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15.51% Ben Jen 10 / Chapter 8: Chapter 8: The Alliance

Chapter 8: Chapter 8: The Alliance

Up in space, the Chimera Wrath unleashed three more drones onto the planet to search for the Omnitrix.

"The drones have launched," the Bioid reported. "Equipped with the improved internal tracking system, they should be able to find and retrieve the Omnitrixes."

"They may find them," said a still-healing Vilgax. "But retrieving them will not be easy. Whoever possesses the Omntrixes continue to be opponents of extreme danger and inspiring brilliance."

At a gas station somewhere in New Mexico, Ben walked by clutching his stomach as he groaned. "Man, I'm starved." He then noticed a stack of boxes of cookies by him. He licked his lips and removed a box from the stack... which caused the stack to lose its balance and cave in on itself, burying Gwen (who was on the other side) in boxes.

"Smooth move, bro," Jen said as she witnessed the debacle going on and face-palmed herself.

The kids then left the gas station to see Max fixing up the Rust Bucket. He wiped off the window, clearing a sign in the dirt on the glass that said 'Wash me' with a frowning face.

"Nice artwork, Ben," Max said.

"You know, makes a statement," Ben said.

Suddenly, an energy blast came from out of nowhere and destroyed a nearby truck.

"No, that's a statement!" Jen shouted.

They looked to see three biker thugs wielding laser cannons. They wore helmets that looked like they were decorated with graffiti. The leader sent his lackeys out to rob the gas station as she looked to the Tennysons.

"What are you looking at?" She asked as she aimed her cannon at them and charged it up and Max gasped.

"Kids, get down!" he shouted as he pushed them away from the blast as he ducked as well and the laser missed and struck a support pillar behind him. He groaned as the kids gasped.

"I've got to get grandpa!" Ben said as he slammed the core down and Jen glared as she looked at her Omnitrix.

"What are you doing?" Gwen asked as she looked at her Omnitrix and started fiddling with it.

"I need something to surprise them. Frost Blight? No. Battlefly, no."

The leader's lackeys returned with bags full of money before they heard a whistle and spotted Four Arms slam all four of his arms down and caused a minor earthquake in the ground that sent them flying.

"Go!" he shouted to his family as they ran for cover behind the Rust Bucket. He then looked to see the guard stumble out of the damaged truck dazed before he looked to see the giant alien in front of him. "You okay?"

The guard screamed and ran away from him as he groaned.

"I wonder if that was a 'yes.'"

Suddenly, he was struck by the leader's cannon, sending him flying into another support pillar as he landed on the ground in a daze. The leader fired her cannon again that struck one of the fuel dispensers, causing an explosion that engulfed Four Arms.

"Ben! No!" Jen shouted as she glared at the thugs.

Luckily, Four Arms jumped out of the smoke completely unharmed due to his thick skin and slammed the ground where the thugs were standing on, sending them flying back.

Two of them landed in a heap by the truck as Four Arms walked over to them and lifted them with his lower two arms while using his upper two arms to remove their helmets... revealing that they were actually women!

"Huh?" he asked, confused. "You're all women. I don't want to hurt..."

He was then struck in the blast by the laser from the leader, named Rojo.

"Well isn't that sweet," she said.

"Clobber her!" Gwen said.

Four Arms then glared back at Rojo, when all of a sudden, the drones from when he and Jen first got the Omnitrixes appeared and started firing lasers on them as he gasped.

"Not again!" Jen shouted, noticing the drones too.

The drones fired their lasers across the street, slicing through the gang's truck, sending cash flying through the air as Rojo grabbed it.

"Hey, this is my heist!"

"You can have it!" one of her thugs said as they ran away, not wanting anything to do with the drones.

Rojo scowled as she walked towards Four Arms, who was distracted battling the drones that were out of his reach as Max gasped and picked up a tire from the truck and tossed it at her before she could hit him, knocking her to the ground.

"Ben, those drones must be after the Omnitrixes like at the campground!" Max said.

Rojo growled as she picked up her cannon again and aimed it at Max.

"You'll get yours, old man!" Rojo shouted as she fired her laser at him.

