San Francisco was essentially dust in the wind by the next couple of hours, this next stop was actually something Ben had always wanted to see himself. The latter half of yet another drive was actually very serene almost.

"Why are you so excited to go to this place anyways?", Gwen looks at Ben who was sitting in his seat with a very exited smile on his face. "You're only ever this excited about Sumo Slammers ans Superheroes."

"Oh c'mon! Ive been itching to come here since I first learned about the Flatwood's monster.", Ben says excitedly. "Story goes that a group of kids saw some fiery UFO crash into a hillside, just a little after that sightenings of some weird alien were all over town!"

Alex was busy in the back scowring through the fridge looking for something that doesn't exist. "Why do you know that much anyways?"

"Bellwood's a place where its mostly alien conspiracies, theres a lot of shops that sell stuff around aliens.", Max states from the front as he found all those stories about aliens to be rather amusing considering his background

"Huh? That so.", Alex muttered as he had essentially no knowledge on Bellwood.

"Yeah! The reason why its called Bellwood is cuz of this giant wooden bell that people thought was made by aliens!", Ben says excitedly once again before sliding back down. "Which is uh... kinda stupid when I say it like that."

Gwen rolled her eyes. "And they wonder why I was so eager to move out of Bellwood."

Alex looked confused as he looked at Gwen. "Who the fuck is they?"

"Anyways, since aliens DO actually exist theres gotta be a chance that the Flatwoods monster exists too!", Ben says as they both completely ignored his question.

"Alright, fuck me I guess.", was all Alex said in response.

Max smiled as he saw the sign that welcomed them to Flatwoods, quickly passing by it as he looked at the rearview mirror. "We're finally here! We're just gonna stop by the Inn and go lookin around, that sound fair?"

"PLEASE! I really want an actual shower again.", Gwen spoke up relieved at the mentioning of an Inn. "Wait, we're not gonna share a room again right?"

"Nonsense, managed to book two rooms for all four of us. Though we might not be on the same floor.", Max stated as he drove through the town, considering it was summer people were already flocking the area to see the famous Flatwoods Monster.

Ben glanced outside and swore he saw... something, it looked like some kind of scarecrow but once he looked away, it was gone. "Did you guys see that?"

"See what?", Gwen asked as she noticed Ben was suddenly very fixated on the fields. "Don't tell me you went stir crazy when we JUST got here?"

"No, I'm being serious! I saw something out there!", Ben exclaimed as he could remember making out the vauge shape of a spade.

Max looked in the rear view mirror, moving it to look at Ben as he felt this bizarre sense of deja vu but still had his usual warm smile "It was probably just you seeing things, that happens to me all the time. Everything's alright."

Ben felt a bit less freaked out, yet despite slouching in his seat he still had his gaze fixed on the window. "I swear I saw something."

The last stretch of the ride was very uneventful, just straight forward driving which eventually lead to them at the parking lot of the Inn. The four were split into two rooms, them being just a few doors down from each other.

Alex used his free hand to unlock the door to their room which let him and Ben set down their luggage. "Ugh, thank god.", the blue eyed teen quickly b-lined it to the bathroom and closed it shut.

"Oookay.", Ben shrugged at this and closed the door. Their room was decently large as it had two queen sized matresses with a gap between them, a coffee table, the air conditioner and so on. What actually caught Ben's attention was an envelope ontop of the dresser.

The ten year old being curious decided to rip it open and found it was actually a note from the hotel staff themselves. "Welcome to Days Inn, where we value blah blah blah...", Ben had heard a similar speal from the phone countless times... what was alarming was an additional page.

Ben flipped it and found a different page, he was... confused to say the least. "Thank you for coming to Flatwoods, Virgnia. We hope you enjoy your time here and...", Ben kept reading but this time to himself, doing a double take as he saw one bizzare thing. "Rules? Why are there rules?"

That section was labeled Rules to Flatwoods in a bold, decorative font. The rules goes as follows:

Rule 1: Be in your rooms at 9:30. You may leave at 4:00.

Rule 2: Don't use the bathroom at night. If you have to, keep the lights off. Do not touch the mirrors at all either, no matter the time.

Rule 3: Keep the volume to a minimum.

