Hey guys! It's been a long time, huh? Sorry that I've been gone for so long, but I've been quite busy creating new stories that I sort of...forgot about this one...whoops. Anyway, this is a chapter that I have been dying to rewrite because the last one was so cringy that I could barely read it...Oh, and also, I don't own anything except for my OC'S.

NOW LET'S GET ON WITH THE STORY!

{Episode 3: All That Glitters}

"Ben, if you hear this message, you must be pretty deep. There's a lot I can't reveal yet, but here is one thing that I can...you can't go in alone. By now, you're probably meeting some of the other plumber kids, but you need to find more, you need to assemble a team."

Ben watched the video of his grandfather with an unreadable look on his face as he sat on the sidewalk of a convenience store. Vanessa watched him with worried eyes as she sat on top of Kevin's car with Gwen standing by her as Kevin showed up and handed everyone their drinks.

"I'm worried about him," Vanessa says as she watched Ben replay the video again. "He hasn't stopped playing that Holo-Viewer for 3 hours now. Do you think we should check on him?" Vanessa asked as Kevin shrugs.

"Nah, I'm sure he's alright, right, Gwen?" Kevin asked Gwen, who didn't say anything as she walks in front of him, and crossed her arms.

"Why haven't you ask me out yet?" She asked as Kevin choked on his drink, and Vanessa nearly falls off the car.

"WHAT!?" Kevin says, after spitting out his drink as Vanessa recovered.

"S-So, bold. How can you say something like that without feeling embarrassed?" Vanessa asked as the two teens gave her a look. "Right, I will give you guys some space," Vanessa says as she jumps off the car and gives Gwen a thumbs up, before running off towards Ben.

"You heard me," Gwen says, bringing Kevin's attention back to her as she smirked. "We spend all of our time together, and you obviously like me." She says Kevin scoffed and looked away. "Kevin, I know you like me. I see you mooning at me when you think I'm not looking."

"Mooning?"

"And I like you...most of the time, so I'm asking you again-"

"See, that's the problem. You're asking me, a guy does the asking."

"Yeah, when?"

"...Don't push me." Kevin says with a glare.

"Don't push me." Gwen mocks as she walks away with an annoyed look on her face. Kevin groans in frustration as he turned to look at Ben, who was still watching his grandpa's message as Vanessa stood by him. "Hey, Ben!" Kevin yelled as Ben ignored him and continued playing the video. "You know, my dog used to nod on the spot on his butt over and over again. The Vet made us put a cone around his head." Kevin says as Ben sighs and turns off the Holo-Viewer.

"Easy does it, I'm not the one you're mad at," Ben says as Kevin shrugs.

"Cut me some slack, you guys want to go and kick some alien ass or something?"

"Or something. Let me see your plumbers badge." Ben says, walking over to Kevin as the older teen pulled out his plumber's badge and gave it to Ben.

"Whatcha up to, Benji?" Vanessa asked, leaning into his shoulder as he pressed a button a badge, and a green holographic map appeared as it had red lights flashing in and out.

"Each of these blips shows the location of a badge."

"Yep."

"And when there's a plumbers badge, we will find a Plumber or at least a Plumber's kid."

"Oh, I see what you're planning, we're going to track them down using their badges and recruit them to our team," Vanessa says as Ben smiled.

"Exactly. Come on, Kevin, your driving." Ben says as he and Vanessa walked over to the car while Kevin looked over at Gwen, who was leaning against a lamppost.

"You coming?" Kevin asked as Gwen stared at him for a few seconds before sighing as she nodded and entered his car.

"Plumber, plumber, plumber, plumber. Have you ever noticed that if you say a word enough times, it loses its meaning," Gwen randomly asked as she and Vanessa sat in the back of Kevin's car while the boys sat in the front. "Like a chance to ask someone out. Every time that chance comes along, it has less and less meaning until you don't have a chance at all." Gwen says while staring at Kevin smugly.

"Are you guys having a fight?" Ben asked with a cheeky smirk as Vanesa giggled.

"Aww, your first couple fight, how cute!" Vanessa gushed as Kevin glared at her from the rear-view mirror.

"We're not a couple!"

"Well, that's because you haven't asked me out yet," Gwen says as Kevin groans.

"Can we please talk about something else? Like, where's Sabrina? Isn't she usually hanging around you, Cunningham?" Kevin asked as Vanessa raised an eyebrow.

"Do you realize how late it is? It's way past her bedtime, so I left her at home with a babysitter." Vanessa says as she looked out the window and gasped. "Holy crap! Guys, look!" Vanessa screamed as the others looked out the window, and were surprised to see a teenage girl walking across the road wobbly like if she was drunk, and a truck was heading straight towards her!

Fortunately, the driver saw her as he grabbed the steering wheel and turned the truck around. Narrowly missing the dazed teenager as his vehicle swerved around uncontrollably, and smashed against a support beam that held up a bridge. The bridge immediately became unstable as multiple cracks appeared on the surface, and caused the cars to move around uncontrollably as they dangled off the bridge. Alien Force quickly got out of Kevin's car as they ran over to the railing, and Vanessa saw a nearly unconscious man trapped inside of a truck that was lit on fire.

"Kevin! Get that man out of the truck while I put out the fire!" Vanessa says as Kevin nodded, and ran off. Vanessa leaped off the bridge as she activated her Zennatrix and transformed into Coldphase as she flew off.