Max ducked out of the way, but the laser struck the gasoline canister, causing a major explosion.

Jen noticed this and gasped as the camera went into super slow-motion as the explosion expanded greatly outwards. "NOOOOOOO!" Jen shouted as she crossed her arms in front of her face to brace herself.. Suddenly, her eyes and hands started emanating pink energy and she instantly created a large energy barrier, surrounding herself, Max and Gwen, shielding them from the explosion. Unfortunately, Max was knocked back by the force of the explosion, was struck against the side of the barrier, and was knocked unconscious.

"Grandpa!" Gwen shouted as the energy barrier dissipated.

"No!" Four Arms shouted as his sister looked at her hands in disbelief, smoke emanating from her fingertips.

"How did I do that?" she asked before looking to her unconscious grandfather. "Oh no! Grandpa!"

Four Arms looked to the drones in anger and grabbed them both. "Nice try." He then smashed the two of them together and tossed the destroyed drones at Rojo, knocking her unconscious. He then went to his sister and cousin, concerned over their grandfather.

"We have to get him to a hospital," Jen said as Gwen pulled out her phone.

"I'll call 911," Gwen said, dialing the number before Four Arms picked the three of them up.

"No time. The hospital's up the street!" Four Arms shouted before jumping his way to the hospital.

Once they were gone, Rojo recovered and started examining the destroyed drones. "Who were you freaks?" She pulled off the head of one of the drones and started examining its circuitry.

Suddenly, it's eye glowed red and it stabbed its plug into her neck and started transferring its data into her. Her skin suddenly turned a deep crimson red and the sleeves of her jacket and pants were ripped open by the sudden surge of growth in her muscles. Spikes grew from her elbows and fingers and her eyes turned a deep red, the same color as the robots visors. She also grew two sensors on her shoulders and two more eyes.

Suddenly, two police cars pulled up and the cops came out, guns drawn. "Freeze!"

Rojo, now a cyborg drone, turned around to face them, leaving them confused. "Ha! I already did my time. It's time you guys paid!"

Suddenly, the sensors in her shoulders came up from their sockets and fired two lasers at them, destroying the cars in the process.

She then smiled at her dirty work as she picked up the discarded bag of cash that her lackeys left behind and chuckled to herself. "This is gonna be a blast!"

At the hospital, the kids had checked Max into a room, now dressed in a hospital gown and lying on the bed, unconscious, his leg in a cast and resting on a sling.

"Your grandfather has suffered a severe concussion," the doctor reported. "He'll be out for several more hours. He also has several lacerations and a broken leg."

"He's gonna be okay, right?" Ben asked, worried.

"For a man his age, he's remarkably strong. He'll be fine after some rest," the doctor said. "Now it says on his admittance form that he was knocked unconscious. Did someone bump into him?"

"Actually, he was flown into the side of the gas station after this robot drone blew up a gas canister," Jen explained, twiddling her fingers behind her back.

The doctor chuckled and patted her shoulder. "Vivid imaginations are good coping mechanisms in situations like these."

Jen then smiled at that as the doctor looked away before she looked at her hand, which started to shake due to her nerves as she remembered what happened at the gas station.

"You didn't even go alien. How did you do that?" Gwen asked.

"I don't know! One minute, the gas station explodes, the next this force field suddenly appears and protects us. If it didn't happen, we would've been toast."

Back in Earth's orbit on the Chimera Wrath, the Bioid reported to Vilgax exactly what happened on the surface.

"The drones were destroyed."

"Send out more!"

"We may not need to. The drones have somehow merged. I'm receiving a combined signal and that signal is on the move."

"Hmm," Vilgax pondered. "Perhaps one head is better than two."

Back on the surface, Rojo was robbing a jewelry store, using her new tech to send the patrons out screaming in terror. She then used her laser to melt the glass holding the priceless rings so that she could steal them. Unfortunately, she didn't know her own strength and she ended up crushing the rings to dust.

"What?! No! They're worthless now!" She then turned to the owner of the store and started growling angrily. But before she could do anything, she got a massive headache and clutched her head in pain as she started hearing a voice in her head.

"Listen to me, whoever you are."