Rule 4: If you're out by the national park, ignore what you hear.

Rule 5: Do not leave your rooms no matter what after 9:30, even if you hear someone calling your name outside, even if it sounds like your friend.

Rule 6: If the food in the mini fridge is rotten, please call the staff, they will compensate you and replace it.

Rule 7: If you hear someone calling your name from behind, keep walking, don't look back.

Rule 8: Please don't pray at the national park, anything can hear you.

"Huh?", coupled with the fact that he saw something on the drive in, Ben was a bit less eager to stay. "Hey Alex.", Ben walked to the bathroom and knocked on the door.

"Wassup?", Alex asked from the otherside of the door as Ben could hear the sounds of him fiddling with the Omnitrix.

Ben slipped part of the paper underneath the door crack which quickly vanished. "I found some really weird rules by the TV-"

Alex muttered something to himself, which is mainly repeating words over and over again before letting out an annoyed groan. "What the FUCK do the mean I can't use the bathroom at night?? That's horseshit!"

Ben wanted to retort or insult Alex but he refrained from this, he was more or less glad Alex was actually talking. "What do you think the rules are for?"

Alex yawned as he stood up and left the bathroom, handing the paper back. "Probably just a gimmick, y'know mess with people out of town. Nothin too serious."

"I dunno.", Ben muttered as re-read the rules yet was distracted by Alex ruffling his head.

"Little bit much for any gimmick but eh, who cares.", Alex just stretched before flopping onto one of the beds. "Just take a minute to relax so you're not freaking yourself out when we go check the place out."

"But- whatever.", Ben groaned and placed the piece of paper back where he found it in frustration. He went to close the blinds but once again found himself staring at something in the distance.

The green eyed brunette wasn't exactly sure what his eyes caught but it was... tall? He recognized some sort of leaf-like shape atop of it, Ben made sure to keep staring as he slowly closed the blinds.


"A lot smaller than I thought it'd be.", Max muttered as the four stood outside of the Flatwoods Monster Museum, it was signficantly smaller than one would expect from such a title. The elderly man looked over at his grandson.

Said grandson picked up the backpack he set down in front if Max and slipped it back on. "Whats with the backpack today?", the retired Plumber asked his grandson.

"Oh its just stuff I think I'd need for later, nothin too big.", Ben shrugged.

"At a museum of all places?", Gwen was still in disbelief that Ben wanted to go to the museum for once in his entire life... willingly.

Ben smiled. "Ah c'mon, its the Flatwoods Monster Museum! Its way different than those boring old history musuem you go to."

Alex scrunched his face up. "Ehhhhhh, not really? But whatever, lets just go check this place out or somethin."

"Way ahead of you.", Ben says as he was the first to walk in, the museum itself wasn't nearly as big as anything else and was small by comparison. Besides that, there was a family of 3 also within the museum as Ben immediately started walking along the wall in awe.

Gwen scoffed at this. "Wished he was this exicted about learning in general."

"Eh well, what can ya do?", Max smiled at his grandson's enthusiasm... and also the items they could take for the road.

Ben stopped in front of a seperate part of the long line of shelves containing many items in front of a small exibit, it was a large portrait contained by glass walls. The portrait itself was the Flatwoods Monster in its red faced glory, the artwork was madterfully crafted to the point Ben thought it was a real photo.

"In 1952, a group of people reached a hillside and saw some pulsating light and saw some kind of creature with a metallic smell exit.", Ben looked to his left to see the child of the family, she looked roughly his age albiet a bit taller. She had darker skin, long and curled black hair with freckles, she wore a blue T-shirt, jeans and sandals. Though wore a sort of flower crown.

Ben was actually relieved to find someone as invested in this as well. "Lots of people thought that it was just a hoax, but a lot of people say its real too!"

The girl turned to him, equally as relieved at this. "I heard that if you go to the hillside it crashed at, you can actually find it's spaceship!"

"Wait! Really?", Ben's eyes widened as he didn't even know about that. "I've never heard about that."

"Yeah, it's just a rumor. But thats why I'm here, oh yeah, my name is Vanessa. My parent's call me Starshine though.", the now named Vanessa, or Starshine, says with a smile.

