Chapter 18: The Last Laugh: Part 3

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 and welcome to Chapter 18!

* This will be the final part of The Last Laugh. I intend to make it different from the episode from the original series, so I hope that you guys like what I cook up here. Without further ado, let's get into it!

Ben

Friday, April 13th, 2018

Bellwood – Docks and Warehouses District

I had tracked down the address that I found on the lease from the area that Zombozo's tent used to be. It was a big warehouse in the city's Docks and Warehouses District. I dialed up the Alien Watch again to enable me to move across the rooftops at a quicker pace. I landed on the warehouse rooftop as Diamondhead. There was no way I was going to enter the warehouse on the ground floor.

They would be expecting that. So, I planned to enter through a rooftop window. One of said rooftop windows was actually unlocked. That seemed a little too convenient, if you catch my meaning. Either way, I opened the window and jumped through it. I found myself in a room of some kind that was pitch black, so I couldn't tell what my environment looked like. Right as I entered, the hourglass symbol on my chest began to flash red and I changed back.

Looks like I'm on my own for now.

I began to move forward and as I did that, my environment was lit up by torches lining both sides of the hallway. I was currently looking at a wall of infinite spirals, the kind that made you think that there was no end to this hallway. Like something you'd see at the Fun House back at the circus and carnival. I felt dreadfully alone. But that feeling wouldn't last long. I began to hear static – the sound of an intercom buzzing to life – somewhere in the distance.

"Hiya, kid! You wouldn't possibly be related to the four armed man that captured my gang, would you?"

I knew that voice anywhere. It was Zombozo.

How did he know about what happened to his goons?

"I'm everywhere, son!" he spoke again as if reading my mind. "I see all and know all!"

Wow, that's not creepy at all.

I looked around the hallway, keeping an eye out for the clown, even though deep down I knew that he was only talking to me through the intercom.

"Come on now, Mr. Serious! Give me a smile. Lemme see them pearly whites!"

I ignored his voice and kept moving through the spiral hallway until eventually coming to a yellow road that went down a few levels in a spiral. I followed the path and eventually came to a medium-sized pink box. I began to inspect and one of the first things I noticed was a crank on the right side of the box, which began to wind up on its own. I knew what it was and I was already beginning to back up, but it was too late. A head resembling Zombozo's likeness sprung up from the box on a spring, accompanied by distorted, demented laughter. I jumped back as I began to breath rapidly, before steadying myself a few seconds later.

Relax, dummy. It's not the real thing.

"So, what's your story, buddy boy? Did you miss your chance to see the show? Because I'm afraid we don't perform when off schedule!"

I gritted my teeth in frustration. I might as well just state my reasoning for being here. Playing the quiet game would probably only lead to him being more annoying, anyway.

"I'm here for the rest of the people that were at the circus. I know you have something to do with their disappearance!"

"Is that really what you think?"

I didn't say anything in response.

"Well, if you want to find out, you'll have to keep moving!"

He went silent after that. Well, for now, at least. I'm sure he'd find an excuse to talk some more later. Eventually the spiraling yellow road ended at another hallway lit by only torches. And unlike the previous hall, this one had a lone doorway on the right side. I cautiously approached, expecting another one of the clown's tricks. I stepped into the doorway, only to see an empty room before me. Empty that is, except for a single thing – a human body. I approached the body and saw that the condition of the corpse was terrible.

Terrible, but interesting. The entire body looked as though it had been mummified. It was as dry as a husk. There was a layer of decaying black hair on the head of the body and the body itself was dressed in a black jumpsuit with no identifying markers, with a silver utility belt of some kind. In the body's hand was a sheet of paper and the curiosity was eating away at me by this point, so I grabbed it. It said the following:

Target Name: "Zombozo the Clown"

Entity Type: Energy Vampire

The creature seems to be unable to survive for long periods of time without feeding on the essence of humans. We don't know what this essence is or why it needs to feed on it specifically, but when it does feed, it usually leaves the victim feeling dull and without happiness. Usually the creature only takes enough for it to survive until its next feeding. However, it much rarer cases, the creature will feed and take so much from the victim that it completely drains the essence and leaves the body a dry husk, devoid of any kind of life. We have no methods of combating the creature at this time.

ADVISED EXTREME CAUTION

I placed the paper back down in front of the body.