"Where are you?..." Rojo asked the voice. "...Who are you? ...And how did you get in my head?"

"No questions! You are here to serve me!"

"Guess again. I work for me and only me."

Suddenly, she was forced to her knees and the next thing she knew, she found herself falling through a void that was happening inside her head.

"You now possess powers that you could never imagine."

She then found herself face-to-face with a giant squid-faced alien that she had never seen before.

"But unless you find a way to use it, it will be worthless."

Her eyes then widened in fear at the alien before her.

"Fulfill my demand and I will teach you. Fail me and I will turn you to dust!"

Rojo conceded to this, slightly in fear slightly in wonder at how to use her new powers. "So what do you want?"

"Only two things. Two pieces of valuable technology missing from my possession. And luckily, you are already programmed to find them."

"Yes, master."

Back at the hospital, the kids were in Max's room as he rested and Jen clutched her hand open and closed, trying to do what she did back at the gas station again.

"Ben, you heard the doctor. He'll be fine," Gwen encouraged.

"I'm worried about him," Ben said as Gwen smiled to him.

"I'd be more worried about how some girl kicked Four Arms' butt."

"Hey, heroes don't hit girls," Ben said.

"Good to know," Gwen said as she jabbed her cousin lightly.

Ben then glared and jabbed her back.

"Hey! I thought you said-"

"I'm not in Hero Mode."

Gwen then clutched her fist tightly and reeled it back, ready to punch him... until she saw how concerned he looked.

Ben then walked out of the door as Gwen looked back at him and Jen sat there, still trying to figure out how to work her powers.

"Come on, Jen," Jen said to herself as she clutched her fist slowly. "You can do this. You can do this." She then opened her fist suddenly and nothing happened.

Gwen then followed Ben and sighed. "You okay? Normally slugging me in the arm would make you feel much better."

"Maybe if I went Upgrade, I could hook myself up to those machines and make him better," Ben suggested, touching his Omnitrix.

"Ben, that won't work."

"What if I went Ghostfreak and melded with him or something? I don't know. I just wanna help him, you know?"

Jen kept on trying to activate her powers as she sighed. "Maybe I'm going at this all wrong," she thought. "Maybe if I just relax. Just go with the flow and let the energy take control." She then breathed softly and held out her hand and clutched it closed before she opened it again. Suddenly, the medicine bottles on the nightstand started levitating in midair, surrounded by a pink aura as Jen gasped when she saw it.

"I did it!" she shouted as Ben and Gwen ran in and saw her hand surrounded by a pink aura and the bottles floating as she looked to them.

"I can't believe it," Gwen gasped as Jen smiled to them.

"I can't either! I have super powers!" Jen shouted as she set the bottles down.

"No fair!" Ben said as Jen smiled and took him by the shoulders.

"This is incredible! Now I don't have to go alien to kick bad guy butt!" she said as she hugged him. "I wonder if this affects my alien forms as well." She then pressed a button and activated her Omnitrix and started fiddling with it.

"I guess only time will tell."

"You're right. I only just got these powers. No telling what they can do."

Across the city on a cliff, Rojo shot to attention and looked down to the hospital. She used her visors to pinpoint Jen's location as she zoomed in to the windows and saw that she eagerly fiddled with the Omnitrix.

"There you are."

Back in the hospital, Ben looked to see his grandfather lying unconscious in his bed as he sighed and angrily kicked over the trash can.

Jen sighed and used her new telekinesis to lift the trashcan back up as she rested her hand in her chin.

"Just relax, you two. Everything's going to be okay."

The twins then sighed at that as Jen practiced her new powers.

Gwen then squinted before looking out the window and gasping.

"Look out!" she shouted as she tackled the two away as Rojo burst through the window with a roar.

The kids nervously looked back as Rojo walked towards them slowly. "Give me the Omnitrixes!"

"You want them? Come and get them!" Ben said as the three ran away down the halls, avoiding her lasers as she gave chase after them.

"You can't run forever!" she shouted as she blasted a cart that a nurse was carrying and knocking her back only to be saved by a doctor.

They almost ran by a stairwell, only for Jen to notice it as she shouted after her brother and cousin. "Here!"

