A Blast To The Past!

THIS EPISODE IS ALSO A PART OF THE UPCOMING MOVIE!

The next day was something Ben was more excited for after yesterday's more than interesting events. Ben and Gwen's parents each did their best to hide the location of their presents, and their parties. Unfortunately Gwen was far more resourceful than her family ever could've suspected. Being the Granddaughter of a P.L.U.M.B.E.R. certainly helped.

"It's gonna be at the Rustbucket." said Gwen over her cell phone applying fresh band-aids to her fingers. "And instead of two parties they're just gonna throw one big party for us."

"You find your presents?" asked Ben as he played his 'Sumo Slammers' video game.

"Yep, haven't gone through them though. Why kill the surprise? Ow!" said Gwen as one of her fingers began to bleed

"You okay?" asked Ben

"Yeah, I'm fine."

"I'm seriously starting to think my parents didn't get me anything." said Ben "I've checked everywhere!"

"Not surprised." said Gwen as she began to suck the blood out. "They probably hid them in your room. It's so messy you'd never find it."

"Oh, Ha, ha." said Ben, rolling his eyes.

"Gwen, Lets go!" called Ken from the bottom of the stairs.

"In a second!" shouted Gwen "Looks like it's time for me to go. When are you coming?"

"As soon as I finish my game. Sandra and Carl said they had to pick up some mail, which I guess is code for 'take presents to Rust Bucket'."

"Gwen! Get your narrow butt down here!" called Ken.

"I'm coming!" shouted Gwen. "I've got to go, see you at the party."

"See ya." said Ben as he hung up. Within seconds his character fell into a pit of lava, losing his last life.

"Aw, man." mumbled Ben. The boy stood up and turned off his game console. The T.V. was currently playing a commercial for a new slushy place that had opened in Bellwood. The commercial featured a singing cup of Slushy drinking from a smaller cup of Slushy. Something that disturbed Ben to no end. Ben began to reach for the remote until he heard the theme music for the news.

"…We have breaking news on the Bellwood Arsonist. We now go to Jennifer Kurosawa, who is at the latest scene of the crime."

"What?" said Ben. The boy stared at the television as Firefighters tried to kill the blaze behind the Reporter.

"Jennifer Kurosawa here, where Police have told me that just behind is one of the three latest fires to occur in Bellwood."

"No."

"..in spite of the brave efforts of the Bellwood Fire Department, only eleven people survived the fire…"

"No."

"…whereas ten people died instantaneously."

"NO!" shouted Ben. The boy sat there, shaking. This… this can't be happening! thought Ben as he fell to his knees. I failed… Ben jumped as he heard a phone ring.

"Hello?" said Ben, wiping away the tears that fell.

"Ben? Is everything alright?" asked Sandra.

"Yeah, I'm fine." lied the boy as he grabbed the remote and turned the T.V. off.

"Well me and you're father are stuck in traffic, why don't you go on and wait for us at your Grandfather's R.V.?"

"Sure. I'm on my way." mumbled Ben. "Hey mom?"

"Yes Ben?"

"…I love you."

"I love you too sweetie." said Sandra "Are you sure everything's alright?"

"Yeah. It's my Birthday, what do I have to be sad about?" said Ben "I'm grabbing my jacket now. I'll be there soon."

"Okay. Bye honey."

"Bye Mom." said Ben as he hung up the phone. The boy grabbed his jacket and walked outside. After locking the door behind him he hopped on his bike and began pedaling out of his neighborhood, and down the road. Not seeing the figure dressed in black, watching him from the rooftops.

The sun was setting when he saw the RV. Ben pulled on his brakes and stopped right in front of the Rustbucket. He then hopped off of his bike and placed his hand on the door knob, stopping when he began to hear voices on the other side of the door.

"Everyone be quiet, I think that's him!" Ben could recognize his cousin's voice anywhere. He took a deep breath, and made a face that could at least pass for a smile before he turned the doorknob.

