Disclaimer: I don't own Kid Vs Kat and Ben 10.

Me: Hello everyone and welcome to another chapter of Kid Vs Kat meet Ben 10. Sorry for taking so long to update, I've been busy with updating my other popular stories and had writer's block. As an apology for taking long, this chapter is one of the longest I've written in this story. I won't abandon the story and I can assure you this story will end this year. Now to the chapter.

Chapter 21: The Invasion Pt 2

After the battle with the army of the Kat Nebula army, peace came over the town. Though some of part of the army had retreated during the fight, but Coop wasn't worried about it. The only remainder of the invasion was the large trail of destruction that was done to most part of the town. Everyone knew that they've won the battle, but not the war. Eventually, the army will return and this time they'll be stronger.

After the battle, Millie and the agents of area 102 flew back to earth. No sooner they got there, Coop and Burt rushed Millie into a tight hug.

"Dad…Coop…can't breathe." Millie gasped for air. Her brother and father realized her face turning blue and let go of her. Millie took the opportuanity to take some breathing exercises.

"Sorry about that." Coop chuckled nervously, "It's just that I miss you."

Millie's eyes flew wide, "You miss me? I thought you'll never want to see me again, with almost killing you and dad."

"We never did." Burt said, going down to her level and placing his hand on her shoulder. He looked into her eyes and continued, "We only felt bad that we never understood your pain when Kat left."

"By the way, where is he?" Dennis asked, walking to them.

Coop remembered his last contact with the Kat, "I think he's in trouble. Kat and I lost connection a while ago, I think he's in trouble."

"We have to save him." Millie said boldly and ran out of the group. Burt called out to his daughter, but she didn't listen. Her hand spouted her mechanical wings and she flew off to the sky.

A long silence took place as Millie left. No one said a word as they stared at her fly through the sky, heading back home.

"Wow! She's fast." Lorne shouted, interrupting the silence.

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"I-i-I don't believe you…" Kat shuttered in shock. His life has been complicated enough. When he was born he was told his parents were some of the best agents on his home planet. He couldn't remember what they looked like cause he was too young. However, when he turned three(by human years) he was told that they died in a battle against a group of alien chameleons. But here they were, standing before him well and alive

"We're sorry for not telling you about our disappearance, but we needed to." Kim said softly to her son.

"The Commander requested that we fake our death so you will be able to join his force and not have anything holding you down." Ken added.

Hearing the information, Kat grew angry as his claws sharpened out, "And you believe him! You didn't know what's like thinking that your parents are dead! Did you, of course not! Did you think I wanted to join commander's force because you were dead, NO OF COURSE NOT! I did it because I wanted to live to your expectations but now that I know…." At this point he calmed down and casted a frown, "I never want to see you again and I no longer want to be part of commander's tyranny."

"We can't have that." Ken stepped forward and brought out a remote. Before Kat could react, he pressed the big and only button on it, pointing it directly at his son.

Kat felt himself stiff and couldn't move, "What did you do?"

"We're trying to reason with you." Kim replied, "The humans have used you, manipulated you and I won't let that stand. You'll be coming with us."

Soon, they began advancing towards Kat. He tried fighting the bond on him, but could barely move a finger. His parents were close when suddenly the sound of a crash took their attention.

"LEAVE MR. KAT ALONE!" Millie stood a few feet away, a hole in the ceiling.

"Mr. what?" Kim was confused, knowing the name was to her son. Millie summoned cannons replaced her arms and fired a net at her. It captured her before she could escape and knocked her to the ground.

Ken hissed, watching his wife trapped in a net. He looked back at Millie and saw another net heading his way. However, he swiftly dodged it and began running towards her. Millie stood her ground and continued firing nets at him, but he was quick. Ken was quickly, agile and fast that he avoid being captured. He then made a leapt towards her and knocked her to the ground.

"You're going to pay, human." He yelled angrily and brought out his sharp claw to strike her.