They opened the door and ran down the stairs as fast as their legs could carry them.

"Guys, that woman's the thief from the armored car factory!" Gwen shouted.

"Name's Rojo," she said as she spotted them at the top of the stairwell.

"It's like she merged with those-" Jen started.

"Robot drones! Run!" Ben shouted as they ran down the stairs faster.

"Yeah, like that's gonna work," Rojo said as she jumped down the middle after them, just missing them as they ran down out of the door on the bottom floor. She then fired her lasers after them, just missing them.

"Okay, radical thought, but now might be a really good time for you two to go hero!" Gwen said as they nodded.

"Right," Ben said as they ran out of the front door of the hospital and dived behind two ambulances.

Rojo then walked out of the door, scanning the area looking for them. "We can do this the easy way or the hard way." She then spotted the cliff above and smirked to herself. She then fired her lasers at the cliff, loosening several boulders and causing an avalanche to tumble down to them. She then smiled at her work as she walked away from the scene.

"Time to go Four Arms," Ben said as Jen started fiddling with her Omnitrix, trying to go Four Arms too.

"Let's go!" Jen said as they slammed the cores down, transforming into... Heatblast and Battlefly.

"Oh great. I need muscle and I get an alien candle instead," Heatblast said.

"You think you're bad at this? What chance does a butterfly have against this?!" Battlefly shouted as the rocks came tumbling down towards them.

"If scissors cuts paper, fire melts rock, right?" Heatblast asked Gwen, who just shrugged. "Here goes nothing." He then fired his heat ray at the boulders, which only set them on fire, making them even more dangerous. "Okay, definitely not what I had in mind."

"Gwen, get out of here!" Battlefly shouted.

Gwen didn't need to be told twice as she ran behind the ambulances.

Battlefly then twirled her arms around as she created a small tornado. "Please be enough. Please be enough." She then fired her tornado, which slowed the boulders down somewhat and put out the fire, but not enough to actually stopped them as she groaned. "Come on, Omnitrix. Give me something I can do!" She then started hitting the Omnitrix core over and over before it suddenly beeped.

"Power Bridge activated," the A.I. said. "Any default powers the holder has can now be used by their alien forms."

"Now you do this for me," Battlefly said as she rubbed her hands together, which started glowing pink. "Ha!" she then thrust her hands forward, creating a small pink barrier around the parking barriers by the ambulances, which blocked the boulders and sent them going down the street. "Yes! I saved the hospital!"

"But there are people at the bottom of that canyon," Gwen said as they saw the boulders rolling down the street towards the city.

"Man, I hate it when you're right," Heatblast said as he ran after the boulders.

"When is this job going to start getting fun?!" Battlefly shouted as she flew down into the canyon.

Rojo then came down from above and tackled Heatblast, putting her foot on his back.

"The Omnitrix," she ordered.

"Never!" Heatblast shouted as he flared up his flames and sent her flying off of him, knocking her back before following his sister down into the canyon before landing beside the bridge.

The citizens in the city gasped at the boulders rolling towards them and ran away.

"Ben, now!" Battlefly shouted, her hands glowing pink as she and her brother fired their heat ray and energy blast at the bridge, destroying it and sending the boulders falling safely in the river underneath it.

Heatblast and Battefly admired their handiwork when Rojo suddenly came flying in and grabbed them by their collars and throwing them into a garbage truck. She then fired countless amounts of lasers from her turrets at her until they were completely engulfed in smoke.

She looked at the damage she caused as the windows of a nearby building suddenly shattered. There were several craters in the street and a fuel truck had been sent sprawling on its side, leaving a trail of fuel.

Battlefly then whistled loudly as she widened her visored eyes and saw that Battlefly had shielded them in a crater with a force field as she dissipated it and folded her arms at her.

"You want to destroy us? Well here we are!" Battlefly shouted.

She then snarled and flew towards them, only for Battlefly to fly upwards and grab her by the arm and tossed her into the fuel truck, leaving her dazed. She then turned to her brother and winked at him.

Heatblast then snapped his fingers and a single spark escaped his palm and set the fuel on fire, blowing the truck up and sending Rojo flying away from them. "See ya!"

