The Rust Bucket had stopped on a desert road, at an ice cream parlor. Gwen was getting ice cream for her and Ben as she took her time deciding, Ben was in the RV reading his comic books as XLR8, while Max is using the local ATM. A dirty red pickup truck pulls up to the same spot, and a big burly man walks up to Max.
"Outta the way, "Grandpa". I got a major withdrawal to make!" The burly Man said as he shoves Max to the ground. Max looks up and sees a buck-toothed man in front of him smiling, who seems to be the other man's associate.
Ben is reading one his comics just about to flip a page when he hears the sound of a large chain. He looks out the window and sees the burly man walking to the ATM with a chained metal hook, understanding that the man was about to steal the entire ATM along with the money
"Seems like some one is going to pull out some cash, literally" Ben said as he runs out of the RV. Outside, the burly man digs the hook into the ATM and yells to his associate in the pickup.
"Hit it!" The burly man yelled as the buck-toothed man is about to pump the gas, but before he could, a black and blue streak spun around the vechile, as the pickup truck falls to the floor, the buck tooth man looks out and below to see that the wheels of the car were removed
"Sorry, Your cash request has been denied!" XLR8 said as he stands by the side of the truck with the wheels by his side stacked on top each. The burly man grabs the hook, swings it in the air and throws it at XLR8 but he just dodges it and grabbed the chain as he uses it to wrap the burly man before knocking him out with a tail swipe. The buck tooth man gets out of the truck and tries to make a getaway, just to bump into Max that knocks him out with clean left hook, as he tries to get up, Max puts his foot on his chest.
"Where do ya think you're going? Good work, Ben!" Max said as he gave his grandson a thumbs up
"Oh yeah! I'm ready for anything! Bring it on! What's next?" XLR8 said, pumped up with adrenaline, feeling himself unbeatable considering his win streak as super hero so far
"We're headin' off to see your Aunt Vera for the weekend!" Max responded in a joy, meanwhile Ben ceased all movements as he lingered on those words
"Ugh, boring old Aunt Vera?! Nooooo!" XLR8 screamed to the heavens as he fell to his knees. After tying up the two thugs and getting their Ice cream, the Tennysons go into the Rust Bucket as it continues driving through the barren desert making its way through a lonesome road towards their destination as Ben was mooping while transformed into Diamondhead, Gwen sat across the table from him as she looked at the desert horizon
"When Aunt Vera said she wanted to 'move away from it all' she really meant it!" Gwen commented as she looked at the miles of sands in the distance, seeing how far away from society this place they were going was
"Aw man, this summer was supposed to be about F-U-N, not hanging out in some old lady's place" Diamondhead complained, as he preferred to be going to a arcade or even a wax museum than a retirement complex
"I like Aunt Vera" Gwen said as she looked at Ben, as she remember really enjoying the last few times she visit Vera, minus the pinching
"Duh! That's because you act like you're a hundred years old!" Ben retorted at her since for him, his cousin had more in common with the elders than people her age. He begins to quickly tap the table as he looks outside to the desert, impatiently waiting for their visit to Aunt Vera to end before it even begins.
"I don't know why you're complaining, you'll be the only one that won't go visit her" Gwen throws a frown at Ben for his disrespectful attitude towards the whole idea of visiting Vera, especially since he won't even be doing it
"I'm not?" Diamondhead raises a eyebrow as he stopped tapping his finger on the table, surprised by what Gwen said as he expected her to say something about spending time with your elders or the like
"As much as I would like for you to spend some time with your Aunt, we can't exactly show Ben to her in his current situation. I don't think Vera would react well to your alien forms" Max explained it as they couldn't really describe the whole situation to Vera, surely she would collapse from shock of even seeing Ben in one of his alien forms
"Specially considering how ugly you already were before changing into giant bugs and other aliens from space" Gwen threw in a slight insult towards Ben who ignored it entirely due to the happy news he had just received
"So I can just stay in the R.V and do whatever I want? Maybe this won't be so bad after all" Ben said in a much more relaxed tone as he leaned back on his seat, being stuck transforming between aliens was finally showing an up side that he hadn't thought of before
Meanwhile in the retirement complex, On her lawn, aunt Vera was speaking about the Tennysons visit with Marty, a neighbor of hers.