"I'm Ben.", Ben introduces himself and attempted to ignore the snide remarks Alex and Gwen were making off to the side.

Starshine noticed them, the two waved before going back to their browsing. "Are they your siblings?"

"No, ones just my doofus cousin and the other is some jerk, but he's... okay, I guess.", the olive eyed ten year old shrugged at this.

Starshine smiled at this. "You wanna come with me to the hillside? I know it's a little weird to ask but my parent's won't go with me, plus they won't let me go alone."

Ben was taken aback by this but quickly shook off that surprise. "Yeah, sure! Sounds like fun.", he says with a nod.

"Okay, meet me at the National Park later.", Vanessa remarks as she walks back towards her parents.

The rules came back into Ben's mind again, specifically the 4th and 7th rule, he was unsure but was forced to shake it off as Alex smacked him on the back of the head. "So I see you found yourself a little crush.", the older boy says teasingly.

Ben furrowed his brow in annoyance at rhis remark. "Don't make me shoot you.", to which Alex laughed and pushed him.

"Yeah, sure. C'mon, Max wants to check a few more stops before going back to the inn.", Alex says pointing to behind him, Ben looked over to see Gwen and Max had been waiting outside with the few items they bought.

The four spent the next few hours going from one spot to the other. Going from simple game of baseball in the Holly Gray Park, to an archery range, then to a wildlife center where a fox walked besides Alex the entire time, then towards taking multiple pictures with the Flatwoods Monster chair, even some photos with Alex using his own aliens such as Overclock and Pointdexter. Though this had finally ended when the Rust Bucket parked near the New River Gorge National Park & Preserve.

"If I had known there were camping grounds, I would've just done that.", Max stated as he felt a bit foolish for not checking beforehand.

Gwen sighed as she rubbed her neck, remembering the nights where she barely slept due to sleeping on the ground. "No offense, but I prefer it when I have an actual bed to sleep on."

"Least you get a bed in the RV, I have to sleep on the floor almost everyday.", Alex remarks as he felt a bizzare chill in the air. It was early in the afternoon, roughly 2 PM, which made Alex question the sudden feeling even more. "Hmm..."

Ben on the other hand had finally met up with Starshine, who was with her parents surprisingly. "I thought you said your parents weren't coming.", Ben remarked as they both sat on the bench and watch them walk down a path that led to a flight of wooden stairs.

"Yeah, they won't come with me to the hillside but they said they'll be in the National Park generally. They think it's stupid.", Starshine huffed.

Ben nodded along even if he didn't understand this kind of issues, his parent's supported his interests at least. "Wait- whats their problem with it anyways."

Starshine scoffed at having to remember that conversation. "They said that because I'm turning twelve soon that I gotta stop chasing rumors or something."

"Thats kinda..."

"Rude? Demeaning? Or some other word that works? Yeah, thats what I said.", Starshine furrowed her brow before shaking her head. "Anyways. I heard on the internet that the National Parks all lead to the same hillside where the Flatwoods Monster crashed."

Ben noticed how deep they were going, the trail seemed to go on forever but that wasn't the issue for him. "I'm from a town where things like the Flatwoods Monster is celebrated and I never heard of anything like that."

"Yeah, it's a recent rumor. I didn't believe it at first either but, y'know, seeing is believing.", she shrugged.

Starshine!

Starshine perked up. "Did you hear that?", the young girl looked at Ben in surprise and the wide eyed expression he made told her everything.

Ben didn't say anything but quickly remembered the rules again. "Ignore it, don't turn around.", he says as he slowly slipped his backpack onto his stomach. "Just keep walking."

"You taking those rules seriously?", Starshine mused as she playfully pushed him.

"Yes. I've seen some stuff.", Ben muttered as he remembered all the times he nearly died by an alien or by some impossible object. "Just keep walking, I have something to take us back-"

We're so sorry, Starshine.

Starshine immediately felt a pit form in her stomach, her thought started closing as she fought back the urge to turn back.

Please, look at us. We're so sorry for before.

Please, turn around.

Turn around.

Starshine stopped in her tracks, which alarmed Ben who walked backwards and grabbed onto her. "Keep moving, lets go!"