"Gwen! The cars!" Ben yelled as Gwen nodded and quickly leaped out of the bridge as she ran across the air with the help of her mana-platforms.

A couple hugged each other in terror as their car was about to fall off the bridge, but luckily Gwen came in as she conjured up a mana slide below them. Lowering them to safety as she urged the rest of the civilians to go down the slide, which they did reluctantly.

Ben leaped out of the bridge, transforming into Humungousaur mid-air as he ran under the bridge, and grew up to 60-feet as his dinosaur features becoming more pronounced. Humungousaur grew a crest on his forehead, stegosaur-like plates on his back, and spikes on his tail. Humungousaur huffed as he grabbed the bridge with his mighty hands and held it up as Gwen continued saving the rest of the civilians.

Coldphase extinguished the flames with her icy breath as Kevin grabbed the door of the truck, absorbing the metal into his hand as he used his enhanced strength to rip the door off its hinges. Kevin then crawled through the floor as he grabbed the unconscious driver and dragged him outside.

"GET EVERYONE DOWN BEFORE THE BRIDGE COLLAPSE!" Humungousaur yelled as Gwen looks down, and gasped as she saw a teenage girl walking down the street, and a car was heading towards her.

"THE GIRL!" Gwen screamed.

"BEN!" Kevin yelled as he was too busy treating the man's injury to help the girl out.

"HAND'S FULL!" Ben shouted.

"I GOT IT!"

Vanessa quickly took flight as she flew towards the disoriented girl, but sadly, it doesn't look like she will make it in time as the car was about to run the girl over. When suddenly, a boy, about the same age as the team, swooped in and saved the girl. The mysterious new hero is a tall, handsome young man with blond hair, light blue eyes, dark eyebrows, and pale skin. His outfit consists of a dark gray overcoat, a black shirt, a brown scarf, khaki pants, and black dress shoes.

"Oh, what a relief," Vanessa says to herself as she smiled in gratitude for the boy that seems to be radiating a yellow aura.

"Everyone's okay!" Gwen says as Humungousaur grunted and lets go of the bridge as he transforms back to normal.

"I-I have to get out of here! I-I was running and-" The dizzy girl says with a panicked look on her face as the mysterious boy comforted her.

"Shhh, it's okay, Trina your safe now these guys saved you." He says as Coldphase and the others appeared.

"You're friend was the one who saved you. He's just being modest." Ben says as Coldphase nodded, and transformed back to normal.

"Yeah, nice save dude. It was lucky you showed up when you did, or else that girl would've been street pizza." Vanessa says as the boy turned to her, and his eyes widen as he then glared at her. Vanessa was taken back from the glare as he composed himself and turned to the rest of the team.

"I'm glad that I was flying around when I heard the commotion. Anyway, whoever you guys are, thanks. And please don't blame Trina for what happened to the bridge. Something strange has been happening to the girls of our school lately." The boy says as Vanessa stared at him confusedly, wondering why he glared at her earlier as Ben smiled at the mysterious teen.

"It's no problem. Glad we could help." Ben says, before noticing a very familiar badge planted on his belt. "You have a plumbers badge!" He exclaimed as the boy looks down at his belt with a small smile on his face.

"Yeah, my dad gave it to me. You guys know about the plumbers?"

"At this point, we might as well be them," Kevin says as he showed the boy his plumbers badge.

"I'm Ben. This is Kevin, Vanessa, and my cousin Gwen." Ben says, introducing his team as the boy stared at Ben in shock with his mouth agape.

"Wait. Ben as in the Ben Tennyson? I'm a huge fan of yours! It's an honor to meet you, but I heard that you disappeared. My name is Michael Morningstar." Michael says as he shook hands with Ben before walking over to Kevin as he shook hands with him, and Kevin stared at him skeptically.

Michael walked over to Vanessa as he briefly glared at her before smiling as he held out her hand. Vanessa eyed him cautiously as she shook hands with him, and gasped as she suddenly felt a little dizzy. Michael smirked as he let go of her hand and walked over to Gwen as Vanessa nearly fell over, but Ben caught her.

"Hey, are you alright?" Ben asked as Vanessa nodded.

"Yeah, I just got a little dizzy for some reason." She says while staring at Michael thoughtfully as Ben noticed this.

"What's up?" He asked as Vanessa shakes her head.

"Nothing, it's just that, I feel like I've seen him somewhere," Vanessa says as Ben raised an eyebrow.

"Really? Where?"

"I...don't know," Vanessa says as Michael shook hands with Gwen, and small sparks shot out.

"Whoa! That never happened before!" Michael says as Gwen shrugs.

"Maybe its because we both have energy-based powers?" Gwen says.

"That's one theory." He said with a wink as Gwen blushed, and Kevin looked over at them in annoyance.

"Anyway, now that we all met," Kevin says as Michael picks Trina up bridal style, and turned to the team.

"I should make sure that Trina gets home okay, but after that, why don't we meet up at my place?" Michael suggested.

"Sure!" Ben says, enthusiastically.

"Sounds good!" Gwen says, eagerly.

"Can't wait," Kevin says, sarcastically.

"..." Vanessa didn't say anything as she watched Michael fly off, leaving a trail of sparkling energy as she scratched her hand. Not noticing her hand glowing a bit as a weird tattoo materialized on the palm of her hand.

"Mom and her new husband live in the main house, so they leave me alone and let me do whatever I want," Michael explained to the group as he was giving them a grand tour of his house.

