webnovel

Ben 10; Omnitrix Reload

Set on another universe. A kid named Will Glover is invited to a summer trip by Benita Tennyson: that he grew up with in Madison Elementary school. What can go wrong? I like to say Ben 10 is not owned by me. Some characters and events is made by me. Enjoy.

Kghost2015 · TV
Not enough ratings
44 Chs

Chapter 15: A change of faces 2.0

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Author: Sorry about that, this took a little longer than I expected. Enjoy.

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A ring of a bell attached to a door chime. 

Walking out of the costume store, Benita hides behind Anothoy, who is in a Pilgrim costume. 

Benita is wearing a black-white dress to her ankles and a white pilgrim bonnet(girl hat). Will wears a black-white doublet (jacket) with white cuffs, breeches (pants), stockings, and a pilgrim hat.

"Max, seriously? It's hotter than Miami out here." The boy groaned, pulling on his collar around his neck. 

 Dressed in the same attire, Gwen couldn't hold in her laughter. Eyeing Bentia attached to the back of her best friend. 

"C-come on, Ben. You're adorable in that dress." Gwen smirked. 

"No! Uh-ah! Don't say that! You witch!" Benita hissed over Will's shoulder. "I never want to hear that word ever again!" 

"Look. Ben, as much as I like this warm embrace. You're going to dampen my back." Anthony croaked. 

"Please. Don't get hot and bother because I'm here." Benita winked at Will, who rolled his eyes. 

"When I die from heat stroke, I want you guys to put on my tombstone, "Learn from me. Don't let Mr.Tennyson buy you clothes."" 

Max, in his pilgrim costume, snapped a photo of a metal statue of a man on a horse before gazing back at the three. 

"Come on, you two, you can't visit Massachusetts without respecting their culture."

"Max, there's a fine line between respecting the culture and cosplaying. I don't see any expo around here, do you?" The boy voiced. 

"Will." Max gazes at him blankly. 

"Fine. Fine, I'm stating my opinion." He rolls his eyes.

"That's it, I'm changing!" Benita exclaimed, walking away, only for Max to put Benita under his arm. "AH!!" 

"I don't think so, young lady." Max grins down at the kicking of Benita above the cement. A few people around the four watched with grins or took photos. 

"Stop! Stop! Let me go! You're embarrassing me!" Benita cried while Gwen roared with laughter. 

"Oh! My! Ha! Ha! Ben, you like a handheld sleeping bag!" 

Max adjusted his grip on his niece while Will only choked into laughter. 

"Hey. Why are you two laughing? I only wanted to prepare for an extra person." Max grins, turning his body to face the two children. "Hey, Gwen. Take a photo of us." 

Benita covered her face. 

"Gwen! I swear! I'll shrink your clothes!" 

"Hush now. Sleeping bags don't talk." Max grins while Benita shrinks herself in his grasp. 

Gwen snaps the photo. 

"Keeping that on the family album." Gwen mouthed. 

"Gwen, that's just mean. Will shakes his head, smiling. 

"And who asked for this trip?" She raised a brow.

"Eeeeh, Point taken."

The sound of an explosion erupts the tourism. A building nearby grew in flames.

Two screaming tourists ran past everyone, including the Tennysons and Glover. 

"Ben. You can change." Max states, eyeing the raging fires with a lower jaw.

A green light and heavy chime erupts. 

"Already ahead of you!" Stinkfly took to the skies, extinguishing the flames from within the building, while Zero followed up, flying through a window. 

"Gwen, you know what to do!" Max follows the two.

"Sure thing, Grandpa." Gwen snaps her head around until noticing a wild horse with a carriage barreling towards a kid frozen in shock. "Hey! Get out of the way!!!" She races and manages to block the horse's way, putting it to a stop and frightening it. 

The horse charges around two children.

"Hey, hey, take it- EASY!!!" Gwen's dress got caught between the carriage door, forcing her to hold on. The horse barreled down the street. "HA!!!!"

Gwen grunts, gripping the open window; she hoists herself, ripping a piece of her dress. She shimmies herself to the rocking cockpit of the carriage. 

"LOOK OUT!!!" A man dives from her crazy steering of the horse while a few others follow.

"Get out of the way!" Gwen cried out, managing to get into the cockpit. 