"I...", much to Ben's dread, Starshine turned around with what looked like a hopeful look on her face... this was replaced with her eyes widening and jaw dropping, a horrified look formed on her face as she backed away. "Its..."

Starshine was suddenly dragged onto Ben's hoverboard as he zipped off in a panic. He fumbled with his backpack for a moment as he pulled out the Proto-Tool. "What was that?!"

"I-It...", Starshine gagged for a moment, forcing herself not to vomit all over the board. "It knew who I was..."

"Ya think?", Ben says with strained sarcasm as he heard a roar from where they had been previously.

Why bother?

"What?", Ben's eyes widened as he saw something appear off to the side.

He recognized it immediately, the same object he had seen before... the Flatwoods Monster. It indeed had a large, spade shape surrounding its head similar to a collar with a face that bore two glowing red eyes, but that was it. The creature towered over them with ease, being a gangly in shape with a body being comprised out of what looked like plant-like roots with metal jutting out of its side with spindly arms.

Do you really think you can protect anyone, Benjamin?

Starshine held onto Ben as he furrowed his brow in anger. "Buzz off!", he exclaims as he raised the blaster but...

Ben suddenly found himself standing outside of his school, Maddison Elementary, the sun was still beaming in the sky signifiying summer had finally begun for him. "When... when did I get here?"

"Normally, we'd take your money and beat you up, but since it's the last day of school, we're going to give you a break.", Ben recognized the nasally sounding voice from anywhere, especially that exact sentance.

It was his bullies, Cash and JT, currently harrassing a shorter, fatter kid he learned was named Jamie against a tree. "Now fork over the cash, so we can get out of here!"

He looked at his hand and balled it up into a tight fist.

You couldn't even protect yourself from children.

"BEN!"

Ben suddenly found himself face to claw with the creature's finger as it attempted to touch him, he scowls before blasting it away with a powerful orange beam of energy. Carving a large hole in what could he considered its torso it let out a pained scream.

"C'mon lets go!", Starshine nudged Ben who nodded and zipped off, rising high into the air before making a sharp U-turn. "What happened back there?"

"I don't know, it felt like it was poking around in my head.", Ben says as he rubbed his head, he didn't really like the feeling at all. "It felt like cob webs were wrapping around my head."

The two children could've sworn they were above the trees one moment, but they blinked... and they were back on the forest floor. "Wait- what?", Ben slowed down the hoverboard to a halt yet was still keeping the Proto-Tool up.

"Weren't we above the trees just a second ago? Why are we back on the path?", Starshine asked rightfully confused.

Escaping is pointless.

The Flatwoods Monster was right next to them again, its head splitting open as tendrils formed from its fingers before lunging at them. It would've attacked them... had it not been for a gigantic orange orb smashing against it, sending the creature flying away and crashing through a large tree.

"Alex?! Dude, am I glad to see you.", Ben sighs in relief as the gigantic orange ball unfurled into Roundabount's regular shape

"Yeah, we heard some roaring back there. So I decided to check it out.", Roundabout gives a poor attempt at a thumbs up before pointing at Ben's friend. "Is she good?", .

Ben looked behind him to see Starshine with a terrified look on her face. "Oh yeah, Starshine this is my buddy Alex, or Cannonbolt I guess-"

"It's Roundabout.", the hulking panda alien corrected.

Ben looked at him in confusion. "Really? I thought you went with Cannonbolt?"

"No?? I told you about this didn't I?"

"No you didn't."

"Yes the fuck I did- y'know what? Fuck it, we'll put a pin in that.", Roundabout shook his head... which was more like shaking his whole torso. "Point is, I'm a friend."

"Um- hi?", Starshine smiled nervously as she wasn't really sure what was happening, but let out a scream the moment the Flatwoods Monster appeared and backhanded Roundabout away while letting out a monstrous roar as tendrils sprouted from the ground and smacked them away.

Roundabout caught himself by rolling into a ball before uncurling with an annoyed look on his face. "Talk about false advertising. Jesus they nonly got three things wrong.", Roundabout remarked as the creature's body was bent horribly out of shape.

You will suffer dearly for that.