"Cool," Ben says as Michael leads them to a room and opens the door.

"After you." Michael says to Gwen, who gave Kevin a look that says, 'Why don't you ever open a door for me like that?'. Kevin's response was a shrug as Gwen sighs, and walks into the room with Ben while Kevin and Vanessa...received fresh bruises on their foreheads as Michael, purposely, shut the doors on them.

"Nice," Kevin says, opening the door as Vanessa huffs.

"Now, I know that guy doesn't like me." She says as they walked into the room, and noticed that the room was filled with giant computers and typical lab gear that you see in sci-fi movies.

"What's all this stuff?" Ben asked.

"Just some of my dad's old plumber's gear, I brought it over from headquarters," Michael says as he then leaned over at Gwen and gave her a seductive look. "I can take you later their if you want?" He asked as Gwen blushed heavily.

"We all like to see it," Ben says, oblivious to his flirting as Vanessa facepalmed at her crush's cluelessness.

"Here, let me show you something," Michael says while grabbing Gwen's arm as he pulled the blushing teen over to a giant computer as it showed a map of the Earth and multiple charts. "I patched into the central Plumber's monitoring network, it's connected to everything! Global planetary internet, earthbound law enforcement frequency, and of course, the badge communication channel." Michael says as Kevin raised an eyebrow.

"Communicator channel?" Kevin asked.

"Yeah...you did know that badges work as communicators as well, did you?"

"..."

"So, you kept an eye on things with this stuff, and use your powers to help people. You're like your neighborhood's very own superhero!" Gwen exclaimed as Michael shrugs.

"Never thought about it that way, but I guess so." He says as Ben stepped up.

"You know what I'm thinking."

"I know what I'm thinking," Kevin says, but Ben ignores him.

"You should join our team," Ben says as Gwen and Michael smiled at the idea while Kevin and Vanessa looked a little unsure.

"Uh, Ben, I don't think that's a good idea," Vanessa says as Kevin nodded.

"Yeah, don't you think we should get to know the guy a little more."

"What's to know? He got the powers, he got the gear. Besides, we let Vanessa and Sabrina join us, and we had only known them for a couple of hours. How's this any different?" Ben asked as Vanessa and Kevin were about to answer, but Ben continued. "Look, guys. Grandpa asked me to assemble a team, and that's what I'm going to do. You don't have to like him, but can you at least act civil around him and trust me?" Ben asked as Vanessa sighs.

"We do trust you, Ben. It's him we don't trust." She says as Kevin nodded.

"Yeah, there's something about him that irks me about him."

"Guys," Ben says, exasperated as they groaned.

"Fine. We'll act civil...for now." Vanessa says as Kevin reluctantly nodded in agreement. Ben smiled as he turned to Michael.

"My Grandpa Max was a plumber, and he disappeared looking into this, big alien conspiracy that is going on against Earth. We are trying to find him, so we can help him stop it. Wanna help?" Ben asked as Michael glanced at Gwen, who gave him an encouraging smile as he smirked and turned to Ben.

"I will love to join you guys." He says just as the power on the mansion went out before coming back on again.

"Forget to pay your electricity bill?" Kevin asked with a flat look as Michael shrugs.

"The electricity has been undependable lately, but don't worry, my backup generator will kick in."

"This isn't a brownout," Ben says, walking over to a computer as he looked at it suspiciously. "Look at this spike in power at the local power substation, the energy drain is enormous!"

"Really?" Michael as he looks over the computer.

"Earlier, you said that something strange is happening in this town, well this defiantly qualifies," Ben says as Gwen walked up to Michael.

"If you need to check it out, we can help," Gwen says as Michael nodded.

"Thanks, we should," Michael says as he and the others walked out of room with Gwen being the last one to walk out as she noticed a strange tattoo on her arm. Shrugging, Gwen covered it with her sleeves as she went to catch up with the others.

We then cue at the local power substation where we see the gang arriving by the front gates as Ben bends down, and noticed that the locks were broken.

"Stay sharp, we got company," Ben says as his team nodded, and walked through the steal gates as they heard weird buzzing noises.

"Sounds like that buzzing sound that you hear on old monster movies," Michael says as Vanessa shivers.

"Do you have to mention scary movies when we're walking through an empty power station at night?" Vanessa says while hugging herself as Michael smirked and leaned over her ear.

"Boo!" He yells as Vanessa jumps in fright and glares at him as he laughed.

"Hey! That wasn't funny, you asshole!" Vanessa screamed as she was about to punch him, but Ben stops her.

"Vanessa, calm down!"

"But he-"

"It was just a joke to lighten the mood," Ben says as Vanessa growled, but didn't say anything as they continued walking. They walked for a few seconds, before noticing a girl with gray skin, absorbing the energy between two conductors as electricity coursed throw her decaying body. Michael stood in front of Gwen protectively as a zombie girl noticed them and roared as she grabbed a small conductor. Effortlessly ripping it from the ground as she throws it at them.

"Gwen!" Vanessa yelled as Gwen made a mana shield in front of them, and the small conductor bounced off it harmlessly, but more zombie girls showed up. "Man, I didn't know Halloween came early. I would've bought a costume." Vanessa says as Ben gave her a look. "What? Just trying to lighten the mood."

"These girls are wearing uniforms from my school, but I don't recognize any of them," Michael says as one of the girls ripped out a pole from the ground and held it like a bat as she charged at them. Michael quickly reacted as his hands, which were glowing yellow as he blasted the zombie girl off her feet.

