Ben 10
A change of face alternate version
Chapter 2
The next morning came and Ben had woken up. He yawned and stretched only to be slightly shocked as he saw his dainty girl hand and heard his girl voice.
"Aah" he said and then remembered "Oh yeah ... .I'm Gwen".
He, or rather she would have to get used to this feeling and the fact that he was now a girl. He had on his shirt from when he was Ben and Gwen's bra and panties.
Truthfully he had slept quite well. He had never slept so well as a boy.
He looked down at Gwen's body, still nervous about this whole thing. His, or rather her bra was still clasped onto Gwen's body. It felt comfortable enough. What Ben knew about girls is that guys shouldn't touch that chest area. He knew eventually he'd have to though.
"Well, time to get up," Ben said in Gwen's voice. She moved her legs out of the lower bunk and her bare feet touched the floor.
"*grumble grumble* no socks, unbelievable" Ben said under his breath.
Ben realized his own cargo pants were too big for Gwen's skinnier body so he had no choice but to put on her tight capris pants. He snapped them on and they clasped tightly to her butt and legs, a bit more snug than usual.
"Gwen's big butt somehow got bigger," he said, shaking Gwen's butt that he now owned and controlled.
—-
"Groan….why do I feel so groggy?" Gwen said. Waking up as Ben was somehow not comfortable. Probably because he barely showered as well as how Gwen wasn't used to how not prim and proper she felt. She was a tomboy but still had some standards.
This body felt slightly flabby and out of shape, although overall healthy. Perhaps it was the omnitrix keeping Ben stable? Who knows. Still she couldn't help but like the increased muscle she had. Ben was still a growing boy after all and they get stronger as they get older, something she learned in biology.
Gwen got up and climbed down the top bunk in just Ben's boxers and put on her clothes, which were Ben's cargo pants and her blue cat shirt ... .except the cat shirt was too small on her and clearly only made for girls.
"Ugh, that's just great. Can't even wear my favorite shirt" Gwen said.
Both took turns going to the bathroom. The boy and girl were uncomfortable to say the least. Ben had to get used to sitting down and Gwen was still afraid of that big thing down there but they knew their bodies' way of depositing waste by instinct.
"Sleep well as me dweeb?" Ben/Gwen said.
"As if doofus" Gwen/Ben said.
"Look, I think I know how to change us back," Ben said. "We gotta get Charmcaster's spellbook back".
"Well yeah but…it sank into the ocean remember?" Gwen said. "And remember what Charmcaster said? We need the right ingredients for that…transference spell or whatever" she added.
"Hey don't worry, I'll walk you through getting it. You got the right tool for the job" Ben said pointing to the omnitrix on his arm that Gwen in his body now had.
She looked down at it and then remembered the alien that could help and said "y-you sure? Can Ripjaws help? I've never breathed underwater before" she said.
"Once you do it, it's a piece of cake," Ben said.
At that moment Grandpa Max woke up and yawned.
"Mornin' Ben, Gwen" he said looking at the right bodies, but the wrong minds.
"Grandpa, I'm Ben" he said in Gwen's body.
"Sorry sport…this whole thing is so jarring to me" said Max.
"It's fine Grandpa, but we need to get back to our own bodies" Gwen/Ben said crossing Ben's body's arms.
"Weren't you trying to use Grey matter to make something to do it?" Ben/Gwen said.
"I tried but I don't think this can be solved with just smarts and a gadget. Only using the same magic will work. That's the one thing I figured out as Grey matter" Gwen/Ben said.
"Then we gotta go to the ocean again and get Charmcaster's stuff" Ben said, punching Gwen's fist together into her palm.
"Sounds like a plan but…you kids want some breakfast first?" Max asked.
Even body switched they knew they didn't want whatever Grandpa Max was cooking.
"Uhh thanks Grandpa but I think I'll take a bowl of cereal" Gwen/Ben said.
"Yeah…I'll settle with a snack" Ben/Gwen said.
"Easy with the carbohydrates doofus, you're going to make my body fat!" Gwen yelled at Ben.
"Ohhh I'm sorry but it's *my* body now" Ben said. He pranced forward, doing a silly dance in Gwen's body. He found that Gwen was quite nimble.
"I am so going to kick your butt when we switch back" Gwen/Ben said.
Both kids settled in the table area of the RV and Gwen ate some cereal, non sugar of course.
Ben on the other hand didn't care and started eating chips. He didn't know why he was so hungry as Gwen. He ate as his/Gwen's belly grew a bit from it.
Gwen ate cereal watching Ben to make sure he doesn't do anything dumb in her body.