"Least I'm not the one stalking some children, get some hobbies man.", Roundabout retorted as he quickly curled into a ball and rocketed towards the Flatwoods Monster, who roared before vanishing the moment impact was going to be made.

"Where'd it go?", Ben looked around only for Roundabout to slam right into the creature that had appeared behind him. "That answers that."

"Stop talking and GO!", Roundabout exclaims as he slammed onto the flatwoods monster and began slamming down on it again and again as Ben and Starshine zipped past him.

You think this makes any difference?

Roundabout was suddenly backhanded into a tree again, quickly noticing the creature had vanished within the same second. "Yeah, fuck this.", he muttered before speeding off in the direction he originated from.

It wasn't just Roundabout, but Ben and Starshine also felt uneasy due to how... calm the journey back was. Perhaps it could've been due to the pace they both went at but there was just... nothing, not even as Roundabout reached the wooden steps, not even when he erupted in a red flash and quickly ascended them to meet up with Ben, Max and Gwen.

"Where's the other one?", Alex asked as Gwen pointed towards Starshine tightly hugging her parents. "Ah."

"How'd you find me anyways?", Ben asked as Max smirked.

"I installed a tracker in your Proto-Tool.", Max remarked as he tapped his wrist watch's side button and pulled up a small holographical map that had a picture of Ben as a baby marking his current position. "I may be old, but I'm not dumb. And I'm also not irresponsible enough to let you venture off alone if I can't find you."

"Yeah, we heard some kind of scream from here so Alex went after it.", Gwen states while pointing at Alex himself.

"I was gonna go with Watchdog, but I got Roundabout instead.", Alex says with a shrug.

"No duh.", Ben says as he looked over at Starshine, whos parents had been checking on her before hugging her tightly. She looked back and waved as her parents seperated and urged her back towards the exit.

"Alex... are you okay?", Gwen asks as Alex looked at her in confusion. "You're bleeding."

Alex felt warm liquid leaking out of his nose, he rubbed it with his hand and noticed it was indeed blood. "What the hell- dude, you're bleeding too."

Both Gwen, Ben and Max noticed they were all bleeding from their noses suddenly. What Ben himself had noticed was this black fog that suddenly spilled into the area, he found himself looking at Starshine with her confused and scared parents... to just Starshine.

"Huh...", Ben noticed he was now standing on his own, the warmth of the summer now replaced with a sudden drop in temperature. Not just that but... there was no color besides them, like they were dropped into an old movie

Starshine looked around and ran back to Ben frantically. "What just happened?!"

"I dunno...", Ben checked himself again, noticing that despite the fresh blood staining his upper lip, he had stopped bleeding all together. "One second we were with the others and now... we're here."

That's because you are in my own personal world.

Ben, still wielding the Proto-Took, took it off his shoulder and prepared himself for a fight as Starshine grits her teeth and put her arms up as well.

Oh how adorable.

Ben and Starshine looked around as the Flatwoods Monster bursted from a cloud of black smoke and slowly approached them. Its head splitting open to show a rows of teeth lining its maw before letting out a thunderous roar.

Of course, that was solely for them. Alex, Max, Gwen and Starshine's parents stood there in disbelief as the two children had suddenly vanished into thin air. This moment of silent was disbelief by a horrified scream from Starshine's mother as she fell to the ground. "H-Hey, it's gonna be alright. She's gonna be alright.", her husband attempted to comfort her despite still being shaken.

"That thing must've got them.", Alex remarked while turning his head towards Max and Gwen, who looked at him in confusion. "Oh yeah, the Flatwoods Monster is real and is a piece of shit, go figures."

"Oh, wow, real helpful Einstein!", Gwen lightly shoved him. "How are we gonna get them back?"

"We don't even know where they could possibly be.", Max says as even though his tracker lacked the image of Ben to signify his location. "Tracking them is already not an option."

Alex looked over at Starshine's parents who had not moved from that spot before walking towards them. "Alex- wait!", Gwen tried to stop him but Max in turn stopped her to observe.

The father looked up at Alex in bewilderment. "We're uh... kinda in the middle of something here."

"Your daughter just vanished into thin air along with a friend of mine, right?", Alex asked as the father nodded. "Bare with me, but did your room have a piece of paper with a weird set of rules?"

