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Chapter 04
The Rustbucket came to a slow halt, the sound of its engine fading into the serene quiet of a snowy landscape. Snowflakes drifted lazily from the sky, coating the ground in a blanket of white. Pines stretched up to the heavens, their branches heavy with snow, and in the distance, a large mall bustled with holiday cheer. Strings of lights adorned every tree, and the faint sounds of Christmas carols echoed from speakers near the entrance.
"Alright, kids," Grandpa Max said as he turned off the ignition, "let's grab some coats and head inside. Can't have you freezing before we even get to the fun part."
"Fun part?" Ben asked, rubbing his hands together for warmth as he hopped down from the RV.
"Christmas shopping!" Max replied with a grin, tossing each of them a thick winter coat.
Ben caught his coat and wrinkled his nose. "Shopping? That's your idea of fun?"
"Some of us actually enjoy it," Gwen chimed in, already zipping up her coat.
Max chuckled, patting Ben on the back. "Come on, Scrooge. It's the holidays."
The trio made their way to the mall, the warm glow of its lights and the hum of chatter inviting them in. Inside, the atmosphere was alive with holiday spirit. Stalls selling Christmas ornaments and seasonal treats lined the main walkway, and shoppers bustled from store to store, their arms loaded with bags.
Ben and Gwen wandered through the mall, taking in the sights. Gwen was immediately drawn to a stall selling handcrafted jewelry, while Ben, bored with browsing, wandered toward the clothing section.
As he passed a long row of mirrors, his reflection caught his eye. He stopped, staring at himself for a long moment.
Inside his thick winter coat, he still wore his signature outfit: cargo pants and a black-and-white striped t-shirt. It was the same look he'd worn for years, the same look that felt so… him. Or at least, it had.
Ben frowned, tugging at the edge of his t-shirt where it peeked out from under the coat. It felt childish now, like something he'd outgrown but hadn't yet let go of. He thought back to everything that had happened over the past few months—Gwen with the Omnitrix, his own struggles to find his place, his new powers. The more he looked at himself, the more he realized that the boy in the mirror didn't feel like him anymore.
He walked slowly into the clothing section, running his fingers along the racks. There were rows of winter coats, sweaters, jeans, and accessories, but his eyes drifted toward a display at the back.
Ben hesitated for a moment before pulling out a simple white t-shirt. He held it up against himself, glancing at his reflection. It was clean, plain, and felt… right.
Next, he found a pair of black pants—not cargo pants, but slim and sleek, a far cry from what he usually wore. He ran his fingers over the fabric, nodding slightly to himself as he added them to his arm.
Finally, his gaze landed on something unexpected: a purple leather jacket. It was bold, with silver zippers and a sharp cut that made it stand out from everything else in the store. He pulled it off the rack, draping it over his arm as he turned back to the mirror.
Ben held up the pieces one by one, imagining the outfit as a whole. A white t-shirt, black pants, and the purple jacket. It was different. Mature. Cool.
He nodded to himself, a small smile creeping onto his face. "Yeah," he said quietly. "This is it. After winter's over, this is what I'm wearing."
No more striped shirts. No more cargo pants. No more childish clothing.
This was his new look now. A look that felt like the person he wanted to be.
|—(~/\~)—|
Charmcaster strolled through the crowded mall, her piercing violet eyes scanning the bustling crowds. Her long, flowing cloak was tucked beneath a chic coat to blend in, though the amulet at her neck glinted faintly in the artificial lighting. She trailed her fingers along a mana detector hidden in her sleeve, its soft hum confirming what she already knew—a potent mana source was nearby.
Her uncle Hex had been relentless in his demands, ordering her to find the legendary Charm of Luck, but so far, her search had turned up nothing. Until now. The mana she felt here was strange—raw yet potent, like it didn't belong entirely to the person wielding it.
As she wandered through the mall, her detector hummed louder, leading her toward a small manga shop tucked in the corner of the upper floor. The faint glow of mana practically radiated from within. Charmcaster stepped inside, her eyes immediately landing on a boy leaning casually against a display shelf, flipping through a manga.
He had tousled brown hair and striking jade-green eyes, his expression intent as he skimmed the pages. Even from here, Charmcaster could feel it—the faint pulse of magic emanating from him. She studied him for a moment, her lips curling into a sly smile.
