Ben 10: Alien Rebirth

Chapter 24: GhostFreaked Out

In a park, we see a boy throwing a Frisbee and it gets stuck in a nearby tree.

The boy climbs the tree to get it, but finds that he's too afraid of the height to come back down.

He starts yelling, "help! Help!"

Ben and Gwen arrive nearby.

Gwen, "well, there's a problem."

Ben, "hang on, I got this."

Ben activates the watch and in a flash of green, Ben transforms into WildMutt to climb the tree and get the child.

The boy becomes even more scared when he sees WildMutt.

In an attempt to reassure him, WildMutt starts to talk…. Wait, what?!

WildMutt, "hey calm down. I'm not gonna hurt you. I know you want to go down."

As the boy is turned away, he says, "no…. What I want…."

The boy turns around to reveal that he has Ghostfreak's eye!

In GhostFreak's voice, he says, "I! WANT! OUT!"

The whole area around them transforms into a giant GhostFreak back-lit by the Omnitrix's DNA, who grabs WildMutt in one hand.

GhostFreak, "LET! ME! OUT!"

….

Ben suddenly wakes up and falls out of bed.

The whole thing was a nightmare.

Ben sits back onto his bed as Hope wakes up from her bunk. She had her own magenta colored pajamas the others had bought her shortly after joining them.

Hope, "Ben? You okay?"

Ben, "y-yeah. Just a nightmare."

Hope shrugs as she goes back to sleep.

Ben lays down, but finds it hard to go back to sleep after having that dream….

….

Later, in the morning, the RustBucket is driving Gwen to a school that she wants to attend, to Ben's displeasure.

Gwen, "there's so many amazing subjects at this school! The best of the best go there!"

Ben, "yeah, great, whatever."

Hope, "Ben, c'mon, be nice."

Ben, "sorry. I'm just still freaked out by my GhostFreak dream."

Gwen, "well just try to relax. We're almost at Bancroft Academy."

Ben, "you seriously wanna go there? It's a school for snobs and posers."

Gwen, "well at least the people there are smart."

Hope, "oof, gonna need some ice for that burn…."

….

Upon arriving at the school, they are given a tour by a snobby student named Tiffany.

Tiffany, "welcome, I'm your tour guide; Tiffany! Here to take you on a trip through our prestigious school."

Hope muttered, "wow, Ben wasn't kidding."

Tiffany, "now if you'll all follow me, we'll begin our tour."

Tiffany begins leading the group across the school.

Tiffany, "only the best of the best get into this school. You've gotta be special if you wanna go here."

Ben mutters, "or incredibly rude?"

Gwen is worried that Ben will ruin her chances of getting in, and glares at him in order to get him to zip the lip.

As the tour continues, Ben thinks he sees GhostFreak's shadow on the wall!

Ben shakes his head for a moment, and when he stops, the shadow has gone back to normal.

Hope notices Ben and says, "you alright?"

Ben, "I dunno. It's like I keep seeing GhostFreak everywhere."

Hope, "maybe you're just seeing things from a lack of sleep?"

Ben, "r-right. That must be it. Thanks, Hope."

Hope, "no sweat."

The tour then enters the science lab a few moments later.

Tiffany, "and here we are at the science lab. A place only for geniuses'."

As they all look around, Ben's gaze is drawn to some nearby science equipment.

Suddenly, Ben sees Ghostfreak, this time in a beaker!

They whisper, "let me out!"

Ben, "gah!"

Ben smacks the beamer away in fright, and this accidentally causes flames to erupt from the Bunsen burners, breaking more beakers and setting off the fire alarm.

Gwen glares at Ben as he says, "my bad?"

….

Moments later, all of them are outside of the lab.

Max speaks to Tiffany and says, "I'm terribly sorry about what happened. Ben sometimes gets scared easily."

Tiffany, "oh, it's fine. Some kids who are less gifted often act out. In any case, I'm sad to say, I'm not sure if Gwen here is Bancroft material."

Max finds himself scowling at what she said.