Riding down the street, she noticed Sinister Charm Caster and Zero in a pink bubble.

"Hey, how about we chill and talk this out?" Zero pressed his missing arms against the bubble, not allowing him to pass through. 

"You're not my type." Charmcaster grins. 

"I didn't say that?!"

"Woah! Woah! Hey!" Gwen pulled the reigns over her head. "SLOW DOWN!!!" She grunts.

The wild horse shrieks, driving its horseshoes against the bubble stones,

and a spark erupts from its heels. The horse suddenly stopped, making Gwen rocket from her driving chair. 

"AH!!!" Gwen screamed, gaining Zero attention. 

Gwen took his place within the bubble, pushing the cold-blooded alien to come crashing onto the street. 

"Wait, No!!!" CharmCaster screamed while the pink bubble surrounding her and Gwen came crashing into one another. 

The ground shook as the pink wave disbursed, blowing the two, and the trash littered the non-modern streets back. 

 Gwen hits a wall while CharmCaster hits her back against the street.

 "Ugh!" Zero gathers his bearings and sees Gwen lying unconscious on the sidewalk. "Gwen!!" He flew to her side.

His moth-like wings cling to Zero's body like a cloak while hoisting the orange-haired girl in his arms. 

"Gwen. Gwen! Hey!" He shakes her, causing Gwen to blink herself awake.

Zero-infused teeth smiled while Gwen's eyes only widened as the green beetle eyes looked down at her.

"HAA!!!" She kicks his jaw, causing him to stumble out of her grasp.

Gwen rolls to her feet before presenting her hand. 

"Christ! Gwen, it's me." Gwen furrowed her brows before following the corner of her eye to a flower shop window. Her eyes widen.

"Ugh! Will?" Charmcaster's voice breaks the silence. She slowly stood to her feet, her eyes struggling to focus til it did, but Zero stood to his feet, guarding Gwen. 

Charmcaster looks down at her hands with a shaken breath and at her attire and the satchet hanging on her hip. 

She grabs the bag.

"She going for her bag!" Gwen shouts, pointing. 

Zero rushes with open wings. 

"Wait, Wait!!" Charmcaster retracts with open hands. 

"Fool me twice." Zero phases through CharmCaster and grabs her collar. "Shame on me!!" He hurls her, and she hits the wall. CharmCaster falls to her butt only to look up to a cloud of ice, freezing her against the wall, toes to neck. 

"W-Will-" CharmCaster shivered, only for Gwen to end it with a punch across the mage's jaw. 

"Agh! Oh!" Gwen shakes her hand, eyeing her red knuckles. 

"Hey, come here." Zero took a knee and grasped Gwen's hand. 

He places his three-fingered- hand over hers, causing her uneasy face to relax into wonder. 

"That was close." Gwen slipped out, brushing her free hand against Zero's. 

"I don't know." Zero grew a blue blush. "This seems too easy." He looks to Charmcaster with her head hanging low. 

"Then we'll ask the police to keep a closer eye on her." She brushed her hand against his cheek. 

"We could do that." His beetle eyes look up and down at her observing eyes. 

...

"Alright, missy, watch your head." The policewoman shoves CharmCaster into the Cruiser. "And Maximum security. You go!"

"Hey, Wait!" Charmcaster brings her face to the window at The Tennysons and Glover, watching her go. "Will, Grandpa, Ben!!!! There's a mistake!" The Cruiser takes off.

"I feel awfully ashamed of this." The boy watches Charm Caster's moving mouth until the car soon disappears down the road.

"Why? Did you forget she fooled us back at the Expo?" Gwen turns to Anthony. 

"Well-I." Will paused. "You're right." He felt a hand covering his shoulder. 

"Come on." Max nods his head. "I have a place in mind." 

...

"Our father gave light to those who are lost!" a pastor said. "Stay with God; he'll reward those who serve under him!"

"Hmhm." A church member nodded. 

 The Tennysons and Glover are sitting in the middle of benches in the center section, listening to the pastor speaking.

"Eh-ha!" Max taps Benita's shoulder, and she begins blinking.

"I understand, Ben; try to stay awake a little longer. He whispers.

"Ha. I'll try..."

Benita turned to her neighbor Gwen, who only remained with folded arms and was glaring. 

