When Gwen returned from breakfast she picked up her mobile. Her mobile read "1 message received". She opened the message which was from Kevin and it read "Meet me at Mr. Smoothy's at 10:30. Smoothies are on me."

"No…"

"What are you going to do?"

Gwen looked up from her mobile to see her anodite floating in front of her with concerned eyes.

"I can't go. I'll just say I'm sick. That I've been throwing up."

"Do you really think that will work?"

"It's not like things could get any worse."

Gwen opened a message on her phone and wrote; "Sorry Kev I've been really sick. I won't be able to make it." She sent the message hoping Kevin would buy the lie. Gwen placed her mobile on her desk, walked over to her bed, sat down on her bed and put her head into her hands.

"I can't keep lying to everyone…"

"No you can't."

As Kevin drove into the Mr. Smoothy's he could see Ben sitting at their usual table. He parked his car, hopped out and headed over to Ben.

He pulled out his mobile and saw he had received a message from Gwen. He smiled but it disappeared when he read her message. By the time he read the message again for the fifth time he had reached Ben and sat down at the table.

"Hey where's Gwen?"

"Gwen's been sick. She can't make it." Kevin said while his eyes were to his mobile.

"That's weird. Gwen never gets sick. Maybe she's exhausted from last night which looks like it worked."

Kevin put his phone back into his pocket and pulled out his wallet. He handed Ben a $10 dollar note.

"Don't go crazy on smoothies. Gwen will kill me if you do."

"No promises Kevy."

Kevin groaned as he watched his teammate sprint from his spot over to the counter to order some awful fruit drink. Kevin's thought then turned to Gwen. He was sure she would get better soon but how could he ask her to be his girlfriend if she wasn't feeling her best. That's what he wanted to give her. The relationship they both wanted; needed; yearned for. But it would have to wait until Gwen was up for it he didn't want to push her. Ben came running back with two smoothies. He passed one over to Kevin.

"They have a new flavour; lemon & lime with a twist of strawberry!"

Kevin pulled a face when he started sipping the fruit drink and decided that it wasn't his drink. He watched Ben gulp down his smoothie in a matter of seconds. He then spied Kevin's smoothie.

"Aren't you going to drink that?"

"Nope it's all yours. The next time you order get me a soda."

"Ok. It's not my fault Gwen's sick you know."

"I never said that it was."

"But you're bummed because she's not here. Come on man Gwen will be back sooner than you think."

"Or never again." A female voice butted in.

The boys turned to see Charmcaster jump out of a portal.

"Charmcaster?" they said in confusion

"Where's your girlfriend Kevin? At home being a monster?" she said starting to laugh

Kevin was getting really aggravated by this girl. Gwen was no monster if anything she was more like a princess with powers.

"I'll show you who's a monster Charmcaster." Kevin yelled. He slammed his arm onto the table and covered himself in a coat of metal.

"I see the spell worked."

"Kevin, keep her busy. I'll get Gwen." Ben said as he ran behind the building ringing Gwen's number.

Gwen heard her mobile ringing. She got up off her bed and picked it up. Ben was calling her. Putting on the sickest voice she could she answered her mobile.

"Hello?"

"Gwen. We need you at Mr. Smoothies. Charmcaster's back and she it looks like she wants to destroy you."

Gwen took this in. Her dream was starting to become real. She knew what she had to do.

"I'll be there soon Ben"

She hung up the mobile and placed it on her desk again. She then went to her mirror and took off her I.D. Mask.

"I'd rather they saw me coming like this rather than have that witch blast my face."

She was still wearing the locket around her neck. She held in her hand for moment, headed towards her window and opened it. She climbed down to the ground and ran towards Mr. Smoothies.

Ben put his mobile back into his pocket, dialed the Omnitrix and slammed it down. He transformed into Echo Echo. He duplicated himself and ran back to the battle. Charmcaster was throwing small energy balls at Kevin; who was hiding behind a table.

"What. Are. You. Waiting. For? Attack. Her."

"No. She's still weak from our last battle. If we let her drain herself of her own power. It'll be easier to take her down."

"Or. Not."

