Ch 1

Devlin woke up with an excited attitude. Today was his eleventh birthday. His dad would give him his power today. He snuck quietly from his room, not wanting to wake his brother Ken, before racing to the bathroom to prepare for the day. He looked at his reflection; shaggy black hair and bright emerald eyes. So unlike Ken's brunette and brown. As he scrubbed his teeth he once again thought about who his real parents were. He was adopted by the Tennysons. His mother and father had been great Plumbers. His dad died on some faraway planet, his mom died during his birth. Ben Tennyson, the man who now raised him as a son, had known both heroes quite well but was very tight lipped about them and the circumstances in which they both died. And Aunt Gwen, who'd been a Plumber herself, never talked about her adolescent years of the DNAlien War. His dad had explained that she had lost someone very special during the final battle and would never talk about it; but as to whom, he wouldn't speak.

Devlin sighed, his family was full of secrets of the past; he'd probably never know it all.

He headed to Ben 10k's base, his dad had promised to give him back his alien ability on this day in his life. Perhaps he could wiggle some information out of the hero…


Devlin's past, although unknown to the boy himself, was a plot with many twists.


Gwendolyn Tennyson, 27, woke up that day feeling more guilt and depression than she had ever before. She sat up and looked at the calendar… ah that's why. Today was THAT DAY. The day she had made her greatest mistake… and had given the best gift she ever could have; the gift of a life free from the darkness of the past. She got up and went to make her coffee.

It was for the best after all. No one should be burden by actions and consequences not their own.

And it wasn't like she wasn't in his life; she was, just not in as important a role…

The alarm started going off; this was not going to be a good day for her was it?


Kevin Levin, 28, was a twisted mass of limbs, more horrifying than the first time, and of hatred. Since that cursed day eleven years, seven months, three weeks, two days, three hours, 17 minutes and almost two seconds ago, not that he had been counting mind you, he had been as he was now.

He was the most feared criminal in the Null Void, but he really couldn't care less. She had abandoned him to this fate. Damn it! Why had he been vulnerable to that parasite?! Ten thousand dead by his hands, hands that he had had no control over! She had been horrified by his mind controlled acts of violence. She used some psycho-mumblejumbo, that because he had been made to do such evil as easily as it was that he must've been leaning towards such for awhile, to justify not helping him while he was being made to absorb the Omnitrix's energy. She then, she personally, trapped him inside a manna ball, like the small plastic ones hamsters use, and escorted him, (read: thrown him), into the Null Void.

But today he was going to break free and get revenge on the little backstabbing witch.

He approached the portal calmly, the guards tried to stop him; he gave them a warning, he really did, but was forced to break their necks to continue on with his desired plan. Oh she would pay dearly for making him what he was, very dearly. He calmly stepped out of the portal and into his old comrade's lab.


Minutes after Devlin regained his inherited ability the hulking frame of a monster stepped out from the Null Void gateway.

"Oh, hello Benjamin!" the monster said as though he was politely surprised by the other man's presence, "I was hoping to catch you!"

Ben moved in front of his charge; Kevin must not see him.

"What'd'ya want Levin?" Ben barked.

Kevin clucked disapprovingly, "Where're your manners? You're supposed to reply, "Hello Kevin, how's life in a living hell?" and I would've replied, "Terrible, but you should've known that.""

"What do you want Kevin?" He demanded again, more forcibly as he hit the silent alarm to call for back up.

"Oh fine, and here I was trying to make your last conversation pleasurable."

The hulking mass lunged for the much smaller human. Ben and Devlin dogged easily.

Kevin saw the boy, "Oh ho! Another Tennyson whelp! Oh goodie, she'll be all alone!

So went the fight for the next five minutes before Ben was incapacitated; Devlin was pinned down and was looking into the face of death.

A massive hand lay flat on his chest, making each breath more difficult than the one before.

"Look," the kid panted, "I've never done anything to you, you don't need me to get revenge…"

"You can't con a conman kid," Kevin laughed, a laugh that Devlin always imagined only the Joker was supposed to own, "Nice try though, given a few more years you might've pulled that one. No, the reason why I can't let you run off is because if you survive she won't be all alone in the world; now for my revenge she has to be all alone."