Gwen huffed, staring at her nails. 

"What's wrong with you?" Bentia questioned with a lower voice. 

"I'm fine. I have something I wanted to do." 

"And that is?" 

"How about keeping your eyes on the man in a black dress." 

"Ok?" 

"Well, I can't. Blame you." Anothony whispered to Gwen."But I have nothing against religion." 

"Wait, you're religious?" Gwen raised a brow.

"Uh, do you count coming here only for hardship?"

"Oh. So that's where your experience comes from." Benita whispered. 

"That and my own." The boy continued while Gwen only stared back at her nails once more. 

"You see, this generation has no respect for us," the Paster said, getting members to nod. "They're too busy on their phones to show us the respect we deserve.

"He's right." The member whispered behind the children 

Will and Benita slouch onto their bench while Gwen stays firm.

"As I can see. We all should guide the children to this church and seek what St.Peter gifted us."

Everyone claps but the kids.

...

Everyone is leaving the chapel while the Tennyson's and Glover are last.

"Uhm, excuse me." They turn back to a Sister. "Please, forgive our father. He's not too kind to newcomers."

"Then why be a father and run a chapel? Has he ever looked himself in the mirror?" Max covers her mouth while the sister looks at Gwen blankly.

"I'm so sorry; my granddaughter can be blunt at times. Eh-eee." Max smiled while Gwen nodded.

"St. Peter will be grateful for her honesty. Yet, no one's perfect." The sister smiled at Gwen. "Trust me, he'll get there. Just give it time." 

"Indeed it will...Oh, forgive my rudeness! I'm Sister Freya." The nun bows. 

"I'm sorry to interrupt." The Tennysons, Glover, and Sister Freya turn to the father approaching them. "It's impolite to sleep on holy grounds." He looks to Benita, who looks away. 

"Forgive. My inconvenience." Max states while the father only glares. 

"You're their guardian; order should be established as our lord provided."

"Father, it could be." The father raised his hand, silencing Sister Freya. 

"Don't make that mistake again." He glances at Max and the children, leaving.

"St.Peter, I'm sorry for using foul language." He whispers, gaining Gwen's attention. "If he approaches Max like that again, I'm whipping his ass-" Benita bumps his arm. 

Gwen only grinned. 

Sister Freya bows.

"If you visit again, I'll pray you to forgive his rudeness!" Max tries to stop her, but she didn't budge.

---

Charm Caster stumbles into the cafeteria.

"Wait! I'm innocent!" The door closed in her face, giving a heavy bang. 

Charm Caster looks back, noticing female prisoners eating and talking among themselves.

"Hmm?" One of them stared at CharmCaster in an orange jumpsuit.

"She's back." Another female prisoner mentioned eating her food. 

A few more prisoners walk past CharmCaster as she notices the line formed by the cafeteria lady.

Charm Caster entered the line and noticed a little girl with a black shower cap in front of her.

"Uhm, hey..." The little girl looks back at the mage. Frightwig raised a brow, looking up at her. "You look a little young being here."

"You look a little old, but I didn't notice the wrinkle on your cheeks til now.

"Ah!" She gasps, touching her face while Frightwig is next in line.

The cafeteria lady dumps an unpleasant-looking mashed potato on her tray while Frightwig grunts, leaving.

"Next!" Cafeteria Lady dumps the same for Charm Caster, who looks up from the disaster.

"What is that green stuff?" CharmCaster questioned.

"You're questioning my cooking, princess?!" She digs in her ear and dumps onto her tray. " There! Would the princess need anything else?" 

"...Uh, no." She leaves, taking a seat at the corner of the room. 

She forked her food, letting out a hiss. 

Charmcaster slowly lifts the fork of food to her mouth. 

"BREAKING NEWS!!!" A voice cried, and so did a chime of dramatic trumpets escaping from the TV. 

Every prisoner snapped their head to the television in the top corner of the room.

"A meteor crashed into the harbor not seconds ago." The new woman in a black vest pointed her open hand to the waters. The camera pans to the rock being lifted from the water by a crane, revealing a pool of blood and bits of fish flooding to the surface. The camera pans back to the fisherman and the New's woman. "A gentleman like this man saw the impact. Would you like to share your experience?" She points the mic to a fisherman.

