Ben 10: Cold Winter's Night Version II

by WebofSpideyguy7245698

Remake of the first Cold Winter's Night story. In this version, Ben has to tangle with the Omnitrix, super hero antics, and his upcoming young adult life. But what happens when he's reunited with his cousin, Gwen, and romantic feelings eventually begin to blossom between the two? Rated M for adult themes, violent situations and action.

11. Chapter 11: The Course of History Part 2

Chapter 11: The Course of History: Part 2

I Don't Own Ben 10 or Any of the Respective Characters, The Rights Belong to Man of Action Studios and Cartoon Network

Author's Note:

* Hello everyone and welcome to Chapter 11 of CWN Version II!

* Sorry that it's been a few months since my last post. I had been going through some personal stuff in my real life and a lot of the time, I just didn't have any of the mental energy to write for this story. I would like you guys to know that I have no intention of abandoning this story, it's just that some of my breaks may last a bit longer than others.

* So, this chapter will pick up pretty much where Chapter 10 left off. I would pay attention to the ending of this chapter if I were you guys, as it will be important to the general story. With all of that out of the way, I have nothing else. Enjoy the chapter!

Ben

Friday, March 16th, 2018

Bellwood Natural History Museum

As I stood there trying to pay attention to Dr. Kelly's speech, I suddenly found myself being overwhelmed by that familiar bad feeling in the pit of my stomach. Having a hunch, I turned my head to look out into the Prehistoric Wing. What I saw was someone standing right in front of the T-Rex skeleton, just staring up at it. The fact that he was just standing there, paying no mind to us or the presentation kinda unnerved me. But his attire – a tan trench coat, with a matching fedora – really made me uncomfortable. Gwen noticed me not paying attention, so she began whispering to me.

"What are you doing?"

"There's a guy wearing a trench coat over there, just standing there!" I whispered back.

She looked in the direction that I was looking for a second. Her response surprised me, however.

"Well, mind your own business! Besides, the presentation is more important than him!"

With that, she turned back to pay attention to Dr. Kelly. I found myself feeling slightly hurt by the fact that she didn't share my concern.

She doesn't actually mean that, I thought. She's just still upset with me.

I decided to follow her example and at least make an attempt to pay attention. So, I turned my head back to look at Dr. Kelly once more. However, it was no use. As interesting as his speech was, I just couldn't get the image of that guy behind us out of my head. So, against my better judgement, I turned my head to look at him once again. He was still standing there, just doing nothing.

How was he even able to get in here? Shouldn't our field trip be the only guests allowed inside the museum right now? Also, how the hell do you get into a museum dressed like that?! The last time I saw someone dressed like that was... Thumbskull!

Something was off about this guy, though. He was way too skinny to be Thumbskull. I made up my mind. I didn't like the vibe that this guy was giving off and I was going to split from our group just in case he tries something. I slipped out of the crowd of people as subtly as I could and somehow managed to exit the presentation room without being seen. I then snuck down the to the end of this room of the Prehistoric Wing, where one of the restrooms was located.

Then, I waited to see if he would do anything. And boy did he. After a couple minutes, he suddenly stripped off his trench coat and cast his fedora aside, revealing that had some machine strapped to his chest. The man had sickly pale skin, as well as wildly unkept white hair. I just now noticed that in one hand, he was holding a helmet of some kind, with two crooked stick looking objects protruding from the top of the helmet.

I knew that this wasn't going to end well, so I dialed up the alien watch so that I'd be ready. After another few seconds, I heard a sound that could only come from a sci-fi movie and then a beam of red energy coming from the center of his harness began blasting at the T-Rex skeleton. At this point, I heard sounds of panic begin to arise from the presentation room. At this point, I could have sworn that I saw muscle structure and skin tissue begin to reform on the T-Rex skeleton.

Wait, is he—?!

I momentarily forgot where I was and what I was doing as I stared at the scene before me. As the T-Rex seemingly continued to regenerate at a cellular level, the students I came with on the field trip began to flee from the presentation room, running towards the exit. As the dinosaur continued regenerating, I saw the man manage to climb up on top of it, as if he were going to attempt to ride it.

