as if he were attempting to observe something.

"Gwen, are you alright!?" I asked as I let her grab onto one of Humungousaur's massive fingers to help her up.

"Yeah, I'm alright." She replied.

"You're hurt!" I shouted in panic as I noticed a cut on her forehead.

"It's just a scratch, Ben. I'm fine." Gwen tried to assure me but those words went in one ear and out the other.

"Kevin, get over here." I politely demanded.

"She alright?" Kevin asked.

"Just peachy." She replied with a hint of sarcasm.

"So what's the strategy?" Kevin asked. "Cause I wanna bust that thing a new one."

"Get her out of here."

"You sure man?" Kevin replied not bothering to argue to my surprise.

"Yes." I simply replied.

"Alright." Kevin said with shrugged shoulders.

"But…" Gwen tried to reply before Kevin picked tossed Gwen over his shoulder. "But I can still fight!"

"He's too strong. I need to be able to fight him without the risk of you getting hurt. Kevin…"

Kevin simply nodded before taking off with Gwen who continued to argue as I turned my attention back to the enemy who had just broken free from his restraints.

"You lowly insignificant worm! How…"

"I'm gonna stop you right there." I interjected. "You hurt someone I care about. I'm going to break your face."

"You..." he attempted to reply before I rushed at him laying into him with a right cross before he could counter. I swiftly followed up with a left, then a right. Right, left, left, right, left, right, but despite all my blows he barely seemed phased. In fact, it just seemed to piss him off. "You vermin!" he shouted as he countered with a punch strong enough to stagger me backward. I fell back against a wall and he wasted no time pouncing on me. "You come in here..." He began to rant as I did my best to dodge his attempts to punch my face in. "You destroy our weapons! Hurt my servants, and dare to lay your filthy hands on me!" The anger in his voice continued to rise as did the sloppiness of his punches as I continued to dodge them. "Stay still damn you!"

"How about not and say I did?" I quipped as I seized an opening to get away only for him to grab me by the tail and swing me between various hard surfaces. Yeah, despite my declaration of face breaking, he was kind of kicking my ass.

"Do you know how much time you've set our plans back!?" he shouted angrily as he pinned me down held up my head. "I'm going to have to relocate my ship to a new hiding place and sterilize the area…"

"Sterilize…"

"All life within five miles must be eradicated. Can't risk witnesses exposing us."

"I'm not letting that happen!" I shouted, only for him to lift me by the throat with a single hand.

"You're not going to do anything but die."

"This...really...bites." I said before betting biting down on his hand causing him to let me go.

"You fool! You've infected me!"

Before I could recover, he grabbed me by the head and tail and began to drag me until we came to an open end of the ship. He held me up and placed his hands firmly on the top of my head and chin. "After I break your neck and toss you off my ship. I'm going after your little girlfriend and the other one, and I'll break their necks too."

"You...bastard..." I tried to concentrate on something I'd been noticing about Humungousaur since I first transformed. The feeling that he could get bigger, and for a second, I could feel him grow just a little bit, but the pain and pressure from this thing's hands as he attempted to twist my neck was too much for me to be able to concentrate. Did I fail as a hero? Was this the end for me? Right here to this jackass. Fortunately no. As a familiar magenta energy blast hit him square in the face. 'Gwen.' I had sent her away out of fear for her safety and yet here she was saving my ass. The blast itself did little to hurt him but served as enough of a distraction for Gwen to form an energy lasso around me and pull me out of the ship and onto the ground below.

"Ben!" I heard Gwen shout as she rushed over to me. "Now it's my turn to ask, are you alright?"

"Yeah." I replied as I attempted to catch my breath. "You saved my life, Gwen. Thank you."

"Maybe next time you'll listen to me." She scolded.

"I know…Wait where's…" I had expected him to follow me down but he didn't. Instead, the ship suddenly roared to life while we, unfortunately, happened to be near one of the ship's rocket engines, but Gwen quickly up a barrier around us protecting us from the wave of fiery death that headed our way. "Oh no…We can't let that ship take off." I said after fire cleared and the ship began to ascend.

"Why?" Kevin asked. "So he goes off to lick his wounds."

"He's planning on killing everyone within five miles."