"Interesting book you're reading," she said smoothly, approaching him.
The boy glanced up, slightly startled by her sudden appearance. "Oh, uh, yeah," he said, holding up the manga. The title read, 'Thousands of Spells Away' by McPhoenix David, the cover adorned with glowing runes and a battle-hardened sorcerer. "It's really cool. I've been dying to read this one, but…" He trailed off, his expression falling slightly as he gestured to the price tag. "Kinda out of my budget."
Charmcaster tilted her head, feigning sympathy. "That's a shame. But you know what? How about I buy it for you?"
Ben blinked, clearly caught off guard. "What? Really? But you don't even know me."
She smiled warmly, a hint of mischief in her eyes. "You just look like a good kid. Consider it an act of kindness."
Ben frowned slightly, his lips twitching. "A good 'kid'? Do I look like a child to you?"
Charmcaster chuckled, waving a hand dismissively. "Alright, maybe 'kid' wasn't the right word. Let's just say you've got a trustworthy vibe about you."
Ben hesitated, his curiosity outweighing his skepticism. "Uh, sure… thanks, I guess?"
Charmcaster smiled again and turned toward the counter, where the salesman stood sorting through a stack of books. She placed the manga set on the counter, her fingers brushing lightly against a small stone hidden in her palm.
"You have a great selection here," she said casually, her voice taking on a soft, melodic tone. As she spoke, the salesman's eyes glazed over, his movements slowing as her subtle hypnotic spell took hold.
Charmcaster slid the stone—the core of one of her golems—into the pages of the manga set. The magical artifact pulsed faintly before disappearing into the book, invisible to the naked eye.
"There we go," Charmcaster murmured under her breath, her smile never faltering. She picked up the manga set and turned back to Ben.
"Here you go," she said, handing him the books.
Ben's eyes widened as he accepted them, his mouth falling open slightly. "Whoa… I don't even know what to say. Thanks! I mean, seriously, this is amazing."
"Don't mention it," Charmcaster said with a light laugh. "What's your name?"
"Ben," he replied, still clutching the manga like it was the greatest gift he'd ever received. "Ben Tennyson."
"Nice to meet you, Ben. I'm Hope," she said, offering him a hand.
Ben shook it enthusiastically. "If you ever need help—or, you know, hero stuff—you can count on me!"
Charmcaster's smile tightened for a moment, but she quickly recovered. "I'll keep that in mind," she said smoothly.
With one last grin, Ben waved and walked out of the store, clutching the manga set tightly.
As soon as he was gone, Charmcaster let out a quiet sigh, her cheerful demeanor giving way to exasperation. "That idiot had the Charm of Luck? Seriously?" She shook her head, her fingers brushing against her amulet. "Other than that necklace, he's got a ridiculous amount of mana. Feels like he doesn't even know what to do with it."
She shrugged, a sly smile returning to her lips. "No matter. My little golem will handle things. Nice and easy."
Charmcaster turned and strode out of the shop, already planning her next move.
|—(~/\~)—|
The night blanketed the snowy town in a serene stillness, with only the soft crunch of snow underfoot and the occasional whistle of a chilly breeze to break the quiet. The Rustbucket was parked near a quiet forest, its heater humming softly inside as the Tennysons settled down for the night. The day's events—mall exploration, gift shopping, and plenty of bickering—had left everyone tired.
Gwen was already curled up in her bunk, flipping through one of her new books while Max read an old magazine by the table. Ben, sprawled across his bed, clutched his newly acquired manga set protectively, his necklace glinting faintly in the low light.
"Don't stay up too late reading, kids," Max called out as he shut off the main lights.
"Got it, Grandpa," Gwen mumbled, already fighting off sleep.
"Yeah, yeah," Ben muttered, pulling the covers up as he placed the manga set on the small shelf beside his bed. His fingers briefly brushed the glowing stone of his necklace before he yawned, turning onto his side. Within minutes, his breathing slowed, and he was fast asleep.
|—(~/\~)—|
Inside the manga set on the shelf, a faint pulsing sound began to grow. Hidden deep within the pages, the tiny golem Charmcaster had planted stirred to life. The enchanted stone glowed softly, its energy crackling as it absorbed the ambient mana radiating from Ben. With a low hum, the golem began to assemble itself.
