WebNovels

Chapter 3 - Chapter 3

One thing that I felt I needed, when I really didn't, was my music.

I could go without it, especially when I had something else to do, someone to talk to, a nap, or a story to immerse myself in. There have even been times where I could just zone out and just let my thoughts run wild.

That last option was something I was doing my very best to avoid.

The fact that I had killed a bunch of aliens, the fact that I was ten years old again, the fact that this body was not my own, my life back home….my family, my friends, my soon to be wife.

I NEEDED a distraction, and I didn't have my days worth of songs on demand.

Who knew how much I was addicted to Spotify?

"Hey Grandpa?" I called up from the back of the RV, Gwen sitting across from me but content to simply watch the slow changing terrain.

"Yes Ben?"

"Could we listen to something on the radio?"

"Well sure." He happily complied as he began his long winded method to get the radio functional. "What are you in the mood for?"

It was when I realized right then that my favorite band didn't exist then. Starset wasn't my only option for music, but it occurred to me it might be years before I could hear their stuff again. So, I went with a classic, one of the few cd's my dad always played on road trips.

"Red Hot Chili Peppers?" I proposed, Gwen curiously glancing towards me in contemplative silence.

"Oh, I didn't know you liked them." Max seemed curious about my choice as well, as if Ben would never have associated with the band. "I'm sure we can find them somewhere, they are popular."

The moment the thrum of the chords rested upon me, I was finally free from the back of my mind screaming that I didn't belong here.

I'm going to need to ask if we can stop by a music store so I can pick up some cd's. How common and cheap were music players in 2006?

As the road took us by a forgotten western ghost town in the distance, the long abandoned ruins called out to the stored recesses of my mind. Was this a memory of an episode, or one of my own when exploring places like that? The haze of reality eluded me to an answer.

Hopefully we weren't missing anything important there.

As the gentle strums along one of the more calm melodies washed over my mind, I nearly forgot about my wrestling with what is real and what isn't. Reality was a rude awakening, and it reminded me so when my body was yanked as Max stomped hard on the brakes.

Were we being attacked by aliens? Mutants? Super powered beings? Magic wielders? As my small frame was flooded with adrenaline I leapt past Gwen and up towards the front of the vehicle to see none of the above, yet still a dreadful sight.

A collision up ahead, a large tanker connected to a semi truck and an unfortunate vehicle caught in its grasp. Flames were licking up all the spilt gasoline on the scorching desert road, and I saw the driver of the larger truck slamming desperately against the passenger side tilted towards the ground pinning the door stuck.

Ben might have immediately went for the watch, but I wasn't Ben. I had lived a life and had seen a similar accident at one of my workplaces and had to respond immediately.

That's exactly what I did now.

"Kids." Max was starting to unbuckle himself, eyes deadlocked onto the building inferno. "Stay here while I-BEN!"

I was already out of earshot when he called out seeing me running straight to the scene.

"Call 911!" I yelled out to one of the bystanders who had pulled over, awakening them out of their stupor. Without looking back I ran around the debris, already knowing my destination.

It couldn't be a coincidence, before and now I could see the driver trying to exit out of the very door that gravity was pulling them towards. Their brain wasn't functioning enough for them to realize that it wouldn't budge and they had to climb.

Leaping up as flames began to encircle the semi, my hands latched onto the steel plate that assisted drivers to step up into their vehicle. Ignoring the heat that was rising along my back, I swung my legs up, reaching up for the driver side door and yanking on the handle. I could feel the mechanism unlock, but the door was heavy for me.

Bracing one foot along the side of the semi, I squatted down and heaved.

The driver, fortunately not harmed unlike the last time I had to deal with something like this, turned towards me and saw freedom creaking a path open. He began to climb as I adjusted my grip, slipping my fingers into the sliver of an opening in the door and pulling with everything I had.

I couldn't fully push the door to rest in an open position, but I had created a large enough opening for the man to exit. Once he was out, I let go as the weight of the door slammed itself back down.

"Ben!" Max's voice, commanding and more firm than the roaring inferno around us, alerted me to a path being carved out of the fire by a portable fire extinguisher the older man wielded. "This way, now!"

I didn't need to be told twice, and neither did the driver as we both leapt down, heels crashing into the pavement with a blunt force I wasn't fully prepared for. Stumbling as I tried to outrun the flames that continued to build, fighting back against Max's onslaught, the driver I had just assisted picked me up with one arm and ran through the closing gap.

All I could see was the road moving under me, my body shaking with each thundering step the man hoisting me took as he sprinted from the tanker. Then there was a flash, a burst of heat, and I forced my eyes to close.