I finally shook myself out of my mesmerized state and finally turned the watch's ring until I came to Fourarms' silhouette. I then transformed and after the green flash dissipated, I saw one of the fleeing students trip and fall onto the tile floor, right as the T-Rex began to approach, with the man on its back. I knew what that T-Rex was going to try and I ran forward to make sure that it wouldn't be able to have a student for its lunch.

I heard the student on the floor let out a scream, a feminine scream, but that's all that would happen. I grabbed the T-Rex's tail and pulled back on it with as much force as I could muster. In response, the T-Rex thrashed around in an attempt to free itself, but I kept my grip on it. The man on the dinosaur's back turned just enough to notice me.

"What?!" he shouted with disbelief. "This can't be possible!"

Even though I was able to hold the beast, I began to struggle just a bit, as the dinosaur fought even harder to get away from me. I gritted my teeth as I found the energy to make one quick quip.

"Come on dude, Jurassic Park was soooo twenty-five years ago! The kids today, they like the Call of Duty and the Fortnite!"

I then used the last of my energy to pull back on the T-Rex's tail, following that up by whipping the tail to the left, successfully pulling it toward me and getting it out of the way of the fleeing students. I then delivered a powerful uppercut to the T-Rex's abdomen, sending it crashing down to the tile floor. And that's where it laid for some time, as it struggled to recover from my strike.

I momentarily turned to my right and saw the female student, still lying on the floor. I immediately recognized her. It was Gwen and she continued to lie on the ground, just staring up at me. I pointed toward the museum exit and gave out a warning.

"Run! Get out of here with the rest of the students!"

Luckily, she did just that. She got up, grabbing her backpack that had fallen off as she went and ran for the exit.

At least you'll be safe. Jesus, that was close!

Just then, the T-Rex came back in and whacked me with its head, sending me across the corridor. I was knocked up against a wall as the T-Rex angled itself toward me, seemingly getting ready to charge. But then it stopped, as if the man riding it somehow had a degree of control over it.

"Whatever you are, you're going to regret getting involved here today." The man said to me.

I just stared up at him in response.

What have I gotten myself involved with? A bio-terrorist attack?

"You must be new around here. I'm Bellwood's resident protector. I protect the city from things like you!"

"More like used to."

The T-Rex then began prepping to attack again, but I wasn't going to give it the opportunity to do so. I charged it first and wrapped all four of my arms around its midsection. That proved to be a big mistake on my part. As soon as had grabbed the T-Rex, it began to wildly thrash around again. While I struggled to keep my grip on the dinosaur, it managed to move me back towards a support column, where I was slammed into it.

This unfortunately caused the support column to topple, falling over right on top of me and pinning me to the tile floor. From there, the T-Rex seemed to forget about me, as it began to stomp away toward the museum's exit. The support column was heavy and I struggled a good bit in my attempts to push it off of me.

No, I can't let it get outside and harm any of the students!

However, before the T-Rex could make it to the exit, the creature became distracted by something.

"Animo?" a familiar masculine voice called out.

I turned in the direction of the voice and saw that Dr. Kelly was standing in underneath the archway to the presentation room, taking in the scene before him.

Is Animo the man's name?

Animo somehow made the T-Rex turn toward Dr. Kelly and it approached him. The dinosaur then came to a stop in front of Dr. Kelly and the two men just stared at each other for a few moments. It was then that Animo finally spoke.

"That look on your face? You have no idea how satisfying it is to finally see it."

Dr. Kelly's face contorted to a look of terror after this, as the T-Rex leaned down toward him and pulled him up off the ground by the back of his suit coat.

Oh no you don't!

As the T-Rex threw Dr. Kelly up into the air and opened it's jaws, I managed to push the column off, from there rushing the T-Rex as fast as I could. I slammed into its side and pushed it out of the way before it could swallow down Mr. Kelly.

"People are not on the menu!" I shouted.

I swiped Mr. Kelly from the air before he could hit the ground and hastily put him down next to me.

"Get out of here!" I exclaimed. "Run!"