Millie smirked, "That's where you're wrong…." Her eyes suddenly shine brightly red and she fired. It hit Ken hard and sent him flying a few meters away. Millie got up the ground and dusted herself while looking back at Ken, "I'm not a human, I'm Mighty M."

She ran to Kat's aid, "Are you ok, Mr. Kat?"

"Yeah, I am." Kat sighed in relief and a smile formed on his face, "It's really good to see you Millie and nice hero name."

"Thanks." She smiled, "You should really be thanking a triangle head kid and his step brother for the name." She paused for a moment and began scanning Kat. She looked for any weakness she could find and found it, "This might hurt a little." She told Kat before throwing a punch to his stomach. Kat gagged in pain as he was sent flying against a wall.

"Ow…that hurts." He groaned, holding his stomach and getting up.

"I'm so sorry." Millie ran to him with an apology look, "It was either that or I electrocuted you."

"I'm glad you didn't do the latter."

Millie helped him to his feet.

"GET YOUR HANDS OFF HIM!" Kim yelled, glaring angrily at him. She had freed herself off the net and now stood ready for another round.

"You want to go again?" Millie smirked, getting into a fighting stance, "I got a lot more I'm willing to try."

Kim was about ready to fight when she felt a hand on her shoulder. She looked behind her and sigh sadly as she looked to her husband's face. She then turned back to Millie, "This is over, human. We'll be back." She said and pressed a button on her wrist band. She and her husband faded away until they were gone.

"Do you think they left?" Kat asked. He used his enhanced vision to see any heat signature, but found nothing.

"I don't know." Millie replied, "But let's go now."

"Just let me get some things." Kat said and walked away to a vault.

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Coop sat the stairs of city hall. After Millie left, he had talked with Agent Napolitan about any intelligence they knew about the first strike of the alien invasion. Coop, Dennis and Fiona were surprise to find out that Area 102 was actually a smaller branch of Area 51. The agents, though by accident had confirmed the place was real and that they superior knew about the alien invasion since the first day.

Coop further got contact with their superior who was also the Magister and Commander of an organization called Alien Investigation Officers, otherwise called AIO. She was called Madam/ Magister Black, mostly because she wore a black pants, black trench coat and black sunglasses. She later had arrived and was very impressed to finally meeting. She also revealed to the trio kids that she knew everything about them, including their first encounter with Kat.

They were furious about the discovery, but mostly Coop was. He was mad that her government organization knew about the pain she was going through but did nothing about it. It took some time for his friends to calm down and continue discussion on the alien invasion. Magister Black then revealed that the main fleets were hiding behind the moon and probably preparing for a bigger strike.

From there it was settled on their next plan. She then left them to make a few calls from her government superiors. By this time, most citizens of the town had begun leaving the Boostville. Coop couldn't blame him, considering they'll be putting their lives in danger if they stayed. He was mostly pleased when he saw Phoebe being forced to follow her dad despite her protest.

Along with the evacuation, Lorne and Harley were forced by their mom to leave. As much as Coop hate to admit it, the two boys were very useful….when it came to destroying things, other than that their ticking time bomb. Old Lady Munson stayed behind voluntary, wanting to stay at her home town and defend it. Any agent or military personnel that tried to force her got a one way trip to the hospital.

Coop was brought out his thoughts when he noticed his sister and Kat land close to him. He got off his seat and ran to them.

"What happened to you guys?" He asked.

"My base was attacked." Kat answered.

"By who?"

Both Millie and Kat glanced at each other, unsure of their answer. They weren't sure if Coop should know about his parents and even if they told him it will only bring more questions.

"Just some special agents from my home planet." Kat answered, making sure Coop didn't suspect a thing. It seems to work as Coop shrugged his shoulder, deciding to drop it.

"So what now?" Millie asked.

"Simple…." Magister Black walked towards them, "We take the fight to them."

"So we're going to space." Coop smiled, "AWESOME!"

"There's no 'you'." She said strictly, "A few selected individuals and my men will engage them, you'll stay here in case any invaders manages to get through us. And besides we don't want law suits."