Yet never at any point did someone let me go.

"Ben!" Gwen's voice stuck out as I was placed down onto something to sit on, Multiple hands checking me over as I had no strength to resist. Taking a risk, I opened my eyes, seeing dozens of adults standing around me in the road.

I was sitting on the hood of a car as Max was looking me over, checking for any injuries. With a stern voice laced with concern and reprimand, he spoke only to me ignoring everyone else. "Ben, do you realize how dangerous that was?"

Yes, I knew very well. "That's why I had to get the driver out as soon as possible."

Max actually took a moment to think over my words before responding, something that I rarely saw people do especially towards children. "Why did you feel you had to get the driver out?"

"Because I could." Barely, and I was lucky I could given how I forgot in the heat of the moment how little strength a ten year old body had in comparison to my last one. One thing I had learned in life after facing multiple stressful, or near life threatening situations, is that everyone is responsible to help if able. Too many times had I watched people who were supposed to be the adults or those of higher authority that should have taken charge but didn't.

Max didn't say another word to me, instead he refocused towards the emergency units that had finally arrived to handle the remains of the crash, then back towards everyone that was eyeing the 'kid' that had run head first into danger.

"He's alright everyone." Max assured them to try and give me some space. "I'll talk to him about this more, but for now-"

"Hey." A man stepped through the crowd, the truck driver with his handlebar mustache, mullet, and white tank top. Getting over how he was the embodiment of a stereotype he leaned down to put a cautious hand on my shoulder. "Thanks little man. You saved my life."

I hated being the center of attention like this, and I never knew how to earnestly take a compliment. Yet I didn't want to be dismissive of him in any way like his life wasn't that special. "You're welcome."

As Max guided me back to the RV, I could see Gwen keeping watch on me as she followed us right in. It was hard to decipher what exactly she was feeling, there was probably a lot she was dealing with after seeing the whole alien thing, and now this.

Perhaps the absurdity of having her cousin be a superhero was what allowed Gwen to easily process things in the show. Great, now I'm thinking of a cartoon like it holds true to reality. Though for this world that I've found myself in, maybe there were unspoken rules that I was not aware of.

As soon as we got back in the RV, Gwen stood right before me, shifting from foot to foot as I could tell there was something she wanted to bring up.

"Ben." Max was settling into the driver seat as he motioned to the one next to him. "I'd like to talk some more about this, the sooner the better."

It sounded like there was an offer to put it off until later, but I wasn't that shaken up about the whole thing. "Ok."

Gwen retreated back to one of the backseats, escaping from whatever topic she struggled to bring up as I put my seatbelt on.

"So, what is it?" I asked, wondering how Max would feel about Ben running into danger without knowing he had powers.

"First, I want to say that was very brave of you." He was honest about that at the very least, guilt twisting in me as I knew he was under the impression he was talking to Ben. "But seriously Ben, you ran in there alone, without training, and didn't even call out anyone to help. Most of those adults back there thought they would see two people dead instead of one. I worried about the same thing for a second, or at least I would have needed to focus on helping you instead of helping the driver."

That made sense. It wasn't just about me putting myself at risk, I was taking people's attention away from someone in trouble and making myself a priority for rescue by throwing myself head first in there. It's one thing to see an adult in trouble, but way more would risk themselves if it was a kid.

To them, I was that kid. Perhaps the fact that I carried myself as an adult had them think twice about it but I can't keep overlooking the fact that no one besides myself, sees me as anything but.

"Do you understand?" He questioned, to which I replied with a silent nod of affirmation. His serious persona evaporated, leaving the lighthearted grandfather that I had seen most of the trip. "Good. Now, if you don't mind, let's keep this between us for now. If your mother found out I know she would cancel our summer trip before it really began."

Eager to switch topics, I jumped on the chance. Summoning the best face I could of child-like wonder and excitement, I responded. "So what do you have planned for us next?"

"Oh ho." He chuckled as he focused back on the road, our summer vacation continuing. "You're going to love 'it'."

What was it? It was somewhere in a town that probably had a whole page of Guinness world records dedicated to it. I don't think either Gwen or I expected one of the highlights marked out on this roadtrip to be a town full of cheap 'look at me' gimmicks.

It was pretty amusing really, every place we saw they had the world's biggest 'insert random thing here'. Maybe that's why Max was so enthusiastic about it, was because of how ridiculous it all was and it was fun just to go along with it.

"Sparksville." I read along the large gift shop sign.

Hold on, that rang a few bells, enough for me to remember this was actually in an episode. A maniacal little electrical alien right? As I did my best to recall the details, we were approached by an unenthused mayor who needed a shave.

