Disclaimer: I don't own Ben 10 Alien Force.

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Everything was a blur to him. Walls were crumbling, concrete floor was cracking beneath him, Humongousaur was huffing and puffing—growing tired from beating the crap out of the new alien brigade coming at them—and there was Gwen, always taking the breath out of him, shielding both of them from harm's way. He didn't know how he got to the floor, all bruised and aching all over. A migraine was beginning to spill all over his head, the pain becoming more unbearable by the second. It didn't make the least sense to him—not that most things did. But when it came down to pulverizing aliens to sticky goo, he was champ.

Kevin Levin, immune to many things due to his accidental transformation, was baffled by the turn of events. It all started when Ben was pestering him to drop by Mr. Smoothie.


"I said no, Tennyson. N-O, no! Or do you want me to spell it out for you?" Kevin gripped his steering wheel harder, his knuckles waiting to break through skin as he tried to keep his temper from running over an unsuspecting pedestrian.

"Oh c'mon Kevin. It won't take longer than a minute, I promise," Ben pleaded, his body leaning over Kevin's seat. Kevin could feel Ben's breath against his cheek.

"I could still smell your burrito from lunch, Tennyson," Kevin replied testily.

"Oh man, really?" Ben abruptly moved back into his seat and checked his breath. "Mint anyone?"

"You ate my last one, remember?" Kevin said.

Gwen rolled her eyes over the "bitch-fight" and gave Ben her stick of gum. "Here Ben."

"Thanks Gwen." Ben took it and chewed madly, determined to get rid of the stench. He was planning on meeting Julie later tonight.

Kevin drummed his fingers against the steering wheel, distracting himself from looking at Gwen. He knew that one look at her would mean the end of him. He sighed and closed his eyes.

"Fine, we'll stop by Mr. Smoothie." Kevin made the turn just in time. "But make it quick." He ignored Ben's bellow of triumph and glanced down at the glowing clock display—about a quarter before 6, before the game would start. He floored it, which gave him a few laughs at the sight of Ben stumbling in the backseat when he drifted to a stop by Mr. Smoothie's main entrance.

"Be back in a sec," Ben smoothed his hair before running out the door. Before Ben closed the door, Kevin called out after him, "No sidetrack to the snack bar!" With Ben, who knows what he would bring back besides a smoothie. The list was endless and very varied. From popcorn to root beer floats, from a bucket of chicken to apple pie… Ben had a stomach as deep as Mariana Trench.

Kevin glanced at the clock again—eleven minutes to 6. He would kill Ben if they missed the game. He blew out a sigh to relieve the growing tension forming in his shoulders. Closing his eyes, he tried to let his mind wander when suddenly a soft, warm touch prompted his eyes to snap open.

"That was a first," Gwen said with smiling eyes.

"First for what?"

"You giving in to Ben without me coming in between you two."

Actually, she was wrong. Just the fact that she was there, he would always let his guard down. She may not have said anything but her mere presence made a whole lot of difference.

"Sure." Kevin said, returning her gesture by squeezing her hand. He was moving toward her for a kiss when Ben came stumbling in, arms loaded with smoothies and popcorn.

"Popcorn?! Didn't I say not to go to the snack bar?" Kevin practically flew out of the parking lot and into oncoming traffic, making other drivers swerve and swear as Kevin's Dodge roared past at 70 miles per hour.

"Kevin! This isn't the highway!" Gwen gripped her seat as her heart plummeted to the floor. "Are you that crazy to risk our lives for some stupid game?"

"One, football ain't stupid. Two, blame your cousin. Told him not to get snacks."

"For your information, popcorn isn't just a snack. You'll need them once you start watching the game and screamin—"

"I don't scream," Kevin said with pursed lips. Gwen tried to hide a smirk.

Ben ignored him and popped a handful of popcorn into his mouth. "You'll thank me later."

"Whatever, Tennyson." Kevin slowed down at the sight of a yellow light.