"Energy blasts, cool!" Ben says, clearly impressed.

"Try not to hurt them! Maybe we can reverse this...whatever this is!" Michael says as the zombie girl recovered from the energy blast and swung her metal pole at Kevin as the others charged as well.

"Try not to hurt them!?" Kevin yelled as he quickly dodges the zombie girl's attacks, much to her annoyance as she growled at him in frustration.

"Kevin! Catch!" Vanessa yelled, tossing over a steal pipe as Kevin grabbed it, and absorbed it just as the half-dead chick swung again. But Kevin caught it smoothly as he smirked, and punches her jaw. Sending her flying to a wall as she collided against it, and fell down unconscious.

Ben struggled to overpower the strong zombie girl as the young hero kicked her away, but she wasn't fazed by his weak kick as she lets out a shrill scream and rushes at the young teen. Ben quickly dodges her attack as she punches through a fuse box, but the girl didn't even flinch as she grunted, and ripped the door from its hinges as she grabs a couple of wires, and yank it out as sparks flew out.

"Shit!"

Ben cursed as he activated the Omnitrix, and scrolled down to find the perfect alien as the girl charged at him, and he quickly slams the dial down as he transformed into...

"Chromastone!" Ben yelled as zombie girls yams the cable into his chest to electrocute him...but Ben didn't even flinch as he gave her a flat look. "That not going to work! I'm a conductor!" Ben screamed as he absorbed the electricity from the cable and shot it back at her. Zombie girl screamed in pain as she was sent flying in the air, and crashed landed on the ground as she groans, and went unconscious.

Chromastone smirked at his victory as he looked over at Vanessa, and noticed her being chased by two zombie girls as the teen runs up a wall. Vanessa used the wall as a springboard as she leaped over the mummified girls and landed behind them. Vanessa smirked as she activated the Zennatrix and scrolled down to find the perfect alien as she slams down on the dial, and a flash of purple light occurred.

Vanessa has now transformed into a small monkey-like alien with four arms, two pairs of pink eyes with one of the pairs having a scar. Three fingers on each hand, three toes on each foot, and three retractable spider legs that grew out of her back. She also has light red fur over a dark red center, a long tail with two black stripes near the tip, and the Zennatrix symbol planted safely on her right shoulder.

"Webtail!" Vanessa yelled as she raised all of her four arms and shot out four individual spider webs that landed on the girl's arms, and before they could react. Webtail crosses her arms as she made the girls collide against each other, and they got knocked out.

"Nice!" Chromastone says as Webtail blushed, but smiled at the compliment before groaning as she suddenly felt disoriented.

"Whoa!" Ben says, kneeling down as he grabbed Webtail's shoulder to help steady her. "Got dizzy again?" Ben worriedly asked as Vanessa nodded. "Maybe, you should take a rest for the rest of the night," Ben suggested as Vanessa shakes her head.

"Don't worry about me, let's just go and handle the rest of the zombie freaks." She says as Ben stared at her, before sighing as he reluctantly nodded.

"Sure, let's go," Ben says, walking off as Vanessa followed, but not before noticing a tattoo on one of her arms as she stared at it suspiciously.

Michael flew into the air as he blasted a couple of zombie girls, but they seem to be quicker than they look as they swiftly dodge the energy blasts, and tried to attack him. Only to be stopped by Gwen as she trapped them with her mana powers...but something seemed off as her usual pink mana turned black and crumbled into pieces. Gwen gasped, letting the girls go as she fell on the ground, and Michael went to help her.

"Are you okay?" Michael asked as Gwen groans.

"I-I don't know. I suddenly felt weak for a second." Gwen says before looking up to Michael as she gave him a grateful/loving look. "But I feel better now." She says as Michael smiled.

"Here, hold my hand," Michael says, grabbing her hand as he squeezed it reassuringly. "Use my energy," Michael says as he spreads his golden aura onto Gwen, who seemed to recover from her dizzy spell as they turned to their enemy.

The zombie girls roared as they charged at the lovebirds, but Gwen wasn't afraid as she fired two mana disks, and pushed them back. Michael raised his hand as he aimed at the injured girls before smirking as he raised his hand higher and blasted the pipes above them, scaring them as they ran away.

"Hey, what did you do that for?!" Vanessa says as she and the rest of the group showed up.

"Yeah, nice going! You let them get away!"

"Sorry, my mistake, I was trying to aim at them," Michael says as Vanessa narrows all of her four pink eyes.

"Bullshit! You did that on purpose! I saw you smirk!" Vanessa yells as Michael sighs.

"Okay, truth to be told. I did aim at the pipes. I tried to bounce off my energy blast off the pipe to hit the girls, but I guess I need more practice."

"It's okay, we all make mistakes. We'll help you master your powers later," Ben says while transforming back to normal as Webtail stares at him in disbelief. Not believing that he was buying into Michael's bullshit. "But the most important thing is that we stopped from...whatever is they were doing," Vanessa shakes her head in annoyance as she turned to Gwen, and gave her friend a worried look.

"So, what happened to you back there?" Vanessa asked as she transformed back to normal. "A few minutes ago, you look like your about to faint, and what was the deal with your mana suddenly going black?"

"I...I don't know. It was probably just a fluke." Gwen says before turning to Michael as she smiled at him lovingly.

"I can't thank you enough for helping me?"