"I was organizing my calendar for the next catch until 'BOOM' The massive rock crashes just a few feet from my shop! I went to check it out; it was the rock and all. Hopefully, this is the only rock we will get." He glances blankly at the camera while the news women glance back, wanting more.

"Hmm, is that all?"

"Yes." 

The newswoman stares at the fisherman before turning to the camera.

"Hopefully, this should be the only meteor." 

Charm Caster squinted her eyes, eyeing the waters containing bits of fish and blood. 

A hand slammed by her plate, revealing two prisoners.

"Heeey, Princess. Nice costume you're wearing." The prisoner brushes her fingers along CharmCaster's ponytail, only for her to knock her hand away. 

"Ha, nice one, pinky!" Pinky glares at the prisoner, shutting her up. "...Sorry."

"If you want to survive, there are two rules." Pinky pointed to herself with her thumb. "I'm an alpha if you get in my way or are too stubborn to follow what I say." She grabs Charm Caster's shoulders and whispers in her ear. "You'll end up in a body bag. Understand?"

 "Uh, y-yeah." The mage's eyes bounce from Pinky and her lackey. 

Pinky slaps her back, causing Charmcaster to stumble onto the table. 

They leave while the mage grunts, eyeing the green mess caked on her hands. 

...

Charm Caster is now in her bottom bunk and looks up at the tan metal plate holding the mattress on the top bunk. 

 She turns on her side, sighing. A sound of flesh hitting cement gains the mage's attention. 

The sight of another little girl grabs her attention. Her black hair reaches to her slumped shoulders as she scratches her face. 

She went to the sink, drinking the water provided while CharmCaster slowly rose from her bed. 

"Luna! Luna!" She whispers while Luna looks around until their eye meet.

("It's me, Gwen, I need your help.") Charmcaster provided hand signals while the girl Luna raised a brow.

She approached the mage, growing in size; her hands and feet grew into black fur paws, revealing their claws glinting in the moonlight. 

The face of a young adult female stared daggers at the mage in question.

The smack of Luna's feet was now soundless to the environment of snores. 

("I know it's gonna sound fishy-") "TSK!!!"" Luna pulls Charm Caster's jacket, their faces mere inches apart. Luna's nose wrinkled while her eyes stared deep into CharmCaster, who only shuttered. ("Your mother. She's the one who sold her soul to bring you back from your lung cancer. I know because I was the one to help with your...period.)

("What are you doing here, Gwen? Especially in...her.") Luna steps back with squinted eyes. 

("That's the problem. Charm Caster took my body.") Luna flashes her fangs. ("Also, what are you doing here?")

("It's un-important. I can't get you out without getting me caught, so you gonna do this.""

...

During the day, Charm Caster walks in the back of the line of women until she lands her eyes on a door. When the coast is clear, she approaches the door.

"Hello, are you the crazy witch lady?" Charmcaster opens the slab. 

A hum of machine whirling filled the mage's ears, and the freezing air smacked her face, causing her hair to rise. 

Her eyes fell on a brown-skinned woman in a plastic straight jacket strapped to the standing metal table. 

"I like to call myself a witch doctor." Wanda stutters with a shaky smirk. "Are you the princess I've been hearing about?" Fog escapes her breath. 

"This is cruel." Charmcaster voice. "If they leave you here longer than that, you're going to catch hypothermia." She raised her voice in a whisper. 

"Glad someone cares." Wanda's teeth clattered. "Tell me, what are you doing here, Princess?" 

The mage growls lightly, eyeing the hallway. "Uhm, yes." She scans the halls once more. "Magic is dead." 

"Good. I do owe a favor to my associate."

"Wait, what do you mean?" 

Wanda smirked, her red nose taking up her pale face. 

"It's nothing big."

---

Glover and the Tennysons are in the market, scattered with tents while the Sun shines bright.

"Do you have any sea urchin eggs?" Gwen asked the seller, who tilted his head with an open mouth. 

"What? Look, girl." He set the metal tray filled with ice containing a squid on the white counter before leaning toward the orange-haired girl. "You think those things grow in my stocks? You get what I got. Better yet, go to your parents and ask them for a doll or something." Gwen raised a brow as her hand glowed pink. The Squid jumped on his face. "HAAA!! HA!!!!"