"It's been years since I've seen Max and the kids! I'm not sure I'll even recognize them! Stop by and say hello." Vera said as she reminisced on the last time she saw both max and the two cousins
"I'd like that." Marty said as he waved goodbye at her as he made his way to his house, entering it. He closed the blinds and puts on a scary movie as he gets a bowl of snacks next to him. A sentient green glob of liquid suddenly slithers up next to the bowl. Marty gasps in horror when he first feels it on his hand.
"Help me-!" Marty screams as the glob jumps to his face, muffling his cries of help
The Rust Bucket finally enters Vera's retirement village. As it drives past old folks' homes and some people out on the sidewalk.
"This is gonna be soooo boring for you! Their idea of excitement in this place is probably watching the grass grow, I wouldn't want to be you right now." Ben says in a mocking way as he is now transformed into Ripjaws, looking out through the window just in time to see an old man is climbing on his roof, trying to reach his satellite, but starts slipping down. Instead of falling off, he makes an expert Olympic-level back-flip off the roof and lands safely on the ground, just as the Rust Bucket passes by.
"Woah! Did you see that?!" Ben said as he pointed at the window, Gwen looks out her window and only sees old people doing mundane stuff.
"See what? The heat must be frying that fish-sized brain of yours" Gwen commented sarcastically as Ben frowned and crossed his arms together. Not long after, The trio have arrived at Vera's. Ripjaws waves them goodbye with a smug face, before waving himself to cool down the heat coming from the bright sun through the window
"Seriously, why do old people have to live where it's soooo hot! I need some water" Ben said as Gwen surprises the small alien by spraying a water gun at him. "Hey!"
"What? You asked for water" Gwen laughs and runs away outside. Instead of running after her Ripjaws just looks through the window across the ward, Marty's window catches Ben's eye. Marty is looking at him through it without even a sign of surprise by his Ripjaws transformation. He hisses at Ben, cracks his neck in all directions before shutting the blinds on him.
"Huh, they really make you feel welcome here... Guy wasn't even scared of a giant fish monster, his eyesight must be really bad..." Ben said, creeped out immensely by whatever that was, as he wondered if necks could crack like that before he was pulled away from that thought by his thirst, Ripjaws was a terrible alien to be turned into while on a super hot desert
"Just watch your cheeks, Vera's a pincher!" Max warned Gwen as he pressed the doorbell, a few seconds later aunt Vera came and opened the door
"Max!" Vera shouts as she held her arms out and grabbed Max in for a hug, with the old man reciprocating the affection back by tapping on his sister's back, as Vera lets go of the hug after a few good seconds
"I can't believe you're finally here! And look at you! So grown up!" Vera says as she leaned down to look at Gwen, before she pulled her to a hug, pinching her cheeks afterwards
"Oww!" Gwen exclaimed as she passed her hands on her now sore cheeks from the pinching
"Where's the little Ben? I thought you were bringing both of them on your cross country summer" Vera asked with Max and Gwen looking at each other for a brief second
"Ben had to... Go out to summer school, he slacked too much on his classes so he needs to pick up the work right now" Max responded with Gwen chuckling for a moment
"Aw what a shame but please come on in! I can't wait to chew the fat with all of you." Vera said before inviting them into the house, they were unaware that Marty was watching and hissing at them through the blinds of his house. While Vera showed them the house and even shared a gelatin mold made of things that shouldn't be Jell-O, Ben was in the RV playing around, as he was in the moment turned into Upgrade, using his power to merge with technology, use Gwen's laptop without knowing her password to access it, as he turned it into a more powerful machine that he was currently using to try and find a way to watch the Sumo Slammers that were airing in a different country since they apparently had the episodes of the new season of the show early, but was finding no success
"Ah man, the connection isn't strong enough? I'm literally a super computer right now!" Ben complained as he unmerged from the laptop and pouted while crossing his arms annoyed
"Whatever, I need a walk" he says as he walks out of the Rust bucket. He begins to look around the neighborhood for something to play with.
"There has to be something fun to do around here..." Upgrade looks around and sees a neighbor's golf cart that more than catches his attention, a mischievous grin forming on his singular circle eye "Time to speed up this place..."