"Welcome to Sparksville." His exhausted monotone voice rolled out. "I welcome you, seekers of wonder."

The next thing I knew, Max had thrown two tickets towards Gwen and I as he went to check us into the motel. "Stay close you two, keep an eye on one another."

Was that a que for Gwen to make sure I didn't run into any other fires?

"Ok Grandpa." Gwen nodded as I searched for where these tickets were supposed to be used.

There it was, a ticket booth with no line, and the mayor standing at the ready. There was a good chance that this man had invested his own money into all of this. That's how a few mayors from what I remember got into the positions that they did, they had some business or investment that made the town stand out in some way or another.

Walking over with Gwen following alongside, we discovered all sorts of wacky things to catch our attention. Now, none of it was very interactive or thrilling so I could see how a kid would be bored with all of this. I did my best to make the most of it for Gwen who had been getting quieter and quieter this whole trip.

"Alright Gwen." I stepped in front of her, ready to pose the challenge. "The one who guesses the most attractions wins."

"Wins what?" She was playing along so far.

"Something from the gift shop." Then with a smirk I added another rule. "Loser's pick."

That way, both of us could have some fun and whoever had to spend their saved up allowance could keep it in a reasonable budget.

"Ok." Some of the tension began to loosen, Gwen contemplating her options. "But we can't count something we've already seen so far."

"Of course."

"Then, what about the world's biggest candy bar?" She cracked a smile, as the competition began.

Racing from one attraction to another, taking it in, arguing if it counted or not towards one of our guesses, and immediately moving to the next, we managed to have fun again. We managed to be kids.

For the first time since I woke up two feet shorter, I forgot who I was.

"This is the last one." Gwen pointed to the large barn where 'it' resided. "It's gotta be the world's biggest block of cheese or butter churner."

"I'm pretty sure the largest block of cheese would be in Wisconsin." I added, though I wasn't sure if that was true or not. But if it was anywhere, I would bet there or that 'cheese vault' that the US has somewhere if it still exists.

"Ok then Ben." Gwen put her hands to her hips, confident she would be closer than I. "What's your guess? Double or nothing."

She was goading me, Gwen was ahead but I had a little bit of foreknowledge up my sleeve. "World's biggest rubber band ball."

"Really? You're giving up like that?"

"Oh I haven't given up in the slightest." I marched right ahead, reading each sign that warned of no cameras, no electrical equipment, no touching, no-oh, we better mind the signs.

As the spotlight came on inside the barn, the overly large sign lifting away to reveal what 'it' was, I relished in Gwen's shock as before us stood a towering ball of rubber bands that loomed over us.

"No way!" She cried in disbelief.

It was a little unfair on my end but I savored the victory. "Told you!"

"You cheated!"

"How?"

"No way were you actually guessed the main attraction was a rubber band ball! You must have known!"

"The rule was we couldn't have seen it before." I reminded with a fat grin on my face to rub it in. "This was in the barn the whole time, and I've never been here before or even seen a photo of it."

"But how?!"

As much fun as I was having right now, I couldn't help but be reminded that this was where it went wrong in the show. The longer we stayed here the bigger risk there was of disaster. I started marching right to the exit, Gwen following in defeat behind me.

"Come on." I led us right towards the gift shop, getting as far away from this place as fast as possible. "It's time for my prize and you better pick a good one."

Without needing to force Gwen to leave a rather bland attraction, we got there pretty fast and I had to say the gift shop seemed more entertaining than the attractions. At least with all the stuff in here you could use in some form or another.

There wasn't much that seemed practical to me though, except for a watch with a laser pointer on it. That was cool, if only I could wear it.

And just like that I was reminded of how much of a fool I was forgetting the omnitrix was on my wrist. It was fused to me to the point where I treated it as part of my body by this point, one that I could have used to easily minimize any risk to the driver and probably prevent the truck from exploding. I was caught up in how I would do things that I overlooked the fact that I did have superpowers, if only I wasn't so hesitant to use them.

While I had to internally debate over the pros and cons of usage of the omnitrix, Gwen tapped my shoulder to get me out of my head.

"Here." She held out a small brown paper gift bag. Oh, my prize.

"You know, you didn't actually have to." I said nevertheless, accepting the gift as I reached out to it. "Thank you though."

Gwen pulled it out of reach, keeping it away as she made a demand. "This isn't you Ben. I want an answer about what happened to you."

That was something incredibly hard to answer. 'Hey, I body switched with your cousin and never denied being him this whole time, tricking you and Max.' Yeah, that wasn't going to go well even if she believed it.