Tiny legs unfurled first, followed by spindly arms and a head that shimmered with faint, eerie light. Its movements were fluid but mechanical, almost insect-like as it crawled out of the book. The glowing gem at its core pulsed rhythmically, guiding it as it scanned the small room.
Its eyes locked on Ben.
The necklace around his neck gleamed faintly in response, its magical energy practically calling to the golem. The small creature scurried forward, its movements silent as it climbed onto the bed.
Ben shifted in his sleep, muttering something unintelligible. The golem froze, crouching low against the blankets as it waited for him to settle.
When Ben turned onto his back, the necklace slipped slightly to the side, exposing the clasp. The golem crept forward, its small hands reaching for the chain. Its movements were precise, methodical, as it worked to undo the clasp without waking its target.
Ben stirred, one arm flopping lazily across his chest. The golem froze again, retreating a few steps before resuming its task.
With a faint click, the necklace came free.
The golem held it up triumphantly, the purple stone at its center glowing faintly as it seemed to resonate with the golem's magic. It scurried down the side of the bed, moving with practiced ease as it carried its prize.
Once on the floor, it made its way toward the RV's exit, carefully navigating around Gwen's bunk and Max's chair. The creature reached the door and pressed one tiny hand against the latch. With a small pulse of energy, the door unlocked with a soft click, and the golem slipped out into the snowy night.
|—(~/\~)—|
In the heart of the quiet town, a small café sat nestled between two larger buildings, its warm light spilling onto the snow-covered sidewalk. Inside, Charmcaster sat alone at a corner table, sipping a steaming cup of coffee. She looked out the window with a bored expression, her other hand idly spinning a small charm between her fingers.
The bell above the door jingled softly as it swung open, though no one entered. Charmcaster's violet eyes flicked toward the door, narrowing slightly as the golem appeared in the doorway, its small form casting a faint shadow in the light.
"About time," she muttered, setting her coffee down.
The golem scurried across the floor, darting between the legs of tables and chairs until it reached her. It climbed up onto her table and placed the necklace in front of her, its core pulsing once before dimming.
Charmcaster picked up the necklace, holding it up to the light as a slow smile spread across her lips.
"Easy," she said softly, her voice tinged with satisfaction. She turned the necklace over in her hands, studying the purple stone. Its faint glow reflected in her eyes, and she could feel the raw, untapped mana radiating from it.
Her uncle had been right—the Charm of Luck was a powerful artifact, and now it was finally within her grasp.
|—(~/\~)—|
The soft morning light filtered into the Rustbucket, illuminating the cluttered interior. Ben yawned loudly as he climbed out of bed, his hair sticking up in wild directions. He stretched, scratched his head, and shuffled over to the tiny bathroom to brush his teeth.
Still half-asleep, Ben finished brushing and rinsed his mouth. As he reached up to splash water on his face, he caught a glimpse of his reflection in the mirror. Something was off. He frowned, squinting at his chest, where his necklace usually rested.
His hands flew to his neck.
The necklace was gone.
"Huh?!" Ben exclaimed, wide awake now. He patted his neck frantically, as if the necklace had just slipped to the side. When it didn't magically reappear, he darted back into the RV.
"Where is it?" he muttered, tossing his blankets aside. He crouched to look under the bed, then rifled through the shelf where his manga set sat. The necklace was nowhere to be found.
His heart pounded as he searched the small space, opening every cabinet and drawer he could think of. "Come on, come on… Where'd it go?!"
Max, sitting at the small kitchenette table with a steaming cup of coffee, raised an eyebrow. "What's with all the noise, Ben? Did you lose something?"
"Yeah, my necklace!" Ben blurted out, still scouring the floor. "It was right here last night, and now it's just… gone!"
"Maybe you just misplaced it," Max suggested calmly, though his expression darkened slightly.
Ben shook his head. "I didn't! I was wearing it when I fell asleep!"
Before Max could respond, Gwen approached with her tablet in hand, her expression serious. "You guys need to see this," she said, holding up the screen.