"You could if you have dinner with me?" Michael asked as Gwen gave him a surprised look.

"Right now?" Gwen asked as he shrugs.

"I'm hungry now, how about you?" He says as Gwen smiled.

"I was just about to suggest the same thing," Gwen says as they stared into each other eyes.

"Okay, what is up with you!?" Kevin asked, finally fed up with Gwen ignoring him for some rich boy as he walks in front of them. "You've been ignoring me since we got here, you were lousy in the fight, and now you're just acting goofy!" Kevin yells as Gwen glared at him.

"Why are you pretending to care?" Gwen shot back as she grabbed Michael's arm and walked away with him. "Later," Gwen says as Kevin fumed and turned to the others.

"Are you guys going to stand there and do nothing!?"

"No, I was just going to sit in the car," Ben says while walking away as Kevin turned to Vanessa.

"What about you? I know you don't like Morningstar, so why didn't you stop her?" Kevin asked as Vanessa sighs.

"I do feel that something is off with him, but I really don't have any proof suggesting that he's up to something, so I can't really stop them. Plus, Gwen is free to date anyone she wants." Vanessa says while walking away as Kevin followed.

"Look, I don't trust this guy, and I don't think you should've been so quick to make him part of the team," Kevin says, following the teens as Ben gave him a knowing smirk.

"Admit it, your just jealous because Gwen likes him," Ben says as Kevin was about to yell at him, but Vanessa stops him.

"Look, Kevin. I'm suspicious of him too, but we can't really attack the guy without some concrete evidence." Vanessa says as a lightbulb appeared over Kevin's head.

"Evidence, huh? Alright, I'll get your evidence." Kevin says with a smirk as he walked ahead of the teens.

"What did he mean by that?" Ben asked, worried as Vanessa shrugs.

30 minutes later, we see Kevin trying to break into Michael's mansion by using his powers to pick the lock on the door as Ben and Vanessa stood by.

"This is why you changed your mind about Michael going on a date with Gwen? So, we can spy on him!?"

"Yep," Kevin replied.

"Well...stop!" Ben yells as Kevin sighed.

"Look, he ain't right, Ben. If you aren't going to check him out, then I will." Kevin says as Ben glared at him.

"You're doing the wrong thing, Kevin, the old Kevin thing," Ben says as he reached out and grabbed Kevin's arm. "Step away from the door," Ben says with a stern look as Kevin scoffed.

"Do you really want to fight me over some new guy? Is that how you want to build a team?" Kevin asked as Vanessa steps up to separate the two.

"Boys, chill," Vanessa says as she turned to Ben. "Look, Ben. I know you like Michael and everything, but even you have to admit that Michael seems a little suspicious." She says as Ben rolled her eyes.

"Oh, why? Because he played a prank on you earlier?" Ben asked as Vanessa glared at him.

"No, I'm suspicious of him because he keeps glaring me ever since we got here, acts like a jerk to me and Kevin, and let those girls run away on purpose!" Vanessa yelled as Ben was about to retort when a voice spoke up.

"Is Mike home?" A voice asked as Ben and Vanessa turned around and saw Tina standing behind them with an anxious look on her face. Ben and Vanessa quickly straighten up as they give Tina nervous looks while Kevin continued picking the lock.

"He hasn't called me back since you and the red chick showed up," Tina says as Ben and Vanessa glanced at each other before looking at her as Vanessa coughs, and gives the girl a fake smile.

"Hey, there...Trina, right? Yeah, Michael is not home." Vanessa says as Trina looks down, disappointed.

"Oh...well, when he comes back, can you tell him to call me back? I wanted to tell him how amazing he was last night and ask him if he can give me my bra back? It's my favorite one, so I hate to lose-"

"Finally!" Kevin screamed as everyone turned to him and saw him opening the door. "Now, come on, let's go before anybody show up-" Kevin says before shutting as he finally noticed Trina. "Oh, Trina! I didn't see you there!" Kevin says as Trina looked at the open door before looking back at Kevin suspiciously. "Now, I know what it looks like, but we are not breaking in into Michael's house. We're...picking up some stuff for him." He says as Trina didn't look convinced, but waves it off as she gave them a hopeful look.

"Then you know where he is! Can you take me to him?"

"No!" Ben yelled, startling Trina as he composed himself. "I mean...he's busy."

"I need to see him! Why won't he see me?" Trina says as Vanessa looked over the girl, and noticed a familiar tattoo on her arm.

"Hey, Trina. Where you get that tattoo?" Vanessa asked as Trina looks at the tattoo and shrugs. Vanessa quickly grabbed the boys as she dragged them away from the girl. "That girl has the same weird tattoo that I got," Vanessa says, rolling up her sleeve as Ben stared at her surprised.

"I didn't know you had a tattoo," Ben says as Vanessa shakes her head.

"That's because I don't," Vanessa says, confusing the boys as she decided to elaborate. "I didn't notice I had one until we fought those zombie girls earlier. Speaking off, I remembered those girls having the same tattoo as well."

"I just want to see Mike!" Trina yelled as Vanessa rolled her eyes.

"Trust me, sweetheart, you can do so much better than him," Vanessa says, before turning to the boys. "Hey, I just realized something. Isn't it weird that the zombie thing is only happening to girls about Michael's age and goes to his school as well."

"Yeah, she's right. Call me crazy, but maybe Morningstar is the cause of this." Kevin says as Ben gave him a flat look.

"Your crazy."