The Echo Echo's took in a deep breath, turned towards Charmcaster and sent surge of sound waves towards her.

"Ben no!"

Charmcaster was knocked back by the waves but then she started to absorb them. With each breath the Echo Echo's took they sent more powerful sound waves until finally Charmcaster absorbed enough power.

Creating two balls of energy in her hands Charmcaster threw one at the group Echo Echo's and one at Kevin. Half of the table was taken off by the ball Charmcaster threw at Kevin while the Echo Echo's were taken aback by the blast from the energy ball. The Omnitrix timed out turning Echo Echo back into Ben.

"Thanks for the recharge Ben." Charmcaster said with an evil grin plastered onto her face. She was unaware that Gwen was on top of the Mr. Smoothy's building watching the battle between her arch-enemy & her team mates.

"Now I'm going to destroy you both. Pity Gwen didn't show up. She might have been able to save you both."

Charmcaster started to gather up all her energy but at that moment Gwen raised both her hands and started shooting crystal rocks at Charmcaster.

The crystals hit Charmcaster exploding on impact as she retreated to the back of a van. While Ben & Kevin were in complete amazement while they watched Charmcaster retreat. They had no idea what had just happened.

"Tennyson…" Kevin began to question

"It wasn't me. I'm not even in Diamondhead's form so it couldn't have been me."

Gwen jumped down from the roof and landed in front of the boy's.

"It wasn't Ben… it was me."

"Gwen?" Ben asked as he looked at his cousin's new appearance.

Kevin just stared in shock. He couldn't believe it. She had given him back his skin; his life but she had to bear his curse in return. He didn't want that for her. Not ever would he want Gwen to suffer for any of his mistakes.

Charmcaster peered from the van she hiding behind to see Gwen in front of her other team mates. She knew how she would win this fight. All she had to do was trick Gwen into using her magic.

"Now the fun can really begin. This time I'm going to steal everything you have Gwen." Charmcaster stated as she generated two energy balls in her hands and walked towards Gwen.

"You're not going to win this time." Gwen told her enemy as she turned around to face her.

Charmcaster threw her energy balls at Gwen; Gwen created one large crystal to avoid the attack she then started to create a path from the crystal and began skating on it to avoid her enemy's attacks. Ben & Kevin could watch completely dumbfounded by Gwen's "new power".

"I didn't even know you could that." Ben said impressed by Gwen's crystal path.

"Why'd she do it Ben? Why'd she turn herself into a…"

"I don't know Kevin but we need to help her. Right now Gwen needs you to be focused on helping her defeat Charmcaster."

Kevin looked at Ben then to Gwen who was skating in a circle around Charmcaster. Ben was right. He would have to worry about his feelings later and help Gwen now before it was too late. As Gwen skated around Charmcaster she could see the witch getting extremely annoyed.

"Enough." The witch screamed as she gathered energy to create a huge wave that destroyed Gwen's crystal & crystal path. Gwen was thrown back by the wave.

"Gwen!" Kevin yelled. He started to run in the direction he assumed she would land in.

Gwen's locket snapped off her neck and landed in front of Charmcaster. Hoping she could create something to land herself in Gwen was surprised when Kevin caught her in mid-air and landed safely on the ground.

"Are you okay?"

"Yeah thanks for the catch." Gwen said smiling at him. She then went to touch her locket but felt that it wasn't on her. She panicked.

"Kevin it's gone!"

"What's gone?"

"My, my, my what have I got here?"

Gwen, Ben & Kevin looked at Charmcaster as she held a gold chain in her hand with a locket hanging from it; Gwen's locket. Gwen's eyes peeled back in fear.

"Aww a golden locket from Kevin. How cliché. And what's inside of this locket. Oh a photo of the happy couple. To bad that this cheap piece of jewelry is nothing more than a wasted, meaningless worthless memory."

Charmcaster's hand began to glow pink. Then in the blink of an eye she destroyed the locket in front of them. She opened her hand and let the dust from the destroyed locket blow in the wind.

Gwen closed her eyes and let her anger get to her. She opened her eyes which were glowing a powerful pink colour.

"You're going to pay for that." Gwen said in a strange but alien voice.