This story is set after the first season of Ben 10 Alien Force so possible spoilers if you haven't seen the series, which I suggest you do because it's awesome. I just finished the series yesterday and just had to write something. Anyway, this is the first time I've everwritten for this fandom so please feel free to tell me if the characters are OOC. Constructive criticism is always appreciated.I hope you enjoy it.


EDIT: Hey! Sorry. Just correcting my horrible grammar and typing. I also changed the timeline so it's now set before War of the Worlds. I also decided to rewrite this since the last few chapters killed my inspiration. I hope you guys enjoy!

Ben 10 belongs to Man of Action

"Time is the cruelest teacher;

first she gives the test, then teaches the lesson."


* * *

Twists and Turns

"Benjamin Tennyson! I don't know what you're doing up there, but if it doesn't stop in two seconds, I'm going to come up there and find out!"

"R... right! Sorry, Mo.... ack! Sorry, Mom!" There was a dull thud and the chandelier hanging over the dining table shook, dust drifting down as it was disturbed. The fifth crash of the afternoon made Sandra Tennyson winced and send a glare at the ceiling. There was a yelp of surprise and the house shook.

"Ben?" The house was eerily quiet. Brow furrowed, the middle-aged woman glanced up at the ceiling again. Her mother instincts had been gnawing at her this entire day. Her son was up to something. The noises coming from his room had started early this morning and he hadn't left his room except to quickly get breakfast and go to the bathroom. "Ben?"

He had made up some lame excuse about weight lifting or something before closing the door in her face when she had tried to see what was going on. Carl had written it off as 'teenager attitude' and let it drop. That didn't calm her nerves though. If she found out her husband knew what was going on with her baby she would throttle both of them. Right now, she was too worried about the sudden silence that had fallen over the house to think about punishing the two men of the house.

The chopping knife in her hand stilled and she gently placed it next to the potatoes she had been cutting. Straining her senses, she tried to detect any sign telling what the teenaged boy was doing upstairs. Nothing. Complete silence. Biting her lip, she wiped her hands on a rag on the counter and stood in the doorway, looking up the stairs. "Ben? Are you okay?" Silence. Chills raced up her spine "Honey?"

The stairs squeaked as she carefully crept up them, the sound resounding through the lifeless house. Her son's door was still closed when she turned into the hallway. Hesitating, she slowly turned the knob. "Ben?" The door swung open. "Ben!"

The room was a disaster area. His mattress was hanging off the side of his bed, the sheets nowhere to be found. His desk was tipped over, contents spilling over the floor. Clothes, comic books and other various items were strewn over everything. There were dents and holes in the wall, insulation poking through the holes. The light wallpaper was scorched and peeling, a few pieces still smoking. The window's glass was shattered, large shards littering the floor near the pane. The thing that caught Sandra's eyes was the gaping hole on the far wall....

...and the absence of her son.

The sun was beginning to set as the green muscle car pulled off the pavement and bounced along the dirt road. A few minutes along the bumpy road and the car pulled over into the soft grass. The dying sun reflected off the glasslike surface of the lake and highlighted the foliage surrounding the hidden body of water with an orange light. Crickets began their crescendo as the temperature dropped and night fell. An owl screeched in the forest as it attacked whatever was unfortunate enough to become its prey.

The car's doors slammed shut in irritation, resounding throughout the secret clearing. "Ben better have a good excuse for this. That pathetic excuse for a road is destroying my suspension."

"Forget about the stupid car for once, Kevin! Can't you concentrate on more important things?"

"Like what?" The smaller of the two turned on the taller, waving her hand irritably in between them.

"Oh? I don't know. How about Ben? If you haven't noticed, something's definitely wrong with him." Kevin scoffed and leaned against his car.

"The dweeb's always had something wrong with him." Gwen didn't answer and just stared out at the lake, lip wedged nervously between her teeth. Sighing, the sixteen year-old pushed off the car and placed a comforting hand on the girl's shoulder. "Don't worry about him. Ben can take care of himself." Vibrant green eyes glanced back at him.

"Why did he run away then? Why didn't he leave a note? Why did it look like a bomb had gone off in his room? Why did he ask us to not tell anyone where he was?"

"We're never going to find out just sitting here now are we? Let's go find him so we can get home. This may be a shock, but I didn't sign up for this just so I could stay up all night as your chauffeur." Gwen shot a glare over her shoulder, and pulled away from him, stomping over to the shore of the lake. Sighing in exasperation, the black-haired teen scowled and slowly followed. "Great job, Levin."