"Oh, man!!!" Sellers two and three dropped what they were doing. 

"Terry, calm down!!" The third shouted, rushing to aid him. 

Gwen whistles, separating herself before approaching her waiting family.

"Huh, you don't see things like that every day." Max watched as Terry ripped the Squid off his face only to get a face-full of ink in his open mouth and soon his workers. 

"Tell me. About it." Benita smirked with locked eyes. 

Anthony's gaze remained glued on Gwen, who approached another stall while the others noticed.

"Hey, do you like Gwen or something?" Benita bumps her arm into Will's. "You can always have her brother's number."

"No, no! It's just... do you remember Jess?" The boy shakes the blush from his cheeks. Benita's brow twitched. " I'll take that as a yes... I don't see anything out of place from Gwen. "It's weird, is it?"

"Maybe...but I don't understand."

"If so, I think you should talk to her?" Max grabs the boy's shoulder.

"Uh, I don't know—" Max gently shoves Will towards Gwen, organizing some things in her grocery bag. Max smirks while Benita gives a thumbs-up.

A bark caused Max and Benita to jolt to a golden retriever standing by the Hawaii Lover, panting with a smile.

"Jesus! Someone should've put a bell on you." Benita collected herself. 

Max took a knee and patted it.

"That's life for ya, Ben. It doesn't make sense." The dog licks him.

...

Back in the RV, Max tossed and turned, covered in sweat.

'Tennyson.' Vilgax glared.

'Phill, wait!!!' A Plumber charges at (Uncybernitc) Vilgax.

Max clenches onto the sheets.

'Hey, kids. I got pizza...huh?'

Max recoiled from the bed, scavenging tots and hash browns, and threw the ones that didn't interest him.

He grabs a carton of milk before dumping it into his mouth, feeling a waterfall amount of cold and sticky liquid clamping onto his grey t-shirt and pants. 

"M-max? MAX!!!" A voice cries out, snapping the elder out of his binge eating. 

 Max snapped his head towards the three children in sleeping wear. His heavy eyes carried bags while his heated body was covered in sweat.

"I'm worried. I didn't know you were anticipating this much for my food." Gwen eyed the scattered trash over the floor and booth before locking on Max. 

 A cold tot drops from his cheek, and he quickly wipes it.

"Uh...I'm gonna buy some groceries." Max quickly leaves, slamming the door and causing the rv to rock.

...

Max walks down the street, hands in his pockets, his head snapping. 

He drives his shoulder into a woman. 

"Ah!" She wince, looking at the back of Max in his brown jacket. "Watch it!"

Eyes wandered to his, coming and going. 

 He then enters a store on the corner of the street.

"Welcome." A cashier of a late-age female chirped. 

Max only kept his head down. 

"Uh, you too!" He quickly waved without turning his gaze. He walked down the aisle and came to a stop, looking at the stock of candy. He went to grab sweets, yet his hand misguided into the chocolate section, grabbing all that reliable.

'Let it. Happened.' A lower-pitched voice spoke within his mind, forcing wide-eyed Max to the cashier until a man burst into the store, holding the cashier at gunpoint.

"Open the register!!!" the robber shouts, pointing his pistol. The cashier shakes his head, following his command. The robber's eyes land on Max. "You old man, hand me your wallet!!!

'Don't do it.' The low-pitched voice spoke once more. 

"Who are you?!" Max questioned, his eyes not focused on the man holding the gun. 

"What?!" He cocks his pistol. "The man dies; you're wise. Don't be a stubborn fool!"

Max drops the crazy amount of chocolate, whipping out his wallet.

"O-ok, son. TCK!!" His hand stops mid-way. Max's arm shakes.

"Stop playing with me, OLD MAN!!!!"

"I'm NOT!!!" He grabs his arm only to drop his wallet on the white polished floor. 

"Kick it over." He does so. "Hands up!" The robber goes to grab the wallet, but a pillar of black ink strikes the robber.

The sound of glass breaking filled the store with soothing music.

The robber crashes through the window and onto the street, groaning while the cashier glances at Max in shock.

"Oh, god." Max stared wide-eyed at his shaky hands. Suddenly, his body grabbed the chocolates he had dropped and walked out the door. "I'm sorry! I'll pay for that!!!"

Max sprints into a nearby alley, devouring the chocolate he waited for.