He mumbled an apology to Gwen when he calmed down a bit.

Gwen patted his arm, let her hand settle on his knee as the light turned green.

As soon as they hit the highway en route Ben's place, the car was quiet apart from Ben's slurping and occasional munching. Gwen made a few fleeting glances at the dark forest on her side of the road.

"I swear Tennyson, if you don't stop the slurpage, you'll be face to face with one of the trees real soon."

Ben took one large combo of slurp, gulp and burp before falling silent, a small smile playing on his lips.

"You've got some nerve…" Kevin would have swerved the car and risk Gwen getting mad at him if he hadn't thought about the smoothie spilling all over his car. He swallowed his pride and breathed out, feeling his anger subsiding even more when Gwen made an attempt of squeezing his arm. He tried not to think about it but he just hated his body. He could never do the same things with Gwen as before; he had to be careful not to crush her against him, and the tingly sensation of her touch was not as stimulating against his cool, hard figure. Sure, a turn-on was easy when it came to Gwen, but just the feeling of skin against skin… he missed that. A lot. All she could manage was a pat or a rub… but Kevin wanted more. And this body gave nothing that he craved for.

"Whoa! What's going on there?" Ben's exclamation pulled Kevin out of his reverie.

Blinding lights whirled in vortexes across the dark sky. Suspended above the forest area on the right side of the road hung three spaceships surveying the forest area below. Kevin's car slowed to a stop as they continued watching the never-before-seen spacecrafts beginning their slow descent on earth.

Kevin flipped through his memory, trying hard to remember if any one of his past dealers or clients had the same UFO design as the ones they were looking at now. But Kevin soon gave up, as he could pull up nothing. The spaceships were definitely new to him, to them. All three of them were silent, waiting for the new arrival to make their next move.

"Should we get a closer look?" Ben asked but already making a move toward the wooded enclosure.

"Let's," Kevin clutched Gwen's hand and followed close behind Ben.

They walked and stumbled through the darkness, through thick hedges and claw-like branches. Their clothes and skin were getting scratched but they didn't care. They were more determined to find out what new species awaited them.

"Oww!" Gwen hissed as a stray branch slapped her in the face. She could feel heat from the contact swelling across her right cheek.

"You okay?" Kevin stopped and turned to her. He held her face in his hands, careful not to touch the welt.

"Yeah," Gwen smiled up at him but the darkness was too thick for both of them to see each other's facial expressions. Still, Gwen's tighter hold on Kevin made his heart thud harder against his rock-hard ribcage.

"C'mon guys. Either you want alone time or you want to check out if these aliens are good or bad guys." Ben made a start but added, "Just… just stop flirting when I'm around because honestly it's gross. But that's besides the point right now… let's hurry, alright?"

"Does that mean we can't have the option of having some alone time?" Kevin asked, feigning incomprehension.

Gwen elbowed him lightly. In response to that Kevin deftly wrapped his arm around her waist even tighter. All three treaded closer, shielded their eyes as the lights became more blinding to the naked eye.

They crouched behind hedges, watched as the spacecrafts finally made their landing. Doors swooshed open and an army of half-human, half-animal beings marched down the platform. They looked like the incarnation of characters from C.S. Lewis' The Chronicles of Narnia. Gwen gasped, her body electrified by excitement over her childhood storybooks.

Like a child, she pointed at an alien that resembled a faun. "It's Mr. Tumnus!"

"Mr. Tumnus is not real. But an alien that resembles him, yeah." Ben whispered back.

"Who's Mr. Tumnus?" Kevin asked, confused.

"A faun in Narnia. He helped Lucy escape from the white witch's clutches and because of that was punished by the white witch herself. But then before the last battle Lucy frees the rest of the animals, including Mr. Tumnus. They've been best friends ever since." Gwen paused, tilting her head to the side. "On second thought, their friendship started the moment they saw each other. I mean, they weren't just mere acquaintances; they cared deeply for each other—he saved her and she came back for her and..." She mused the thought in her head, stopped when she caught sight of Ben shaking his head as if insinuating how nerdy she can really be. Gwen scowled at him, rolled her eyes to ignore him.

