(I do not own the rights to Ben Ten Alien Force nor its characters, etc. I apologize in advance if this story is a little OOC.)

It was just one of those days where you just didn't want to get out of bed and face the day ahead of you. The sun was shining into a small bedroom, its rays trying to yank the fifteen year old boy still snoozing away from dreamland and into reality. Just what had he done to deserve that? It just didn't seem fair. Finally when the light was just too intense to ignore any longer, green eyes flickered upon and the brown haired boy sat up, a yawn passed through his lips as he stretched his arms up above his head.

A hand went to his head as though he had given himself a headache and he laid himself back down. It wasn't as though Ben Tennyson was a lazy teenager who liked to sleep in late. No, he had been up late the night before. His mind swam for a moment as he tried to remember just what had happened before he had gone to bed. It was strange, but he couldn't even recall having gone to sleep in his home. The last thing that he had remembered doing…

Launching himself out of bed, the memory coming back like a ton of bricks all of a sudden, Ben darted across his room and grabbed the familiar green jacket that he always wore. Having still been dressed in his blue jeans and black t-shirt, all he had to do to get ready besides that was slip on his tennis shoes. Once that was done he flung his door upon and headed for the stairs at a fast pace his cell phone already being pulled out of his right pant pocket. Punching in the familiar number, Ben held it to his ear as he listened to the slow sound of it ringing on his end.

There was a click and a voice on the other end, a feminine yet disgruntled one, asked 'hello?' tiredly into his ear. A smile formed on Ben's face as soon as the connection was made and he seemed to relax. "Hey Gwen, it's me. I was just calling to find out what happened last night? I woke up in my bedroom this morning but I don't remember how I got there." He scratched his head slightly with his hand that wasn't holding the phone. Sure enough, all he could remember was that Gwen, Kevin, and he had been fighting some aliens the night before. Then there had been a flash of blinding light and he had felt himself pass out. After that there was nothing until he had woken up in his own bedroom.

"How the heck would I know?" Gwen questioned followed by the sound of her yawning. "I wasn't with you last night. We hardly ever hang out. We're cousins but it's not like I know you're every move, jeez. Call sometime when it's not seven in the morning next time, okay Ben? Bye." There was an audible click as she hung up on him that caused the teenager a look of surprise, his mouth practically falling open. It was evident that he hadn't expected such a cold response.

"That was… bizarre." Lowering his phone from his ear, Ben allowed himself a moment of thought. It made no sense at all what his cousin had just told him. Lately they had been hanging out constantly. There were alien menaces to be dealt with, after all, and Gwen, Kevin, and he were the ones to help stop that; Ben with his Omnitrix, Gwen with her "magic," and Kevin with his absorption powers. Almost every night now the three of them went out to look into strange occurrences in the surrounding areas. Even Ben's parents knew about their special abilities. So just what was going on here?

"Okay, I don't know what's going on with Gwen, but obviously something is wrong and I'm going to find out what," Ben said with determination on his youthful face as he ran out of the house, barely remembering to close the front door behind him. Raising his right hand, the other came to his wrist. Fingers gently moved the device, which resembled a normal watch, as figures took form as green holographic images above it. He switched the figures a few times before a look of satisfaction appeared on his face. With one quick motion, he slammed down the round top.

What happened next would have been startling to anyone else but Ben calmly spread his arms out, green light forming around him, as the cellular structure of his body literally changed. Flaps of skin came out from his arms, forming into wings, then a tail after that. The bones of his hands literally stretched themselves until they formed into something like claws. Soon the rest of him changed as well, his face included.

"Jet Ray!" he said in a voice that was more nasally than his normal one before he pushed off from the ground and rose into the air. Gliding literally like a jet, he flapped his arms just once before taking off like a bullet in the direction he knew Gwen's house to be in. His thoughts screamed for him to go faster in case his cousin was in some sort of danger. Why else would she have said those things?

Soon enough, he spotted the small square that was her house even from the incredible height he was flying at. Diving downward, he only pulled up when he was mere feet away from the ground. As soon as his feet touched down, there was another burst of bubbling green light and he began to run as himself toward the front door. There were no signs of a struggle anywhere nearby, he observed with some relief. Still, that didn't mean that she wasn't in some sort of trouble. The thought that he should call Kevin caused him to flip open his green phone again. Punching in the numbers even as he ran, Ben then waited for it to ring, only to hear a disconnected signal.

"What's going on here?" he questioned in perplexity before he stuffed the phone back into his pocket and banged on the front door. For a moment he had forgotten that he could have just crashed into the house using one of his ten alien forms. Realizing that now when he didn't get an immediate answer, he was just about to use Mage Chill when the door was pulled inward and, since he had been leaning on it, stumbled inside with a cry of surprise at first. Regaining his balance, Ben's green eyes shot upward to look directly into his cousins.

"Ben, what are you doing here? I just got finished telling you not to call so early in the morning when you come knocking at my door! What in the world could be this urgent that you have to be this… inconsiderate?" Gwen questioned fiercely, her hands on her hips and eyes narrowed considerably at him. Catching his breath finally, the Omnitrix wielder straightened himself up and was about to speak when his cousin interrupted him. "Wait, how did you get here that fast anyway? Were you at home when you first called?"

"It's not like I always have to walk you know," Ben responded with a raised eyebrow, wondering why that was so shocking to his cousin when she knew that he had two aliens that both had the ability to fly. "I just used Jet Ray to fly here. I was worried when you acted so weird on the phone earlier that something was wrong. Plus I couldn't get a hold of Kevin…"

"Jet Ray; what are you talking about Ben?" Gwen questioned as though she was just now hearing the name. Her cousin stared at her with a mixture of shock and horror. "Who's Kevin anyway?" It just seemed to be getting progressively worse. The first thought that occurred to Ben was that his cousin was suffering from some form of alien mind control. No, that didn't make sense. Besides, that kind of stuff only happened in the movies as far as he knew. Although you could never be too careful when you actually knew that aliens did, in fact, exist.

"Gwen, are you feeling alright?" Ben questioned with a concerned look. "Jet Ray is one of the guys I can turn into. Did you just not get enough sleep last night or something?" Again, this earned him a strange glance from the long haired red head. "Gwen, I'm talking about the Omnitrix. It lets me transform into any of ten aliens?" This only increased the odd way that he was being looked at. In fact, Gwen was starting to get visibly angered again. He was reminded considerably of when they were younger and he had just done something like calling her "booger for brains" or the like. It had been five years since he had acted like that, however, and Gwen had considerably chilled herself since then. So, what was with the sudden change?

"You are so immature Ben!" she shouted, throwing her arms up into the air in frustration. "I ask you a simple question and actually try to be a little understandable and you just throw it back in my face and make up ridiculous stories. I'm tired of it Ben. You can go play "make believe" somewhere else, alright?" Opening the front door wide, she gestured with one long arm out the door. She was actually kicking him out of the house!

"Wait a minute Gwen," Ben said calmly, raising his hands and shaking his head. "I really don't know what's going on here but I'm not making up anything. Just look." Ben held up the wrist with the Omnitrix on it to show her. "This is proof right here that I'm telling the truth." Sure enough, it was proof. The only thing was that his cousin didn't seem to know about the device at all. Or if she hadn't just plain lost her memory, was doing a very terrible April Fools day joke even though it was five days late already.

"Ben, I hate to break it to you but that's a watch... Look, since I'm up I've got things to do and none of it involves listening to you. Get out Ben." Gwen nodded her head in the direction of the door, this time more sternly.