He drives the golf cart down the street after fusing with it, going on an incredibly high speed as he did tricks with the cart. People on the sidewalk are surprised, as they see no driver behind the wheel of the seemingly out of control golf cart with what seemed like jet booster coming from the back. Upgrade only drives for a bit before he catches whiff of a smell and goes to investigate
"Apple pie!" Upgrade whispers as he sees an apple pie is sitting out on a windowsill so It could cool off, he moves through the ground as a puddle of metal before raising his head to look at the pie. Ben takes interest in the pie's cook before seeing an old lady trying to swat a fly in the kitchen. The fly rises above her fly-swatter's reach and lands upside down on the ceiling. The old woman suddenly springs up on the ceiling and eats the fly right off it
"Eugh! No way! Ninja old people!" Upgrade says in a whispering voice as he watched the old lady land back on the ground and crack her neck, very similar to Marty. Ben loses interest in the pie, as he turns around and sees Marty himself driving the golf cart. As he passes the fly lady's house, her automatic sprinkler system kicks in. Marty freaks out at the sight of the sprinkler and swerves the cart around it, to the point of breaking a sweat. He drives off, carrying a rolled-up rug behind him in the cart
"Wonder what 'Mr. Friendly's up to..." Upgrade says as he starts to follow the suspicious Marty until both arrive at a gated-off dumpster site. Marty stretches his legs beyond human capability and carries the rolled-up rug over the fence gate.
"This place just keeps getting weirder by the minute." Ben comments as he looked through the gate. Marty pushes one of the dumpsters aside, revealing a trapdoor underneath. As he opens the trapdoor, the Omnitrix starts to time out and as it turns Upgrade into Fourarms. The noise and light immediately alert Marty as his head rotates completely behind himself. Ben gasps as Marty lets the door and rug go, turns the rest of his body around, and roars at Ben.
"I uh didn't see anything!" Four arms screamed and took a step back, Marty launched a hand at Ben by stretching his arm far more than it should naturally. Ben squirms before punching it away, the arm seemingly splatting itself before recomposing it back to the body
"What kinda of vitamins are these freaky old people taking? What even are you?" Ben said to himself before Marty jumps at him to try and tackle Four arms, who grabs him and throws the old man away against a wall which only slowed him down for a minute before he was back up again
"We don't take kindly to meddling tetramands around these streets" Marty said as his body warped and shifted, clinching a hand as he walks towards Ben with his bizarre demeanor
"Dude I don't even know what you're talking about" Four arms responds as he in turn takes a battle position, running towards Marty ready to deliver a left hook that gets dodged by Marty shaping his body to simply avoid the hit. He then uses this to wrap himself around Ben like a viper to clinch him but Four arms is able to break himself free with a intense flexing of his muscles, grabbing the upper torso of Marty and slamming against his own legs. It takes a while for Marty to reform which Ben uses to make a run out of there
"What is going on around here? I gotta go tell Grandpa and Gwen before..." Four arms stop his talk as he hears footsteps coming behind him as Marty is running right behind him, but along with him other elderly people were running the same way. Ben turns around and prepares his arms for a double sonic clap, a move he saw in a comic book, that pushes back the elderly to the ground a good distance away, before he has a time to relax a elder woman jumps on his back and begins to wrap her elastic arms around Four arms neck
"Ghrrrr! How many of you freaks are there?!" He said as he grabbed the old lady and threw her away, he hears a growl as he turns around to see a golf car thrown at him, he catches it as it barely hits his face, holding it up his head. One of the strange old folk grabbed a pair of gardening scissors and threw them with great force at the car's fuel tank, causing it to start leaking
"Huh?" Four arms mumbled as the fuel fell on him as he wondered what was the point in that before he saw a old man with a lit smoking pipe on his mouth as he threw it at Four Arms feet, causing the small embers to make contact with the fuel
"Ah" it was all Ben could say before the car exploded on him, the group of old people looked at the blazing vehicle wondering if that had done the job to get rid of the Tetramand, the destroyed golf car was tossed to the side as Four Arms walked out of the fire, a very angry frown on his face as he had embers covering him