Keeping quiet wouldn't do me any favors though. "Would you prefer I act like the Ben you knew before?"

"No, definitely not." Gwen deflated, losing the joy that I had just managed to bring out of her. "But besides acting like a decent person….I can't believe I'm saying this but I'm worried about you."

"Is it because of the dangerous stuff?"

"Well duh." She rolled her eyes before finally meeting mine again. "You ran off to handle the alien thing, which I'm still having a hard time believing, and you ran right into that fire. I thought you were playing hero at first but….I can't help but think you're not happy and that you really do have a death wish."

Hold on what? That's what she got from this? I'll admit, I haven't exactly been happy about this whole situation. I'm really trying to just have fun but it's hard because….I don't know what's going on.

I admit it, I'm finally admitting it I'm terrified because I have no clue what to do about this. Did I just vanish from my life? Are my family and friends desperately looking for me still or presuming I'm dead? My fiancé, did she think I abandoned her?

The very thought made me sick to my stomach, the twisting welling up in me and I could barely hold it in. I wasn't suicidal, but I wasn't happy in this new life. It wasn't bad, but it wasn't mine.

I miss my life.

Before I knew it Gwen was wrapping me in her arms, squeezing me tightly as if I would run away the moment she let go. "You're family Ben, and I care about you."

It hurt even worse because she was talking about Ben, not me. She didn't care about me, no one in this world did. If they got to know me, know how I stole someone in their life, they would outright hate me.

There was no winning, no matter how many disasters I avoided or dangers I faced.

I felt halfway dead already, but I wasn't planning on letting Ben die.

"I promise." I began to utter. "I don't have a death wish."

Gwen pulled away, finally presenting the gift back towards me. "Here, I thought out of everything here you might actually like this."

Shoving it all back inside, living in the moment and pretending like I belonged with newfound isolation I pulled out what appeared to be a walkie talkie.

"It looks like a walkie talkie." Gwen turned it over in my hands, showing the package description. "But actually a radio and a music player. You seem to actually relax when Grandpa put on the music you asked for so, here."

"Wow." No really, wow. Not only did I think it looked cool but….this was really thoughtful. This wasn't the kind of present I wouldn't expect Ben to really like but, this meant a lot to me. "Gwen, thank you."

"You'll have to get a memory card though and download some songs to it." She continued as she found it easier to ramble on about the details of how it worked than to accept my thanks. "If you got some cd's, I could use my laptop to transfer the music over."

I may not know how to get back to my life, if it was even still there, and even if I still haven't accepted my circumstances fully at least Gwen seemed to accept the kind of person I was, even if I was wearing Ben's face.

"Alright." Gwen started towards the door towards the sideways motel that I was really curious about how it would feel sleeping in a bed on the wall/floor. "Let's get back to Grandpa, he probably finished checking us in a while ago."

"Gwen." I called out before she left. "This was really kind of you, and I really needed this."

"It's just, payback after you saved me from the alien." Gwen brushed it off, the two of us heading back to the motel.

She was starting to open back up again, and maybe for the better this time. "Do you want to talk about what happened back in Arizona?"

"Not, really." She admitted, fear flashing over her as she recalled what she had seen so suddenly. "But soon."

Gwen was trying to accept it, something I could relate to.

Aliens seemed like the least concerning thing to me at the time. We had avoided so many for so long with only one real incident.

How long until I would have to face them in earnest?

Back on the road the next morning, I stared out the window as we were leaving the western side of the US. Most of my life I had spent in the western side of the US, and now we were leaving it for now to go to states I had never set foot in before.

I'm not sure how Max was able to drive this much. Sure I liked driving for long periods too but after ten hours I wouldn't be up to getting back on the road the day after.

Gwen was on her laptop again, a good sign I guessed. As I looked over her shoulder I could see multiple tabs open with various informational websites. Some were random facts about various subjects but I could also see some about places we had been, places we could possibly visit, places we were going to be.

Is this why Gwen was considered so smart in the show, or here? Because of her passion to know so much about everything around her?

I found myself reading behind her for a bit, finding out history, culture, wild life, and all sorts of things about Oklahoma that I hadn't questioned before. All I knew about the state before was where it was and its name.

That only lasted so long before I felt a little carsick.

Max began pulling off the main road, heading through whatever town we were at to find a gas station.

"'Zombozo's traveling circus of laughs?' Cool!"

That name screamed evil clown, and looking out towards the sign that Gwen read she confirmed it. Does the yellow teeth, the heavy dark rings around the eyes and the shadow over casted from his twisted gaze trigger no danger response for her?