"SURPRISE!" shouted everyone. His Aunt, Uncle and Parents were standing over the cake, His grandfather was sitting in a chair drinking what he at least hoped was coffee, wearing a green party hat, His cousin Ken was raising a mug towards him, and Gwen was sitting next to their presents, which just so happened to be organized into to two separate and very neat piles, blowing into a blowout, wearing a blue party hat.

"Hate to break it to you, but I figured out the surprise when you called." said Ben as he went to sit next to his cousin.

"I told you you shouldn't have called!" said Carl, wearing a rather sloppy suit that he looked rather uncomfortable in.

At least he got the tie on right. thought Ben.

"Well it's the thought that counts anyway." said Max taking another sip of his drink.

"Hey, isn't it time for the birthday boy and girl to blow out the candles?" said Ken, rustling Ben's hair as he did so.

"I think he's right." said Sandra, wearing a plain red party dress that looked better on her than Carl's suit looked on him.

''Wait…is she wearing make-up? ''Thought Ben.

"They got dressed up for you." whispered Gwen, noticing the looks he was giving his parents. They both got up and blew out the twelve candles.

"Alright, now who wants a slice?" asked Max as he stood up from his seat and grabbed a knife from the counter. Ken walked over and began handing out pieces for everyone.

"Don't worry, my mom made It." said Gwen, seeing the look of terror on Ben's face.

It was dark in downtown Bellwood; No one was on the streets except for a few stray cats and a hobo sleeping on a bench. Suddenly two street lamps began to glow brighter and brighter until the lights burst, waking the hobo. The man looked around and saw a boy dressed in black standing in the middle of the road. The man didn't know why, but a sudden sense of immeasurable dread washed over him. Almost as if an ice cold hand reached into his chest and grabbed his heart, slowly tightening its grip. The dark figure seemed to sense his fear. It suddenly turned to the man, slowly raising one of its hands in the air. A small ball of electricity appeared in his palm, sending out little bolts of lightning at the surrounding street lamps, making them each explode in a shower of glass and electricity. The hobo jumped up from his bench and ran away from the figure, screaming into the night. The figure smiled as it began to walk down the street, sending out streaks of electricity whenever the urge struck it. The figure stopped suddenly when it got to a barely finished skyscraper. The figure walked up to a white and red 'UNDER CONSTRUCTION' sign. It reached out a pale, slightly scarred, hand and ran a finger along the sign's surface. Suddenly, the finger began to glow orange as the sign melted under his touch.

"Hmm, this could be useful." said the figure in a low voice. The figure, a boy, looked up at the building one last time before disappearing in a black blur, kicking up a trail of glass and dust in his wake.

After everyone finished eating they moved onto the presents. Gwen got many books, clothes, and other gifts until she found a small, flat, rectangular box from Ben.

"Wow, a gift from Ben." said Gwen "Isn't that supposed to be a sign of the apocalypse?"

"Just open it dweeb." muttered Ben, earning him a stern glance from Max.

Gwen took her time opening the messy taped on wrapping. Neatly unfolding it to find…

"The new Paramore CD?" exclaimed Gwen, just before she jumped at Ben and wrapped her arms around him. "Omigod, thank you, thank you, thank you!"

"Uh…you're welcome?" said Ben Wow, Gotta remember to do something like this the next time she wants to kill me. thought Ben

"She's been begging me to get her that CD for months." whispered Ken.

"Well, why don't you open your presents Ben?" said Max. Ben looked at the pile of boxes on the table, and then stared out the window with a sigh.

"Maybe later, I'm going to step outside for a bit."

"Is everything alright?" asked Sandra.

"Yeah, I just need some air." said Ben as he stood up from his seat and walked out the door. The others stared at each other for a few seconds before Gwen stood up, grabbed a box from the pile, and followed him outside. Ben was sitting on a park bench a few feet away from the RV, staring at the sky. Gwen sighed in annoyance, placed a tuft of her hair behind her ear, and then walked up to him.