"Levin," a very familiar voice said causing the monster to look up to see the redheaded witch, "let him go. Now." Her eyes were dark with a massive amount of power…


She had snuck into the base, she had thought it was just another Vilgax clone. She truly hadn't realized what—who— it was.

Now she faced her ex lover as he was trying to kill… Well if she had to choose between them Kevin would die.

"Let. Him. Go." she reiterated slowly as her hands began to glow.

"Or what?" he sneered back, though he stopped adding more pressure to Devlin's chest, "You'll put me in another round of time out?"

"Yes, I will," she replied dangerously, "only this time it'll be permanent."

"Oh, you finally grew a backbone! Congrats on that!"

"It is not an empty threat Kevin."

"Oh yeah?" he smirked and pressed down on the boy.


Perhaps it was a desperate last minute dream, brought on by death being so near. Perhaps he had just lost it, but something made Devlin blurt out, "You two are my parents aren't you?"

Kevin retracted his hand quickly, as though burnt, his misshapen head cocking to the side confusedly, "Wha-?!"

Devlin scooted away from the monster, to a position where he could observe both adults' reactions. The woman had gone pale. She then sighed, knowing the jig was up.

"Devlin," his aunt—or was she his mother?—started out, "he knows nothing about you. He was already in the Void when I found out."

So she was his mother!

"Why leave me with D-Uncle Ben?" he asked hurt, had she not wanted him? Was it because he came from that…thing?

"Oh Devlin," she said softly, as though reading his thoughts, "no, it wasn't like that. I wanted you to be happy. I didn't want you to know your mother was an idiot who believed a conman. I didn't want you to know that your father was a criminal…"

"So all the stuff Uncle Ben told me, was it all a lie?"

"No, Kevin was a hero in those days; he just fell too far back into old habits again…"

"I had an evil alien slug in my brain!" Kevin roared.

"You KILLED 10,000 innocent bystanders! You tried to get the Omnitrix again!"

"I wasn't myself!"

"You sure acted like it, Kevin Eleven!"

"WAIT!" Devlin cried out in shock, "THE KEVIN ELEVEN IS MY FATHER!?!"

He looked at his hands, "Will I be evil too then?' he asked quietly, thinking no one would hear his anxious self inquiry.

"No," Kevin rumbled, "you come from Tennyson stock; a bit of bad blood won't hurt you."

"You're evil! I'm your son! Haven't you ever seen Star Wars?! The son follows in his father's footsteps!"

Kevin laughed; it made the walls shake and the earth roll. Soon Gwen joined in with giggles, "I-warned-him-you'd be impressionable!" she said before giving an actual shriek of laughter and falling down. This made the hulking figure across from her roar with laughter. Ben still hung upside down by his shoelaces from the revolving ceiling fan; Gwen caught sight of this and her laughter renewed. "You-you always did s-say that y-you'd tie him up on a f-fan!"

Devlin looked at the two mortal enemies who were now sharing riotous laughter over something he had no clue about…was insanity inheritable? He hoped not as the adults continued.


By this point Ben had awoken and was struggling to undo the ropes that tied his hands apart, he was getting dizzy…why were they laughing together? Ben did not realize that during the fight a hole had been ripped into his pants. Damn, why did Kevin have to be so good at tying knots? That pondering led him to images he did not enjoy, images of how his nephew may have been created. God. Did he spray her with laughing gas again? Now that brought back memories…

"Argh!" he finally shouted, though the sock stuffed in his gullet muffled it, he really hoped it wasn't Kevin's old gym sock, "Gwen! Help!"

But the energy being masquerading as a human was too far gone in her gleefulness, she was now levitating as she lost control of her powers. This made Kevin laugh harder still and they were both acknowledging that it had been far too long since either had laughed like they were currently.

Devlin by this point had joined in, seeing Ben's moon. The boy was laying on the polished tiled floor doubled over himself in laughter.


But he suddenly sobered, "Was I an accident, a one night stand?"

That killed the joyful atmosphere pretty quickly. Gwen bit her lip. Honestly, he was an accident. But he couldn't know that.

"Yes," Kevin rumbled with a sigh, "you were an accident. Have they told you about…what's it call again? Damn, been so long. Right, the birds and the bees?"

"He's eleven!" shouted both Tennysons with a dire warning etched into their faces, though Ben's lost it direness as he was still upside turning slowly. Kevin reached back and turned the speed up, "That's should keep him busy…"

"Kevin. Don't. Say. Another. Word." Gwen ground out.