The redhead stopped on the decaying dock and looked around at the surroundings. Finding nothing, she pulled a piece of cloth from her pocket and held it in her hand. Kevin stood patiently behind her, watching as pink light engulfed the cloth and shone from his companion's eyes. A second passed before the light faded and the girl sighed. "Any luck?"

The young Anodite shook her head. "I can sense him, but I can't pinpoint his position. Something's interfering." The hand holding the fabric clenched. "I don't get it. This has never happened before. I've always been able to find Ben."

"I guess we've got to do this the old fashioned way then." The tall teen stomped off, leaving Gwen watching in confusion. The boy looked back at her and grinned. Cupping his hands around his mouth, he leaned back to project his voice."Yo, Tennyson! You better come out now or you can stay out here all night!" The Anodite glared at him, arms akimbo.

"Oh yeah! 'Cause that's going to..." She stopped as the bushes on the far side of the lake rustled. " Ben? Ben, what's going on?" The rustling continued and something jumped out of the shrubs. The large stingray-like creature shot out above the water. The yellow wings inflated as they caught the air currents and shot the creature into the air toward them. Pulling up before it could hit the two, a green light flashed and the alien's body shifted.

Grunting as he landed, Ben crouched before them. "Ben, what..." The brunette motioned for his cousin to be quiet and glanced back at where he had appeared out of the forest. Warily standing up, he smiled apologetically at his companions.

"Sorry for all the secrecy guys, but I don't know what to do." His voice was so low, Kevin and Gwen found themselves leaning in to hear him.

"What the hell are you talking about man? Mind telling us why you've gone AWOL?"

"Shhh, Kevin! It might hear you! Ugh!" Something small and furry slammed into the boy's back. He grunted from the impact and couldn't catch himself before he was thrown to the ground. His friends blinked and stared at the thing that had knocked him down.

"Aw! It's so cute!" Ben glared at her and aimed a backhand at the thing on his back. It just jumped over the swing though, slamming the boy's face into the ground when it landed.

"Seriously dude? This is your big emergency? This little guy?"

The creature was a mix between a dragon and a cat. It's body was lithe and shaped like a dragon's, wings held close to its body and long claws on its feet. Instead of scales, its body was covered in a white and brown fur and its flexible tail flicked the air. It's hazel eyes, set in a heart shaped face, were bright and intelligent as it watched the group around it. Small cat-ears twitched in irritation.

"It wasn't so little a while ago. Can you please get off!" The cat jumped at the anger in his voice and skittered off the fallen teen. It moved under the shade of the tree and sat, watching Ben as he stood up. Brushing the dirt and grass off himself, the brunette looked at his companions.

"Thanks for coming. I need your help."

"With this little guy?" Gwen kneeled down and stroked the creature's spine. Something akin to a purr reverberated through its body. The redhead giggled and continued her ministrations. "He seems completely harmless."

"Did you take your medicine today, Tennyson, because you're starting to sound like you've lost it."

"I'm serious, guys!"

"Uh-huh. Sure." Kevin crossed his arms over his broad chest and quirked an eyebrow. "I highly doubt that thing could hurt a fly." A contented purr seemed to testify to the statement. Ben sent a glare toward the alien.

"Oh really? Then how do you explain what happened to my room? You saw what happened to it?" The brunette straightened, trying to match his height with the older boy's. His green eyes burned as he glared at his temporary ally.

"This coming from the guy who has a watch full of aliens on his wrist and is known for causing mass destruction," Kevin taunted, using his height to tower over the Omnitrix- wielder. Ben didn't back down, the line between his brows deepening.

"What are you trying to say Kevin? That I destroyed half my room and dragged myself out here just for fun?"

"Will you two just quit it? I'm sick of your fighting." A feral growl from behind her accented her anger. She stood up and stalked over to the two, pushing them apart. "Kevin, you're not helping. If you're going to nothing but fight with Ben then leave." Kevin took a step back from her ire. Ben smirked and crossed his arms smugly over his chest. Gwen noticed and turned her anger on her cousin. "And you!" The smirk faded and the boy backed up, hands held up in defense.

"Do have any idea how worried we've been? You're mom and dad are near hysterical with worry. What were you thinking? No note; no sign that you were even okay! Your mom called my house in tears! This better not be some stupid prank Benjamin or I'll make you wish you really were in trouble." In the middle of her rant, the girl's eyes had begun to glow dangerously, her hand hitting her cousin in his chest to show her frustration.