"Are you trying to ruin the party for everyone?" said Gwen, placing her hands on her hips. Ben sat there, never taking his eyes away from the sky.

Gwen's temper began to rise as she slammed the box on the bench.

"What is you're deal?" snapped the girl "This is our birthday so you have no reason to be acting like this. And you could at least pretend to be grateful after you're parents tried to 'act normal' for you! I swear if this is about Ka- wait, are you… crying?"

"Three more buildings were burned down." said Ben as he wiped away a tear.

"What?" said Gwen, raising an eyebrow.

"The arsonist I told you about? He burned down three more buildings. Eleven people were injured and Ten people died while I was talking to you about trying to find my presents, and playing that stupid game." said Ben as he lowered his head "I wasn't there to help them."

Gwen sat next to Ben, feeling guilty for yelling at him. After a few seconds she wrapped her arm around his shoulders.

"It wasn't your fault." said Gwen

"Yeah?" scoffed Ben as he stared at his feet. "Tell that to the people who died, to their friends… families." whispered Ben.

"Ben, look at me." said Gwen. Ben did nothing but lean away from her.

"Ben," said Gwen as she placed her hand on his chin, making him face her. "Listen to me; this was not your fault."

"I know, but-"

"No buts! You didn't start any of those fires, and you certainly didn't give that psychopath any matches. I hate to break it to you, and it's really bad that you have to learn it this way, but you can't save every body. With or without the Omnitrix."

Ben finally looked his cousin in the eyes as Gwen retracted her hand.

"I know but…that doesn't mean I can't try." Gwen smiled at him and grabbed the box behind her.

"I know, and that's what makes you a hero. But you can't keep beating yourself up like this." said Gwen as she began to finger the edges of the box. She suddenly glanced at Ben as her lips curled into an evil smile

"You know, I was going to give you this awesome gift, but I don't think you're ready for it yet."

"What?" mumbled Ben

"Nothing, I was just going to give you THE greatest gift you've ever gotten in your whole life, but I think I'll wait until you start acting like the hero I know you are." giggled Gwen as she elbowed his ribs.

"What is it?" asked Ben, interest piqued

"Oh like I'm going to tell you."

"What? Oh come on! Gwen!" shouted Ben as he tried to grab the box.

"Too slow," giggled Gwen "you're gonna have to try harder than that dweeb!" The girl jumped up from her seat and began to run around the bench with Ben chasing after her.

"Gwen! Gwen, get back here!"

"Nope!"

The two ran around for many minutes, Max looked out and smiled at the two, watching them laugh harder than he'd heard in a long time. After a while they collapsed onto the ground and stared at the sky, both absolutely exhausted, desperately trying to fill their lungs with air.

"This…this was nice." said Ben

"Yeah…"

Gwen raised the box into the air and stared at it, she turned it over a few times before she held it to her chest and smiled.

"Ben?"

"Yeah?"

"You know…for a dweeb…you're a cool cousin."

"Heh…you know what?"

"What?" said Gwen as she turned to him.

"For an uptight know it all little dweeb, you're pretty cool too."

"Thanks." smiled Gwen

"Any time. Not my best friend."

"Not mine either, dweeb."

The moon shined bright in the night sky. Ben and Gwen both lied on the ground in silence, never noticing the black hooded boy sitting in the trees, watching them.

The boy smiled, fangs shining from the light of the moon, until he disappeared in a black blur.

The next morning, Ben woke with a smile. He turned to the clock and was amazed that he woke up rather early for what he had planned. Within the span of a few minutes, he was dressed and ready. Running down the stairs to grab breakfast, he jumped over the last few steps and landed on his feet. His parents were already at the table drinking tea…at least…he thought it was tea.

"Morning Sandra." said Ben as he kissed his mother on the cheek, "Morning Carl."