"Oh, so good." He moans with a bit of chocolate smeared across his lips.

'Tell me about it.' Max stands up, looking around the dark alley and the sidewalk ahead. 'We are made to be together, Maxwell. You and I can hang around and be best buds.'

"No, no!" Max grips his hair, pulling it with bags in his eyes. "You're a Klyntar, are you?!" 

'You're dead on Maxwell.' Max looks at a parked car and sees a towering, buff, black ink with white eyes like mirrors staring back at him. It smiled while its long, slithering tongue escaped from its beastly, sharp teeth. 

"No...! How did you get in me?!" Max staggered back, only for his eyes to dilate. 

Darkness takes his vision before thrusting his view through that tunnel and into memory. 

Max takes a knee and pats the smiling golden retriever. His eyes zoom into the Black ink, which absorbs into his hand as he brushes the dog. 

The memory ends, and Max is thrust back through the tunnel of darkness. He jolts, standing back in the alley containing the black car. 

"I gotta get rid of you!" Max raised his voice, clawing at his skin, causing it to bleed. "Get out!" 

Multiple black inks hit the wall before dragging Max into it and sticking him in place. Max grunted before turning down to see his wounds slowly healing; his breath hiccupped. 

'You and I are one. We are inseparable. Because we... are Venom.'

"How? You guys are considered extinct! I was there during judgment day!" 

A slithering head of Venom escapes his shoulder, staring the man in his eyes. 

'You can't get rid of us so easily.' His low-pitched voice said heavily. "I'm willing to call this a truce. Be my partner, and we can help eliminate the boy's problem." Venom spoke, his sharp teeth inches from Max. "You're afraid of that night. Scared it might happen again. We can prevent it. We are his guardians." 

"What makes you think we can?" Max's eyes never left the symbiote. 

Venom smiled, showing more teeth. 

"We believe we can. You lost so much faith, and I'm sent to rebuild it. Partner?" 

Engines roaring filled the alley before shrieking to a halt at the end, blocking their exits. Bright beams of light shine down on the duo, not leaving any dark corners unturned. 

Max escapes the ink bindings, dropping on his brown steel-toed shoes. His eyes adjust to the lights, and he sees military vehicles and men exiting them with audible slams of their doors. 

A man walks out with his rifle in hand.

 "It seems we have our alien." Lt. Steel led his men in training their manufactured guns on Max. The leader in charge lowered his weapon, his eyes looking him up and down. Suddenly, Max took off in the other direction while S.A.C.T soldiers opened fire. "HOLD YOU'RE FIRE!!!"

Ink grew around Max as he leaped, driving his claws into the wall and spilling bricks. Bright yellow energy hits or surrounds the symbiote, jumping up the wall with added weight before vaulting onto the roof. 

The S.A.C.T attack ceased, while Lt. Steel only went to reverse. 

"Follow him." The Lieutenant ordered. 

Venom runs across roofs with heavy stomps in his wake, vaulting an air conditioner. He switches leg leaps after each roof until taking a massive leap into traffic.

"No! NO! NO!" Max screams. 

Venom's body shrinks to Max's build before whipping his ink around a street light. They run along the street before taking up the skies with an opened arms-back flip.

They perform this again, running between roaring traffic. 

Venom grew near stoplights before leaping toward opposing traffic. His arms stretched to the pickup truck's cargo, and he pulled himself toward it before pushing off, causing the cargo to shake on its wheels. 

The symbiote lands on his knee between the waiting traffic, causing the vehicles to jitter. He looks over his shoulder, not seeing their pursuit before breaking into a sprint in between traffic. 

"You're running from S.A.C.T?!" Max shouts while Symbote builds up speed, pasting honking vehicles. 

"You crash land here and try to live among mankind!" Venom spat. 

Military cars follow behind while S.A.C.T. soldiers sit on their windows with their guns drawn.

They opened fire, avoiding aiming at the vehicles while civilians took cover on the sidewalk.

Venom shields his face before driving his stretched arms into the wheels of the pursuit vehicles, causing them to rocket forward. 

They land head first onto the street while Venom builds up speed once more, taking a massive leap over the blockade of S.A.C.T.

The symbiote lands on the roof before leaping another street again, swinging. 