"Aren't we stinkers?" she asked her brother with a smile as she flew back to the hospital with her brother following her.

Back at the hospital, Max was sent into another room with his grandchildren visiting him.

"When I was playing with the watch, I must have led her right to you," Jen said, a little down on herself that it was because of her that all of this happened.

"Since they moved me into a new room and neither of you have gone alien since then, we're safe," Max said.

"For now," Ben said. "What about tomorrow? It's getting way too dangerous for either of you to be around us."

"Ben, that's-" Gwen started before Jen put her hand up.

"No. He's right. If we didn't have these watches, none of this would be happening to us."

"Yeah, but since they won't come off, there's nothing we can do about it," Gwen said.

"You know what they say, kiddos. No use crying over spilled milk."

"Maybe, maybe not," Ben said with a sigh.

"You're two special kids, you know that, right?" Max asked as Jen sighed.

"Just because we have these powers doesn't make us special," Jen said as she summoned an energy field around her hand, showing off her new abilities as Max raised his eyebrow.

"No, it can't be," he thought.

People in the city had gathered around the crater where Rojo had landed in wonder at where she had come from.

Much to their shock, she recovered and walked out of the crater, sending them screaming and running away. Before she could get anywhere, she suddenly got another dizzy spell and was sent to her knees as Vilgax contacted her again.

"The Omnitrixes. Where are they?"

"I couldn't get it," Rojo explained. "And how nice, you didn't tell me I'd be fighting superheroes! I'm through."

Her vision of Vilgax suddenly ate her and sent her falling through a void.

"You will get me the Omnitrixes and if you fail again, your meaningless criminal life will be over. If they want to be heroes, fine. Make them come to you."

That night at the hospital, Gwen, Ben and Jen were sleeping by his bedside as Ben laid a note on the bed and sighed.

"I'm doing this for you, Grandpa," he said as he walked out of the door and left.

Jen then woke up and sighed as she read the note. "Relax, Jen. He just needs time to unwind."

She then woke up with her hands in her pockets as she walked along the halls of the hospital before she looked out the window and put her hand on the window in perfect unison with her reflection as she closed her eyes and sighed.

"Who are you? You're certainly not the girl who started this summer vacation as just another girl from Bellwood."

She then turned her head as she saw the doctors by the desk listening to the radio.

"Reports say the armored assailant has incredible firepower and has blown up several police barricades before arriving at the police academy training center just outside of Albuquerque.," the broadcaster announced.

"You're not hurting anyone else, woman," Jen said as her eyes briefly glowed pink and she walked off.

Ben sat on a park bench by himself as he sighed and saw a grandfather and his grandson playing with a football in the clearing. He sighed, wishing that was his grandfather and him.

"I'm glad we can spend the summer together, Grandpa," the boy said as Ben sighed to himself and shook his head.

Ben then heard the same police report over a nearby radio that his sister heard before he shot up and walked in the same direction his sister went, not knowing it.

After sundown in the hospital, Gwen woke up and rubbed her eyes before noticing her cousins were gone.

"Ben? Jen?" she asked as she spotted the note and opened it before reading it.

"Dear Grandpa, Jen and Gwen,

I care about you too much to keep putting you in danger, I love you too much.

Love, Ben."

She then looked to see the twins gone and she sighed. "And Jen's probably gone after him."

Max then woke up as well as he groaned. "Gwen, what is it?"

They then heard a news report over the TV and Gwen turned up the volume as they listened to it.

"The scenes at the police training center continue," the reporter said. "Police reports say several officers have been injured."

"The twins are gone, but I think I have a good idea where they went," she said as she got up from her chair. "I've gotta go, Grandpa."

"I'm coming too," Max said, struggling to get up.

"You can't go anywhere."

"You can't go alone," Max warned. "It's too dangerous."

Gwen sighed as she grabbed the adjustment switch from the hospital bed and completely flattened it, incapacitating her injured grandfather.

"I can't get up now!"

"That's the point," Gwen said before running out.

"Gwen, get back here! Gwen!"

Outside of the hospital, a driver of one of the ambulances was looking over the reports when his assistant walked over.