"What do you think Ben?" She asked, getting me involved because of course this needed my attention.

I have been to carnivals, festivals, fairs, and all sorts of gatherings with circus themes but I can't say I've actually been to a real circus before. Yet this wouldn't be a real circus, not in the world of Ben 10 and not with the killer clown advertisement.

Here it was, another chance to try and dodge yet another needlessly dangerous situation….yet if we didn't intervene the act would continue, more falling victim to this trap.

"Alright." I agreed as I tried to plan out my next steps. I doubt I would be having much fun this time around.

"I haven't been to a circus since I was a boy." Max chipped in as he began to turn the RV towards the detour.

I hardly felt like sitting, so instead I got up fighting the urge to pace back and forth to conceal my nervousness. Neither of them were aware of my foreknowledge or the omnitrix. After yesterday's plunge into flames they were keeping a close eye on me.

Gwen at least knew of aliens, but as I recalled her being targeted because of her joyous youth I elected to keep her as far from me this time. Max, even with his previous career, would need convincing from me to actually be wary of the clown and his supporters. Helping out with chores and being more mature than expected doesn't mean he would believe me without solid proof.

For now I would have to bide my time, wait for an opening before I could do anything. Unless I wanted to make it known to them now, just turn into an alien right in front of them and get it over.

Then the paranoia of how it could go wrong so fast cemented my will. Vilgax could be on my tail right now and I wouldn't know it, or how they would discover I might have more secrets beyond the omnitrix.

Fear was my enemy at this very moment, giving me every worse case scenario of if I exposed myself a little more.

I'd rather fight a demon clown right now.

As we walked through the ticket booth, I was reminded by one good thing about being in a new body. I could smell again, and each stand we passed was a glorifying sensation that rumbled my hunger. Funnel cakes, corn dogs, and over a dozen different things deep fried to a crisp golden delight.

"You feeling hungry Ben?" Max asked as he could hear my stomach over the town making their way through the fun and the treats.

"When isn't he?" Gwen jabbed in a friendly manner, showing a sign that she was really accepting who her cousin had become.

"Just a bit." I admitted, feeling a craving for every sweet that passed in someone's hand. That's right, as a kid my taste buds were different and my metabolism high. Which meant I could eat anything I wanted in short bursts. Oh how tempting it was to break the healthy eating habits I had spent years developing in my own life.

"Well the lines are short for the booths." Max was too kind, keeping an eye for anything our hearts desired and willing to make it happen so long as it was reasonable. "Why don't we grab something to munch on during the performances?"

I may have been over eager with such generosity, but it continually felt rewarding as I devoured three corndogs, a snow cone, a hefty bag of kettle corn, half of Max's funnel cake, and now my sites settled on Gwen's cotton candy.

"Hey oinker." She teased as she protected her treat, yet a hint of actual caution seeped through. "You ate enough to fill a cow. This is mine and I'm not sharing."

"He must be ready for a growth spurt." Max commented as we began approaching the ticket booth for entry to the largest tent. Holy crap I had eaten all of that before we even got to our seats? I don't think I ate this much as a kid and not often as an adult.

One summer I grew a whole foot in my last life, if I could achieve the same results this summer trip that would put me on the shorter side of adults and maybe I could be taken a little more seriously.

"Step right up and see the fingerless freak of nature!" An announcer in classic white and red stripes pointed out to a large imposing figure stomping his way onto a short stage along our path.

No hair, sickly pale skin, and a thick fingernail jutting up from his brow.

Serious, this place had such an appealing and inviting aroma that I overlooked the fact that this wasn't supposed to be a normal circus. Again, the details and blur of reality had left me overlooking where exactly I was. In the show they didn't have the animators sketch out every little booth with lively shop sellers in every spot.

How many other threats were lurking behind the veil that was my own perception? I couldn't blend the two worlds together, reality and cartoon. Everything here looked real, felt real, and for all intents and purposes it was.

But the fictional world crafted to tell a quick action packed story every week did not fit into the experiences of my previous life. It was always separate, reality and cartoon.

How was I supposed to alter my mind to convenience a world where both were one in the same?

Woah mama. I did not remember that circus girl with the super hair being that attractive.

"Let's go!" Gwen yanked at my arm, pulling me away from the spectacle. "We're going to miss Zombozo!"

It sounded ridiculous, and I was having a hard time believing still that we were walking right into a trap laid to suck out the joy of every person in attendance. I had to get out, I had to stop this before any real damage was done.

"I need to use the bathroom!" I stated, about to run out to find that machine that was the center of their operations.

Max had been all to watchful of me though, snatching me before I could get out of their sights. "Woah now Ben. Do you need to go that bad?"