"I don't care what you guys are anymore, you're going down!" He shouts as he grabbed the destroyed automobile and ripped it in half as he threw the two pieces at the group of old folk as some are hit while the rest disforme their bodies to avoid it, Four Arms runs at them as he started to punch and crush the freaky retired people to not much success as they just seemed to get back even as he literally turned them to paste on the floor
Ben was starting to hope that the watch would turn him into Ghostfreak or Heatblast just about now since Four Arms was proving to be useless against these guys, as it didn't seem to matter how hard he punched it, no results came from it. He was stuck in the back feeling a sharp sting of pain as he looked to see a old lady had turn her hand into some gooey blade that was impaling him, thankfully his skin and muscle density was so thick it prevented it from piercing too deep, he used his lower set of arms to try and get the blade out, but was meet with more old folk jumping and biting him
He spins around to get them off his body, taking a moment to breath before he was hit away with a light pole, being launch into a fire hydrant and breaking in half due to his girth, as stream of water is spraining water upwards like rain
"Ugh... You guys are no joke" Ben said with a pained groan as he got up to see the old people looking scared at him as he was covered wet by water, they wince at the sight and run away as Ben is just left there stunned
"Okay...what just happened here? They were handing me my butt and now they are scared?" Ben asked himself confused, wondering why his pursuers ran away scarred, as the watch begins to beep as in a green flash he was now Stinkfly. Close to sundown, Ben was finally able to get back to Vera's house after flying through the neighborhood, as he rushes inside
"Grandpa! Gwen!" Stinkfly shouted their names as he ran towards the inside of Vera's house, but instead he finds Vera in the kitchen as he awkwardly freezes in front of the terrified Vera
"Uhmm... Hi aunt Vera..." He tries to put a reassuring smile along with a friendly wave of his arm, but all it results is Vera screaming at the top of her lungs before fainting which makes Gwen and Max come to the room as soon as they hear the scream. After taking Vera to her bed, the Tennyson Trio goes back to the kitchen to discuss "You guys are not going to believe what I-"
"Shhh, your Aunt Vera's is unconscious in bed because of you! What are you doing here? I told you not to leave the Rust Bucket" Max said as he quickly silenced his grandson, Ben took a step back at his grandpa speaking to him in such a tone, but he sort of understood why he would be mad
"Look I'm seriously sorry, but how could I know she would be awake here? Don't old people sleep super early or something?" Ben said before shaking his head side to side to regain focus on the serious matter he had at hands as he started talking quickly "Nevermind. Listen, this whole place is way creepier than I thought. First, this old lady runs up a wall - and then munches a fly! Then Marty, that weird next door neighbor, i-is an "E.T." or something! In fact, there's a bunch of aliens here pretending to be old people! With faces on the back of their head with nasty teeth, and these long sticky arms and these body that oozed right through things and-!"
"Ben, you snuck out. Entered Aunt Vera's house and scared her into fainting!" Gwen interrupted him, not caring If his story was true or not, as she was mad for him almost killing their aunt from a heart attack from sheer shock and fear
"Ah, she's old, she'll forget this. Okay, I say I go guns blazing and we check out Marty's apartment and the dumpster with the trapdoor before the aliens get us!" Ben said as he pointed back and slammed his insectoid fist together, although he wondered how would he faired against those slimy aliens as different alien, maybe Heatblast would be the solution here.
"Well, maybe we should do some investigating, but you gotta stay as something less eye-catching!" Max said as he pointed at his grandson, as he coughed in his hand "Us old folks don't forget as much as ya think!" He says in an old man voice as he winks at them and leaves the room.
"You know, ever since you've had that watch, you're like a magnet for the weird" Gwen said to Ben, noting how their trip had taken a turn to the bizarre thanks to the alien device
"You're right!" Ben says as he makes his body snap and point to Gwen like a magnet
"Very funny" Gwen responded sarcastically at her cousin's joke. Later, the family entered Marty's apartment with Max cracking open the door just a tad before calling out
"Hello? Anyone home?" Max asked, When nobody answered, he shushed his grandchildren before they entered the apartment with hesitation in their walk as they saw the place was deserted and filled with creepy shadows that scrawled upon the walls. They also heard a ticking noise followed by a ringing made by The pendulum of a grandfather clock that swings to and fro as the trio walk past it. Something suddenly startles them, but Max turns on the lights, as it was only a jacket on a coat rack, blowing from the open window beside it.