Two more vehicles zoom past and ahead of the two before opening fire on them. 

Vemon charged his legs before leaping once with a backflip. He tanks the shots before driving his feet onto the car's hood, causing it to flip. 

Venom-Max Ink-sling onto another Military car in mid-air.

"I'm sorry about this!!!" He yanks the soldier's left and right. 

They conveniently were saved by the sunshades of shops.

Two more Military cars followed up, and in one was Lt. Steel with a sliver rifle trained. 

Venom-Max caught the bullets, dropping them, surprising Lt. Steel and his team. His claws stretch. 

"Don't hurt them! I know a place." Max voiced, getting Venom to drop his arm. 

"What do-ah!" He leaps away and perches flip from a roof.

...

Max knocks on the double doors, snapping his head at the slow traffic and the sidewalk until the chapel door opens, revealing Sister Freya.

"Sir." She gazed at the shivering, baggy Max covered in the heavy rain. 

"May I come in?" Max questioned. 

"Y-Yes." Max enters. " You poor soul, you're all wet."

"Sorry for being a bother, do you-"

"We don't take in criminals." The priest from before approached them through the lane of benches.

"Father, he shivered." She provided Max with a blanket.

"Yet, you let him in. St.Peter will shame you." 

Max clenches his blanket.

"You know I'm growing tired of you talking to her like that." Max glared.

"N-no, it's-" Sister Freya stuttered, only for the priest to cut her off. 

"If you don't like it, there's the door. DEMON!!!" Max was visibly shaking. "You and your demon children will cause havoc in the land—TSK!!!" Black ink swarms Max as a giant hand grabs the priest's throat.

Venom towers over the sweating priest. Sister Freya stumbles while Venom flashes his deadly teeth.

"I have bonded to this host only for a few hours and... I'm already up for eating you alive." He leans closer with a massive smile. "Better, yet I'll rip you're arms and legs and watch you squirm while I'll regenerate your limbs and repeat until you're...' god' save you." 

His slithering tongue brushes the cheek of the shivering priest. 

The Chapel doors jump, gaining their attention before it does it again.

"Crap! The five'o!!" Venom hurls the priest against the wall. Whimpering causes the symbiote to raise a non-existing brow. Venom looks back and sees Sister Freya under a table against the side of the room. 

He approaches, followed by the weight of his steps. Venom remained a foot from the table, eyeing Sister Freya's shaky figure. 

"Hey." Venom's face ceases, revealing Max. "I didn't mean for any of this."

Sister Freya closes her eyes. 

The doors burst open, revealing S.A.C.T Solider's pouring in. Eight soldiers trained their weapons on the brute who covered Max's face with his ink. 

"Enemy, spot it!" A S.A.C.T soldier called out. 

 Venom leaps to the ceiling, embracing the darkness. 

The soldiers opened fire, lighting the darkened church. 

Lt. Steel entered after carrying a duffel bag on his shoulder.

"Keep your eyes sharp!" Lt.Steel ordered, eyeing the dark ceiling and soon the church. 

Silence called; the pants, the weight, and the clicking of the guns from the S.A.C.T soldiers called right back. 

A S.A.C.T. soldier puts goggles over his eyes, turning on the heat signature, only for a black hand to grab his face and pull him into the darkness with it.

"HAAAAAAA!!!" The soldier screamed. 

"NO!!!" He opened fire into the darkness of the ceiling.

"Hold you're-!!" Lt.Steel shouts, only to be cut off by another scream. 

The soldier was dragged across the floor before disappearing under a few benches. 

Five soldiers remaining gather close to one another at the center of the room. 

"I know you're frightened, but we do this daily." Lt. Steel glared at his surroundings. "Contain it and save the civilian!" Silence feels the chapel while the six soldiers and Sister Freya's eyes wander.

A brute drops in front of the church, shaking the ground beneath the soldier's boots. Venom hurls a bench toward the soldiers. 

Lt. Steel and two others hit the deck, while the others are unlucky. The bench rolled before smacking the wall, which gave a loud hollow smack. 

Lt.Steel pushed himself from the red carpet, seeing his last two men and the Venom opposing them. 

Venom sucks up his gut before releasing an ear-piercing shriek. The bass of this scream caused the windows to shake. 

"HA!" Lt.Steel roared, shooting his rifle from his hip, followed by his foot soldiers. 