"Oh...that's bad."

"Very bad."

"So what are we going to do, Ben?" Gwen asked

"This time I really do have to handle this one myself." I assured Gwen.

"Go for it." Gwen said approvingly.

I concentrated and began to grow bigger to about a third the size of the ship. I jumped and gripped on it as hard as I could as it continued to take off. After struggling for a bit I managed to stabilize myself and looked down to see the ship was already entering the city tearing through its streets with a massive death beam.

"Need to work fast…" I said to myself as I held onto the ship with one hand as I used the other to punch a hole through its hull. I then proceeded to pull out as many wires as I could and just as it was nearing a children's hospital the beam shut off. "That was close…" I said with a brief sigh of relief before losing my grip and nearly falling off the ship. "Come on...Come on...Shit!" I shouted as I lost my struggle to cling on to the very edge of the ship. At that moment, my only hope was my current form's incredible durability which to my gratitude held up as I survived a fall from I'd guess, a few hundred feet. "That was fun…" I groaned just after transforming back to regular form. The crater I know sat in blocked my view of it but I could hear the ship crash and explode in the distance allowing me to breathe a sigh of relief. 'So glad that's over.' I thought to myself as I didn't dare say it out loud. I also thought 'Ouch.' I lifted my right pant leg to reveal a large scrape on my leg. It had happened when I landed as Humungousaur and carried over to my human form. Before I could contemplate the severity of that revelation Gwen and Kevin slid down into the crater. "How'd you find me?"

"Giant you shaped hole. Not hard to miss." Kevin joked while Gwen offered me her hand which I gladly accepted.

"Ben, you did it." She said as she hugged me. "I'm so glad you're okay. When I saw you hit the ground I got so worried."

I swear every hug I received from her made me want to stay in her embrace forever but this one had to be cut even shorter than I would have liked because I could feel Gwen's leg brush against the scrape on mine causing me to recoil.

"What's wrong?" Gwen asked before noticing my leg.

"It happened when I was Humungousaur…" I said worryingly. You see before the recalibration any injury I sustained in my alien form wouldn't carry over to normal state but this time around that didn't seem to be the case. Now, I was more vulnerable than I'd ever been. "I'll just have to be more careful from now on." I assured her.

"You better be." Gwen said as she offered me a hair ribbon that she kept tucked away to wrap around my leg. "Here."

"Thanks."

"So what now?" Kevin asked.

"We keep looking for Grandpa Max." I replied. "We continue his mission and I'm sure we'll figure out where he is. Kevin, I know we've had our issues in the past to put it lightly, but from what you've shown me today. I truly believe you've changed. So I wanted to thank you for all your help tonight." I extended my hand for a handshake but Kevin just looked at me with a smirk.

"You ain't gettin' rid of me that easy, Tennyson. I made a promise to Labrid and I intend to keep it. When I said I was in, I didn't mean just for tonight. I'm in this for the long haul."

To be honest, even though I acknowledged his changes, the thought of working longterm with one a former mortal enemy like Kevin still made a bit apprehensive...But at the same time, I knew how valuable he'd be as an ally because I've faced him as an enemy. Combined with the fact I'd never hear the end of it from Gwen for letting my grudge get the better of me, The choice was obvious.

"And you already know I am, but Ben, as much as I appreciate your concern, and believe me I do, in the future please remember that you can't send me away like I'm some damsel in distress. We all know the risks we take when we go out there. So if I take a bump or a scrap or two just know that I'm more than capable of taking care of myself."

"I know, and I will." I replied as I turned my palm downward. Gwen walked over and placed her hand on top and Kevin after. "It's hero time."

We all began to leave the crater. Gwen was slightly ahead of us when Kevin suddenly stopped me.

"What's up?" I asked surprised at Kevin's sudden stoppage.

"So...You have a crush on Gwen, huh."

I tried and failed to stop my jaw from dropping as those words left his mouth...He had figured me out.

A/N

How's that for a spicy finish? I couldn't think of another name for Humungousaur that really clicked for me so I kept it the same. I also hope you liked the little claustrophobia backstory I came up with. Please don't be afraid to leave a review, and thanks for reading. Cya.