He looked at her with anger and despair in his human eyes, "I don't know what to tell him then. Besides by his age I had to fend for myself. I knew things much worse than this.

She glowered at him, "Fine, you see Devlin, your Mom and I were in love so the stork thought it would be a great time to drop you off. Unfortunately the stupid bird got lost and by the time he found your Mom, I was gone."

"You're lying," Devlin pronounced easily, "I have the same tell. You get agitated and your hands move. Mom bites her lip, or rambles when she lies, D-Uncle Ben's left eye ticks, Ken's right eye is the same, Aunt Julie gets flustered and Grandma squeals loudly."

Devlin looked to his mother, "Were you in love with him?"

She nodded wordlessly.

"Are you still in love with him?"

She bit her lip, "No."

"Liar, liar pants on fire." Devlin sang, "You bit your lip."

He then looked to the monster, "Did you love her?"

A nod.

"Were you really under the control of an evil alien slug?"

Another nod.

"Are you still in love with her?"

A nod again and no moving hands or agitation.

"Good. Now maybe you can work on your trust issues and see if you can't make it work this time."

Ben gave a strangled yelp for help as he continued to spin.

Devlin looked up, "Kenny has got to see this!"

And he bounded off.

"He's been watching way too much Dr. Phil…"


7 hrs, 45mins later.

Kevin flexed his fingers slowly, marveling at the feeling it entailed. He was human once more. This boy, his son, who he barely even knew—who he had tried to kill that very same day, had convinced Benji to siphon off the Omnitrix energy his system was twisted with for so long. And he had no idea why. Last time someone helped him there were strings attached but he couldn't find any this time.

He watched as Devlin and Ken, he thought, went at each other using their powers. Ken had a duplicate Omnitrix and several times already Devlin had been dangerously close to accidentally absorbing some of the energy.

He laughed as the boy absorbed the properties of cement too thoroughly and became a statue, a beginner's mistake he himself had made.

"Hey Dad!" Devlin said once his mouth could move, Kevin actually thought he was calling to Ben but the boy was looking at him, "Can you and Uncle Ben duel? Uncle always says you were always begging for his mercy. I don't believe it…Kenny says if you beat Uncle Ben he'll give me his video games."

Kevin's eyebrow rose with interest, he shrugged, "If Benji's up for it."

"Anytime, anywhere!" the hero said with a grin.

The newly human young man smirked and stood, his bones crackling like his favorite breakfast cereal, and came to be standing across from his former comrade.

"I'll go easy on you, use aliens you know…" Ben said arrogantly.

"Whatever. Eleven years can change things."

And indeed Kevin had new abilities.

Ben had sliced opened his left cheek and Kevin dipped his fingers into his own blood before flinging it at his opponent. The liquid turned metallic and formed little boomerangs which cut anything on contact. The gash on his cheek then disappeared.

"!?" the look on Ben's face was priceless shock.

"You are in so much trouble." Kevin told him, echoing Ben's own words so many years ago.

"My Dad's gonna kick your dad's butt." Devlin whispered almost tauntingly to Ken.

"Is not!"

"Is too.

"Is not!"

"Is t—"

"Boys, if you don't be quiet I will make them stop." Gwen told them.

"Yes Mom."

"Yes Aunt Gwen…"

Ben went Swampfire and chucked fireballs. Kevin sighed boredly as he snatched them from mid air and tossed them back at the alien. Big Chill appeared and extinguished the blazes before UpChuck manifested and hawked a loogie at his opponent. Kevin smirked and brought up a black manna shield. It absorbed the projectile and tossed it back. Ben dodged as XLR8; the shield dropped.

"I can steal powers," he explained loudly, "but I have to kill the original owners. Twinkly-poop kindly donated his…"

"'Twinkly-poop'?" Devlin and Ken asked quietly.

"Mike Morningstar. Old enemy." Gwen told them out of the corner of her mouth, her green eyes fixated on the battle. She was tense. Her face was paling as her eyes followed the battle's progress. Kevin was on the defensive…he never worked the defense before…before he had been all about offense. He was plotting something, she could tell…but what she could only imagine. She watched his body language. He moved smoothly, but he had never hesitated at all when he attacked Ben before.