"You gotta learn to relax cous'" Ben/Gwen said sitting sideways in the chair with her leg up, showing his(Gwen's) bare foot.
"Stop doing that with my leg" Gwen/Ben said.
"I don't know why you're complaining, you have the omnitrix now. I'm the one who's sad" Ben said with Gwen's voice.
"I don't care about being aliens if I can't ever be me" Gwen/Ben said, crossing her arms.
"Whatever" Ben said, stuffing chips into Gwen's body. "I don't know why I'm so hungry being you" he said, eating more chips.
"It's called metabolism dweeb," Gwen/Ben said. "And you're ruining mine".
"That makes it even more fun hehe" he said. Getting up, he did a flip with Gwen's body.
"Your body's got moves" Ben said doing a backflip in the air.
"3 years of gymnastics," Gwen said.
The 3 Tennysons made their way back to the pier and ship where Charmcaster had held them prisoner.
They walked aboard the ship and towards the edge where Cannonbolt broke part of the edge guard.
"Ok, that's where I saw Charmcaster's stuff fall" said Ben as he looked below.
"So…its down in this part of the lake?" Gwen asked.
"Yeah ... .but don't worry, you can get them back" Ben said.
Since Gwen now had the omnitrix she had to learn how to use it.
"Now go Ripjaws" Ben said with Gwen's voice.
Gwen pressed on the button. The dial popped up and silhouettes showed. Gwen had no idea who was who and flipped through them.
"Uhhh, which one do I choose?" Gwen said, flipping the omnitrix dial with Ben's hand on his arm.
"The one that looks like a fish man with the thing on its head," Ben said, annoyed a bit.
Gwen found the icon and slammed it down. The sensation was incredible. It felt like her body was on air and being bathed in light.
In an instant she was transformed into the walking talking fish, Ripjaws.
She looked at her hands. All webbed and her body all scaly while she was really tall. She felt her gigantic overbite and poked her lethally sharp teeth.
"Woah, this is even cooler than the other one" she said, widening her jaw and snapping.
"Yeah yeah my aliens are awesome, now go diving before you start suffocating" Ben said putting his hands on his hips, seemingly taking on Gwen's mannerisms.
"Alright alright" Gwen said as she looked down. She never dived from such a height. How did Ben do this all the time? The thought rang in her head. She closed her eyes and jumped with Ben's transformed body into the water. Instinctively she held her breath but discovered she craved the water. Breathing in, she felt the water enter her gills and refresh her. It was exhilarating. She was breathing underwater.
Despite the fact that she'd rather experience this in her own body, doing it as a guy didn't matter to her.
She pushed forward with her webbed hands and feet. Then she focused on swimming and by instinct transformed her legs into a tail. She felt like a real mermaid…er-merman in this case.
She began swimming around. Having a tail felt great. The water flowing into her gills also felt amazing.
After getting the hang of being Ripjaws she regained focus on her goal. That spellbook had to be around here somewhere. All she saw were wooden boards that were broken.
Looking around she had finally found it, and Charmcaster's bag. Picking both up, she rushed back to the surface.
Raising her head above water she lifted both objects up for Ben and Max to see.
"Jackpot," said Gwen.
As all 3 Tennysons rallied around, with Gwen enjoying a bit of swimming before the watch turned her back, she rummaged through the book while Ben tried opening her bag.
"Found the spell but like Charmcaster said, we need the ingredients" Gwen said.
"I'm trying to figure out how to open this" Ben said as he used Gwen's body's hands to try and pry it open.
"Take it easy doofus, those are *my* nails" Gwen said in Ben's voice.
"Ugh, dumb thing" he said, dropping it on the ground.
"Could you at least try to act refined? I don't want people thinking I'm immature" Gwen said with her hand on her hip.
"Could you stop making me look like a girl?" Ben gestured to her hand on her hip.
Both just got upset at each other but then dropped it.
"Soooo…how'd you like being Ripjaws?" Ben asked.
"It's honestly really great. Is this how being an alien feels all the time?" Gwen asked.
"Yeah pretty much. Jealous?" Ben gloated.
"Being you? I'd rather eat Grandpa's mealworm dinner" Gwen said.
"Dweeb," Ben said.
Gwen rolled Ben's eyes and continued looking through the book. She tried to perform the spell herself even if it was in vain.
"Transfera identica!" She said waving Ben's hand ... .but nothing happened.
"Maybe a teleport spell" Gwen said as she looked through the book and found one. This one didn't need ingredients.
"Warpasmu locacious" she said, lifting her hand ... .but nothing happened.
"Hey! Why can't I cast the spell?" Gwen said, waving Ben's hand.