Gwen, "what?! Ngh, nice going, dweeb!"

Ben, "it wasn't me! I swear, I saw GhostFreak! He even spoke! He said, 'let me out!'"

Gwen, "you're just seeing things from a bad dream!"

Hope, "I dunno Gwen, I think there's something going on."

Gwen, "like what?"

As if to answer her, they all suddenly heard a noise coming from the gym.

Hope, "what was that?"

Max, "trouble."

Ben is the first to run towards the gym to see what was going on.

It's none other than the Circus Freaks! It looks like they have come to rob the school. They were wrecking the gym when Ben stepped forward.

Ben, "you freaks again?!"

AcidBreath, "hey! You're the kid who iced Zombozo!"

FrightWig, "you ruined our career with that clown!"

ThumbSkull, "payback time! Let's get 'em!"

Ben, "time to turn up the heat."

Ben pulls down his wristband, activates the watch and quickly dials up a familiar fiery alien.

Ben, "full blast!"

He slams the dial down, but when the light fades, it's GhostFreak floating there!

GhostFreak, "what the?! GhostFreak!? II didn't pick you!"

ThumbSkull runs at GhostFreak, who manages to dodge him, and flies over to some nearby basketballs. He flies into one and starts bouncing. FrightWig tries to hit the ball with her hair, but it manages to weave around the strikes and bounces into her face!

And then he does it again!

And again!

And again!

GhostFreak flies out of the ball as FrightWig falls to the ground, rubbing her head in pain.

ThumbSkull runs at the ghostly alien again, but he once again dodges.

GhostFreak, "missed me! Missed me! Now ya gotta kiss me!"

The ghost dashes forward and hits ThumbSkull in the stomach, sending him careening into a wall hard enough to cause a series of cracks to form!

Acid Breath starts shooting his toxic breath at GhostFreak as he flies over some jump ropes and uses them to tie up his hands!

Acid Breath, "HEY!"

GhostFreak starts making Acid Breath hit himself over and over again!

GhostFreak, "why ya hitting yourself? Why are you hitting yourself? Why? Are? You? Hitting? Yourself? HaHaHaHa!"

One final punch sends Acid Breath onto their back with a gnarled tooth sailing out of his mouth!

ThumbSkull starts throwing lifting weights at GhostFreak, who is able to fly into them and send them all around the room, wrecking the place even further! The place began to look lile a tornado blew trough the place!

GhostFreak, "what's the matter? You freaks find someone tougher than you?!"

The others ran in to see how brutal GhostFreak had been in his fighting!

Hope whispered, "what's going on with Ben?"

Max, "I'm not sure, but he's being way more violent than usual!"

Gwen runs toward GhostFreak as he punches FrightWig into the wall as she tries to attack again, "you're trashing the whole gym! Are you trying to ruin my chances of getting accepted here? Ben! Answer me!"

GhostFreak slowly turns to Gwen, and his voice sounds more chilling.

GhostFreak, "Ben's not here…. BOO! HAHAHAHA!"

Gwen staggers back into Max's arms!

Max, "wait, something's wrong…. I've never seen Ben so vicious."

Acid Breath gets up and yells, "let's get the Hell outta here!"

The Circus Freaks run out of the gym, with FrightWig yelling, "if we survive all of this, I'm considering going legit!"

GhostFreak, "where do you think you're going?!"

GhostFreak dashes after the Circus Crew, frightening the others as Hope says, "you're right Max, something's wrong with Ben…."

….

GhostFreak searches outside for his foes.

GhostFreak, "Circus Freaks! Come out to plaaaay! Hahaha!"

Suddenly, the Omnitrix begins to time out!

GhostFreak clutches at the watch and yells, "NO! I'M NOT GOING BACK INTO THIS THING!"

In a flash of red, Ben transforms back.

But as he falls on the ground, he sees a terrifying sight before him.

He sees that Ghostfreak is still there and flying mid air in front of him, ther eye glowing bright purple, realizing that Ghostfreak has escaped from the Omnitrix!

Ben, "what the?!"