"Well someone's spry this morning." said Sandra.

"Well didja get bitten by the happy bug?" asked Carl

"Uh, yeah, I guess." said Ben as he grabbed a slice of what at least looked like toast.

"So Ben, wanna go downtown?" asked Carl "I hear they're building floats for the parade comin' up. We can go watch."

"Sorry Carl, Ken's taking me and Gwen to see 'Sumo Slammers 3D' today, I'm going over to their house now. "

"Oh, sure." said Carl, as he went back to his cup of tea, failing to hide his disappointment.

"The parade's a few days away though, we can go tomorrow if you still want."

"Sure." said Carl with a bright smile. Ben grabbed a cup of juice, inhaling the drink when he saw the clock.

"Gotta go, see you guys later, bye!" shouted Ben as he closed the door behind him.

"Uh…bye!" called out Carl.

"Well that went better than usual." said Sandra as she took another sip of her drink.

It was a bright and sunny day in Bellwood. Everyone in the city dressed in the lightest clothes they could find, which is why the boy dressed in black stood out so much. It was clear to anyone who saw him that he wasn't from Bellwood. He walked the street, ignoring the stares he received due to his appearance. He removed his pale, clawed hand from his pocket and dragged it along the walls he passed. It was easy to do since most people either stayed a few feet away from him or started walking in the other direction when they saw him. The boy stopped when he saw an apartment building up the road. He smiled and turned down a corner. Walking down an empty alley. He continued to drag his hands along the walls, making sparks along the bricks as green shards began to grow from his fingertips…

Ben had ridden his bike a few blocks and was making good time. He smiled to himself thinking that Gwen wouldn't be able to nag at him for being late …that is until he saw the Fire trucks storm past him.

"Aw, man!" shouted Ben. He turned his bike around and followed the fire trucks.

Ben stopped a block from the fire trucks; He had left his bike a few blocks down and decided to run the rest of the way. From where he stood he could see the burning apartment building. The trail of smoke was visible even when he left his bike. He looked around and saw an alley to his left. Breaking into a run, he pulled up the sleeve of his jacket and smiled slightly as the Omnitrix began to light up as if it knew what was about to take place. Ben pressed the button that would make the Omnitrix's dial rise. He twisted the dial until he found the alien he wanted, and slammed it down as he jumped over a trash can. With a bright, burning glow of green light Ben went through a transformation that, although took mere moments, stretched onto infinity for him.

He felt the familiar vibrating that began in his left arm and began to spread and intensify until it felt like waves of electric energy surged through his entire being. His skin began to harden as blue scales covered his entire body, His spine jumped in his back as flesh began to form a tail. He felt his muscles burn and tighten as his skeleton changed shape, just before various fingers and toes merged. He gave a slight shudder as the Omnitrix began to grow, spreading a black and white metallic shell from his arm to his entire body. Slowly, but surely, forming armor. The armor split along his sides, legs, shoulders, and chest as blue lights began to glow through it. The armor continued to grow and evolve, forming a wheel between the toes on each foot, and wrapping around his head, opening to reveal a blue glowing face plate. Finally, the armor covering his chest opened up to reveal the Omnitrix.

The faceplate split open as XLR8 gave a slight hiss just before he disappeared in a black and blue blur. XLR8 ran down the alley, and out into the street. Moving so fast that the pedestrians seemed like statues. He ran towards a car, scratching the paint as he went up the hood and propelled himself towards the building. Crashing through a window.

Inside the Apartment building XLR8 rushed past the firefighters, grabbing as many people as he could. He then ran down the many flights of stairs and placed the people on the ground next to a parked ambulance.

Moving at the speed of sound XLR8 saved Civilians and even a few Firefighters. He stood in the middle of a room after making sure that the building was empty. After he was sure, he ran outside, getting as far as he could as the Omnitrix began to flash red.