So, Zombozo is an "energy vampire"? I've never heard of such a thing. But then again, before last year, all of this was alien to me. So, maybe I shouldn't be so quick to jump to conclusions. Anyway, Zombozo, an energy vampire and this third party was trying to… track him, I guess? And I'm guessing this guy got too close, so Zombozo had to silence him. He's using the guise of a clown to lure in an audience so he can drain their essence – their happiness – in order to survive. I have to stop him before he can do this to more people.

Before I stood up, I placed my hand on the body's shoulder.

"I'm sorry this happened to you." I whispered.

I stood up, ready to leave the room now. I left the room and continued down the hall before it opened up into another dark void room. But this one was different – with a lone trapeze wire swinging back and forth in front of a giant recreation of Zombozo's face, whose mouth was slowly opening and closing.

You've got to be kidding me. I have to jump for it, don't I?

I watched the trapeze wire swing back and forth as I took a deep breath, hyping myself up to leap. Once it came toward me again, I ran and jumped, successfully grabbing onto it. I swung with the trapeze back and forth a few times as I prepared to jump through the fake's mouth. On the third swing in its direction, I jumped through the open mouth and grabbed the trapeze wire on the other side. But something was wrong with this one. It felt lighter and I could hear the ropes making noise. Eventually, they snapped and I went plummeting into the void, where I heard Zombozo's voice again.

"There you go, kid! Live a little!"

I fell through the blackness, feeling as though I were tumbling down a bottomless pit. I did eventually land, though. It felt like I had landed on a trampoline, before springing back up a bit. I tried to move only to realize that I couldn't. Taking a look around me, I realized that I was caught in a human-sized spider web. And my hands had somehow been tied to the strands of web.

What kind of fun house is this?

As I laid there trying to figure out what to do, a giant golden animatronic spider with Zombozo's head on it came crawling toward me from above.

"Easy, boy. You need to relax a bit and try to laugh! You only live once, after all!"

His razor sharp pincers descended toward my neck.

"Laughter is the best medicine! It's how I keep kicking!"

Yeah, I think I'm aware, clown.

However, instead of biting down on my neck, the animatronic spider pulled back and used its legs to slash through the webs that bound me. I screamed as I fell before I eventually hit solid ground this time. It hurt for sure and I rolled onto my back to minimize the pain. Of course it wouldn't be over though, as a spotlight turned on and shined down on me. I slowly sat up and looked around my surroundings. I had found myself within a recreation of the Big Top tent from the circus and carnival.

How did this place go from a fun house to whatever this is?

I finally pulled myself up from the ground and as I turned around, I saw the genuine article, Zombozo the Clown himself, walking up to me from the darkness in a calm manner. I immediately recoiled with fright and backed up away from him. As I stared up at him, I saw reflections of Gwen, along with other members from the audience tonight, all laughing themselves do death, running along the glass orbs on his jacket.

It's okay, Tennyson. He's just a stupid clown. He can't hurt you.

"Come now, kiddo. You're not afraid of old Zombozo, now are you?"

I forced myself to stand up a bit straighter and found my voice again.

"What the hell do you want?"

"Wow, you've got a mouth on you, buddy-boy. And what do I want? I'm so glad you asked."

He then snapped his fingers and another bright spotlight turned on, revealing a giant machine with a huge glass orb on it, similar to the ones on the clown's jacket. And the bigger orb was filled with the silhouettes of his victims, all seemingly wailing with despair. A cable running out from the machine lifted from the ground and linked itself to Zombozo's back, lifting him up into the air.

That's got to be the machine I read about. The Psyclown.

"Only to do what every other clown wants to do. To make people laugh! And to drain all their positive energy, like a sponge at a pool party! Tell me child, is that so wrong?"

"Is that your machine? Your Psyclown? I know what you do, Zombozo! I know that you run your show to draw in an audience so that you can drain their happiness—their essence—and while you're feeding on those pour souls, you allow your circus freaks to run amuck, robbing them blind while they're busy dying a slow and painful death."

He cast me a doubtful look.

"You know?"

"I know. I found the body of the 'agent' upstairs, Zombozo. And his file. I know what you are."

He continued looking at me with that look before he eventually began to laugh.

"You don't know anything about me, kid. Ask yourself why I feed on people's happiness—their essence—if you will. Do you think that I want to feed on people?"