"Uh... yeah, why do ask?", the man asked in confusion as Alex gave a thumbs up.

"Thanks.", Alex pivoted on his foot and trotted back over to Max and Gwen. "Alright I have an idea, well, half an idea. Im not sure if it's gonna work."

"No yeah, keep it to yourself. We don't need to know.", Gwen sarcastically says as Alex smirked and nodded at this.

"Yeah yeah, its a rough idea.", Alex says scratching his head. "The rules Ben found in our room definitely are based on something, meaning he broke one out in the forest-"

Alex was quickly cut off by Gwen immediately understanding him. "So if you break another rule, you'll get taken to the same area!", she says with a smile.

"Pretry much.", Alex states with half confidence. "Not right here though..."


"Shh!", Ben shushed Starshine as they hid inside one of the many buildings within this bizzare dimension they were trapped in, this one being a small convenience store. Ben brandished a small bruise on his left cheek due to the altercation that happened before they managed to escape.

"What're we gonna do?", Starshine asked in a hushed tone as Ben shrugged. "Thanks... real confidence booster."

Ben grimaced as he looked over behind the counter, the Flatwoods Monster suddenly appearing, looked around before teleporting away once again. The ten year old let out a sigh before sitting back down with her.

"I-I'm sorry.", Starshine whimpered, which surprised Ben.

He was so surprised, Ben had to ask. "Sorry for what?"

"It's my fault I got us into this mess. If I didn't turn around we wouldn't be here.", Starshine curled up into a ball as her eyes started to water. "My parents never apologized to me before, they're so set into their decisions they forget that I'm a person too. They want me to do so many things that I don't want to do, I'm not big into sports, I'm not big into ballet, I wanna be a mechanic when I grow up. I wanna have my own shop and everything but... they never listen. They don't care about what I like and I hate it."

Ben scooted over and made sure he was sitting next to her. "Maybe you should just... let them know how you feel.", Starshine glared at him to which he sat up nervously.

"I mean, my mom and dad didn't really get me at all either. For a while they actually tried to make my like my cousin but it just... didn't stick, it took me yelling at them for my dad to figure it out but after that? They listened to me, sure they told me no if something was too much but, they know that I am who I am."

Starshine smiled at this a bit before frowning. "I don't think they'll listen to me."

"If they love you, they'll listen.", Ben lightly patted her with a smile. Starshine smiled as she rubbed her eyes. "We need a plan to get outta here and back to our world-"

I can feel it. Consider yourselves lucky, meat. You're going to have a new friend joining you soon!

It took some convincing, but Alex managed to get Max to drive them back to the Inn. To which he immediately bursted out of the RV and rushed towards he and Ben's room, taking out the key card as he looked back. "I need you two to be ready."

"I thought you said you had an idea!", Gwen shouted in frustrstion af Alex's incapability to confirm if the idea would work or not. "Make up your mind!"

Alex groaned. "Okay, just give me twenty minutes. If me and the other two haven't come back then wait another three minutes, if we're still not back then you might need to come in after us."

"WHAT?!", Gwen erupted with an angered look. "You- UGH! Fine, we'll wait in your room until you give the okay."

Max nodded at this. "If you guys do appear away from the Inn, I'll use the tracker to pinpoint your location."

Alex smirked and nodded at this as Max and Gwen entered with their Plumber rifle and Charms of Bezel respectively. "Alright, here goes nothin.", he closed the door and walked towards his mirror. The elderly man and red headed child watched in anticipation.

The blue eyed teen cringed as he lightly touch the mirror with his pinky finger and left it there for a few seconds. He slowly stood straight as he frowned as nothing seemed to happen. "Moron.", Gwen coughed.

"I fucking told you I wasn't sure it would work, don't act so surprise.", Alex scowled at her as Max walked over and lightly patted his shoulder. "Guess we'll try something-"

The moment Alex blinked he was suddenly alone in the same room, though it was black and white, the air felt much colder and there were no lights on. "Else... huh, guess it worked.", Alex let out a laugh stemming from genuine disblief.