This time, Mr. Kelly didn't hang around. He ran toward the exit just as I had told him to. Once he was out of sight, I turned back to the man named Animo. Before I could say anything to him, he beat me to it.

"You have made a terrible mistake, whatever you are." He said through gritted teeth.

"Sorry if I don't condone the devouring of innocent civilians."

"That man was not innocent!"

I wasn't going to sit here and give him another chance to do something dangerous with the T-Rex. Well, anything more dangerous, anyway. I rushed the T-Rex once more and delivered a flurry of hard-hitting punches to its midsection. The T-Rex let out a roar that I detected agony from, right before it fell over onto its side. This caused Animo to fall off of the T-Rex's back and once he hit the ground, the device that he was wearing fell off of him as well.

"No!" he cried out in desperation. "My Transmodulator!"

Is that what his machine was called? A "Transmodulator"?

His machine shattered upon hitting the ground and once that happened, the T-Rex stopped moving. I then watched as the skin and muscle tissue began to rapidly rot away, until it was nothing but a skeleton once again. I stared down at the once confidant man, who seemed quite upset right about now. I grabbed him by the back of his shirt and lifted him up from the floor so that I could look him in the eye.

"What do you have to say for yourself now, Animo?" I asked him in a stern tone.

He didn't say anything in response. I had a good idea that the police, or even the SWAT team, would probably be here soon, so I decided to carry him outside.

Sometime Later

It wasn't too long after exiting the museum that the authorities arrived. I was just kind of hanging around by myself, watching the scene that unfolded before me. Many of the students volunteered to give a statement to the officers, all of them agreeing that Animo caused a scene in the museum. During all of this, Animo was handcuffed and taken away in the back of a police cruiser.

Meanwhile, Dr. Kelly was also giving a statement to the police. I was really interested in finding out what connection he had to this Animo person. So, I waited until the police left him be after he finished making his statement. Once they had backed off, I cautiously approached him as to not spook the man.

"Excuse me, Dr. Kelly?" I said his name.

He turned to look at me with a look of surprise on his face.

"Can I help you, young man?" he asked.

"Um, I was wondering, did you have a connection to that man who caused the scene in the museum?"

I was half expecting him not to answer, but he was surprisingly really open about it.

"Unfortunately that man, Aloysius Animo, and I used to be competitors on rival research teams. Over ten years ago, both of our teams were working toward the same goal, which is what I was here to give a presentation about today. Anyway, my team succeeded and got the funding that we needed to fully realize our ideas. I always suspected that Animo took it personally, but I didn't think he'd focus on researching the reactivation of deceased and/or dormant cells as a means to get 'revenge' on me."

With that, he turned away from me and I considered our interaction to be over. After all, he did tell me what I wanted to know and was under no obligation to actually do so. After talking with Dr. Kelly, I remembered that I had seen some of the students return into the museum once the police had arrived, despite a section of it now being a crime scene.

I wanted to find Gwen and I had a hunch that she might be in here, too. I entered the museum once again to find it in the same state that I had left it in. The police's evidence team hadn't arrived yet, so technically the Prehistoric Wing wasn't off limits. My thought process that if Gwen had come back inside, she wouldn't have gone far. With that mindset, I searched the entire first corridor for her, but didn't actually find her.

However, while I was looking for her, I ended up stepping on something among the debris in the Prehistoric Wing. I looked down, to see that my foot had come to rest on a piece of the helmet that went with Animo's machine.

This is crime scene evidence! I should totally report this to an officer... but wouldn't make a pretty cool trophy?

I looked around to make sure no one was watching, which no one was to do so, and then took off my backpack, hunching down as I did. I scooped up the piece of the helmet and slipped it inside my backpack. I would normally never do this, but this was just too cool. After that, I continued looking around for Gwen until one of the chaperones entered the museum.

"Any students of Madison High School who are still in here are to return to the busses immediately!"

They then turned right back around and exited the museum again.

Well, that was a bit lazy! Shouldn't they stay inside the museum and ensure that all remaining students exit?

