Yaarggg. Im a pirate...and as such I don't own Ben 10.

Opposing Sides

Act 3

Chapter 30

The day after they had started there trip anew Max had made Ben call his parents, since they called wanting to talk to him constantly. The conversation had gone alright until Gwen had woken up and come out of the back room, and asked who he was talking to. His parents immediately started in on him. "Who was that?" "was that a girl.". He had immediately said bye and hung up the phone. The next time Max had talked to them on the phone he had to make up a story about something on TV...no one believed it but neither of his parents wanted to call his bluff.

It had been a week since he had found Ben and decided to let his young friend Gwen, tag along with them. Since then they had traveled to the plumber base at Mt. Rushmore, so that he could do the overhaul on the new RV that he had been wanting to do for a while now. During the week that they had spent together, Max had noticed a few things. Like even thought the two children bickered constantly, neither of them ever got mad. They would sling a couple insults back and forth, then maybe Gwen would give Ben a light punch to the arm, and they would go back to enjoying themselves. He also noticed that every once and a while as the two were walking somewhere, if they thought he was out of sight, they would hold hands.

He thought they were adorable. It was the first time he had ever seen his grandson act...so mellow, yet so active. Like he funneled all of his trouble causing energy into his "arguments" with Gwen. Of course he kept a close eye on them, but they were just kids after all. He just wanted to make sure. The older man was however a little concerned about what to do after he brought Ben home. There were only about two weeks left for summer vacation. Then he would be bringing his grandson home, And he would have to do something with Gwen.

Whenever the two children would go to get something to eat or went to take a look around where they happened to be stopped for the day, Max would begin to set his plan in motion. He had started to look for solutions for Gwen. He didn't want her to end up bouncing from foster family to foster family until she was eighteen, so he set about finding something permanent for her. What he had in mind, he hoped, would be a solution that everyone would be happy with. Even Ben.

So now he sat in an old abandoned garage used by the plumbers to refit there vehicles. He was almost done with the minor adjustments. Ben had helped him along earlier in the week by using both Upgrade and Graymatter, to speed up the process of assembling the alien tech onto his new RV. As he was about to start on a new portion there was a sudden brown out, followed by a two second blackout. As the lights turned back on Max let out a sigh.

"Ben...what are you up too now."

"Ow.. why did you hit me." Ben leaning defensively away from Gwen.

"Because you destroyed Mt. Rushmore. What kind of idiot would do something like that." she said as she went to go and whack him in the back of the head once more.

"I wouldn't have shown you if I thought you were going to attack me over it. Besides its not like I had much choice. That stupid Forever King was gonna kill me if I didn't do something about that energy thingy." he said still moving away from her defensively.

Ben had taken the young girl to a location where there was a good view of the monument, and dropped the holo veil that had been set up to create the illusion of the original Mt. Rushmore. He had only left it down for a split second just long enough for her to get the big picture. She had definitely not reacted the way he had hoped.

"do you ever do anything like a normal person." Gwen yelled at him, she wasn't totally mad at him, but she was a little perturbed that the monument had been destroyed. "its like you have a magnet that attracts trouble, or something." she said, stopping her assault.

"actually its a tractor beam." Ben said dropping his defense. "and since this thing attached itself. To me." he said pointing to his watch. "its been nothing but trouble." he sighed and leaned against the railing of the viewing platform. "though it is a lot more fun than a normal life." the young boy said with less enthusiasm than usual, as if he was trying to convince himself. "and I did get to meet you, even If it did involve a slightly bruised rib and two weeks in a coma." he said turning to face the young girl next to him.

"I guess your right... maybe its a good thing that you have a tendency to attract trouble. I wouldn't be around if you didn't." she said scooting a little closer to him. Ben noticed this, but instead of moving closer to her he stood almost completely still. It seemed that the more time he spent around her the more nervous he became. Now once there conversations ended he wasn't sure what he should do. If they kept arguing he could keep his cool. But just seeing her standing next to him, it made him unable to process his thoughts correctly.

"Kiss her." he suddenly heard, it had sounded like Gwen but it was actually Nancy talking to him. He had as of late been able to pick out her thoughts from the back of his head whenever she tried to send him a message. It was sometimes handy, like if he forgot something before leaving the RV she would yell at him to go back and get it before he got to far away. However, at times like these when it was just Gwen and himself she would tell him to make his move. Which made it ten times harder to act normally. "GO ON DOOOO IT" it was about the third or fourth time she had talked to him today so she must have been running out of steam, since she didn't have a lot of power to spare.

"would you shut up." Ben said it out loud, but in a hushed voice. Gwen looked over at him with a raised eyebrow.

"i didn't say anything." she said eying him suspiciously.

"Not you Nancy. She keeps telling me to...." Ben's eyes went wide, as he stopped before he let anything important slip. He hadn't meant to say anything aloud so when Gwen responded to him he kept going as If the conversation was in his head.

"she told you to what." The young witch said moving closer to Ben, an intrigued smile on her face. "well out with it." she leaned in close to him, her face only about a foot away. The poor boy didn't know what to do, his rogue thought patterns words repeated in his head. She was too close he had to move away.

"u..umm...she...you..." he backed away awkwardly and took a deep breath. "nothing...she was just saying we should head back since its getting dark." he said lying through his teeth. "and shes right its going to get dark if we don't get back soon." he said still walking backwards slightly awkwardly.

Gwen smiled at his red face and jumbled words. She had a feeling she knew what it had actually said, since it was once a reasonable facsimile of her mind. Her face turned the same shade of red as Ben's as she went to follow him, and before he could get away she ran over and grabbed up his hand. Someone had to take the initiative.

the two children made there way back into the base where the RV was, and instantly let there hands fall apart as Max rolled out from under the newly modified vehicle.

"Hey guys, doesn't she look great." the older man said patting the side of the RV gently. "just finished up the last of the work a few minuets ago." he said wiping his hands on his pants. "So Ben, playing with the holo veil again." he said, with a look that said he expected this at some point.

"i just wanted to show Gwen what really happened. By the way when are we gonna get that fixed. Someones going to notice eventually." Ben said as he approached his grandfather.

"its an impressive reproduction though." Gwen said walking behind the young boy. "if you didn't know that it was a fake I don't think anyone would notice unless they try to touch it." she said, as both of the children stopped in front of max.

"Well I was going to call in some old work buddies of mine to see if they could lend a hand, but...." there was suddenly the sound of a klaxon. And a large screen descended into the garage. Displayed on it was a newscast.

"Its bedlam...thats the only word that I can use to describe this situation." there were people running and screaming all over the place. "the downtown area is in ruins, the city is in a state of panic and its all the work of someone calling themselves Zs'Skayr...am I saying that right...he appears to be after the strange alien heroes that have appeared over the last two years, stating that if they don't stop him he will continue his destruction until they show themselves." as the newscaster finished her sentence there was the silhouette of someone Ben knew very well slowly approaching the camera."

"GHOSTFREAK!!" Ben yelled. "didn't we get rid of him like five times already." he shouted to no one in particular. "i thought I was going to be able to enjoy the rest of summer vacation like a normal kid for once." he said shooting a look over at Gwen. Who only smiled at him amusement on her face.

"This is normal for you." the young girl said as she locked her arm with his. "now lets go take care of that one eyed freak." she said pulling him up into the RV. Max following close behind.

"i don't like this." the older man said as he closed the door behind him.