My urge to immediately shout yes almost left me, but Max looked almost more skeptical of me than worried. Had I messed up? Slipped in some way to reveal one of my secrets? I wasn't trying to act like a kid but he couldn't guess I'm not Ben right?

"Come on." With a firm tug, Max brought me along. He was still warm with me, careful and in no way angry. Yet he wasn't letting me stray far. "There could be a bathroom in the tent right next to the stands so no one misses the show."

I preferred to think he just really wanted all of us to see the main attraction but I knew that was lying to myself.

I didn't run, I was just a bundle of nerves as we walked up the stands with the crowd flowing in preventing a quick escape. Indecision rooted me to just play along still, to be a witness to the main event, the threat. In the back of it all, tucked out of the attention of the lights pointed towards center stage I could begin to make it out. A towering imposing mechanism that seemed empty, lying in wait for its meal.

It had my attention for a moment as I thought I had finally found the source of the danger, until I saw it.

The little red car zoomed on stage, the oversized shoes stepping out, the frilly shirt with the glass orbs along his sleeves reflecting the faces that it wanted to steal the souls of, and finally his hat tipped up for me to see the sickening grin paired with hollow hungry eyes.

My heart clenched in my chest, beating faster and faster as my palms tightened under a thin layer of sweat building. Controlling my breathing, never blinking as I dared not look away, I recognized something was overcoming me. Something primal, an instinct that screamed danger.

I had faced an alien threat before without feeling anything but cold, stern resolve. Why was this so different? Why was my body responding to a clown as something worse than what I felt about Vilgax looming somewhere over the planet hunting me down?

It wasn't me, this feeling wasn't me. It was Ben's. Somewhere engraved in this child's body is a reaction so powerful it transcends all of my logic.

After Zombozo's dance with the car acting as a bull, he gazed upon the crowd and I cowered, I actually ducked away from his immediate gaze to make sure I wasn't detected. What was wrong with me?

Between the shoulders of the adults sitting in front of me, I saw him, and I was terrified that he might have seen me.

"You're all gonna die laughing. That's a Zombozo guarantee."

Why was everyone laughing all around me? He just threatened them all with death! Better question, why would anyone think a clown was serious? My reaction was beyond just knowing his intentions, I was genuinely registering him as a threat to my existence.

"Now for a volunteer." I hated the way his tongue snaked out, I hated his face, I hated his outfit, and I hated the way he eyed Gwen.

It hit me, Ben's fear is what was messing with my head, my attention and my plans. Ever since I knew what I would be facing today it had thrown me out of whack until it was all crashing down on me to where I was useless.

But there was a difference between Ben and I. Ben's instinct was to run while I was rooted in place. Ben sought for a way out, while I kept looking for a way to face the clown head on and disable his abilities.

Ben's body told me to run, but as much as I avoided violence in my previous life, I always felt myself pushed to fight when things got scary.

Flight or fight, and I never ran away.

"Me!" I yelled out while plunging my hand into the air. It actually stumbled Max's laughter at how sudden my tone changed to something that a child could never match. Still, whatever spell Zombozo had placed on the crowd was already taking root and they all continued to laugh, just a little more softly now.

"What a brave boy!" Zombozo cheered me on, waving me to come through. "But why don't we put a smile on that face?"

The more he focused on me, the more that bubbling hatred grew as I strode down the steps and out into the spotlights.

"Why so serious?" Zombozo taunted with that stupid grin, those disgusting teeth. "Eager to grow up to fill a pair of shoes?"

He flopped those ridiculous slabs of rubber out, making everyone else laugh at the pointless pun. Everything he did, everything he said I hated more and more the closer I got to him, the more I was exposed to him.

All of that panic was swiftly sharpening into a knife that wanted to shred him a part until he was no more. The idea of his existence insulted me, and I wanted him to stop.

I wanted him DEAD.

Zombozo had finally stopped focusing on the crowd, his smile lessening as I was merely ten feet away from him. It took all of my conscious restraint not to choke the life out of him as he suddenly rose from the ground, hovering around me with that hose connected to his back.

My nose could pick up on his rotten breath and I wished I never got my sense of smell back.

"You don't seem happy to see me." He still spoke aloud, putting on a performance. "Why can't we turn that frown upside down?"

"Pack up." I demanded through gritted teeth as I glared towards his glazed eyes. "Leave before someone gets hurt."

"Oh someone will get hurt all right." The clown that I despised more than anything floated up, snapping his fingers to summon a large wooden mallet. "Hasn't anyone told you that love hurts? And no one loves making people laugh more than me!"

