Hi everyone. I deeply apologize for the long wait; I have a lot on my plate with work, school, as well as Cross Country, so it is very difficult for me to find time to update my stories. But I have managed to find time to update now; so here is Part 3 of Episode 3.

Part 3

There we're multiple screams heard from Amity Park's high school, Casper High as a multitude of students and faculty all panicked and ran out of the ghost-infested school as quickly as possible. After a large majority of the school was evacuated, four of our heroes have managed to land at the school.

Jetray put Tucker down on the ground and transformed into Ben right next to him; while Sam Tasma and the armored Illana landed beside them as well.

"The school's been evacuated." Sam informed. "So we don't have to worry about anyone really getting in the way."

"Alright then, Illana, how many bad guys we got?" Ben asked.

"My scans show there are at least thirty ecto-readings throughout the entire school." Illana relayed throughout her armor.

"How's you're armor able to do that?" Tucker asked.

"Danny had me scan his ecto-energy in case we dealt with any ghost-related threats." Illana replied.

"You scanned Danny?" Sam questioned.

"He said it was okay, his idea." Ben answered.

"Alright then. I've got a plan." Sam began. "Illana, you and I will take the back entrance from the gym; while Tucker and Ben take the front entrance and we clear out the school before meeting again in the middle."

"That sounds like a plan." Illana figured.

"Good luck ladies." Tucker told them as Sam and Illana took to the skies and flew over the building.

"Come on guy, we got a school to clean." Ben told Tucker as the two ran towards the front entrance.

Sam kicked the door open in dramatic fashion as she and Illana saw at least fifteen ghosts tearing apart the bleachers, basketball hoops, and other equipment.

"Looks like we got our work cut out for us, huh?" Illana guessed.

"That's what makes it fun." Sam replied with a smirk before forming a scimitar out of ecto-energy and flying forward.

The ghosts first noticed Sam's presence when she sliced a large one down the middle with her ecto-blade. She then flew forward again and as her feet surged with ecto-energy and chain-saw like blades made from the same energy formed at her feet as she cut down three more ghosts in one sweeping kick. Three ghosts jumped down from the ceiling beams, quite angry and looking for vengeance.

These three didn't get too far as they we're all hit by a blue laser beam from the forehead of Illana's Corus armor as she flew high in the gym. Five ghosts all flew up towards her but she activated her electric shield, which surrounded her armor as the ghosts impacted it and we're shocked quite a bit; letting Illana slam her shoulder down on the middle two, flying straight down and smashing the two into the gymnasium floor.

As three of the five ghosts flew down towards Illana, they we're all caught in an ecto-lasso courtesy of Sam as she hovered in the air; with a heave she pulled the lasso hard and sent all three ghosts ensnared in it crashing out a window and flying to parts unknown.

Two of the remaining ghosts flew towards Sam and Illana in the air; but we're greeted with another laser from Illana and an out-stretching Ecto-fist from Sam; blasting both ghosts back. The two girls hovered down to the final ghost who snarled at them. Sam and Illana both looked to each other and nodded, Sam having a smirk on her face, as well as Illana's under her armor, before they both pulled their fists back and slammed them into the ghost, finishing it.

"That all of them?" Illana questioned.

"That was about half the ghosts in the school; I'm sure Tucker and that Ben-guy can handle the rest." Sam guessed.

"That's good." Illana replied as she deactivated her armor. "Those are some cool powers you got, and some nice moves to. I can see why Danny likes you so much."

Sam smiled and had a slight blush at the mention of his name. "Yeah, I'm lucky to have someone like him. So, Illana right?"

"Yeah."

"You got a boyfriend? You're certainly cute enough to have at least one."

"Me?" Illana questioned with red cheeks. "Well no… No, no… I don't have one… yet per say; I mean there is this one…." She rubbed the back of her neck. "but we're not dating we're just friends and…"

Sam held up her hand with a knowing smile. "It's cool, I get it; you got a crush, but you're not sure if he notices you. I've been through the same thing."

Illana gave a slight chuckle. "Can we talk about this, after the job is done?"

"Sure thing." Sam replied with a smile. "Wonder how the boys are doing?"

Ben and Tucker opened the main door into the school, and into the hallway where fourteen ghosts at least we're tearing apart the lockers, books, and other related school supplies.

"You know, if I saw this kind of thing when I was ten years old, I'd probably jus tlet it all happen." Ben observed.

"Sucky elementary school days?" Tucker guessed.

"Pretty much." Ben replied. "So, you fight?"

"Eh…" Tucker replied nervously. "I'm more of a techy-off-to-the-side kind of guy. You go ahead, tear this place up."

"Alright." Ben replied before activating the Omnitrix and transforming into Shocksquatch. Tucker watched in astonishment at this transformation.