Nevertheless, I accepted the fact that Gwen most likely had not re-entered the museum and left as instructed. Once I was outside again, I boarded the bus that my class was taking back to school. Upon me getting on the bus and beginning to move down the aisle, I spotted Gwen sitting all by herself, toward the back of the bus. I let out a sigh as I looked at her.

Just go over there and apologize to her already! And while you're at it, maybe give her what she wants? After all, is there really anything wrong with what she asked of you?

I walked to the back of the bus to where she was sitting and sat down next to her.

"Go sit somewhere else." She immediately said.

"You're mad at me." I replied.

"I'm not mad. I just want to be left alone."

I ignored her this time and reached for her backpack, dragging it over to me. As I zipped open her backpack, she noticed and spoke with disdain in response.

"Don't go through my stuff, Ben! Go away!"

I ignored her and pulled out the notebook that she had shown me earlier. I opened it to the page where she had begun writing her list of super hero movies.

"You wrote down a lot of—" I tried to state my point, but she interrupted me.

"Give it back and leave me alone!"

I grabbed her wrist and gave her an impatient look.

"No! I'm not going to allow you to wave me away while I'm trying to do the right thing!"

She gave me a hateful glare, but didn't argue this time. I took a breath before I attempted speaking again.

"Look, you wrote down a lot of titles and I'm not sure how I feel about watching some of them, but if you can give me some time and if we can come up with a schedule that works for the both of us, then I promise that I will at least try to watch them with you."

The look of anger on her face changed to that of surprise.

"All of them?"

I nodded as I closed her notebook and handed it back to her.

"All of them. I'm sorry I hurt your feelings, Gwen."

Her cheeks turned pink as she took her notebook back.

"Thanks." She finally said before she looked away from me.

She's probably embarrassed about how she acted toward me now. I should leave her alone now.

After my apology, we exchanged no words. Even if she had accepted my apology, I found it right to leave her alone and let her process everything. Besides, I had some thoughts to process on my own, too. And they had nothing to do with Gwen. As I looked back on the events of today, I realized where else I had messed up.

I shouldn't have waited so long to act on that guy, Animo. I should have just transformed and apprehended him immediately. He was giving off very suspicious vibes, just going off of how he was dressed. After all, who comes to a museum wearing something like that? I almost failed my schoolmates, but more importantly, I almost failed Gwen. If I had been any slower in acting, she could've died... And I wouldn't have been able to live with myself knowing that it would be all my fault.

Epilogue

?

Unknown Location

As I entered the bridge of the supercarrier, I came to a stop right before the command chair. I came to a stop as I waited for my superior to address my presence.

"Come forward." He spoke in a booming tone.

I did as he said as he turned the chair around to face me.

"Proceed."

"Sire, we've fully tracked the Omnitrix's energy signature."

"And?"

"The signal is coming from a small, backwater planet in the Gamma Quadrant. They call it Earth."

Author's Note:

* And that's it for the chapter! I hope you guys enjoyed! Sorry if the fight scene between Fourarms and Animo was lacking. I think it's at least kind of clear that I'm not the best at writing fight scenes, but I try my best. What did you guys think of the epilogue for this chapter? I would hope that it's clear that this is setting up a future story event.

* So, after this chapters goes up (whenever that will be), I'll be working on the next one and if I can get it done on time, then my plan is to release it on the evening of Christmas Day. So, you'll be getting two chapters from me before 2023 is over.

* One last thing before I go. So, back in June of this year, I had wrapped up work on fully writing the plot for the majority of this story (sure, I've added more here and there) and for the most part, I know how I'll tell the rest of this story. Or at least, I thought I did. A few weeks ago, I realized that I had run into a problem.

* See, the way that this story is supposed to work is that the majority of Seasons 1 – 4 of OS will be retold and then Ben and Gwen get together after a significant story event, which should feel fulfilling. However, if I go that route, that leaves a distinct lack of team-ups between Ben and Gwen after they get together. And I would be lying if I said that I liked that idea.

* So, here's my question to you guys. Should I cut all of the non-essential chapters and move them up to after they get together? Because if that's what you guys end up wanting, I can do it without much of a problem. Also, I'm considering expanding the story a little bit and adapting one arc from Alien Force. One arc and then that's it. Then we cut to all the epilogue stuff and the story wraps up from there. Let me know if you'd like to see that, as well.