The tablet displayed a live news feed of a powerful thunderstorm wreaking havoc in the next city over. Lightning flashed across the sky, illuminating a figure floating high above the chaos. The camera zoomed in, revealing a man clad in dark robes, holding a staff that crackled with energy.
"Hex," Gwen muttered grimly, narrowing her eyes.
Max leaned in for a closer look. "What's he up to this time?"
Gwen scrolled through the report. "The news says he's threatening to destroy the city if they don't hand over some artifact he's looking for."
Ben's heart sank as he stared at the screen. "That staff… And the amulet he's wearing… He has all the Charms of Bezel."
Max and Gwen both turned to him, startled.
"How do you know about that?" Max asked, his voice careful but curious.
Ben hesitated for a moment before shrugging. "I studied, okay? Grandpa, there's a ton of crazy stuff out there—magic, aliens, whatever. I figured it wouldn't hurt to read up on it."
Max gave him a long look but nodded. "Alright. If Hex has all those charms, this isn't just another petty crime spree. He could do some serious damage." He stood and made his way to the driver's seat, his face set in determination. "We're heading to the city. Hang on, kids."
The engine roared to life as the Rustbucket lurched forward, quickly picking up speed.
Meanwhile, Gwen was already tapping on the Omnitrix, flipping through her available alien forms. "We're going to need some air support. Stinkfly should do the trick." She slammed down the dial, and a flash of green light engulfed her.
When the light faded, however, she wasn't Stinkfly.
She was Upgrade.
Gwen groaned, looking down at her sleek, black-and-green robotic form. "Ugh, not again! I hate it when this thing picks for me!"
Max glanced at her in the rearview mirror. "Make the best of it, Gwen. Upgrade's still a great choice."
Ben, sitting quietly at the table, watched the commotion with a sinking feeling. He clenched his fists, avoiding eye contact with either of them.
"Great," he muttered under his breath. "Gwen's transforming into aliens. Grandpa's charging in to save the day. And me?" He looked at his empty hands, his frustration bubbling over. "I can't even keep track of a stupid necklace. I'm so useless."
He turned toward the window, staring out at the snowy landscape rushing past as the Rustbucket sped toward the storm.
After a while, the Rustbucket skidded to a stop on the outskirts of the city, its tires digging into the snow as Max activated the anchors to keep it steady against the howling winds. The storm raged overhead, lightning illuminating the towering figure of Hex floating ominously above the cityscape. His staff crackled with magical energy, arcs of power shooting out to the surrounding buildings.
Max adjusted his cap, his jaw set in determination. "Alright, Gwen. You're up. Keep him distracted while I figure out how to neutralize him."
"On it!" Gwen, still in her Upgrade form, leaped out of the RV and dashed toward a nearby construction site. Her glowing black-and-green body shimmered as she assessed the available equipment.
Ben watched from the window, his fists clenched tightly as the storm rattled the RV. He wanted to help, but without his necklace—or any powers—he felt utterly useless.
Outside, Gwen quickly found her target: a towering crane that loomed over the partially built skyscraper. She leaped toward it, her form melting into liquid and surging into the machine. The crane came to life, its lights glowing green as Gwen took control.
"Alright, Hex," Gwen muttered through the crane's speakers, her voice laced with determination. "Let's see how you handle 'this'."
The crane's massive arm swung around, the heavy wrecking ball at its end hurtling toward Hex with incredible force.
Hex turned just in time, raising his staff. With a muttered incantation, a shimmering magical barrier appeared in front of him. The wrecking ball slammed into the shield, sending a shockwave rippling through the air.
"You dare challenge me, child?" Hex bellowed, his voice echoing unnaturally over the storm. "I wield the power of all the Charms of Bezel! You are nothing but a pest!"
Gwen didn't back down. She swung the crane's arm again, the wrecking ball arcing toward Hex from a different angle. This time, she used the crane's controls to increase its speed, making it harder for him to react.
Hex dodged to the side, the ball narrowly missing him and smashing into a nearby rooftop instead. Shards of concrete and debris rained down, but Gwen was already adjusting her strategy.
"Let's see you block this!" she shouted, activating the crane's claw. The mechanical arm shifted, grabbing onto a large steel beam and hurling it toward Hex like a javelin.