"Well, nothing here seems out of whack..." Max said as he analyzed the empty apartment, not noticing anything too suspicious
"Except for what he rolled up in his rug - that was right here!" Stinkfly says as he points to a rug outline on the floor, leaving Max puzzled. "He was taking that rug to the dumpster, we should head there next!"
"*Yawn* speak for yourself, bug face..." Gwen said as she was feeling tired and ready to lay down in bed
"It's late Ben, we should all go to sleep" grandpa Max said as Gwen nodded at the notion, but Ben wasn't ready to go to sleep knowing there were aliens still at large doing suspicious stuff
"But, Grandpa-!" Ben began before Max interrupted him
"There's nothing more we can do tonight. I'm going for an early walk in the morning, but once I'm back, we'll check things out again. Now get some rest. I'll be in the guest room if you need me, and you better go to the Rust Bucket before Aunt Vera sees you." Max said before leaving them alone as Ben reluctantly nodded but kept looking around himself for a surprise attack. At that night, as Vera sleeps, another sentient green blob makes its way into her room. As her limp arm falls off the bed, it crawls up it. Just as Vera wakes up, it wraps around her mouth and eyes, preventing her from screaming. In the morning, Ben, now transformed into Ghostfreak, opens up Vera's fridge.
"Prune juice, prune juice, and- oh, what a surprise -more prune juice! Why does it seem old people were always old?" Ghostfreak said as he looked through the fridge before he turns to Gwen as they then heard the sound of footsteps coming down the stairs, Ben turns invisible as to not be seen by his Aunt and cause her to faint once again
"Morning Aunt Vera! How'd you sleep?" Gwen asks with a smile as Vera enters the kitchen, though something felt off about her
"Just...fine. How 'bout you?" Vera asks with little emotion in her voice as she looked at Gwen in a very cold and uncaring way
"Fine, Aunt Vera" Gwen responded a bit concerned at this display by her aunt, but she just accepted as to not annoy her.
"I made you some coffee" Gwen says as she brings her a tray with a mug of coffee and a glass of water, but Ghostfreak purposefully makes her trip and spills both of them on the floor. Just before the spilled water makes its way to Vera's shoes, she jumps up and holds a perfect split against the walls.
"CLEAN IT UP! CLEAN IT UP RIGHT NOW!" Vera ordered as the kids looked absolutely shocked at the sight of it, stunning both kids
"I'm sorry!" Gwen apologized before she cleaned up the coffee and water with a towel. Vera then jumped down once it was cleaned up and glanced over to see the empty guest room where Max was sleeping.
"Where did your grandfather go?" Vera asked as she looked around before turning her gaze to Gwen as Ghostfreak watched over her suspiciously, Ben would be dissing out punches at her but he held back as this could very well still be his aunt but it felt like a part of him was ready to go violent
"He said he was going for an early walk" Gwen responded, still a bit weird out from Vera's previous outburst
"...Well, behave yourself. I'll be back soon" Vera said before she leaves the house, with a strange smile on her face
"She's totally one of them!" Ben said to Gwen as he made his way closer and as soon as he was sure that the fake Vera couldn't hear him
"One of what?" Gwen asked, wondering just what looney idea her cousin had this time as he made himself visible
"Whatever's possessing these old people. Something or someone's gotten to Aunt Vera, and who knows how many other of the fossils around here? I didn't count but there were plenty of freaky old geezers when I brawled them as Four Arms yesterday" Ben explained to her, Gwen wanted to doubt him but at this point she was willing to give it a chance considering how strange Vera was acting and all the weirdness they had seen already. Some time later, Ben takes Gwen for a walk through the village, taking alleys and out-of-site paths.
"So, where we headed, Sherlock?" Gwen asks sarcastically as she tightens the backpack she brought with her while having Ghostfreak close to her shoulder as he kept himself invisible. Gwen quickly hides behind the corner of the alley while Ghostfreak stands mostly in the same place as he could just pass through things. Some old folks walk past.