There was an angry growl and the alien jumped onto Ben's shoulder, tail wrapped around his neck, and bared its fangs at Gwen. The girl gasped and Kevin instantly pulled her behind him. Ben held his hand up to stop it from doing anything. When it calmed down, he turned to the wary teens. "Told ya."

"Maybe you should explain what's been going on, Ben." Kevin glanced quickly over his shoulder as the girl spoke, but mostly kept his gaze glued on the creature. The brunette sighed and nodded. Sitting down, he removed the alien from his shoulder and placed it next to him. It stretched and stalked off into the brush.

"What is that thing?"

"I don't know. I woke up this morning and it was in my room, just looking at me." The Omnitrix- wielder winced at the memory. "I'm pretty sure it's not from Earth. Though, I must have gone through all of Grandpa's records looking for it, and it's not in any of them. I tried to get it to talk, but I don't think it understood anything I said." He glanced over his shoulder as the creature reappeared, licking its lips. "Then the Omnitrix started to act up and was making all these weird sounds. I couldn't get it to shut up." His hand subconsciously landed on the watch. "Then that thing just started to freak out. It kinda... grew and just started thrashing around." Ben winced again. "It can breath fire or something like it at least. It's strong too. It tore a hole in my wall, grabbed me, and brought me here without even breaking a sweat. I've tried to leave, but it won't let me. It was only a coincidence I had a plumber's badge with me so I could contact you guys."

"Why didn't you want us to tell your parents? They would want to know you're safe. It's not right to make them worry." Gwen tilted her head to the side, observing her cousin as he answered her.

"And tell them what? They already have problems with me fighting the DNAliens. I think they'd freak if they found out some alien attacked me at home."

"But Ben...."

"He's right Gwen. We need to figure this out before we break it to them. The last thing we need is Ben getting grounded again." His dark eyes met hers and she sighed.

"How do you plan to explain this then?" Ben shrugged hopelessly. The creature gently nuzzled his hand and looked at him. He smiled weakly down at it. It seemed content and curled up next to him. Gwen hid a chuckle behind her hand as it began to purr.

"I don't know. That's why I need your help."

"It's just some weird alien cat. Why don't we just lock it up?" Ben glared at the older boy and the small creature jumped to its feet and snarled. Kevin scowled at. "What's wrong with it now?

"How should I know? I thought you were the alien expert. Haven't you seen anything like this before?" The sixteen year-old frowned and shook his head.

"If I had, I wouldn't have to ask you now would I, genius?" A smirk spread across his face as the brunette scowled.

"You know what Kevin, I've had en...." A high pitched whine interrupted the boy and everyone looked at the Omnitrix.

"Ben!" The two boys whipped around to see what had terrified the redhead. The alien cat roared and leapt in front of the three teens. Its back arched and its fur stood up. Across the lake, two cloaked humanoid figures stood in the shadows of the trees, watching the group. Energy flared on Gwen's hands. Ben stood up, glaring at the sudden appearances.

"Who are you? What are you doing here?" The figures didn't answer, but the cat continued to hiss at them, talons digging furrows in the earth. There was a second of silence as the two groups stared each other down.

The tree behind Kevin groaned as the teen slammed into it. There was a sharp crack as his head hit the solid wood.

"Kevin!" The figure who had hit Kevin turned to Gwen. A pink shield jumped up between them as the figure threw itself at her. It hit the barrier and screeched an animalistic howl as it was rebounded. The redhead winced and threw an energy orb at it. A bony arm tossed the projectile away and the figure jumped at the girl.

"Gwen!" The girl quickly put up a shield, but the second figure came at her from behind and slashed at her back. With a cry of pain and surprise, the Anodite fell, blood staining the back of her shirt. Ben reached out for her, but the cat snarled at him and jumped in front of him. Growling at the creature, he twisted the dial on the Omnitrix. It beeped and glowed.

The figures screeched and jumped at him. Slick, bony fingers wrapped around his wrist and tugged his hand away from the watch. A second pair of arms held his other arm at his back. "Hey! Let go!" The alien cat growled and scratched at the attacking person. A well aimed backhand sent the hybrid flying into a tree where it landed with a thud. "What do you want?"

The dark hood turned toward him and the hand not holding his wrist appeared at his cheek. A weird clicking sound came from underneath the hood and Ben shied away from the sharp nail digging into his skin. The clicking became more insistent.

The Omnitrix gave off one more whine and the nails at his cheek ripped through his skin, down his neck and into his chest.