"Beats me," Ben said, shrugging Gwen's shoulders.
At that moment Gwen remembered something Charmcaster said when she was in her body.
*"Good thing you had a magical aura or else none of my spells would have worked".*
"That's it! Ben, you have to cast the spell" Gwen said.
"Huh? Me? I don't know anything about magic" he said.
"I can't cast it because your body doesn't have a magical aura. My body does" she said. She walked up to and held the book out to Ben.
"I don't know about this," he said in Gwen's voice.
"You're the only one who can do it Ben. I can't, not while I'm you" Gwen said.
Ben took the book with his girly hands. He opened it up and looked through the spells.
"Ok, maybe I should test one just to be safe" Ben said.
"That's fine with me," Gwen said. "Now just hold out your hand and recite the spell".
Ben held out Gwen's hand and said "winds objectia". His eyes glowed and magical wind suddenly began blowing the top of the ship around.
"Nice going doofus" Gwen said.
"Hey, it's my first time, gimme a break" Ben said.
The wind finally dissipated.
"Ok how about a less dangerous spell" Gwen said.
"Fine" Ben said, looking through the book. He then got an idea looking at the familiar looking words he saw.
"Ok. I think I found one that sounds similar to what Charmcaster said" Ben said.
"Transferra Aurolica" he said, holding out his hand. Suddenly a bizarre thing happened. Energy began flowing around the 2 and enveloped them in bubbles that stuck together.
"Wh-what did you do Ben!?" Gwen said as she was being lifted up by the aura.
"I don't know!" Ben responded.
The aura looked similar to the 2 bubbles both 10 year olds were in during the failed transfera identica attempt.
"I-It feels like something is ... .ripping outta me" Ben said as he in Gwen's body began to be pulled forward.
"Uggggh same here" Gwen said. At that moment the omnitrix began reacting to the magic.
"BEN! GWEN!" Grandpa Max said. He didn't know what was happening as he was sitting at the side of the ship the whole time.
Suddenly a blue magical aura was pulled out of Ben in Gwen's body. The energy flowed over to Gwen in Ben's body.
The omnitrix sensed the disturbance with the magic and somehow….managed to detach itself from Ben's body's arm.
As this exchange happened the omnitrix had consciously made its way towards Gwen's arm and clamped down on it. It had transformed from it's black and green into a blue and white color scheme matching Gwen's shirt.
Gwen's magical aura made its way to Ben's body and was absorbed into it.
The magic had died down and both kids fell down.
"Wha-what happened? Are we back to our old bodies?" Gwen said…only to see Ben's arm in front of her point of view. "Guess not," she added.
"Uh Gwen ... .you might wanna check out your arm" Ben said.
She looked down at her arm, which was Ben's. The empty spot on her left wrist alarmed her and she realized what happened.
"H-HEY! Where's the omnitrix?" She said looking around in vain.
Ben looked down at his/Gwen's left arm. The omnitrix was situated on her wrist now…and looked totally different to boot.
"Aaaah! Come oooon, first I lost my body and now I lost the omnitrix too? How can this get any worse?" Gwen asked with Ben's voice, flailing her male body.
"It's not as good for me either. Now I got nothing and your body has the omnitrix" Ben/Gwen said.
"But what could have caused this?" Gwen/Ben said.
She picked up the spellbook and saw the page Ben was on. "Transferra Aurolica….transfers the magical aura's from 2 souls" Gwen read. Two auras…that means…
She put out her hand and said "winda objectia". Suddenly her hand glowed blue and a tornado formed.
"Ahaha, I have my magic back!" Gwen said.
"And I got the omnitrix," Ben said. "It's too bad I have to use it as a girl" Ben said, blushing a bit.
"Stop complaining dweeb. Now you have the perfect body for going hero…or should i say heroine" Gwen said.
"Whatever" Ben said, crossing his arms. "Look, what just happened probably made our situation better but we gotta change back…i don't wanna go back home stuck as you and do girl stuff" he said.
"As if I want to be stuck in your gross body. Shower much?" Gwen said.
The two continued their usual bickering when Max said "alright, enough you two. I think we're gonna need more help if we want to figure out how to undo this spell. There's only one person we can turn to".
Gwen immediately knew what he was suggesting and said "no way Grandpa, we can't go back to Charmcaster".
"It's our only choice" he said.
"Sooner I get back to my body the better," Ben said. Suddenly he felt a snug tight feeling in his pants. He pulled and Gwen's panties kept riding up on him.
"How do you *wear* these!?" he asked.
"Stop touching my underwear doofus!" Gwen said as she chased him and he ran laughing a bit.
"Oooh brother" Max said facepalming.