He looked around the room before walking towards the door, he cringed at the deathly cold metal he touched but ignored it and pulled open his door to be greeted by the environment. "Not one living thing here, huh? Well besides Ben and his frien- FUCK! I should've taken Max's tracker with me!"

Alex looked at the Omnitrx before sighing and walking off, he had no idea where he was going but hoped he was going in the right direction. "Maybe I should wait back at the Inn just in-", the Omnitrix user turned back to see that the Inn was much further away than it should be.

"Or not, fuck this shit."

On the other end, Ben and Starshine quietly exited the building as the creature hadn't said anything or even approached their hiding spots. "Lets head back to the Inn, there should be something there right?"

Starshine shook her head. "Whatever this place is, the moment we start moving we're either further away than what we wanted or made no progress. It just moves us around."

"Oh.", Ben had completely forgotten about that. "Well maybe we should just stay in the air?"

"Not like we have any other option.", Starshine shrugged as Ben pulled out his hoverboard again and stepped on it, Starshine following right after before zipping off.

"What's this thing's deal anyways? Why come after us?"

"Maybe its just a jerk?"

"Yeah, no kidding.", Ben remarked as he flew around aimlessly, there were no people for miles, eletricity was nonexistent and it was absurdly cold.

"Look over there!", Starshine exclaimed as she pointed towards something in the distance, it looked like a figure just... walking. "Its a person, probably!"

"Probably?", Ben cocked an eyebrow in amusement before shrugging. "Eh, whatever. No harm in checking it out.", he shifted his foot forward as the hoverboard sped up. Starshine rubbed her arms in an attempt to warm herself up due to the cold air whipping past them, Ben squinted before gasping in surprise. "It's Alex!"

"He was that giant panda guy right?", Starshine vividly remembered what Ben had told her about Alex after their intial encounter. "How'd he get here?"

"Beats me!", Ben grinned madly in glee as he further increased the speed. Alex looked up, recognizing the familiar sounds of the hoverboard before waving. "Dude! How'd you get here?"

"Oh I touched a mirror, I also feel like I shoukd've given myself an hour.", Alex scratched his chin as Ben hopped down to embrace his friend, who lightly patted his back.

"Did you figure out how we get back?", Starshine asked as she trembled in anticipation.

"Sort of.", Alex shrugged as he had to withhold himself from second guessing his own idea.

How nice to finally see you all gathered for me.

Ben quickly backed away from Alex as they both readied themselves for a fight, Starshine scooted closer to them as she was still unarmed. The Flatwoods Monster suddenly appeared in front of them again. The creature looked at Alex specifically, it had no actual lips or any means of expression but if Alex had to guess... it was smiling at him.

You will never be satisified.

Alex suddenly found himself just standing with the creature alone in some sort of void. Much like an empty canvas, it suddenly bursted into life. The blue eyed teen was confused as he stood in his home back in Texas. "This is..."

"I don't understand!", Alex immediately recognized the voice of his mother, he turned to see her with his father. His mother, Elizabeth, was nothing short of a beautiful woman with long blond hair and blue eyes similar to his own.

His father was a taller man, bearing similar brown hair and an almost identical expression on his face. "What do you not understand? Hmm? That its getting harder and harder for me to bare standing in the same room as you? You always send him to that piece of shif!"

"I'm starting arguments? Really? Last time I checked you can take as much time as you want off but choose to avoid raising your own son.", his mother shot back as Alex himself looked up to see his younger self peering from the stairs, he wasn't that much younger.

"I was 13 when this happened.", Alex grinds his teeth together as his mother quickly noticed his younger self watching them before fleeing into his room. "I wish I just kept my ass in my room..."

So rich with regret, so fascinating! Lets see your biggest, deepest regrets, shall we?

Alex stood there as the creature dug deeper, pulling out every single mistake and regret he's made. Every ounce of insecurity was at his own display, failed tests, fights with his siblings, public embarrassment. Even more recent ones such as letting Max leave in the morning to investigate the Limax, stopping Gwen from destroying the charms, making Ben deal with zombozo on his own.

Alex felt a headache emerge as he strained himself, veins bulging from his forehead, his hands balled up into tight fists as he saw his latest regret. It was him as Pummel ruthlessly beating on Kevin with no ounce of remorse of sympathy...