"They need us down at the police academy."

They got into the ambulance and drove off, unaware that Gwen had snuck into the back of the car and they were leading her directly to her cousins.

At the entrance to the police academy, a destroyed squad car was tossed aside by Rojo as she looked up and fired her lasers from her turrets to absolutely decimate the academy as she glared before she felt a sudden blast from behind as she looked to see Jen fighting her with her hand smoking.

"You hurt my grandfather. Very bad idea," she said to herself as Rojo smiled at her.

"Oh? Is the little baby going to cry about it?" she mocked as Jen gave no response to her.

"No. I'm just going to make you wish you had never met me!" she said as she balled her hands into fists and surrounded them with pink energy as she glared.

"Bring it on!" she shouted as she fired her turrets at the young girl, who stood her ground as she brought her arm up and created an energy shield which withstood the blast before she retaliated with her other hand and fired an energy swipe that hit Rojo dead on as she glared.

"You're still green with those powers, young lady," Rojo said as she fired her lasers at her feet, which Jen dodged with a backflip as Jen smirked.

"I'm not alone in that department," she said as she fired tons of energy bolts from thrusting her hands out that hit Rojo in rapid succession as she burst through before bringing her spiked arms down as Jen gasped and brought her hands up in front of her face and brought up another energy shield that she barely withstood.

Rojo smirked at her as the shield started to crack as she glared.

"Give me your Omnitrix," she said as Jen glared back.

"Never!" she shouted as she dispelled the barrier and then gave out a sweeping roundhouse kick that was charged with energy that hit her square in the head and caused her to slide across the area as she left tracks with her claws and stood up as the two were both panting at that as she glared.

Rojo then brought her turrets up as Jen put her energy charged fists up. She charged up her turrets to fire. "Stand down. Final warning."

Jen wiped her lip and glared. "I could do this all day." She then thrust her fists forward and Rojo fired her lasers and the two blasts collided, equal in power before causing an explosion from the overload of power that knocked the both of them back as Jen backflipped and got her footing again.

Rojo dashed through the flames and brought her claws down on Jen before she brought up another shield and then her eyes glowed pink as she focused her energy and smirked.

"I love these powers!" she shouted as she used her telekinesis to lift Rojo up and she slammed her across the street as she glared.

Before they continued, a blue and black blur appeared out of nowhere and battered Rojo some more before stopping to reveal XLR8.

"Looks like you two got this party started without me."

"Good timing, bro," Jen said as she crossed her arms.

Rojo then grabbed XLR8's leg and slammed him against the ground before he whipped her with his tail. She then threw him against a squad car as he slumped back in a daze.

Jen then ran up to him and helped him up as Rojo walked towards them.

"He wants his Omnitrixes, he can have them. This is getting fun."

"Who's he?" Jen asked.

"I don't know and I really don't want to know," XLR8 said as Jen adjusted her Omnitrix.

"It's hero time!" She then slammed the core down as she transformed.

Her skin turned an icy blue and started radiating cold air and her eyes shot open to reveal bright glowing pink eyes with no pupils and her hair shifted into blue spikey hair like ice. Her clothes then shifted to a pink ballerina-like outfit complete with the skirt and flat shoes. Her body then shrank to 3 inches high and a pair of insect wings grew out of her back. The Omnitrix symbol appeared on the belt of her skirt.

Frost Blight glared as she flew alongside her brother.

XLR8 then jumped forward and kicked Rojo in rapid succession as he glared. "One good kick deserves another!" He then kicked her back before closing his visor.

Before they could continue, a tank suddenly rolled in and aimed its cannon down to the three of them as they gasped in shock.

"Yeah, I don't think my force fields are strong enough to stand that," Frost Blight said.

The two of them then ran/flew backwards away from the area as the tank fired it's cannon onto Rojo, resulting in a crater that was emanating tons of smoke as XLR8 and Frost Blight looked on.

"Did it work?" XLR8 asked.

The tank then rolled forward before it stopped and was lifted up by Rojo, completely unmarred from the blast.

"I'll take that as a 'no,'" Frost Blight deadpanned.