Hex growled, twirling his staff. The steel beam froze mid-air, caught in a web of glowing runes. With a flick of his wrist, Hex sent the beam hurtling back toward the crane.
Gwen barely had time to react, using the crane's claw to swat the beam aside before it could strike her. The force of the impact sent the crane rocking on its base, but she quickly stabilized it.
Meanwhile, Max had climbed out of the Rustbucket, carrying a high-powered laser rifle he'd modified for this exact kind of situation. He took cover behind a parked truck and aimed carefully at Hex.
"Gwen, keep him distracted!" Max called out.
"Kind of busy here, Grandpa!" Gwen replied, the crane swinging wildly as she dodged another blast of magical energy from Hex's staff.
Max fired a shot, the bright red laser cutting through the storm and striking Hex's barrier. The shield flickered but held, forcing Max to duck behind cover as Hex retaliated with a bolt of lightning.
"You insignificant mortals think you can stop me?" Hex roared, raising his staff high. The sky darkened further, the clouds swirling as he summoned a massive orb of energy. "Behold the power of Bezel!"
The orb crackled with power, growing larger with each passing second. Gwen knew she had to act fast. She swung the crane's arm again, this time aiming directly for Hex's staff.
"Come on, come on…" she muttered, calculating the timing.
The wrecking ball slammed into the staff just as Hex unleashed the orb. The impact knocked him off balance, sending the orb veering off course. It struck an abandoned building, reducing it to rubble but sparing the civilians below.
Hex snarled, clutching his staff as he steadied himself in the air. "You'll pay for that!"
Ben watched the battle unfold from the RV, his frustration boiling over. Gwen and Max were risking their lives to fight Hex, and all he could do was sit and watch. His hands trembled as he gripped the edge of the table.
"Come on, think!" he muttered to himself. "There has to be something I can do…"
Outside, Hex turned his attention back to the crane, his eyes glowing with fury. He raised his staff, summoning a whirlwind of debris that battered the machine. Gwen struggled to maintain control as the wind howled around her.
"Grandpa, a little help here!" she shouted.
Max fired another shot, this time aiming for Hex's hand. The blast struck true, causing Hex to drop his staff momentarily. Gwen seized the opportunity, using the crane's claw to grab the staff and pull it away from him.
"No!" Hex bellowed, his voice shaking the ground. He extended his hand, summoning the staff back to him with a burst of magic. The force of the spell sent the crane toppling over, and Gwen was forced to eject from the machine to avoid being crushed.
Her liquid form reassembled on the ground, and she immediately moved to regroup with Max.
"This guy's tougher than ever," she said, panting slightly.
"We need to find a way to cut him off from those charms," Max replied, reloading his rifle.
Above them, Hex floated triumphantly, his staff glowing once more. "You cannot defeat me! I am unstoppable!"
Ben clenched his fists as he watched from the RV. Every fiber of his being screamed at him to do something, anything, to help. But without his necklace, he felt powerless.
He turned away from the window, his frustration boiling over as he slammed his fist against the wall. "They're out there risking everything," he muttered to himself. "And I can't even…"
His voice trailed off as he looked down at his empty hands, his reflection faintly visible in the dark glass of the window.
"They don't need me," he whispered bitterly. "Not like this."
Outside, the battle raged on, the storm growing fiercer with each passing moment.
The storm howled louder as the battle between Gwen, Max, and Hex reached its peak. Lightning illuminated the chaos, casting stark shadows as Hex floated above, his staff crackling with raw magical energy. Down below, the Rustbucket trembled as its anchors began to give way.
With a deafening crack, the anchors snapped, and the RV lurched into the air.
Inside, Ben clung to the nearest surface, his stomach flipping as the Rustbucket was lifted like a toy. His vision blurred, the world tilting violently as Hex's magic wrapped around the vehicle, hurling it through the storm.
Gwen and Max turned in horror as the RV hurtled toward them.
"Grandpa!" Gwen shouted, her voice barely audible over the roaring wind.
Max dove for cover as Hex sneered, aiming the massive RV directly at Gwen. "Let's see you survive this, pest!" Hex bellowed, his voice echoing through the storm.
Just as the RV was about to slam into Max and Gwen, it stopped.