"Of course, you do! You take pleasure from it, you sick creature!"

He let out a hearty laugh.

"Wrong!"

How could I be wrong? All of the information was on that file I found! Unless… he has information that the agent didn't have?

When I didn't answer, he took the opportunity to speak again.

"You have no idea what it's like, do you? To have your body constantly decaying and the only way to rejuvenate myself is to feed on other people? I'm slowing dying from a terminal illness and only one thing in this world to save me. How cruel is that?"

For some reason, that revelation shocked me.

"You're dying? Your body will decay if you don't feed?"

He nodded.

"It's true. If I don't feed, my body will decay to the point where I'm too weak to move and from there, I'll just waste away until there's nothing left to me. And I don't want to die, kid. I mean, who wants to die? So, if it means I have to steal other peoples essence to preserve my life, as long as I get to live, then it's a-okay. Me continuing to live is what's important, after all."

Hearing him say those words made me angry and the look on my face changed to reflect that. I immediately lost all sympathy for this clown.

"You are a fucking coward, Zombozo."

The sad look on his face suddenly dropped as he looked back at me.

"What did you just say, boy?"

"You're a coward, clown! You're dying of a terminal illness that eats away at your body and instead of consulting scientists and doctors around the world for help, your immediate action is to feed on innocent civilians and take the life essence that is rightfully theirs. Face it. You're a coward, you should have just had a spine and accepted your fate like a man."

I had pissed him off. The look on his face told me that. The cable attached to him began to wind up before spring him toward me, defying all gravity.

"I'll drain all of the essence from your body for that, little boy!"

I casually sidestepped out of the way without him touching me.

"You can't feed on me because you can't make me laugh. Now, I'm going to bust that machine, you're going to jail for the rest of your short life and I'm taking all of the people that you kidnapped from the audience with me!"

Zombozo kept zipping around me as he looked for an opening.

"Audience? Didn't you hear, kid? They ran away with the circus!"

Yet another spotlight turned on after that, illuminating a cage full of people. I could just barely see Gwen among them. All of them were quietly laughing but were visibly unconscious. They also appeared to be very close to becoming lifeless husks, just like the agent upstairs. I looked at Zombozo with anger as he began to laugh some more. The Alien Watch then turned green and I dialed it up.

"I think it's time to put you out of your misery, clown!"

I slammed down onto the ring and transformed into Ghostfreak. Zombozo hovered above me and stared down with a straight face. Eventually he laughed again.

"Sorry boy, but I sell the tricks. I don't buy 'em!"

I began weaving around him similar to how he had been zipping around me mere minutes ago.

"You know, I think I've found something that I'm more afraid of than you."

"Lemme hear it, freak."

"The idea of a freak who thinks he's special enough to steal the life essence from innocent people just so that he can avoid dying, now that's frightening."

The look in his eyes after that told me that I had angered him again.

"I'll rip you apart and take your essence that way!"

He lunged toward me but due to me also being able to zip and weave with ease, I was able to effortlessly dodge him. We continued this dance, with him trying to lunge at me and me getting out of the way for about thirty seconds or so. Eventually I had enough and whipped myself around to punch him, which tangled him up in his own cable. I then went invisible to throw him off once he got himself untangled. I placed myself behind him and once he got untangled, made myself visible again and whipped him around. I punched him right in the nose and sent him backwards into his machine, smashing through the giant glass orb, more precisely.

After smashing through the orb, all of the essence that the machine had been holding flowed outward and returned to the audience members within the cage. He exited the orb and tried to attack again, but I whacked him in the face with a wooden board, sending him right back in there. Zombozo climbed out of the machine and this time, I allowed him to.

Now that his machine has been destroyed, it'll be harder for him to feed. Time to apprehend him. But after everything he's done to these people, after all the countless people he's no doubt drained, he needs to suffer first…

"I'm warning you to back off!"

I was easily able to detect a crack in his voice, so I knew he didn't have much left in him.

"You want to see something really scary?" I hissed.

I then grabbed the two folds of my skin that converged on the hourglass symbol and ripped them open, exposing Zombozo to the sight of Ghostfreak's black and white tentacles, along with his internal organs. He was jerked back by his own cable and fell over backward in fear as he tried to get away from me.

"Oh, come now, clown. Don't tell me that you're afraid of old Ghostfreak?"