Shocksquatch placed his right fist in his left palm as electric sparks came from contact and his fur surged a bit. "Aw yeah, it's smack-down time!" Shocksquatch placed his hands onto the lockers on the sides of the wall and sent a large yellow electric surge all along the metal lockers in the hallway. This electrocuted all the ghosts that we're touching the lockers; five we're already out of commission. The remaining nine saw Shocksquatch and glared before flying straight for him.

Shocksquatch charged forward on all fours, while charging up electricity into his fists and pulling his right fist back and sending an electrified punch right into the front-most ghost and sending him flying back to the far end of the hall. Shocksquatch jumped onto the ceiling to avoid the claws and teeth of four ghosts before dropping down on top of them in the form of an electrified body slam; knocking them out with both impact and electricity.

He saw the remaining four and grabbed one of them before jumping back. As they flew towards him, Shocksquatch charged his hand, and the ghost in it, with electricity before reeling back.

"Fire in the hole!" Shocksquatch shouted before tossing the ghost straight at the remaining three, before it exploded in the form of an electric-grenade; knocking the last of the ghosts out of commission.

There was a green flash from Shocksquatch before turning back into Ben. "And that is how it's done."

"Dude! That was awesome!" Tucker exclaimed before running up towards Ben. "Out of ten, I'd give that an eleven!"

"Thanks, I pay to exceed expectations." Ben replied almost smugly.

"So how do you do that? How do you change like that, because I've seen you turn into three different things already." Tucker asked.

Ben then showed his watch. "With this, it's called the Omnitrix, it lets me transform into multiple aliens from the DNA encoded into it."

"Whoa." Tucker breathed after taking a closer look at the watch. "Alien technology… what I wouldn't give to see more of that."

"Not many aliens in you're world, huh?" Ben guessed.

"Not really; all mostly ghosts." Tucker answered.

"Well I…" Ben couldn't finish his sentence as he saw something that made him look quite confused. "Uh… does meat usually do that?"

Tucker turned around to what Ben was seeing and he saw a long line of multiple meats; ranging from pork, steak, sausage, ham, turkey, and other known meats, all glowing with energy, hovering through the air and straight down the hall.

While Ben was quite confused at this, Tucker sighed. "Oh boy."

"What?"

"We should get to the cafeteria."

Gymnasium

Illana and Sam both saw a similar sight of hovering meats, all flying more into the doors and straight to the cafeteria.

"Okay, I've seen plenty of weird stuff, but that is the weirdest." Illana remarked.

Sam face-palmed. "Not her again."

"Her?" Illana questioned with a raised eyebrow.

"I know who our last ghost is, come on." Sam and Illana then ran out the door, following the flying meats.

Cafeteria

Ben and Tucker came in from the south door, while Illana and Sam came in through the north before the two met up.

"You guys saw the flying meat to?" Ben asked.

"Yep." Illana confirmed. "What's doing this?"

"Her." Sam pointed to the center of the cafeteria where there we're multiple rings of flying meet all circling around a specific ghost that Tucker and Sam all knew to well.

"Is that a… lunch lady?" Ben asked, quite confused.

"Yeah, the Lunch Lady." Sam replied.

The Lunch Lady noticed the presence of the four young heroes. "Oh hello children." She greeted in a sweetly voice. "Its lunch time, but I don't see anyone here, where did everyone all go?"

"Uh… they ran away?" Illana guessed, not sure how to respond.

"They what?!" The Lunch Lady yelled with anger in her voice and eyes. "I've literally worked to death making food for all you ingrates and this is the thanks I get?!" She exploded in a furry of Ecto Energy.

Sam formed a Viking-shield of Ecto-enegry and stood in front of Ben while Illana activated her armor and flew in front of Tucker, activating her electric-shield. Both shields took the brunt of the impact, saving the four youths from flying.

"You should a safe distance." Illana advised Tucker.

"No argument here." Tucker quickly replied before taking cover behind a broken lunch table.

"This ghost bi-polar or something?!" Ben questioned to Sam on her changing mooods.

"I don't know, and I don't want to." Sam replied. "So are we gonna take her down or what?"

Ben took a stance and slammed on his Omnitrix, a green glow enveloped his body before he transformed into Swampfire. "I prefer my steaks fried."

The Lunch Lady scowled before all the meat rings around her condensed onto her. It formed a glob of meats all over her, which grew in size and took the form of her meat-behemoth battle armor, which roared at the group.

In direct response Swampfire shot a stream of fire, while Illana responded with her chest laser; both impacted the Lunch Lady's meat body; causing her to roar in pain before shooting multiple meat-fists from her body at Swampfire and Illana; which grabbed the two and pinned them to the far wall.

"Ugh this is so gross!" Illana cringed in disgust.

"You're grossed out?!" Swampfire questioned. "You've got armor on."

The Lunch Lady gave a triumphant laugh, but her laugh was cut short as Sam plunged an ecto-spear into her chest, which spiked out from the other side.