You will never be great, you will never be better. You will always be the dissappintment your family sees you as!

"Shut up.", Alex was now standing with Ben and Starshine, who actually hadn't moved from their position until he had said that, causing them to turn their gaze towards him as he started snickering.

Hmm?

Alex shook his head as he had a wicked smile on his face, activating the Omnitrix and going through his arsenal of aliens. "Here I thought I'd feel like complete shit for the rest of the trip, but here you are. Just, poking your weird little fingers where they don't belong."

What are you rambling on about?

"I was gonna fight you because I wanted to get us out, but now?", Alex slammed down on the Omnitrix, erupting in a green flash that stuck out within the black and grey environment. Deepcut rose in his place, cracking his knuckles with a grin. "I feel like shit right now, so maybe I'll just kill you to feel better."

Oh please-!

The Flatwoods Monster was met with a clamp around its face which was just Deepcut's hand as his grin remained. "I think disembowelment is justified, right?"

Get your filthy hands off me!

The creature vanished just before Deepcut's fist could pierce it, making him tumble foward before spinning around unleashing a barrage of blunt crystals from his arm. The moment it teleported behind Ben and Starshine, it was immediately bombarded with the blunt crystals, letting out a shrill scream.

"Woah!", Ben exclaimed with a smile.

How?!

"Your vanishing act works decently, but goddamn you're predictable.", Deepcut remarked with a laugh as he cocked his fist back, covering his knuckles with spikes before extending it out as he punched. Landing a clean blow to its chest before grabbing it and throwing the Flatwoods Monster to the side.

Get. Away. From me!

Deepcut's arm returned to his side as the Flatwoods Monster roared in rage. "Don't tell me you get all pissy when you're getting your ass kicked.", he taunts as the creature unleashed a wave of what looked like tentacles made of wood.

The crystalline man rolled his eyes before looking back at Ben and Starshine. "You should probably get away from-", before he could finish, the two were already flying high into the air. "Good thinking.", Deepcut smiled as he was enveloped in the wooden tendrils.

Insignificant speck!

"Awh...", his muffled voice came from the mound of almost metal wire-like roots before he erupted it out. Mounted on a that board that extended before jumping up and drop kicking the Flatwoods Monster. "Thats almost hurtful!"

Before the monster of Braxton County could get a moment to think, it was stabbed by a crystal blade from Deepcut. "Oh wow, you don't even have guts.", he says surprized as the blade sprouted two prongs that geabbed into the creature before he slammed it into the ground.

Stop. I... I get it.

"HUH???", Deepcut's eyes widened as he removed his arm from its body but pinned it down underneath his foot. "Who says you get to call the shots here huh?"

I will release you and the two children, and I will never bother the people ever again.

"Already pulling that card before I could give you my ultimatum? Nice.", Deepcut leaned in with a blank expression. "And why should I trust you? The moment we leave, you'll probably start acting up again."

My real body is located within the hillside I crashed into years ago, its fragile, has no extraordinary abilities and could be killed if a small child hits it hard enough. Even this body can't fight well against you, I lack the speed or power to make any real significant difference.

"I, uh... hm.", Deepcut removed his foot from the damaged creature before shrugging. "Im feeling generous today, just let us out and don't bother people again. Cuz if you do-"

I understand

Gwen anxiously paced back and forth within the room, now wearing her charms on her arms. "It's been too long, we need to go after them.", she quickly went towards the mirror as Max stood up.

Max was going to say something but heard a small ding from his watch, he lifted his arm up and activated the holographic map. His eyes widening as Ben's location had suddenly returned. "I don't think's that needed. His plan worked!"

It didn't take long for Max and Gwen to find where Ben, Starshine and Alex were. But it did take quite some time to find her parents, eventually ending right back at the Inn where Starshine ran up to her parents as they were packing up to leave. She leapt up and hugged her mother who quickly wrapped her arms around her daughter, letting out incoherent noises as she kept her daughter in a tight embrace.

"Now isn't that nice?", Max crossed his arms before lightly patting Ben's back.

Ben looked at Starshine, who in the midsts of her parents tearful embraces, she turned around and waved at him. "Yeah, its nice."


/end/