A pink light enveloped the vehicle, freezing it mid-air. The Rustbucket hovered inches from Max's face, its headlights glowing faintly through the magical aura. Slowly, gently, the RV descended, touching the ground with an almost feather-light grace.
"Huh?" Max muttered, staring at the RV in disbelief.
"Huh?" Gwen echoed, her eyes wide as she turned toward the source of the pink glow.
Inside the RV, Ben sat slumped in his seat, his face pale and green. He looked utterly nauseous, his hair sticking out in all directions. "Ugh…" he groaned, clutching his stomach. "I feel like a human snow globe…"
Before anyone could process what had just happened, Gwen seized the opportunity.
"Not so fast, Hex!" she yelled, leaping back into action.
Hex, still momentarily stunned by the RV's sudden stop, turned to face her too late. Gwen, still in her Upgrade form, lunged at him, her black-and-green liquid form surging forward. She reached out, her body reshaping into a massive tendril that wrapped around Hex's staff.
"No!" Hex roared, struggling against her grip.
Gwen pulled with all her might, yanking the staff out of his hands. As it left his grasp, the storm began to weaken, the magical energy dissipating into the air. With one last powerful swing, Gwen hurled the staff into the distance, far out of Hex's reach.
Hex's floating form faltered, and he plummeted to the ground with a heavy thud. Gwen reformed her humanoid shape, standing triumphantly over him as the storm cleared.
"It's over, Hex," she said, her voice firm.
Nearby, Ben stumbled out of the RV, his face still pale as he leaned over a drain and vomited. Max hurried over, placing a hand on his shoulder.
"Ben?" Max asked, his tone filled with concern.
Ben wiped his mouth, looking up at Max with a weak smile. "I'm fine… just… never flying in the Rustbucket again."
Max didn't respond immediately, his eyes narrowing slightly. That pink light, the way the RV had been gently lowered—it hadn't been alien technology.
"That was mana," Max murmured under his breath, his expression turning thoughtful. "And it felt just like Verdona's."
Gwen, still in her Upgrade form, basked in the spotlight as reporters swarmed the scene. Camera flashes lit up the clearing, capturing her sleek black-and-green figure as she addressed the crowd with confidence.
"Who's your hero?" she declared, raising her glowing robotic arms triumphantly.
"Upgrade!" the reporters and a handful of bystanders shouted back enthusiastically.
Gwen grinned, her voice magnified through her form's built-in speakers. "That's right. Upgrade saved the day!"
The crowd erupted into applause, the energy electric as Gwen continued to revel in her victory.
Ben stood at a distance, leaning against the Rustbucket, watching the scene unfold with a mixture of disinterest and quiet resentment. His hands were shoved deep into his jacket pockets, his gaze fixed on the ground as he kicked a loose pebble.
He'd seen Gwen save the day countless times before, but this one stung more than usual. The broken charms of Bezel lay scattered across the battlefield, their glowing runes fading into dull, lifeless etchings. The book of spells, once Hex's prized possession, was now nothing more than a charred pile of ashes.
There went his last chance.
No necklace, no charms, no book. Nothing to study, nothing to practice. Nothing to make him special.
Ben sighed deeply, staring down at his sneakers. The past few months had been one long lesson in frustration. Gwen had the Omnitrix. Gwen had the spotlight. Gwen was always the hero. And what was he? Just… there.
Lost in his thoughts, Ben didn't notice Max standing a few feet away, watching him closely.
Max's gaze was sharp but contemplative as he studied his grandson. He'd seen the pink light earlier. He'd felt the unmistakable pulse of mana, powerful and raw, when the RV had been saved.
Ben didn't know it yet, but he was far from ordinary.
For now, though, Max kept silent, his expression softening as he took in the slump of Ben's shoulders, the quiet defeat written across his face.
"Not today," Max murmured to himself. "But soon."
Ben kicked the pebble a little harder, unaware of the weight of Max's gaze or the changes that were yet to come.
|—(~/\~)—|
Author Note: Hello!
What do you think of this chapter?
I plan on using some elements from Alien Force and Ultimate Alien in the future but nothing from Reboot or Omniverse.
Thanks for reading this. The next chapter will be released soon.
Drop your thoughts in the review section. Your words motivate me to write better, larger and with more depth.
Till next time!