"Oh, come on, Ben! Even with all of this evidence, you can't admit that Michael might be a-" Vanessa says before stopping in mid-sentence as she noticed Trina just standing there. "Um, excuse me? We're trying to have a conversation here, so can you like, go home, or something?" Vanessa says as Trina nodded and walked into Michael's house. "...Okay, that's not exactly your house, but whatever. Anyway, even you have to admit that Michael looks a little suspicious." Vanessa says as Ben was about to retort, but couldn't think of a comeback as he starting to realize that maybe Michael is not the person he thought he was.

"Wait, guys, I just remembered something. I didn't hit me until just now, but Gwen was wearing her sleeves lower than usual." Kevin says as Ben raised an eyebrow.

"Why would she do that?"

"Maybe Gwen has a tattoo like Trina and me, and she's trying to hide it," Vanessa says as Kevin nodded.

"That is possible, I didn't see to make sure of she does have a tattoo, but it makes sense if she had one with the way she's acting," Kevin says as Ben was about to say something, but then realized something.

"Wait, come to think of it, Trina was wobbly when we first found her on the freeway. And Vanessa got dizzy when Michael shook hands with her...and Gwen was the same way on the power plant." Ben says before his eyes widen. "Then that means Gwen and Vanessa caught whatever bug doing this," Ben says Kevin's eyes harden.

"Yeah, and the bugs name is Morningstar," Kevin says as we cue back with Gwen, who was enjoying her date with Michael on a small building in the middle of the forest.

"I'm glad we met, Gwen," Michael says as Gwen smiled lovingly.

"Me too."

"I knew there was something special about you the first moment we met."

"I felt it too."

"And, now all the other girls mean nothing," Michael says as Gwen giggles.

"Yeah...wait, what other girls?" Gwen asked with an angry look as Michael grabbed her hand and started absorbing her mana as a golden aura fell on them.

"You're energy is nothing like I've ever felt before! When it flows into me, I feel invincible!" Michael screamed while grinning darkly as Gwen moaned in pain. "From the moment I touched you, Gwen, I knew that I found the only girl I need," Michael says as the aura around flared up, and a flash of light occurred.

"Fact is you two have been against Morningstar since the minute we met him!" Ben yelled as he and the others were on Kevin's car, driving on the freeway.

"Yeah, but at first, it was because he was an arrogant, bragging, rich asshole!" Kevin yelled as Ben smirked.

"Who Gwen likes more than she likes you." Ben teased as Vanessa groans.

"Okay, usually, I like teasing Kevin and Gwen's non-existing relationship, but now is not the time for that." She says as Kevin nodded.

"Yeah, Gwen's in trouble, and your to stuck on following your grandpa's instructions to see it!"

"If Mike is turning those girls into zombies, then why isn't Vanessa and Trina one?"

"I don't know! Maybe it's like a vampire thing? Maybe it takes a while before they go all zombie?" Kevin says as Ben sighs tiredly and rubs his temples.

"Mike has been helping us ever since we got here. Why would he fight them with us?" Ben asked as Kevin smirked.

"Ah, but he didn't remember? He told us not to hurt them, then he 'accidentally' let them get away."

"Look, even if you two are right, we don't know where they went for dinner," Ben says as Vanessa smirked.

"That may be true, but we do have a way to track them. Isn't that right, Kevin?" Vanessa asked as Kevin smirked.

"You read my mind, Cunningham." Kevin pulls out his plumber's badge as a pressed a button, and a green holographic map popped out as it showed a single red dot blinking in and out.

20 minutes later, we see the gang arriving at the small building in the middle of the forest as everyone got out, and Kevin pointed down the road.

"The highway we found Trina on is that way. She didn't just wander out there by coincidence, she was trying to get away from Morningstar."

"Wow, nice detective skills, Kev," Vanessa said, impressed as she gave him a fist bump while Ben rolled his eyes.

"Let's just take a break from the crazy theories and check on Gwen, okay?" Ben asked before walking away as Kevin stared at him, annoyed.

"Are you serious, Tennyson? The evidence is right in front of you, and you still don't believe us?" Kevin asked incredulously as Vanessa patted his shoulder.

"Let's go, Kevin. Ben is too stubborn to hear us anyway." Vanessa says as Kevin sighs, but nodded as they walked towards the building.

Ben opened the doors as the gang walked into the building and were shocked to see Michael absorbing Gwen's energy as he laughed maniacally. Michael's physical appearance changed dramatically as his skin changes to a more golden color. His hair was flying upwards, and he was glowing far brighter than he was before.

"What have you done to her, you bastard!" Vanessa screamed while trembling in fear at the sight of a zombie version of Gwen, who looks like she can die any minute now.

"You son of a bitch!" Kevin yelled as he and the others rushed over to save Gwen. Michael sneered at them as he gently puts Gwen down and then blasted the boys away.

"Ben! Kevin!" Vanessa screamed as she turned to Michael and glared at him. "You're going to pay for this!" Vanessa says as she activated the Zennatrix, and without even looking, she slammed the dial down and transformed into...

"Wildfire!" Vanessa yelled at Michael, who glared at her as he slowly levitated off the floor and put his arms behind his back.

"Bring it on, it's been a long time coming, Cunningham!" Michael yelled as Wildfire was about to attack, but stops.

"Wait, how do you know my last name, I never told you." She says, confused as Michael rolled his eyes.