With a flash of green light XLR8 transformed back into Ben. The boy smiled to himself, feeling happy for saving so many lives. He turned around and then jumped out of the way as a fireball was thrown at him.

"Ignorance is your new best friend, Ignorance is your new best-AH!" shouted Gwen, falling off of her bed as her eyes flashed blue. She grabbed the sides of her head as she picked up her mp3 player from the floor, placing it on her bed. The girl stared out the window, filled with an unbelievable sense of dread.

"…Ben?"

"Hey Gwen, you ready to go?" said Ken as he walked in. Surprised to see that his sister was gone.

"Gwen?"

The fireball exploded when it hit the ground, sending Ben flying into a wall. The boy gritted his teeth in pain as his head hit the wall. A sharp cold pain shot from the back of his head to his right eye, it hurt just to move it. The boy fell onto the ground in pain. He reached at the back of his head as his vision began to blur. His head stung as his fingers felt a warm liquid seeping from the back of his head. He looked at his hand and saw blood on his fingertips.

"I can't believe this." whispered Ben I walked right into a trap thought the boy as he looked at the Omnitrix, amazed the he was able to maintain consciousness.

"Red." said Ben "Of course you're still red."

Ben slowly pushed himself up off the ground and stood up.

"AHAHAHAHAHAHAAAAAA!" shrieked a voice that seemed to come from everywhere.

Ben's muscles tensed up at the sound that froze him in his tracks. His eyes widened as adrenaline began to pump through his body.

"That voice…" whispered Ben.

"You know I'm really impressed!" shouted the voice "I never expected you to be able to do the hero thing this long!"

Ben turned around; searching for the person the voice belonged to.

Not him! Thought Ben It cant be him!

"If I had to be perfectly honest with you…I thought you would've tried the whole 'normal life' thing, and given up that watch so you could be another drone like the rest of this town."

Ben's heart raced as he kept searching for the voice, searching for him.

"Show yourself!" shouted Ben "Come out you coward!"

At first, there was only silence. Then, Ben saw his shadow on the wall in front of him as a bright light shined from behind him.

Wait…

He heard the familiar sound of an engine roaring. Running on adrenaline and instinct, he rolled out of the way as an ambulance sped past him, crashing into the wall in front of him. Ben's head hurt as he sat up and stared at the ambulance, noticing a familiar black and green liquid began to melt away from its armor.

Ben looked up as he heard clapping and saw a boy, taller than him, standing on the building that the van just crashed into.

"Well done, hero." said the boy. He slowly stepped off of the roof and crouched down as he landed on top of the ambulance. The black hooded boy stood up, stretching out his arms as his hands were engulfed in flames.

"Hello Ben." said the boy, in the voice that Ben would never forget. The boy cocked his head to the side and smiled, fangs shining from the light of the flames. "Surprised to see me?"

Ben stared at him with wide eyes, only whispering one word.

"Kevin."

"DING-DING-DING! Someone get the boy a prize!" shouted Kevin.

"No…It…It's not possible!" said Ben, feeling a pain behind his eyes. Ben stood up, feeling slightly nauseous as his legs shook

"Ah-ah-ah!" said Kevin as he wagged his finger at Ben "Not probable, Benji."

"How…how did you do it?"

"Oh please," laughed Kevin "To be honest, you should've started looking for me when Vilgax broke out."

Ben's eyes wide in shock "You've been out here all this time?"

"Well of course not. Once I found a way out…I went back in and started…hunting." said Kevin with a murderous glint in his eyes. He smiled and licked one of his fangs "You really should've been there. It was hard at first, but once I figured out that my power to absorb energy wasn't lost…well…I'm sure you can imagine what happened afterwards." finished Kevin as he began to circle around Ben. "I learned a lot of things in the Null Void, and got a few extra tricks. I'm telling you Ben it was amazing."

"You spent this time stealing more powers in the Null void?"