"Nice try, but Speedy's all mine," she said as the scared soldiers jumped out of the tank and she tossed it at them.

Luckily, XLR8 grabbed his sister just in time and zipped away from the wreckage as he then landed three massive punches on her before Frost Blight flew over and froze her from the waist down using her ice powers.

Rojo smirked as she activated her turrets and charged it up as Frost Blight face-palmed.

"I am such an idiot," she said.

Rojo fired her turrets at the pair of them, hitting them dead on.

The ambulance from the hospital arrived at the academy and the paramedics exited, medical kit at the ready.

"Who needs help?"

They then saw Rojo pummeling the twins into the ground in a crater before she dropped the unconscious twins on the ground before turning her attention on the medics and walk towards them, causing them to run away in fear of her.

Gwen then opened the door to the back of the ambulance and saw her cousins getting up weakly as XLR8 noticed her.

"Gwen!" He then grabbed his sister before rushing over to grab his cousin and ran into a clearing, safe from the mad cyborg before he lifted his visor up. "What are you doing here?"

"'It's better this way.' Sound familiar?"

The Omnitrixes started beeping as XLR8 gasped.

"So does that beeping!"

They timed out, returning to their human forms as they looked worriedly at their cousin.

"Oh, just great! Come on!" Ben shouted as the three ran away from the scene before Rojo could find them.

Rojo then spotted them running away and followed them.

The kids then ran to the academy's obstacle course, running over the hurdles as Rojo fired her lasers at them, resulting in a smokescreen before she ran after them. Little did she know that her targets had hidden behind one of the course's barriers as she ran forward.

"You two can't run away from us!" Gwen scolded.

"Don't tell us what we can or can't do," Ben said.

"This is our fight, our weird watches, not yours."

"Yeah, but you're my weird cousins," Gwen said as Jen smiled at her before they heard the familiar hum of Rojo firing her lasers as they looked worried. "In here!" They then ran into the gym for shelter before Gwen's phone rang and she answered it. "Hello?"

The person on the other line said something to her as she handed Ben the phone.

"It's for you."

"Hello?"

The person on the other line revealed himself to be Max as Ben gasped.

"Grandpa, can we talk later? We've got an indestructible alien robot thing that none of our aliens can take out."

"Ben, if you can't destroy it from the outside, take her out from the inside," Max said over the phone as Ben got a look of realization on his face.

"That's it! Thanks!" Ben said as he hung up and handed the phone back to Gwen.

"Looks like you two aren't better off without Grandpa either," Gwen said as Jen rubbed her hands together.

Ben then activated his now-recharged Omnitrix, triggering Rojo's sensors as she jumped up and fired several lasers onto the gym as the kids ducked for cover as Ben dialed his watch and slammed the core down, triggering a transformation.

The Omnitrix sunk into his arm and his skin turned black and green lines of energy scrawled their way across his body as his clothes and hair vanished into his body and his eyes merged into one and merged into a circle before he struck a pose as he finished his transformation as Rojo dropped into the gym through the hole in the roof she created.

She turned her head, investigating as she looked for the twins as Gwen looked to see Upgrade liquify his body to hold himself up on the ceiling as Jen ducked behind a treadmill and surrounded her hands in pink energy as she bowed her head.

"Let's do this," she then jumped out and let out a yell as she fired her energy beams at Rojo, binding her as she struggled against the thrashing cyborg before she shouted out to her brother. "Now, Ben!"

Upgrade jumped down from the ceiling before tackling Rojo and merging with her circuitry.

Rojo struggled to get the alien off of her, looking like Spider-Man trying to remove the symbiote as she stumbled back as Upgrade completely took her over.

Little did Upgrade know, that by melding with Rojo, he also completely took over her consciousness. The camera zoomed in on his eye as he found himself in the same void Rojo was in, face-to-face with Vilgax in his mind.

"Listen to my every word. Be afraid."

Upgrade shielded his arms in front of his eyes in fear as Vilgax confronted him inside his brain.

"You cannot run from me. You cannot hide from me. I will find you and your partner. And when I do, I will retrieve my Omnitrixes and destroy you both!"