GhostFreak, "finally! I am free! Free! Freeee!"

Ben, "but... How is this happening?!"

GhostFreak, "foolish boy. You have never turned into me! You merely took possession of my form! I am not just a mindless form like those other aliens. I have a mind of my own!"

Ben, "how? How do you have a separate mind from the watch?"

GhostFreak, "my consciousness was trapped inside the Omnitrix when my DNA was entered as the Ectonurite DNA sample for the transformation. But finally, I am free from this blasted device!"

Ben carefully steps back and asks, "what're you gonna do now?"

GhostGreak, "now that I am free, I; Zs'Skayr, have plans for you! I intend to possess your meek little form in order to gain control over the Omnitrix! With that, I can make myself whole again, as well as get revenge on you for being trapped inside that damned watch!"

Ben, "I didn't mean to trap you!"

Zs'Skayr, "I don't care! Someone will pay for my imprisonment!"

Zs'Skayr suddenly removes a layer of skin, revealing his true form. Tentacles bursting from their chest, their head looking like an upside down, gnarled and twisted skull, razor sharp claws with rusted chains on their wrists, and the stitches that held them being unraveled! The looked like a cross between a ghost, demon and rottng corpse!

Zs'Skayr, "prepare to meet the darkness, Ben Tennyson!"

Ben steps into the sunlight as Zs'Skayr approaches with his malicious intent, but as soon as a ray of sunshine hits their hand, it begins to burn it, making the spectral alien cower in pain back into the shadows!

Ben notices and says, "looks like someone needs sunblock!"

Ben runs off to find the others as Zs'Skayr shouts, "this isn't over, Tennyson!"

Zs'Skayr retreats into the shadows, in order to find a way to get around.

….

A few moments elsewhere, the spectral Zs'Skayr finds and possesses a Bancroft student solely playing a tuba.

Zs'Skayr, "hmm, I can't be destroyed by sunlight when I'm in a host body. Now, I just need muscle to do my bidding, and to get me the boy!"

Now in the student's body, he searches the grounds, and arrives at the Circus Freaks, who are holding up inside of a shed!

ThumbSkull, "what the?"

Acid Breath, "who the Hell are you?"

Zs'Skayr, "merely an employer, who wishes for your services in retrieving a common enemy."

The Circus Freaks laugh at the feeble looking student, but not after Zs'Skayr comes out of the student's body and reveals himself. Luckily, there's a large cluster of clouds above them.

They all step back as Zs'Skayr floats in front of the passed out student.

Zs'Skayr, "now, let's try this again. You will work for me!"

ThumbSkull, "I don't want to help you! You kicked our asses!"

But he gets possessed and thrown around for talking back to Zs'Skayr.

Acid Breath and Frightwig reconsider their decisions.

Acid Breath, "when do we start?"

Zs'Skayr gives an unbelievably creepy grin….

….

Meanwhile, Ben is back with the others, telling them about what happened!

Ben, "GhostFreak has escaped the watch. Now he wants it, and that means getting to me!"

Gwen, "are you absolutely sure? I mean, you've joked around with stuff like this before."

Ben, "I'm not joking. He's now falling himself Zs'Skayr."

Max, "I recognize that name. He was a notorious criminal. One of the worst the Plumbers defeated. But since his DNA was in the watch, now he's back!"

Hope, "well, how do we stop him?"

Ben, "Zs'Skayr couldn't go into the sun! That's his weakness!"

Max, "I have some Plumber gear that could help with that. Come on."

And with that, the team heads back to the RustBucket.

….

Later at night, Ben, Gwen, Hope and Max search the campus for any sign of Zs'Skayr. Since it was dark out, they would be more inclined to show themselves.

Ben notices some Bancroft students running away screaming!

Hope, "how much you wanna bet that's GhostFreak scaring them off?"

Ben, "I'm about to find out."

Ben quickly activates the watch and transforms into his Detrovite form for the first time!

They looked like Technorg, but with armor colored like Ben's shirt and green eyes. The Omnitrix sat on his right shoulder.