He looked up at me with a panicked gaze.

"What the hell are you?!"

"I'm your worst nightmare."

He shrunk back once more but I continued to come closer to him. Once I was within a couple feet of him, I made my move.

"Boo!" I whispered.

Suddenly, his head expanded like a balloon, with his lips in specific puffing up. And then just like that, poof. Confetti everywhere, as if that were the only thing inside his body. I looked down at my hands.

"Whoa. That even kind of freaked me out!"

Well, at least it was quick and hopefully painless for him. And he said that he needed to feed on the happiness of other people to survive. How old was he? I mean, I never saw anything on the news about mass disappearances or just disappearances in general, so he couldn't have been at large for long, right? And just how often did he need to feed? Was he lying about what he said?

I then reverted back to my human form and I ran over to the cage full of the audience members, who were beginning to wake up. I picked up a nearby pipe and smashed off the lock on it. I opened up the cage and motioned for the audience members to make their way out.

"There's a back door out of this warehouse. Get out of here and call the police! Tell them about this place!"

They didn't wait to stick around. They did as I said and vacated the cage. However, Gwen remained lying on the floor, still unconscious, which worried me. I knelt down and gently shook her.

"Gwen?"

Much to my relief, she began to stir. She slowly pushed herself up and began to look around.

"Where am I?"

She then noticed me.

"Ben? What are—Wait, you never came back with the popcorn! What happened and where did you run off to?!"

I began to scratch the back of my neck.

"Look, sorry. I just had to get away. While I was away from the Big Top, Zombozo the Clown kidnapped a bunch of the audience members, including you, in order to feed on all of you later. Apparently, he needs to feed on human essence—or our happiness—to survive. But hey, I came back to save you! I mean I—"

It all happened so quickly. I blurted out the truth without even realizing what I had done. However, luck was on my side, because she gave me a look of confusion with a hint of disbelief in her eyes. She began to stand up and I had offered her my hand, only for her to ignore me.

"You didn't save me, the Alien Guy did! He had to!"

Dodged a bullet there. And I guess it wouldn't make sense for "normal" me to save her anyway, since Zombozo was a superhuman entity.

I nodded to further cover my tracks, even though at this point, I probably didn't need to.

"Yeah."

"So, why did you run off in the first place? You never came back, did you?"

I let out a sigh as I sat down with by back leaning against the bars of the cage. I hung my head with shame due to what I was about to admit.

"Ben?" Gwen asked in a now worried voice.

"I lied to you. I never got over my fear of clowns. As soon as Zombozo appeared before us, I began to feel as though I was having a panic attack. I just had to get away before it got worse. I'm sorry I lied to you."

"You're still afraid of clowns?"

I nodded.

"Yeah. Go ahead. Make fun of me like you used to when we were kids. I'll wait."

I waited for a few seconds until she spoke again.

"Then why didn't you say so?! We could have gone to see a movie or have done any number of other things!"

I looked up at her with surprise.

"You're not going to make fun of me?"

She put out her hand to pull me up as I had just offered my hand. I took it and she pulled me up from the cage's floor.

"We're past that. Don't you agree?"

She's right. The two kids who tortured each other with insults are way in the past now. It's best that it stays that way.

I nodded.

"Yeah."

She sighed before looking annoyed again.

"Look, I think I'm just going to take you home. I don't really feel like doing anything else. Let's go."

Although disappointed, I couldn't say that I was surprised.

I suppose that if I were in her shoes, I'd also be a bit annoyed. And she's right. We could easily could have done something else. But I don't know how I'd feel about leaving hundreds of people to die horrible deaths, unknowingly or not.


Later That Night

The Tennyson House

After Gwen dropped me off back at my house, we said our goodbyes and then she was gone just as quickly as we had arrived. I decided to let it go as I thought she needed her space. As I laid on my bed by myself in my room, I began to reflect on how I hadn't felt scared at all during my encounter with Zombozo. The whole time, I had felt calm, collected, and mostly angry about his method of survival. This made me think of a memory from several years ago.

Eight and a Half Years Ago

It was 2009, summer vacation. The summer vacation. Grandpa Max, Gwen and I were out on the road, going from state to state just to see what the world outside of Bellwood had to offer. On this day in question we had just left this circus located somewhere outside of New Mexico and I'll admit right now, we had to leave early because of me. I had been afraid of clowns since I was a little kid and when that damned clown stepped out on stage, I began having an episode. It would be until years later that I would learn the thing I had been experiencing was called a panic attack.