"We need to get to that trapdoor by the dumpster" Ben says as he motioned Gwen to hold back, waiting for the folks to walk further before quickly crossing. Meanwhile in another part of town, Marty and another old man stand shifty-eyed were waiting by a wall as Vera walked up to them
"Is the food supply ready for transport?" The fake Vera asks them and the two other nod in response
"The pods are in the final stages of gestation. What about the outsiders?" The impostor Marty asked her, wanting to know how to deal with the medling aliens
"The kid is too chewy! She needs to age more before she gets nice and tender..." Fake Vera responds as she spoke of Gwen like she was live stock
"I'm not talking about eating! A Galvanic Mecamorph, a Piscciss Volann and some Tetramand were seen going around here and a Lepidopterran was seen flying shortly after, they are unwanted attention!" fake Marty says but fake Vera only response was a malicious smile. The kids continue, now closer to the dumpster site as they walked the street.
"It's right over there!" Ben said as he pointed forward, the path still fresh in his mind thanks to the frenetic tussle he had with Marty and the other old people, and Grey matter brain's helping him remember the whole thing with analytical clarity, after he drew a map of the place to use as reference
"Just follow the disgusting smell." Gwen says as she walked towards the place, not too fond of the idea of going dumpster diving
They pass by two old ladies, innocently playing what looks to be street curling with small pucks. Ben and Gwen keep their eyes on them. They suddenly hiss with sharp yellow teeth and whack the pucks in their direction.
"DUCK!" Ben shouted as Gwen evades one of the pucks thrown at her
"RUN!" Ghostfreak screamed as Gwen runs away. While she bolt away as pucks were flying after them, Ben punched one of the ladies and threw her against the other before following behind Gwen. They hide behind a corner and catch their breath, thinking of what to do next when Max is suddenly there.
"What's going on?" Max asked as the two cousins hug him before breaking away
"They're everywhere!" Ghostfreak said as he made his singular eye go to the back of his head inside his cloak skin to see if any more strange old people were in their pursuit
"I know!" Max says as he smiled at them, revealing that his teeth were green and sharp. He starts stretching his arm, just like Marty. "Come here, I'll protect ya!" He finishes before roaring like a beast at them. Ghostfreak swiftly delivers a punch to the fake Max's face that made him stumble back a bit, as he stared to whale on the old man, but his punches were having no effect as he looked at how fake Max's face seemed to pop back into shape like rubber after being hit
"Let's get out of here!" Gwen shouts as the two start running away but get stopped by Marty, Vera, and another man, all holding up a car. Fake Max is behind them.
"Ooh, this is not good!" Ben says as the car is thrown at their direction as Ghostfreak made himself intangible while Gwen narrowly dodge out of the way of the car, just as Fake Max tries swiping at them as he gets crushed by the car.
"No!" Gwen cries out instinctively thinking about if Max was injured, as green slime flies out from under the car and assembles into Max, save for his left eye, which is bright green and orange.
"Come on! The trapdoor!" Ben said to Gwen as he pointed at the trapdoor while his Omnitrix begins to beep, Gwen runs to and finds a passage under a dumpster, while Ben stands against the fake elders as Ghostfreak. As she tries to move the dumpster, Ben's Omnitrix flashes and turns him into Wildmutt. Gwen still struggles, so Wildmutt simply takes the dumpster and throws it at the elders. He slobbers at Gwen, "motioning" to the trapdoor.
"Got it!" Gwen says as Wildmutt pants behind her, before he resumed to looking back at the elder and to attack them If they approached "That's scary, I'm starting to speak mutt..."
The elders are back up on their feet and run after the two. Gwen opens the door to a giant pit, leading underground. With no time, Wildmutt bucks her up on his back and leaps down into the pit.
"Woah!" Gwen says as they're falling, Wildmutt tries to slow their fall by digging into the walls of rock, though they still hit the floor pretty hard.
"Does the expression 'look before you leap' mean anything to you?!" Gwen screamed at Ben for their rough landing, She looks above them and sees the elders are crawling down after them.
"Move it!" Gwen shouts as she pulled some of Wildmutts hair, Wildmut speeds down a dark tunnel for a while, only stopping when he comes to a split path as Gwen gets off him.