The camera panned back into the real world as Rojo finally pried Upgrade off of her and threw him against the wall, dazing him a bit as he flattened out. She then fired a laser from her turret at him before he flew around her and melded with a weight-lifting machine as he glared.

"Time to work out!"

He then reached his arms out to her as she flew back to avoid them.

Jen's eyes glowed pink for a moment as she shook her head. "I don't think so." She then shouted out as she charged her fist with energy and slammed it against Rojo, knocking her into Upgrade's grasp.

Upgrade then slammed her against the weights a few times, sending her stumbling back before de-merging with it and merging with a treadmill. He then activated it, sending the path rolling and sending Rojo stumbling to the floor.

Rojo recovered and fired her turrets several times as Upgrade de-merged with the treadmill and ran around the area avoiding the lasers as Jen backed him up with her force fields, deflecting Rojo's lasers into the support beams.

Gwen noticed that the destruction of the support beams caused the gym to lose its stability and the ceiling started to crack.

Suddenly, the S.W.A.T. team kicked the door of the gym opened and walked inside.

Gwen noticed them and shouted out to them. "Duck!"

The officers ducked as Rojo's lasers swept over the wall above them. They then opened fire on the woman as Jen smiled and sent her energy beams out and binded Rojo to the floor as Upgrade tackled her again.

"This won't hurt a bit." He then melted himself completely as he completely merged with Rojo's circuitry and discharged his energy all throughout her systems.

"Get out of me!" she shouted as Upgrade defused with her and crossed his arms.

"Okay, I lied."

Rojo glared at him as her skin color returned to normal and her visors fell off. She then gasped as the rest of her armor fell off as well. She was reverted back to her human form. "I'm... normal."

"Abnormal's way more like it," Jen said, crossing her arms.

"Look, I don't know what came over me. Come on, please, you gotta help me." She then looked over her shoulder as she noticed that among the useless machinery, her energy cannon from before had appeared as she smirked. "I'm just a girl." She then smirked as she kicked the cannon upwards into her hands.

"Guess what, bub!? So are we!" Jen shouted as she and Gwen came over and drop-kicked her down as Jen used her telekinesis to levitate the cannon into her grasp as she slung it over her shoulder by the strap as she walked over to her and charged her fists up with energy. "This is for my grandpa!" She then punched her in the gut. "This is for my brother!" She then punched her again before she brought out the cannon. "And this? This is for me!" She then whacked her upside the head with the cannon, knocking her unconscious.

Suddenly, the gym started shaking violently again as Upgrade picked up Rojo.

"Girls, we gotta go!" he said as they ran out of the door as the gym finally caved in on itself as they all ran away. Upgrade then handed the unconscious Rojo to the cops as Jen smiled.

"She's all yours, officers. We're out of here," Jen said as they went off as Jen examined the cannon with a smile. "Sweet. Another for the collection."

The next day, Max had checked out of the hospital as he walked towards the Rust Bucket on crutches as he sniffed the cool fresh air.

"Ah, good to get out of here and get back on the road," he said as he smiled.

"Well, overall, this was a fun adventure," Gwen said to her cousins. "We all learned a valuable lesson. New powers, a new weapon. The only downside was Grandpa ending up in the hospital."

"I seriously don't get how only you have those powers, Jen," Ben asked as Jen looked at her fist and clutched it closed.

"I don't either. Maybe it's my gender. Sorry, Ben."

"So, Ben," Gwen said. "What happened back there in the gym? It's like you were possessed or something."

"I don't know," Ben said. "It's like when I went Upgrade, I saw this alien."

Max opened the door to the Rust Bucket as the kids walked up.

"We were both floating through space and he was talking to me. He looked kind of like he had this octopus on his head. He told me that we should be afraid."

Max looked a bit concerned as Ben said that as the kids looked to their grandfather.

"Grandpa," Jen said. "You look afraid."

"I'm... fine," Max said. "And you'll be fine too as long as we stay together."

"Sounds good to me," Ben said as he, his sister and his cousin walked inside the Rust Bucket.

Max then looked up to the sky with a glare as the camera zoomed out of the planet and into it's orbit towards the Chimera Wrath as Vilgax examined what had happened with a glare.


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