He pinned Ben down growling, "Say it Tennyson!"

"Never! Geoff me!" They began wrestling, both forgetting that they were nearly thirty years old and were being watched by their sons.

Ben caught Kevin in a headlock, grinning "Who's winning now?" The losing boy disappeared with a small crack, like a whip. He appeared behind the two boys.

"I'm gonna borrow them for a bit," he said as he placed a hand on a shoulder of each boy before all three disappeared.



He had taken them to an old apartment building. They stood nervously as they watched the man dig around underneath an old bed.

"Damn where is it?!" he dug around a bit more before grinning, "Aha!" He held up a dusty cube. Standing, he gave the cube to Devlin, "Take care of that, used to be my pride and joy."

"Er? What is it?"

"A Galvan storage unit, it holds a 1974 green GTO. Don't open it until you can drive it."

"You do know its 2020 right?"

"Of course, but that baby's in mint condition with Plumber tech. You'll get a lot of money for it at auction. Nice addition to your college fund."

"Won't you need it?"

Kevin gave the boy a hard look before barking another cruel laugh, "Boy, I just kidnapped you two. They think I murdered 10k civilians; no way I'm NOT gonna get chucked back into the Void."

"Why take me?" Ken asked.

"To make Benji worry and to throw them off the trail. Gwen would just come straight here if I only took Devlin. No, they think I gonna hurt you two so they're heading to a couple places from our past."

"Where're we?"

"My old pad," Kevin looked around, "No cleaner than I left it." He looked up, "Though the skylight's new." He was of course referring to the jagged hole in the roof. The manna that clung to the area was depressive, an overwhelming grief of a loss. And love, a deep love. It was Gwen's, he realized. Not the present Gwen's, but it was old. He'd haphazard a guess that it was exactly eleven years, seven months, three weeks, two days, six hours, ten minutes and 33 seconds old. She probably added the new feature.

Ken yawned, blinking his eyes wearily. "If you're tired kid," said the adult, "then go ta sleep. I'll wake ya when Benji arrives."

"You won't viciously slaughter me in my sleep will you?"

"Nah, it's gotten boring."

"How do I know you're telling the truth?"

Kevin thought for a second before saying, "I swear on my Plumber's honor."

"You have no honor as a Plumber."

"Fine I swear on your Aunt Gwen's life. Happy now runt?"

Ken nodded before scrambling up onto the dusty old bed, curling up, and falling asleep.

"Why'd'ya take me?" Devlin asked.

"To impart what little knowledge I've gained, and most of it is illegal so listen up and don't tell Benji or your mother understand?"

Devlin nodded.


"Can't believe we trusted him again!" the Adonite reiterated, "how stupid are we?! We know he's conning us and we fall for it every time!"

They were speeding towards the old Washington Plumbers' lair in a private jet.

"Don't beat yourself up, Gwen." her cousin said, "You were trying to do the right thing, he just took advantage of it; we'll find them."

"What if he…?"

"Kevin wouldn't kill his own son and Devlin would help Ken if he could."

"I'm not so sure…"

"Kevin may be evil but he isn't that evil." Ben stated firmly.

"I hope you're right."


"Here, catch," he barked as he threw the satin bag to the boy.

"What are these?" Devlin asked as he stuck his hand into the bag.

"Balls of material, not enough to coat the body with but enough to cover your fists. Now what's the one weapon you always have?"

"Your body."

"Very good, now see this?" he held up a steel ball bearing, his boy nodded, "watch." His fists turned to metal and drawing back he punched a hole in the wall. "You try."

Devlin nodded, before absorbing a wooden ball. He drew back his fist and threw it forward and it hurt like hell when he met the wall.

"Wood doesn't help!"

"Well try another one. It's always good to carry more than one ball. If someone doesn't want ta give ya info on something try bribing them but if that doesn't work try intimidation. You should also get into contact with some of these people." He tossed a small black book to the boy.

"Red ones are beings I pissed off, blue are neutral, green owe me, pink were your mother's old boyfriends, and black are full out criminals that you shouldn't mess with. Purple are the good guys."

"Are these people even still alive?"

"Most of them, the orange ones or the ones checked by an orange checkmark are dead. Yellows I killed myself….They'll teach ya what I can't, just show 'em this."

He gave the boy a heavy padlock on a chain.