Burt walked in, "She's right, Coop. I'm also volunteering so you don't have to."

"But, dad…"

"No buts', Coop. You and your friends are staying here." Burt told him strictly.

"Sorry to intrude, Mr. Burtonbugur." Dennis said, "But do you even have the experience to fly a space jet?"

"Well um…." Burt was unsure to answer. He never thought about it and only thought of his son's safety. Honestly, the reason he didn't want Coop was because he also felt guilty. A few months ago, his son has been fighting an evil alien cat and he didn't believe him. Instead he put him up with punishment, but he really deserved praise. That was why Burt was doing it, because he wanted to keep Coop safe.

"Don't worry, Burt. I'll be sure to build a small ship that has all the controls of a car." Kat said.

Magister Black glared at him, "How am I sure you won't turn your back on us? You could be a doubt agent all this time."

"Just trust him, ma'am." Coop stepped in for Kat, "I'll hold all responsibility for his actions."

Magister Black looked at Coop skeptical. She seemed unsure of Coop's action, but decided to drop it, "Very well, nephew." She smiled and walked away.

"Nephew?" The kids said in unison. With confused looks they turned to Burt for answers.

Burt gave a sheepish smile, scratching the back of his head, "Yeah, she's my sister and that means she's your aunt." He then sighed deeply, "I'll explain later, but right now we have a world to save."

Though they were curious about their aunt, they nodded in agreement and decided to drop the case until everything was alright.

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Hundreds of space jets were lined in rows, ready to take off on the major streets of Boostville. Pilots of AOI began entering the flying machines and prepared their engines. Among these ships, Burt entered his own flying machine, dressed in a black jump suit. It was the combination of a flying saucer made up of special metal and car parts. Inside the ship, it looked like the average modern car, except for a small screen, a few buttons and small levers.

Coop stood at a safe distance with his friends, Fiona and Dennis. Millie was efficient and trained enough to fight the aliens, with herself being a Cyborg/mutant. She had told some minor information of her recent change back to good. During her absence, she had landed in the town of Dansville where she met two fantastic boys who helped her to the road of good. The experience she had with the boys was a great adventure, even if it was only two days.

Old lady Munson was also allowed, mostly because everyone feared her. She also had experience as a jet pilot during her younger days that allowed her to learn quickly of the modern space jet.

Burt looked out from the window and waved to his son with a smile. He saw him wave back, though Coop was actually frowning. He sighed deeply to himself, unsure of his decision to fight aliens in space. He could have evacuated with his son and daughter, but he didn't want to look like a coward.

The small screen in the car came on and on it was Magister Black, "Are you sure about this, Burt? I can still withdraw you out of this."

"Don't, Jenny." He sighed and then gave a fake smile, "Besides how bad can it be?"

"Well there's the chance that you can be shut down, suffocate due to lack of oxygen…." She stopped when she saw his scared look, "You were being rhetorical, weren't you? Well…good luck." She signed off and the screen went blank.

Burt let out another sigh and started the engine, knowing full well of his action.

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One by one the jets flew off the ground and began heading to space. Kat followed as well, in a small jet that he was able to build thanks to Madam Black's generosity. He watched as the other jets flew off including Burt's flying object and Millie taking off. Due to her enhanced ability, it made her space worthy, even in her normal form.

Kat started his jet and soon off the ground. He followed the field of jets heading out to space. Already he could feel them breaking through the earth's magnetic field and then came upon the void of space.

The screen in his jet came on and on it was Burt at one side and Millie at the other.

"Wow, so this is space." Burt awed.

"Yeah, just have your shields up or you'll explode." Kat snickered.

Burt gulped at the thoughts and said nothing.

"Are you sure you can handle this, Mr. Kat?" Mille asked, concerned for her pet and best friend's safety.

"I've been through worse." Kat smiled. Millie gave a warming smile and signed off and so did Burt.

The massive line of jets began proceeding to the side of the moon.