"These tunnels must go under the whole complex!" Gwen says as she looks at the tunnels while wondering if the aliens had escavated this or if it was naturally formed. Far behind Gwen, a pair of red eyes stalk her in the dark. Wildmutt starts sensing with his gills, and makes out the outline of Fake Max, just as he tries to grab Gwen with his stretchy arms. Wildmutt clamps down on the arms and pulls Max into a wall, but he quickly gets up. Wildmutt stands protectively in front of Gwen and charges at Max, but Max grabs Wildmutt by the neck and suplexes him. As Wildmutt gets up, Max punches him repeatedly while smiling, though Wildmutt's spines quickly stand up and he gets a second wind. Wildmutt snaps his jaws at Max and shoulder-bashes him into a wall, Subsequently grabbing his arm with his mouth, shaking the fake Max all around until he launches him across the cave. Wildmutt runs to Max while he is down and raises his arms as he prepared to finish him.
"You wouldn't wanna hurt old Grandpa Max, now would'ya?" Fake Max says as his left eye forms back into Max's. Wildmutt winces with hesitation for a moment, giving Fake Max the openingto quickly kicks him away and twists himself back on his feet, Gwen runs up and climbs on Wildmutt's back.
"Hey, "short, dumb, & hairy"? Rule 1: he's not Grandpa, he's an alien freak! And that leads to Rule 2, which is we kick alien butt! You didn't have a problem hitting him as Ghostfreak!" Gwen told him as the alien dog hears her for a moment before looking back at the impostor, Wildmutt angrily charges at Fake Max, smacking him into a wall with enough force for rocks to crash down on him and bury him for good. Wildmutt suddenly senses something big.
"What?" Gwen asked him as Wildmutt sniffed the air before he bolts off in a direction, taking the left tunnel, as Gwen struggles to hang on to him.
"Woah! You don't come with seat-belts, remember?" Gwen shouted as Wildmutt continued to run through the tunnels as the Omnitrix starts beeping red just as they are about to hit a wall of wooden boards and moss.
"Look out!" Gwen screamed as she braced for impact as the two just barely manage to crash through the wall before Wildmutt turns into Heatblast.
"Hey, freak-show! What do I look like, a crash test dummy?!" Gwen said as she punched him in the shoulder before regretting it due to his hard and hot skin, Ben groaned but mostly ignored it as it felt like a tickle more than a punch
"Listen, I don't know what it is, but I picked up some kind of scent in here." Ben said as he started walking through the tunnel, following the direction he felt the smell originating from all which was weird for both considering the lack of a nose he currently had, all the while having his left arm with a fireball ready to strike and to brighten up the place more. They walk for a bit and find that the tunnel leads to an enormous room, with a large spaceship in the middle and small green pods lining the entire floor. They walk for a bit among the pods, Marty's unconscious body visible in one of them.
"It's like everyone in Retirement Village has been podded up!" Gwen says as the two walk around the pods as Ben looks to another pod and sees-
"Grandpa!" Ben shouts as he slammed a fist into the pod and it cracks open. Max's body falls out and comes to.
"Huh, I was out for a walk, and then...can't remember what happened next." Max groaned as just remembering anything before the walk was nearly impossible, Ben reaches for another pod to crack open
"I wouldn't do that If I were you...!" The Fake Vera warned as she and the remaining fake elders advance on the three Tennysons.
"Well, you're not me!" Ben responded back as he looked at the group of "elders" ready to throw down hands with them
"Not yet, I'm not!" The impostor Marty said as he and the others morph into their true selves, green liquid aliens with orange eyes and pink internal organs, known as Limax.
"You can fill me in later!" Max said as he and his grandsons back up from the approaching aliens while Ben shot at Limax to give them cover fire. Gwen accidentally touches the back of the ship with her hand and "activates" it, revealing a doorway to more pods loaded onboard.
"Look what's back here!" Gwen said as she looked at the interior of the strange machine and the dozen of pods inside
"Their ship!" Max exclaimed as although it looked otherworldly he could still make out a bunch of stuff inside that reassembled control panels for a large vessel
"They found it! We can't let them out!" A Limax said to the others
"Get the pods on board, they've been marinating long enough!" A second Limax exclaimed
"Marinating"? Max said as he raised a eyebrow in confusion before realizing that the aliens planned to eat the retired citizens
Gwen looks inside the ship and sees Vera inside one of the pods on a wall. "They've got Aunt Vera!"