"You did tell me, a long time ago," Michael says before flying down as he punches her across her face and sends her flying out of the building.

"Don't forget about me!" Kevin yelled as he runs over at Michael with his body covered in stone armor as he blindsided Michael and sends him flying across the room. Ben grits his teeth in pain from the blast as he activated the Omnitrix, and slams the dial as he transforms into...

"Jetray!" Ben screamed as Michael shot a beam of energy at him. Jetray easily avoided the attack as he blasted Michael with his neuroshock vision...but it only seemed to make Michael stronger!

"GO AWAY!" Michael shouted as he lets out a beam of energy from his chest. Jetray was too slow to react as the beam hits him in his chest and sends him plummeting to the ground as he transforms back to normal.

"Seriously? All it took was one blast to take down the great Ben Ten?" Michael says with a slightly surprised tone as he levitated above Ben's nearly unconscious body. "Honestly, I expected better from someone who defeated Vilgax The Conqueror. I guess you know what they say, never meet your heroes." Michael says while staring at Ben with a disappointed look as the young teen groans and looks up to him.

"Conqueror? What do you mean by that?" Ben asked as Michael shrugs.

"Nothing for you to be concerned about," Michael says before aiming his hand at Ben's face as a ball of yellow light appeared. "Goodbye, Tennyson. For what is worth, I was a huge fan of yours." Mike says as Ben chuckles.

"Well, I'm no longer a huge fan of you, and neither is she," Ben says while pointing up as Michael looks up, and his eyes widen as he saw a ball fire racing towards him.

"Get away from him, you vampire wannabe!" Wildfire yelled as she punches Michael away and sends him flying across the room. "You okay?" Vanessa asked as Ben nodded.

"Yeah." He says before getting blasted away from Vanessa as the young Pyronite turns around, and saw Michael glaring at her venomously with his hand still smoking from the blast.

"I had it with you, Cunningham! You're going to pay for what you did!" He screamed in outrage as Wildfire stared at him, dumbfounded.

"What are you talking about?" She says as Michael eyed her confusedly.

"Wait a minute, you don't really don't remember me. We met when we were little kids, we played together, our moms used to be friends!" Michael screamed before charging at her as he was about to throw a punch. But Vanessa wouldn't fall for the same trick twice as she generated a massive amount of heat and slammed her hands down, sending out a wave of magma that liquified the ground.

"Ugh!" Michael grunted as he felt himself sinking into the ground and struggled to free himself.

"We met when we were kids? Our moms knew each other? What are you talking about, Morningstar?" Vanessa asked as Mike stopped struggling and sighed bitterly.

"You really don't remember me don't you, Vanessa," Michael says as Wildfire nodded, and he scoffed. "Figures, you don't remember, you were only 4-years-old when it happened, but I remember it clearly. When I was very young, my mom has thought it was a good idea for me to interact with other kids. But she couldn't have me play with any regular kids on the count of our family history and my powers. So my dad got in contact with his old partner, who turns out to be your mother."

"Our parents used to be partners?" Vanessa asked, shocked as Michael nodded.

"They used to be partners, but they went their separate ways once your mother retired. Anyway, dad knew that his partner had a kid, so he arranged for us to have a playdate. It was fun at first, but then your mother received a call from the Plumbers and told her that my father was playing double agent and stealing info from them. My father begged your mother to let him go, but your mother ignored his pleading and arrested him from the spot!" Michael screamed as he glared up to Vanessa with his whole body glowing yellow energy. "Ever since that day, my life has been nothing but hell, and it was all thanks to your mother!" Michael yelled, bursting out of his trap as Vanessa nervously stepped back.

"B-But if you're angry at my mom, then why are you angry at me? I had nothing to do with your dad's imprisonment." Vanessa says as Michael gained an annoyed look.

"Well, sadly, she died before I can have my revenge, so I have to settle with killing you, and your sister," Michael says as Wildfire glared at him with her body glowing brightly.

"Over my dead body!" Vanessa yelled as she propelled herself over to Michael and tackled him to the floor.

Mike grunted as Wildfire rained down flaming punches at his face, leaving bruises and scorch marks on his face as he raised his hand and fired an energy blast at her face. Vanessa screamed in pain as Michael grabbed the young hero by her collar, and throws Vanessa into the air as he flew after. Wildfire didn't have time to react as Michael blasted her across her back and sends her flying to the ground, creating a crater upon impact. Vanessa whimpered in pain as she tries to stand up, only to fall down as she transforms back to normal.

"Dammit." Vanessa cursed as Michael floated down, and grins as he steps on her back and pushes her down.

"It's nothing personal, Vanessa. It's your mother's fault for not protecting my dad. If she had acted like a real partner, then none of this would be happening." He says as Vanessa weakly chuckled.

"If you are anything like your dad, then I'm proud of my mom for putting him away. I don't know what he did exactly, but if my mom was willing to lock up her partner, then he deserved it!" Vanessa says, before yelping in pain as Michael stomps on her back again.

"TAKE THAT BACK YOU BLUE HAIRED BITCH! TAKE THAT BACK!"

"NEVER!" Michael growled in anger as he jumped away from the crater, and landed on the ground as he aimed his glowing hand at Vanessa's beaten up body.

"FINE! THEN GO SEE YOUR MOTHER IN HELL!" Michael yelled as he was about to blast Vanessa when suddenly a voice spoke up.

"STAY AWAY FROM HER!" Kevin yelled as he rammed Michael into the ground and started wailing on him.