Kevin blinked furiously, getting more and more confused by the second. "What the hell is Narnia? And who's Lucy?"

"It's a long story. You'll fall asleep before we reach the middle of the story," Ben stifled a laugh. Kevin glared at him.

"You got food scum on your shirt." Kevin pointed at the front of Ben's shirt.

As soon as Ben looked down, Kevin flicked Ben's nose as hard as he could. Ben fell backward, landed on his bum. Ben's hand flew to his nose, yelled at Kevin, "What did you do that for?! That's real mature, Kevin."

Suddenly, a growl got their full attention. As soon as they looked ahead, a gaping mouth full of sharp teeth faced them—a sphinx was standing on its hind legs, ready to crush them with its huge paws. On impulse Gwen blocked it with her manna. But it wasn't enough. At the second hit her shield was broken into pink shards. Kevin pushed Gwen out of the way.

Without another moment to lose Ben turned the dial of the Omnitrix, choosing Humongousaur. At transformation, Humongousaur didn't delay in charging toward the alien army—wiping out and tossing several hybrids into the air. When Ben thought they were defeated, he noticed something extraordinary about them: they didn't stay as hybrids for long. They morphed and changed into different species, either alien-bound or earth-bound—they were just so bizarre. Many of them, especially the ones whom Ben hit, recovered quickly. Where Ben had left a hole or gash on them was now replaced by new, "blemished" skin, like that of a scar.

Gwen noticed the same thing too but continued aiming and shooting her manna at them.

"This isn't working on them!" Gwen yelled, trying her best to fend off as many as she could, though they continued to break her every effort.

Kevin was in hand to hand combat with what looked like a werewolf. He morphed his hand into a mace and missed the wolf's head by a hair's breadth. "An idea would be great right now." Kevin, already feeling worn out, was getting frustrated. "Gotta say that these guys are good."

The wolf smirked at him with devilish eyes, swatted Kevin's face and kicked him in the chest, thus sending Kevin flying into a Minotaur.

"You have got to be kidding me," Kevin groaned as the Minotaur brought down its axe, which seemed to have morphed from its arm. Kevin blocked it with his mace, kicked the creature in the gut but to no effect.

"That the best you got, kid?" The beast said in a deep voice. Kevin was more shocked to hear it talking than anything else.

"You haven't seen anything yet." Kevin head-butted it, swung his legs underneath the beast before breaking its jaw with another kick. He was about to administer another blow when the faun—Mr. Tumnus, Kevin presumed—hit him in the head with its hooves. But those hooves weren't just any hooves. As soon as they made contact with Kevin, spikes sprung from the surface, sending Kevin flying into the trees with a head-splitting headache.

"Kevin!" Gwen, angry, blasted the damn things with all she had and ran toward Kevin, who was groaning in pain. "Oh Kevin," she caressed his face, all the while concentrating on keeping her shield together.

"Gwen… don't worry about me…"

"Don't even start." Gwen tried massaging his temples but knew it was pointless against his solid build. "Even a roof crashing down on you is nothing compared to this."

She glanced at Ben quickly, her eyes filled with worry. "Ben's getting tired. Retreat's our only option for now." She was about to call out to Ben when Kevin grabbed her arm.

Ignoring the throbbing ache in his head, Kevin pushed himself up. "I can still fight…"

Gwen hated seeing Kevin hurt, but she sometimes hated his stubbornness even more. "Kevin Ethan Levin, you better listen to me and listen to me good. We're leaving. If we stay any longer we'll be dead meat and that's one thing I don't want happening. So either you leave with us or I'll have to drag you with us. And you wouldn't like it if I drag you out of here now would you?"

Kevin gulped.

She could hear Ben transforming into Jet-ray.