"All I did was take what they didn't deserve. I never thought I'd say it, but I should thank you…if it wasn't for you, I never would've gotten to where I am now." said Kevin as an orb of electricity began to crackle in his hands.

"I was always a freak…But it was you, Benji, you…who made me into a monster."

Using all the strength he had left, Ben tried to escape, shocked to see that once he turned around, Kevin was already in front of him.

"Please," said Kevin as he grabbed Ben by his throat and lifted him into the air "You didn't think it'd be that easy did you?"

"Actually…I did."

Kevin looked at Ben's hand when he heard a beeping. He saw a small cylindrical grey device with a flashing green button.

"What the hell-" Kevin was cut off as Ben's hover board slammed into the side of his head, making him drop Ben onto the ground.

Ben gathered his strength and got onto the hover board, shifting his weight to make the board rise into the air.

"Oh no you don't Benji…" growled Kevin as he lifted himself off of the ground. "You're not getting away that easily!"

Ben fought to stay balanced onto the board as he flew through the air. It was bad enough that the watch had timed out, but now he had to navigate through Bellwood, without being seen, while suffering from a head injury!

How could this be happening?

Ben thought frantically ''He can't be out! It shouldn't be possible!'' Ben grabbed at his stomach as he felt a chill run through his entire skull, his head and eyes began to throb as everything started to spin. Suddenly he heard an explosion behind him. Fighting the urge to vomit, he turned around and saw Kevin jumping across the rooftops.

Oh god…I'm not gonna make it…

"I'M STILL HERE BENJI!" shouted Kevin. He ran across a skyscraper and lunged at Ben while his fangs seemed to grow. Suddenly Ben's was in complete agony as Kevin screamed louder than Ben ever could as Benwolf. The pain burned through his entire body until everything went cold, Ben opened his eyes and realized that he fell off of the hover board and was about to hit the ground in a matter of seconds. Ben screamed when he felt a burning pain in his left wrist. He turned and saw that the Omnitrix had come to life and that the dial was spinning with a will of its own, flashing red, green, yellow, and purple. Ben shut his eyes when the burning grew stronger and screamed even louder as an electric shock went up and down his arm, but grew quiet when it all just…stopped. He opened his eyes and saw that not only had the Omnitrix went back to normal, but that he was floating in midair. He turned and saw Gwen standing on a rooftop next to him. Her eyes were glowing blue, and her hands were engulfed in blue flames as a field of energy had wrapped itself around Ben

Wait…flames…

Ben sat up and saw Kevin running away as beams of energy were being shot at him.

Gwen slowly brought Ben towards her, wincing when she saw the red stains on the back of his head.

"G…Gwen..." mumbled Ben "…what…what's going… Kevin…he's…."

"Shh…You're bleeding really badly; we've got to get you out of here." Gwen's eyes glowed brighter as the blue energy engulfed them both, taking them from the rooftop to an ally a block away.

"Gwen…who…what happened to…" started Ben as his head began to throb again.

"Don't worry honey," said a voice in the alley "the Calvary's here." Ben turned and saw Mrs. Dalton, Principle White, and his Grandfather each carrying a laser in their hands.

"H-How…did you…" began Ben

"Gwen called me from her house," began Max, "When she said there was something wrong with you, I called backup. Now you just rest, well get you patched up immediately."

Max and Principle White each caught Ben as Gwen lowered him to the ground. Mrs. Dalton banged her gun against a dumpster and stepped back as it split open revealing a doorway. Everyone slowly walked inside with Gwen walking in behind them. She suddenly stopped as her eyes flashed blue and turned around, staring at the rooftops that surrounded them. She slowly turned back and walked into the doorway as the dumpster shut behind her. The dumpster closed with a loud bang as Kevin stood on the rooftop above it, smiling.

"Tick-Tock, Benji." said Kevin, just before he disappeared in a black blur, leaving nothing more than a trail of dust.