Michael was stunned at first, but he swiftly regains his bearings as he grabbed Kevin by his face and drags him across the ground as he then tossed him away. Kevin quickly recovered as he sat up and ran at Michael as he threw multiple punches left and right. Michael amusedly smiled as he dodges his punches with lightning-like speed and kicks him in his stomach, leaving behind a small crack.

Kevin coughed out blood as Michael went on the offensive and delivered lightning-fast punches all over Kevin's body. Before gathering an insane amount of energy in his hands as he fired at Kevin in point-blank range. Kevin grunted in pain as his armor was slowly chipped away, and he kneels down as he falls down unconscious.

"Kevin!" Vanessa worriedly yelled as Michael folded his arms behind his back and grins.

"You're out of your league. All of you are." Michael says as he floats back over to Gwen with his body glowing brighter than before. "Why use your powers to help people when you can use them to do whatever you want?" Michael asked as Vanessa shakily sits up from the crater, and glared at him.

"That's not...how you supposed to use them," Vanessa says as Michael stared at her, surprised that she could stand up with the injuries she had, not noticing Gwen waking up behind them. "We were given these gifts to help people in need not to use them to bully people into submission," Vanessa says as the boys woke up and stared at Vanessa in awe. "You could've been better than your father, but instead you decided to be a selfish asshole and waste your powers for the sake of being powerful. What's the point of having superpowers if we don't use them to help people?!" Vanessa yelled as Michael growled and blasted her.

"Vanessa!" The boys yelled as Ben rushes in and grabs Vanessa before she landed on the ground.

"Help people? Become a hero? Bah! What stupid nonsense! I don't care about any of that stuff! All I ever wanted was power, and my revenge for my father!" Michael screamed as multiple zombie girls appeared out of the shadows, groaning as Gwen shakily stands up and walks over to an unsuspecting Michael.

"But since you did bring me, Gwen, I figured I should thank you," Michael says as he looks up, and noticed a large air vent hanging above Alien Force. "How about a gift? On the house!" Michael screamed with a sadistic grin as he was about to blast the air vent when suddenly a wrinkly hand grabbed him and canceled out his attack. Mike gasped in shock as Gwen grabbing his hands as she started absorbing her energy back. "What are you doing!?"

"Coming to my senses!" Gwen yelled as Michael's golden skin slowly fades, and Gwen's body slowly returned back to normal.

"NO! STOP THIS!" Michael yelled as his body glowed yellow, and soon enough, he exploded. Michael fell down on the floor, exhausted as Gwen smirked before turning to her friends as she gasped.

"Kevin!" Gwen worriedly screamed as she went to check on him while Vanessa rolled her eyes playfully.

"Yeah, we're fine too. Thanks for asking." Vanessa says as Ben laughs, but his laugh was cut short as a zombie version of Michael stands up and screams in horror over his appearance.

"N-No! I'm h-hideous!" Michael screamed as he looks back at the zombie girls, and weakly held out his hands. "G-Girls, come here to me, give me your p-power!" Michael says as the zombie girls groaned and slowly walked towards him. "T-That's right, feed your master!" Michael says as the zombie girls hissed loudly and dog piled on him. "WHAT!? WAIT, WAIT, WAIT, NOOOOOOOOOOOOO!" Michael screamed as he explodes again and sends the now healed girls flying away. The girls weakly got up from the ground as they looked over at Michael, and shrieked in fear as he looks even more zombified than before. Kevin stoically walks over to the zombified teen as he grabs Michael's plumber badge, and absorbed the metal from it.

"You don't deserve this," Kevin says as he crushed the badge into pieces, and throws the remains at Michael's face before walking away as the others followed.

"Hey, Michael," Vanessa says, turning to Michael as he looks up to her. "I'm sorry for what happened to your father. I know what it feels like to lose a parent." She says before glaring at him fiercely as her Zennatrix glowed brightly. "But if you ever come near me, my sister, or my team again then I will stop you and put you to jail as my mother did to your father," Vanessa says, before leaving the building. Michael groans as he laid down on the ground and closes his eyes in defeat.

A few minutes later, we see Alien Force driving away from Michael's place as Gwen sat in the passenger's seat next to Kevin while Vanessa and Ben sat in the back.

"Listen, guys. I'm sorry I took Morningstar's side over yours." Ben says before looking at Gwen as he gave her a sad look. "And, more important, that I wasn't watching your back."

"No, it wasn't your fault," Gwen says as Vanessa nodded.

"Yeah, it wasn't your fault, Benji. If anything, it was Michael's fault for nearly killing Gwen and us." She says as Ben shakes his head.

"No, it was my fault!" Ben yelled, surprising Vanessa with his outburst as he gave his team a crestfallen look. "I was such in a hurry to build a team that I ignored the danger! If I'm going to be a good leader, I'm going to need to show better judgment."

"If you're going to be a good leader, you need to stop sounding like a jerk!"

"Kevin!" The girls yelled as Ben waves it off.

"No, it's okay, he's right. I am a jerk." Ben says before looking at Kevin as he gave him a sly look. "So, Kevin...when are you going to ask Gwen out?" Ben asked as Vanessa grins.

"Yeah, due tell," Vanessa says as Kevin groans in annoyance while Gwen looks away with a blush as she smiled.

And done! I hope you guys enjoyed the chapter and hopefully is not as cringy as the last one.

Anyway, as always, I will catch you all later.