"Grab hold of me," Ben reached out both claws. Gwen and Kevin—very reluctantly—were reaching out to him when a net caught Jet-ray, trapped.

"What the—" Kevin, with his remaining strength, morphed his hand into a baseball bat. "Come any closer and I'll make sure that the next thing you see is the solar system in fast motion."

Standing in front of them was a well-built man in his mid-forties. His hair was streaked with white in the center and was cropped short. He had a scar across his face and a smug look that was very familiar to Gwen. The combination made him look scary and yet… His gray eyes were piercing yet… sad. In his hand was a gun—probably the one he used to trap Ben—and his belt had the Plumber's badge on it.

"You're a plumber…?" Gwen asked, her eyes raised in question.

"Yes." His gaze never left Kevin, though his answers were directed at Gwen. "My soldiers and I were just passing through. We needed a place to rest before we set off to the other end of the galaxy where crime is more rampant."

"So… you've been patrolling the universe?" Kevin asked, suspicion growing.


"Then why attack us?"

The man closed his eyes apologetically. "I'm truly sorry about that. Philux," The man referred to the Sphinx. "Has a short fuse so he couldn't really control himself when he assumed that you guys were spying on us. Not to mention that your friend here suddenly changed and attacked us. So we had no other choice but to fight back."

"Well if Philux there didn't try to crush us, then yeah, we really didn't have to go through all this, now did we?" Kevin half-yelled. Philux growled from behind the man, who still remained calm and composed.

"Yes. As I said before, Philux has an exceedingly short fuse when it comes to spies."

By now Ben freed himself from the net and approached the group in his human form.

"I have to apologize as well for coming at you guys. Fighting baddies on a regular basis does make you more paranoid."


Kevin's eyebrows twitched in annoyance. If there was one thing that he hated, it was one-word replies.

"Anyways, I don't think we've formally introduced ourselves. I'm Ben Tennyson and I'm a plumber myself." He paused before adding, "Actually, we all are."

"And I'm Gwen Tennyson."

When Kevin didn't say a word, Gwen gave him the look.

Kevin sighed.


"I know."

Kevin glared at him. "Yeah? How so?"

"My name is Devin. Devin Levin."

Devin… Levin?

"Say that again?" Kevin asked, extremely bemused.

"Kevin," the man said, closing the distance between him and Kevin. "I'm your father."

"Whoa… talk about déjà vu." Kevin didn't know what to say. In his mind Star Wars kept replaying itself.

Gwen broke the unnerving silence.

"That makes sense now… Kevin and Devin. Turns out we Tennysons are not the only ones with rhyming names." Gwen smiled up at Devin, becoming more convinced that he was no doubt Kevin's bio dad. His eyes may be a different color from Kevin's but the way they look at people—the deep gaze—was the same. Their physique was also no different—father and son had similar chiseled figures and height—and their jaw lines were relatively prominent.

For the first time in the night, Devin smiled. "You're Max's granddaughter, right?"

Gwen nodded.

"The resemblance is uncannily like Verdona's." Devin's head tilted to the side, inspecting Gwen closely.

"Enough of that." Kevin wrapped an arm around Gwen, pulling her closer to him. "Why are you here? Why, after all these years, did you suddenly show up on earth? Why… did you ever at least try to let… mom know that you're still alive?"

"I had to leave…" his gloved hands gripped the gun tighter. "To protect you and your mother."

"Enlighten me," Kevin said, his eyes narrowed.

"I—" Devin was cut short by Philux.

"Devin, our men need their rest. Perhaps, we should continue this another time."

Devin was quiet for a moment, lost in thought, before nodding in agreement to Philux. "Yes, you're right." He turned to Kevin. "Son, why don't we meet tomorrow? I could meet with you—"

"Forget it. Not interested. I know you aren't. Your men are more important than your son anyways. Have been and always will be." Kevin turned to leave, pulling Gwen close to his side. Ben followed suit, tentatively looking behind to catch Devin's sad expression.

To be continued…