"You didn't forget about me, did you?" Sam cracked to the Lunch Lady before he green eyes turned a bright orange and her ecto-spear was engulfed in orange-ecto flames. The fire caused the Lunch Lady to screech in pain even more, and even further as Sam sliced with the spear to the left, cutting the body in half; but the meat reformed, and it appeared nothing had changed.

Swampfire used fire blasts to break out of his restraints, while Illana activated her electric-shield again, resulting in the same effect. They both ran forward as Swampfire threw a series of seeds in the ground around the meat behemoth; once they made contact, the seeds grew into a multitude of vines, which ensnared the giant meat creature.

"Quick, while she's subdued!" Swampfire exclaimed before blasting a torrent of fire from his hands right at the Lunch Lady

Illana flew up and around the large meat creature and fired her energy beam from her armor's forehead around the meat behemoth's neck area; Sam responded by forming flaming ecto-brass-knuckles in both her hands and flew straight at the Lunch Lady and began punching away at the meat body.

Tucker saw the three ponding the meat body away; all mostly with heat-based attacks. One steak that broke off from her body fell in front of him, it was flaming for a second before it went out.

"This is so wrong." Tucker said before taking out a fork and knife, he cut up a piece before putting it in his mouth. "But I dig it!" He felt it around for a minute. "Hmmm, nice and rare."

Swampfire saw what Tucker was doing. "You're not seriously eating…?!" His eyes widened before he got a smirk, hinting of an idea.

The Lunch Lady roared in furry, having enough of this. After an enormous explosion of ecto-energy; Sam, Illana, and Swampfire we're both knocked back. "I've had enough!" She yelled in rage before taking out a slice of cake. "Cake?" She asked in a sweetly voice.

Illana looked quite confused. "Uh…?"

"No matter what you say, she'll still try to kill you. Just don't answer it" Sam told her bluntly.

"I got a better idea!" Swampfire exclaimed before slamming the Omnitrix symbol on his chest and transforming into a much shorter alien, Upchuck.

"Hey Lunch Lady!" Upchuck exclaimed, getting the ghost's attention. "It's chow time!"

"You bet it is, you little runt!" She exclaimed in anger before throwing her left fist at Upchuck, who stood his ground. He opened his mouth as a few tentacles came out and ensnared the left meat fist before tearing it off the meat body, much to the Lunch Lady's shock, and pulling it into his mouth. He burped right after.

Sam and Tucker just looked with wide eyes.

"Did he just….?" Sam questioned.

"Yeah, that's Upchuck." Illana replied. "And his power is to literally eat anything."

"I wish I had that power." Tucker stated, being quite amused.

Upchuck then jumped straight upwards and right into the Lunch Lady's meat-body's mouth and into her meat-body. "Wait… what are…?" The Lunch Lady stuttered before she clutched her stomach.

She felt her body shrinking as her meat armor was losing mass. "No… You can't… do this!" She yelled as her body shrank more and more. "NO… NOOOOO!" The Lunch Lady shrieked in terror as every bit of her was swallowed up into Upchuck's enormous mouth.

"Aw yeah!" Upchuck exclaimed, rubbing his mouth. "Top of the food-chain baby!"

"That's… just wrong." Sam stated.

"Agreed." Illana replied.

"Did you eat her meat body? And her ghost self?" Tucker questioned.

"Yeah I…" Upchuck felt his tummy. "But that ghost stuff…" his stomach gurgled. "Is giving me some… indigestion." His cheeks puffed before he literally puked out the Lunch Lady, without her meat armor.

She flew right into a pile of broken tables and crashed. She was completely dazed. "Now remember… you're a growing boy." She said lightly with floating chicken-legs around her head before falling unconscious.

Upchuck caught his breath a bit before he transformed back into Ben. He whipped his mouth. "Never doing that again."

"Uh dude, you okay?" Tucker asked as they all slowly walked up to him.

"Get me a smoothie to wash this taste out of my mouth, and I'll be all good." Ben replied.

Sam walked up to the fallen Lunch Lady before pulling out a Fenton Thermos. "Okay… grossness aside…" She began before sucking up the Lunch Lady. "You guys fight pretty well."

"Thanks, you're not so bad yourself." Illana replied as she deactivated her armor. She opened up her comns. "Danny, it's Illana; we just cleared out the school."

"Good." Danny replied on the other line. "Rex and the others checked in, and Axiom Labs is clear. Kim and I should have the park finished up soon; meet us there when you can."

"Got it." Illana replied before turning off the comn and turning to the rest of the group. "Looks like we're all set here."

"Then lets meet up with the others." Ben replied. "Right before I wash my mouth out that is."

Illana giggled, Sam rolled her eyes with an amused grin, while Tucker took out a few breath mints and handed them to Ben.

Done. Again, sorry for the wait on the update, but I rarely have time these days for pleasures like fanfiction. Though with my cross country season ending, I may have more time to update my stories. So once again, thank you for your patience. I'll see you again soon.