"You guys are really getting on my nerves!" Ben says as he clinched his fist before rushing in to throw hands against the Limax
"Now, I'm going to return the favor!" Heatblast says as he unleashes a wave of fire on the Limax. But instead of being damaged, they are unaffected by it as they start to grow into a singular giant combined alien and speak in one voice.
"Whatever you are, you just made a terrible mistake. Us Limaxes live for the heat! Why do you think we came to the desert in the summer?" The giant Limax said as they laugh at the pyronite, Heatblast frowns and starts punching the Giant Limax's leg. They grabs his arm and throws him repeatedly on the ground. They looks behind and sees Gwen and Max carrying pods out of the ship, and spawns two small Limaxes from its back to deal with them. One of them swipes at Gwen, but she ducks and it only knocks her backpack over. All of its contents, including Gwen's water gun as it spills some drops of water on the floor. The two Limaxes suddenly see the gun and run away from it in fear. Gwen notices this and grabs the gun as she sprays them through the head, causing them to screech and collapse into liquid on the ground.
"THEY HATE WATER!" Gwen screamed in disbelief as she looked at Heatblast, who was still struggling in his fight "like Aunt Vera, when she was in the kitchen!"
"Or Marty, when I crashed into the fire hydrant!" Heatblast said as he is suddenly grabbed and held up by the giant Limax, Ben notices a water pipe above them, and shoots fire at it from his mouth. The Limax tries to dig into Heatblast's eye, but he continues firing. The pipe eventually bursts, spraying water and causing the Limax to drop Heatblast in pain. Heatblast runs away as the Limax starts to come falling down.
"See ya, slimeball!" Heatblast said as he watched the giant being reduce to a large puddle. Heatblast picks out the liquid in his eye and tosses it. At the ship, Gwen and Max finish carrying out the last of the pods, just as the ship starts to make a whirring noise, indicating it's about to take off.
"Sorry, there's no drive-through service here!" Max says as he runs out, the last liquidy remains of the Limax crawl inside and the door shuts. The ship shakes the ground and rises up out of the crater it created, tunneling right out of the cave and bursting onto the moonlit desert above, where it zooms out of Earth's atmosphere. The Tennysons are now in an empty room, surrounded by the entire population of Retirement Village.
"...We should put them all back in their condos, so they'll think they never left." Max suggest as he looks at all the pods in the cave
"That could take hours." Gwen complained as she sits against a pod as she was absolute exhausted from moving the ones inside the ship a few meters away
"Gimme a few minutes, I'll see if I get XLR8 or Fourarms to help out." Heatblast said as he looked at the watch symbol on his chest. After waiting eight minutes to transform again into Grey Matter and another ten for the omnitrix to change him again, Ben used XLR8 to take the pods and the people inside them to their houses, concluding the job in a less than a hour with still a minute before transforming again.
The following morning was the end of the weekend. As Max and the two cousins were preparing to leave, Max went and gave a goodbye hug to Vera.
"Don't be strangers! Visit any time" Vera says as she broke away from the hug
"We will." Max said as he went inside the Rust bucket to get it warmed up and running
"Bye Aunt Vera!" Gwen said smiling as she waved at her
"Bye dear- Oh, this is for the road! This one's lime with chunks of grouper and chick peas!" Vera says as she hands Gwen a green mold of hers in a glass container, as Gwen is forced to put on a smile.
"Uhh, thanks" Gwen says as she hugs Vera and takes the gelatin mold to the Rust Bucket with hopes that grandpa might eat it.
"Ah! And give Ben my thanks for dealing with all those aliens yesterday!" She commented as that made Gwen look back at her and caught the attention of Ben from inside the Rust bucket
"What?!" Ben as Four Arms pulled one of the rugs covering one of the windows of the Rust bucket to look at Vera dumbfounded, she saw the fight from inside the pod?
"Farewell, kids!" Vera says as she laughs before giving him a wink. Ben becomes more confused but he gave a calm smile and waved good-bye to his aunt. As the Rust Bucket leaves the desert, it passes the giant hole the Limax spaceship left. Down it, and back through the caverns, the Limax that impersonated Max crawls out of buried rocks and slowly creeps along the tunnel floor...
[author's notes]
leave a comment as it really helps, this episode was also super awkward to work around the fanfic's premise but I hope I did a decent to good job with the changes. Let me know in the reviews as it will take a while before I finish Hunted