Detro growled, "playtime's over, freaks."

The Circus Freaks come out to fight, with a possessed Acid Breath leading them.

Zs'Skayr, "you! There's nowhere to run, boy!"

Zs'Skayr projects out of Acid Breath and tries to possess Detro, but he discovers that he cannot!

Zs'Skayr, "what?!"

Detro, "well what do ya know, you can't possess one of these guys, hmm?"

Max blasts Zs'Skayr with a gun that can shoot sunbeams at him, a Sun Gun, if you will? And so, the villain possesses ThumbSkull to escape from it!

Detro, "go ahead and play musical freaks all you want, I'll just kick their butts."

Thumbskull and Detro fight, trading blows over and over again with Acid Breath joining the fray. Detro has an advantage, given his alien strength.

But before he can attack, Hope uses her magic to form a magenta bubble around his head, making the breath blast right into his own face!

He falls to the ground as Hope says, "really, you oughta brush your teeth.

Detro easily defeats ThumbSkull, lifting him over his head and tossing him into nearby statue, as Zs'Skayr possesses Frightwig in order to keep the fight going.

Frightwig and Detro fight, her hair striking at him, but to no avail, as Detro grabs her hair and spins her around until he lets go, making her crash into Acid Breath as he tries to get up, knocking them both down and out.

With Zs'Skayr being once again defeated, he comes out of Frightwig's body and decides that he needs a new host: Gwen!

Detro sees the look and yells, "Gwen! Run!'

Gwen tries, but Zs'Skayr is too fast and possesses her, her eyes turning black with purple pupils as she turns to Detro, smiling evilly.

Zs'Skayr, "let's see you hurt your own flesh and blood!"

The possessed Gwen fights Detro, who cannot bring himself to fight back as he keeps hit. Gwen/Zs'Skayr keeps hitting and kicking him as Detro keeps blocking and dodging the attacks as best as he can!

Gwen then leaps onto a tall wall and Detro, Hope and Max follow her in hopes of getting Zs'Skayr out of her!

After they arrive, Detro reverts back into Ben, allowing himself to be possessed.

Ben, "oh, come on!"

Max, "Ben! Catch!"

Max tosses Ben the sun gun, and he points it at his possessed cousin.

Ben, "let her go!"

Zs'Skayr, "how about a deal? I let your little family go, and you allow me to possess you. If not, well, I'm sure your cousin would love to be a stain on the pavement…."

Ben glances between her gun and Zs'Skayr, time feeling like it was slower down. The Circus Freaks soon arrive at the standoff.

Everyone was waiting for Ben to make a coice.

Ben sighs and drops the weapon in defeat.

Ben, "fine. Just let them all go!"

Zs'Skayr flies out of Gwen, and Max quickly catches her as she nearly faints.

Zs'Skayr chuckled darkly, turns to the Circus Freaks and says, "kill them!"

Ben, "what?! You promised!"

Zs'Skayr, "I lied!"

Ben quickly dives for the sun gun as Zs'Skayr tries to attack him. Before he can possess him, the Omnitrix seems to sense that Ben is in danger, and quickly transforms him into GreyMatter!

GreyMatter, "what the-?!"

Zs'Skayr, "no! Give me your body, now!"

GreyMatter, "change of plans, creepazoid!"

GreyMatter manages to use the sun gun to shoot a bright light at the Circus Freaks, blinding them for a moment as he escapes into a building.

Zs'Skayr, "I'll go after Tennyson! You three get them!"

The Circus Freaks begin chasing Max, Gwen and Hope as they fun off.

While the Circus Freaks chase the others, Ben and Zs'Skayr continue their chase through the school!

….

ThumbSkull runs at Max with his fist drawn back to punch him! Max powers up a robotic gauntlet he brought with him, and as their fists meet, Max's robotic glove manages to break ThumbSkulls hand, making him scream in pain before Max punches him out cold!

Acid Breath approaches Gwen and says, "what're ya gonna do kid? You're outmanned!"