* So, with all of that out of the way, I'll get to my review responses since it's been a while. So, thanks for reading this one and I'll see you guys for the next one. Have a great day and bye!

Review Responses

adriandragonus (Chapter 10): ooh i like how gwen's newfound interest over comic book movies makes them closer, but of course ben is still too broken to befriend anyone at this point. so this time it's animo's turn,huh? i wish gwen will play a part in defeating him!

Thanks, Adrian. I'm glad that you like how Gwen's new interest is a way for them to get closer. Um, I'm not sure I would agree that Ben is still too broken to befriend anyone. I mean, if you take a look at all the Marvel and D.C. movies (D.C.'s animated movies included here), ranging all the way back to Superman 1979, it's a lot to handle. Plus, their graduation is coming up and Ben just doesn't have the time to begin handling an undertaking like this.

But who am I to tell you what to believe? If you choose to believe that it's because he's still too broken to befriend anyone else, then more power to you. As the writer, I may tell you what I take away from what I write and what message I intend to deliver, but that doesn't mean that you should take my words as gospel. Always believe what you choose to believe. Thanks for the review, as always.

Slayer 606 (Chapter 10): While I have to admit that reusing and recreating villains and scenes from the series does sound unoriginal, you do an OK job interpretation into your story. Obviously Gwen wanted to use the long list of movies to spend time with Ben to get closer to him. She could've easily persuaded or begged him to watch with her. She just gave up too quickly and is salty about it. I know Ben isn't that smart, but he could figure it out Gwen's feelings eventually and play dumb to handle the situation. He could pretend to develop feelings for her as her feelings are growing and play along in order to figure out and sort the whole situation with little destruction in their familial relationship.

He could eventually develop a way to back out and try gently shooting down with Gwen or just accept her for who she is. Ben could just hang with a different girl especially next to Gwen to chink her Armour exposing her a bit by getting her jealous or something. A few chapters between Ben and Gwen alone just analyzing and sorting their feelings and issues between each other. Right now Gwen sounds like a of a cookie that can crumble easily and take it the wrong way or heart broken too quickly.

Thanks, Slayer. I understand your view on how I reuse these villains and recreate these stories. I'm sure this is an old concept to you, but this is new to me, in terms of writing this. In all my years of writing on this site, I've never actually written this type of story, where I'm taking most of the events from the original canon and remixing them into a plot where Ben is almost an adult and has already learned most of the important lessons in life.

The Bride to Be series isn't that and Ultimate Alien (my title) most certainly isn't that, either. And honestly, the less said about my other Ben 10 stories on this platform, the better. Yes, I suppose it could be said that Gwen gave up too quickly and that she could have persuaded him or even begged him to watch them with her. While I guess I would have been fine with writing it so that she just persuaded him, I don't at all like the idea of her begging him. I feel as though having her beg him is beneath her.

Besides, having him reject her proposal and then in response, her being angry with him was the preferrable route, as then I could have him apologize for hurting her feelings and accepting her proposal, as he did here. I want it to be abundantly clear in this story that this version of Ben has grown up, he can understand other people's feelings, apologize without difficulty and understand right and wrong. That being able to apologize is important, because I believe that the Ben from OS would not have apologized to Gwen in a million years, regardless of whatever he might have done to her.

And I believe that because that version of the character could care less if he upset someone, let alone Gwen. At the end of the day, Ben really only cared about himself and whatever he wanted. I don't really like the idea of Gwen feeling jealous, I may avoid that for the most part. Sorry if I failed to address some of your points here or if I was vague on the ones that I did address. I just didn't want this response to become overly long. Thanks for the review, as always.

jasongd (Chapter 10): And another great chapter congrats I'll be waiting for next chapter BWEN FOREVER

Thanks, Jason. Glad you enjoyed the chapter. Thanks for the review, as always.

Next Chapter: Gwen and her family goes over to Ben's house for Easter, where she meets all his friends for the first time.