The man slammed the ground before me, the walls of dirt becoming a gaping maw that threatened to enclose me in certain death.

"Let's see if we can squeeze even an ounce of joy out of you." Zombozo threatened, before I had vanished into the trap. The last thing he saw before the dust settled, was a flash of green.

"A disappearing act ay?" The clown hovered over the spot I was just in, searching the dust for any remains. "I don't like being made a fool by anyone other than myself!"

A groaning of metal resounded through the buckling laughter, Zombozo spinning left and right for what might be causing it. He couldn't see what was happening, he couldn't see me, and that's when I struck.

The very nozzle connected to his spine snapped out, possessed by a black liquid metal carrying veins of green circuits, and latched around his ankle. Zombozo spun around in anger, before it became the fear he had put in me earlier.

I was his worst nightmare now.

As Upgrade I had taken over the very machine he developed to drain the energy from all those who felt happiness, joy, and fed on it like a greedy king. The contraption became altered under my influence, the framework holding it up converting to powerful legs that stomped out towards him, the glass containers that reconfigured people's energy became dozens of piercing glowing eyes, and all around me wires and pipes converted into tendrils snapping with energy.

"Wait a second, this isn't part of the show!" Zombozo cried out in frustration, then yelled out as I had caught his ankle and thrashed him through the air.

They laughed, choking on their tears and spit as I could feel the audience actually believing this was still the show as I mercilessly dragged the clown through the dirt. While controlling the very machine that fed off it, I could detect that it flowed through the air and was absorbed into Zombozo's body.

He gained strength in their cheers and the adrenaline shooting through his heart, and grabbed onto the limb I held his leg with and tore at it.

No, I wouldn't let him escape.

I shot out several more limbs to ensnare him, sending dozens if not hundreds of volts through his body. He spasmed, his bones highlighting and hair frizzled like his very existence was crafted to be amusing no matter what he wished.

Caught up in the moment I failed to notice anyone approaching me until a sizzling pain ran up my leg. I pulled away from the source, turning my large body around to see the circus trio had returned and the one with a foul mouth had tried to melt one of my legs.

"Help me you fools!" Zombozo yelled as he fought with refound vigor to escape. I slammed him like a small animal to cease his squirming, my several green eyes burning brighter as I gave them some attention.

"Rah!" The largest of them charged ahead, and I blinded him with a blast directly to the face.

The other two smartened up, running around me in two different directions to try and divert my attention even further.

If I was a simple, human mind it could have been challenging, but I was a cold calculating machine now with dozens of sensors at my command with the ability to create more. I became a hurricane of metal whips, storms of thunder rolling off of me with hot beams slicing through everything in my path.

They lasted all but two seconds before one of them got snagged or hit by a glancing blow, and once they failed to keep moving I unleashed a torrent of rage against them. Their bodies became bruised, burnt, and dripping with trails of blood from some of their cuts. None of it was lethal, but they would not be leaving a hospital anytime soon.

"YAAAHHH!" The dumbest one of all, the toe for a brain charged after he had gotten back up, and I punished him with a stomp of my leg directly onto his small body before hammering the message into his thick skull.

Don't get up.

"Ugh." The clown pitifully whined clawing at the dirt underneath him as he tried to drag himself away.

A creature so vile, so inhuman it made aliens seem more relatable, I carried out the pleasure of putting it down. Coiling several sparking wires around him, stinging him with pain on every inch of his body every second, I opened the center of the mechanism to reveal a gaping furnace with rows of teeth dripping with arcs of green plasma.

I had converted his aspirations and his life's work into the very thing that would doom him. I halted his body just over it, letting the heat singe his hair. The clown was at my mercy, he was beaten and powerless to do anything. I had already taken his machine and dismantled every twisted mechanism into a new purpose.

My body had been telling me earlier that I needed to kill him, to erase him so I didn't feel so threatened. What was he now to me other than a sack of useless meat that happened to speak? Was I really going to kill someone and take pleasure in it?

I had become afraid of myself, of what I had become, and I saw that very fear in the cowering, swelling eyes of Zombozo. It wasn't just his face becoming swollen, his whole body was inflating! Just like a balloon until he popped into a cloud of confetti.

This wasn't my doing, or at least not my final intention. The part that troubled me most is that I wanted it, I wanted him dead all because I feared him so much.

Now I felt the same about myself.

The crowd erupted into applause, they enjoyed it too, the brutal violence, the senseless aggression. What was wrong, the world or my place in it?

Completely disassembling Zombozo's contraption as I pulled my fluid mechanical body out of it, I made sure to keep myself out of anyone's attention as I went to the injured trio.