"What's this?"

"A souvenir from my first heist, I was probably a few years younger than you. I didn't even use my powers, I was proud."

"And you gave it to me why?"

"Most of my…associates… know that lock, came in handy as a weapon. They'll know we're related if you show 'em that. Most of the favors they owe me they'll transfer to you."

Kevin began opening drawers and cabinets until he found the safe. He pressed his thumb to the touch pad, before dialing in the code. Inside was a sack of stones, he grabbed before handing that to Devlin, after he stuffed the small address book into his back pocket and placed the lock on the chain over his head and onto his neck.

"What's this?"

"The most valued gem in the universe, Tandenite, mined from my own back. It's also the hardest stone in the galaxy and can be used as a conductor."

"Why are you giving all this stuff to me, you don't have to."

Kevin shrugged, "I ain't gonna be using it. And the Tennysons won't give you the skills you really need. They're too soft to do it."

"What'd'ya mean? Soft?"

"Listen kid, you may've noticed you're stronger than any of 'em when it comes to using any means possible to get the job done. Well you get that from my side. We Levins can be cold hearted bastards when we need (or want) to be, the Tennysons can't. They're too goody- goody two shoes, they'll stay within the law. Sometimes that doesn't work; sometimes you have to break the rules to do good things. You'd be hard pressed to make 'em to do something illegal."

"Like how I crawled through the air ducts of my school, broke into several of the teachers' offices and started a food fight just to draw attention to the fact that the principal was misusing the tax payers' money; even though Kenny wouldn't help me at all and was about to report on me?"

"Exactly, sometimes you have to be bad to be good."

The door flew open.

The two Tennyson cousins charged in.

"Devlin, you alright? Where's Ken?" Ben demanded as his hand hovered over the Omnitrix.

"We're fine, he's just sleeping."

"Go wake him up, and come over here." The man withdrew a portable Null Void projector.

Kevin actually sighed before reaching into his closet, "Hold it Levin! Hands where we can see them, now!"

"Relax," the man said calmly, "I'm just getting my camping gear and jacket." He pulled out a backpack and threaded his arms through the straps before reaching back into the closet and retrieving his green coat.

"Devlin get Ken and get over here." Ben repeated, Gwen hadn't spoken a word.



"No, I won't let you send him back in there."

"Devlin Tennyson, get your buttocks over here!"

"I'm sorry I'm not Devlin Tennyson."

"What are you talking about?!"

"I'm no longer a Tennyson, I'm a Levin."


There were three adult voices, Kevin looked incredulous even more so than the Tennysons.

"I will not let you send an innocent man to the Void." Devlin continued as he swiped the wall and turned concrete, "I'll fight you if that's what it takes."

"Devlin stop, don't do this, not for me."

Devlin turned his head throwing a very familiar cocky smirk to his father, "I want to Dad. I want you around. I wanna show you off. I finally have a dad and he's the coolest dad possible."

"He's lying to you; he'll just go back to his old ways." Gwen finally entered the conversation.

"Oh like how you lied to me for, I dunno, my entire life?!" Devlin shouted angrily, "You let me believe I was an orphan 'cause you couldn't swallow your pride and admit you were wrong! You saw me when I came home crying 'cause I was being made fun of for not having any parents. You coulda told me then. You coulda just said my father died on some planet I never heard of! He has an excuse; he didn't even know I existed. But you, you saw me ever—"

"That's enough runt," Kevin interrupted angrily, "we've all made mistakes and don't you ever go talking to her like that again."

"But Dad! They have to let you stay!"

"They don't hafta let me do anything."

"Fine, if they won't let you stay I'll just come with you…"

Three palms met foreheads, "God, this is getting ridiculous."

"Devlin you can't come with me, its way too dangerous." Kevin knelt before the boy.

"You were tossed in at my age."

"I was a genetic freak remember? You have to stay here, become a hero."

"But they can't teach me the skills I need. You said so yourself."

"I also gave you ways to learn those too didn't I? It'll be okay kid. Besides you never know when I'll break out again. Hey what's with the waterworks? Levins don't cry. Are you a Levin or a weak Tennyson?"

"A Levin." Devlin sniffled as he turned back to flesh. The tears stopped slowly.

Kevin grinned, "Good kid."

He stood up and the portal sucked him into the Void.