Gwen was sitting at the table while she browsed the net on her laptop, meanwhile I sat up front with Grandpa Max as he drove the Rustbucket. As I stared blankly at the road ahead, I heard him clear his throat.

"Ben?"

I turned to look at him.

"Yeah?"

"Are you alright?"

"Yeah, totally! Uh, why?"

"Because you froze up while we were at the circus. While Gwen and I were having a good time, you just completely froze and eventually asked if we could leave. I've never seen you act that way."

Well, he has me on the spot. And this is Grandpa Max I'm talking to, I might as well be honest.

"Promise not to laugh? I'm afraid of clowns. They just freak me out."

He didn't say anything.

"I know what you're thinking. I'm such a loser."

"Everybody's got their own crazy fear, Ben." Grandpa Max spoke with a sigh. "When I was your age, I was afraid of heights. Well, "enough is enough" I said, and I climbed to the top of the water tower. Sometimes you just gotta scare the fear out of you."

"Scare the fear out of you?"

He nodded without a word.

"Huh."

Just then, Gwen popped up from out of view, coming from underneath the arm of my chair, wearing a clown mask.

"BOO!"

I immediately jumped back with shock. She got me so good that I began to cry.

"Why would you do that, Gwen? That's not funny!"

Grandpa Max sighed as he pulled the Rustbucket off to the side of the road and temporarily put it into park. Once this had been done, he turned around to look at Gwen.

"Why would you do that?" he asked before she could even say anything. "You can see that he's having a hard time and you choose to scare him just for laughs? Go on now and sit down. Go back to what you were doing and leave him alone."

She walked away without a word and without so much as an apology to me. Grandpa Max then turned to me as he patted me on the shoulder.

"It's okay, kiddo. There's nothing to be afraid of. There's no clowns here. You'll be okay. Just take it easy and catch your breath again."

Through the tears, I did my best to nod to let him know that he had reached me.

Present Day

As I finished reminiscing on my memories, Grandpa Max's lesson rang true with me just as it had on that day many years ago.

"Sometimes you just gotta scare your fear out of you." I whispered to myself.

I mean, I guess in a way, I scared my fear out of me. By being angry, Zombozo didn't seem terrifying. He was a joke and by extension, all other clowns are just a joke. They're not worth being afraid of.

I rolled over on my bed, satisfied that I had conquered the fear that had plagued me for my whole life.

"Thanks, Grandpa. For everything."

Author's Note:

* And that's it for this chapter! I hope you enjoyed it.

* What did you think of how I wrapped up my iteration of The Last Laugh? This episode is one of my favorites from the original series, so I hoped to do something a little different to stand out. What were your thoughts on Ben finding that third party agent's body with a file of information about Zombozo? Did you like how Ben fought through his fear with anger after Zombozo revealed how he feeding on people's "essence"? Please let me know any of your thoughts, I am very curious about what you guys think.

* That's going to do it for me, so I'm going to go. Have a fantastic day and bye.

Review Responses

adriandragonus (Chapter 16): Okay I'm curious with how this story will lead. In OG series, Ben used Ghost Freak to outspook Zombozo, perhaps things gonna be different here.

Thanks, Adrian. And I want to immediately apologize for missing your review last chapter. It just slipped my mind to do the Review Responses, I don't really know why. But yes, Ben did use Ghostfreak to outspook Zombozo in the original canon. So, the lead up was very different (I think) than the original episode, but the method was pretty much the same. Either way, I hope you like how I did it. Thanks for the review, as always.

jasongd (Chapter 16): And another great chapter congrats I'll be waiting for next chapter BWEN FOREVER

Thanks, Jason. Glad you're enjoying the story. Thanks for the review, as always.

jasongd (Chapter 17): I wish you a quick recovery And Always put your health first As always another great chapter congrats I'll be waiting for next chapter BWEN FOREVER

Thanks, Jason. I am doing much better. I'm pretty much clear of the infection and am trying to write more consistently. And I'm glad that you're still enjoying the story. Thanks for the review, as always.

Next Chapter: Ben's nightmare comes back to haunt him and forces him to question his relationship with Gwen.