Gwen glares as her hands spark with magenta energy that she shoots at Acid Breath, knocking him back into a wall. As he tries to shoot his trademark breath at her, she uses her magic to bend metal over it, stopping him from doing so before she shoots electricity at him, knocking him out!

Frightwig attacks Hope, using her hair as whips while Hope manages to use her magic to form two magenta colored whips of her own. Their whips clash over and over again until Hope is able to knock FrightWig over to Gwen, who kicks her over to Max, and his punch is able to knock her out right next to her allies.

When the fight ends, the sunrise begins to approach.

….

GreyMatter continued to evade Zs'Skayr in the clock-tower, the ghost alien searching for his prey.

But with his usual bad luck in battles, he reverts back into Ben!

Ben, "no! No! No!"

Zs'Skayr floats before him as he backs away towards a covered window.

Zs'Skayr, "tell me Tennyson, do you have any last words before I take your body from you, as you did mine?"

Ben touches the curtains, and as he grabs onto them, he says, "yeah. Let there be light!"

But before he can get reached, Ben pulls down the curtains, exposing Zs'Skayr to sunlight, who burns up and dies in a fiery explosion of purple and black energy!

Ben sighs in relief as he watches the ash and dust fall to the ground.

Ben, "goodbye, GhostFreak…."

….

We later see the Circus Freaks getting arrested as the gang watches on.

Gwen, "well, I don't think I have a chance in heaven of getting into that school."

Ben, "well then, it's their loss. They would have been lucky to have you. You don't need it to prove that you're smart. I bet none of the students here would have been able to stop Zs'Skayr or those Circus Freaks. But you went toe to toe with those guys. You're too great for this school."

Gwen can only smile with some slight tears of joy as she hugs her cousin.

Gwen, "t-thank you Ben."

Ben, "hey, that's what I'm here for…. Dork."

Gwen, "heh, well, I still appreciate it…. Dweeb."

Gwen and Ben share one more hug before she and Max head back into the RV.

Hope stands next to Ben as she says, "that was really sweet of you to say all of that to Gwen."

Ben, "well, I meant every word. I'm just glad you're all safe from Zs'Skayr. I just hope we never see him again."

Hope smiles and says, "that's really sweet, Ben."

Hope blushes as she works up the courage to kiss Ben on the cheek before saying, "see you in the RustBucket", very fast.

She then runs off as Ben is left standing there for a moment, trying to process what the heck just happened….

….

Reviews:

OMNISENSE95: glad you found this chapter interesting. Next up is, or rather was, GhostFreaked Out

Monkey D. Conan: thanks. Glad you liked WildBolt. Maybe some Ultimates will resemble the fusions. Glad you're excited for more.

Guest: I am thinking of showing what happens after Omniverse….

Chronolocked: definitely.

Ushindi: glad you liked the chapter and the fusions I added in. 1. I'm mainly not a fan of how fusions were used in the reboot. I saw it as more of a gimmick than a storytelling tool. 2. Maybe. 3. I really like the concept and execution of the Nemetrix.

epantoja521: thanks.

Jinero: yeah, one of my favorite arcs too. And don't worry, Ben won't become a jerk in season 3 onwards. Due to having Hope and Lumi in his life, he'd stay grounded in order to set a good example for his daughter. Ben will object to hacking the watch, but Kevin talks him into it, and thus, Ben ends up feeling very guilty for Kevin getting mutated.

Alphamon Burstmode X: Hope will definitely be shocked to see the same species as Adwaitia. Ben will get Teraspin upon learning about the Andromeda Five story.

Omnicaster: pets? Um, I guess 2. Ship and eventually Kyber's dog.

Guest: I'm glad you liked the chapter. Yep, GhostFreaked Out and Back With a Vengance are the last 2 episodes of season 2. I'm glad you liked mt changes. Sadly, fusions won't get explored a lot in the future.

….

Happy late Halloween!

Another episode in the bag! I took some liberties with a few of the fight scenes, but that's the point, ain't it?

Up next is the Season 2 finale, and then we move onto Season 3!