"Prepare everyone." Magister Black informed everyone from her jet. Unlike the others, her jet was big and was driven by two specialized agents of AOI. She sat on a higher chair, being the commander of the attack, "We're about to engage the enemy people."

Everyone was ready, though scared for their lives. Agent Napolitan and his two fellow agents began to shatter their teeth in fear, Old Lady Munson let out a growled as she gritted her teeth, Burt tried to hide his fear, Millie smirked and Kat put up a determined face. The rest of soldiers were calm and confident, having been trained to fight.

It wasn't long until they came to met the large fleet of Kat Nebula. Each of the larger fleets opened up for small space ships and began to attack.

"ATTACK!" Magister Black shouted.

As ordered, everyone charged straight at the upcoming fleets. It soon became a mega battle between the humans and the alien cats. Some many ships from both sides were shot down as each side tried to infiltrate through the others.

Millie handled herself fine, dodging lasers and firing back at them. She was too fast for any attack to hit and was able to counter act them. Kat began firing at his fellow people, though careful not to kill them. Even if he was against his people, he didn't wish to cause them death.

Burt on the other was having trouble fighting back. He wasn't trained like the others; in fact he was the least trained. He was already regretting ever coming to space. His sister had warned him to stay back, but he didn't listen. Now he was going to die. The Kat Nebula ships gathered around him and were firing at him. The shield that kept him safe was beginning to break and Burt could swear he heard some of the cats laughing at him. As scared as he was, he curled himself in a ball form and his body began shaking out of fear.

The shield was about to crumble when Millie flew through them, causing them to explode. She shot down any of them that tried getting close to her father before turning back to him.

"You can stop cowering, dad." She said as she flew to his window.

Burt stopped his cowering and unwrapped himself from his ball form. He gave a sheepish smile when he looked straight to his daughter's face, "Sorry about that, Millie."

"Maybe it's best if I help you out." She flew to the engine and pressed her palm on it. A glow came from her hand and died down. She then flew back to the window, "All done."

"What do you mean?" Burt asked. He got his answer when his ship automatically shot an upcoming ship heading his way, "WOW! Thanks Millie."

"You're welcome." She giggled and flew off.

Burt gripped the steering wheel and smirked, "It's payback time!" He smirked and flew off to a squadron of Kat Nebula ships.

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Kat maneuvered his way through Kat Nebula ships, blasting when he needed to and avoiding blasts. His main concern weren't taking the small fleet down, but the main one holding everything. According to his knowledge of his people, he knew where his commander will be in the biggest main command ship in the large fleet. Indeed, he found it and began flying towards it.

"What are you doing?!" The screen came on and revealed Magister Black, "I knew you couldn't be trusted."

"Look, I'm just…."

"…heading to take own the big purple freak." A familiar voice said from behind him. Kat jumped in shock as he came to see Coop, Dennis and Fiona.

"What are you guys doing here?"

"Helping you." Coop answered, "You didn't think you'll get rid of us that easily, Kat."

On the screen, it divided into half and revealed Burt.

"Coop, what are you doing here? Get out of there!"

"No." Coop nodded his head, "We're going to do this, even if it kills us." Coop said and pressed a button, ending the transmission.

Kat smiled at him, "You really are a stubborn human."

"It's a gift and a curse." Coop shrugged. He took a seat of the passenger's seat and strapped himself. Fiona and Dennis sat on the back seats and strapped themselves for safety, "Let's do this." Coop smirked.

Kat nodded and pushed the gear to increase speed. The jet narrowly dodged a few fleets, but took some hits. However that wasn't their main concern. With much damage, Kat controlled the jet for a direct dive at the lower part of the ship

"NNNNNNOOOOO!" Burt, Millie and Magister Black cried out as they watched. The jet soon made contact with the lower part of the ship and exploded.

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Me: Cliffhanger! Yes, I ended there for now. Don't worry about them. They aren't dead and you'll find out why. The next chapter, Ben will return and it will be revealed about his intention which is pretty much to save the world. Hope you liked the chapter. Please review nicely, but no flames. If you don't like it then don't read it.