I knew how to treat some of these injuries, and they still needed to be restrained. Who knows if they would actually be convicted of their crimes if there was no one to report them in the first place.

There was still work to be done and only two minutes, if that, were left in the omnitrix. That device that could turn me into aliens, but I had turned myself into a monster by my own will.

I needed to control myself, and by extension the powers I wielded.

"Ben!" Max called out in almost a panic as I found the man with Gwen searching for me. He rushed up to me as I braced for the sudden hug. "Where did you go? When the show ended we thought you ran off and-"

"Calm down, I was just in the bathroom." Not a lie, after all the food and excitement I really did have to go after I wrapped up as much as I could. If he believed me or not he didn't say.

"Make sure to have one of us with you next time." Max's eyes seemed heavy, and taking a look at Gwen she didn't seem as active either. Probably some lingering exhaustion and dizziness from Zombozo's work.

"I can go to the bathroom by myself." I assured, trying to ease their minds. Taking a glance around, I could see several employees packing up the stands, the food, all with uncertainty. Their boss was missing and his direct underlings missing, of course they're confused by a crowd that was relatively lively still. Their hit and run tactics would be no more, but they still didn't seem comfortable enough escaping their routine. "Looks like the circus is wrapping up early. Why don't we find a place to camp for the night and cook up dinner?"

"I guess." Max said as he took a look around, coming to a similar conclusion as myself but he didn't know why it was all over so fast. All those minor suspicions were connecting, and I could see it in him as he probably noted how I was the one who kept steering him away from the mysteries. "Come on kids, let's get going."

Already taking the lead, I didn't want to linger around any longer. I wanted to immerse myself back in nature, the campfires and the starry summer skies that were the grounded elements of reality that I found comfort in. Pulling out some earbuds, I put one in as I tuned my gift from Gwen to a station that was playing some relaxing folk music.

Yet before I could escape in the instruments, I heard Gwen speak to Grandpa in almost a whisper.

"I'm worried about Ben."

"Me too Gwen."

And thus, continued the longest road trip of my life.

I know a few of you are waiting and eager for the eventual reveal of the multiple secrets "Ben" is keeping. Trust me, I want to get to it too but I want to focus on building up the suspense and craft a scenario that will be rewarding when they are revealed.

As you saw, things didn't end like they did in canon, but it's also hard to see how these changes would actually impact things in the story long term given how the bad guys are still defeated and the heroes walk away.

Tensions are rising due to the changes though, and I guarantee they have an impact. It will just take longer to see them since these characters aren't having short one off developments like they do in episodes.

Now, which episode in season 1 should be visited next?

1234andynguyen: If he gets it, it would be hard for him to give it up. But if he did lose it somehow I guarantee it will be in a completely different way.

jaimehuizar2005: Thanks! I didn't want to turn this into an OP Ben that knows what's going to happen, I wanted this to be as real as a 'waking up in a different person's body' scenario as possible.

1234andynguyen: I don't plan on using any aliens outside of OG Ben 10, even if they are considered on the same Ben Prime timeline.

Fire turtle: That's fine, I didn't expect those who read my other fics to have to read this one. That is a good tactic you recommend, I might use it in case Max wants more control of the kitchen sometimes.

Yes, this person remembers their old name but for the sake of allowing reading to place themselves in if they so choose I elected to not mention the name.

I don't plan on integrating aliens from the other shows, as much as I love the Alien Force line up I don't want to have to feel pressured to involve their other content. This will be purely OG content.

Anodite heritage is Alien Force, so Gwen in this is considered human.

Keep in mind, while I don't plan on involving other shows I'm not going to do anything that would massively contradict them because maybe when I reach the end of this story I'll pick it back up starting in Alien Force.

epic and evil man: Oh trust me, I plan on the reveal being a big moment and not a quickly overlooked moment. This story pretty much revolves around the fact that Ben isn't Ben so the conflict will arc around it.

As for curve balls, I'm lining up a group of pitchers who have some very good arms.

Alex: Kevin is something I'm still trying to figure out, it'll be different that I can confirm.

Jerson: I contemplated skipping Last Laugh, but you convinced me to include it.

Guest: I haven't read that story so I might look into it. Who is the author? "The Spider" is a very vague title. As I checked over the show, Gwen develops an interest in magic after ending up with the luck charm in her possession granting her some magical abilities. She did the whole 'Lucky Girl' thing after Ben hogging all the glory as a hero.

Also, I am not including content from the other shows. This is strictly OG Ben 10 rules.

Gwen will still have an interest in magic in my story.

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