Venom absorbs the bullets and screeches once again, charging at them and shaking the ground. The symbiote grabs a soldier's face and hurls him over his shoulder, smacking another, leaving Lt. Steel. 

"I hope you like this freak!!!" Lt. Steel shouts while Venom only turns to a metal cylinder, rolling to his feet. 

A white light blinked on the cylinder cap while Venom read the name S.A.C.T on the center. He tilts his head. 

A bang and flash of white light filled Venom's vision. Venom stumbles back, letting out a painful screech while the bond between Max and Venom is static. 

Their vision grew back while the harsh ringing remained within their ears, causing rumples within the ink. 

Another flashbang erupts, forcing them back. 

"HAAA!" Max screamed, followed by Venom. 

Venom retreats into a room, destroying the wall.

"Sister, stay here; I'll finish what has started!" Lt. Steel gazed at Sister Freya. 

He raced after Venom, looking up at the Massive steps leading to the bell tower. 

Venom-Max leaped floor to floor like an animal escaping their hunter, trying to reach the top.

Lt. Steel drops a duffel bag, giving it a heavy thud among the brown tiles. He pulls a grande launcher. He aims and shoots a shell that flies by his target.

"He missed," Venom voiced, his eyes following the shell, reaching the top to get the inner Bell. 

'HE DID NOT!!!!' Max roared within Venom's mind, causing the symbiote's jaw to drop. 

 The grenade shell exploded, hitting the Bell at the top of the tower.

Heavy vibrations crashed onto the symbiote, who cried in absolute pain.

Venom's grip shakes within the railing while the ink separates from Max, but its hold on its host remains. 

The Ring continues while Lt. Steel shoots another, but Venom blocks it, destroying the shell, yet loses his grip on Max. 

The Black Ink plummets like a waterfall while Lt. Steel dives from the impact. The ink smacks the ground like water hitting cement, and bits fly onto Lt. Steel's boot. 

He grunts, using a knife, only for nothing. The pool of ink swarms Lt.Steel while it enters his nostrils and mouth. He goes to puke only for nothing to come. 

Lt. Steel slams his fist onto the pool of black ink, heaving; he turns to the door and sees Sister Freya with a rifle in hand. 

"HA!!! HAAAAAA!!!" Lt. Steel's screams fill Max's ears, which are covered in sweat. He clamps on the railing, looks down the massive drop, and watches the horror. 

Lt. Steel was pushed to his knees, his eyes replaced with a glint that only made the nun step back. 

"Run," Lt. Steel growls before Venom takes him whole. "RUN!" His voice breaks from Venom's groundbreaking shriek. 

They rush to the screaming nun, flashing their crowed sharp teeth and claws. 

---

A tray hits a table while Frightwig looks up at Charm Caster sitting in front of her. 

She sighs.

"What is it now, princess?" Frightwig squinted her eyes, tapping her fork against the tray. 

Charm Caster leans forward and whispers.

"Osiris." 

Frightwig chokes on her food.

"Seriously, now!?"

"How long you two plan this?"

"None of you're business." Frightwig eyes wander until throwing Mash potatoes at some poor girl. 

Frightwig gasped. This only made Charm Caster cover her mouth.

The cafeteria grew silent while the girl turned around, revealing Pinky, who was fuming.

"Wow, princess. You sure take that title to heart, don't ya?" Frightwig commented. 

"Wait! Wait! It was her!!!" Charmcaster points while Pinky grabs her jacket and lifts her fist, but for Charmcaster to hurl her food at her.

Pinky hits the ground. 

This triggers a food fight. Food flies and girls brawl while some try to avoid being hit.

"YOU'RE DEAD!!!" Her lackey charged. 

Frightwig leaps on her shoulders. 

"Yeah! Giddy up!" She covered the lackey's eyes. 

"Hey! Get off me, you little shit!" 

A blackout puts everyone at a stop while an alarm blares.

The door bounces, gaining every attention. 

The door flew, causing the lunch lady to dive from it. 

Wanda enters with her bare feet, smacking the white floor.

"Now, this is what I call a hypothesis." She smiled, frightening everyone. 

A female officer fired her pistol while Wanda summoned a sand pillar with a flick of her wrist. The sand wall vanished, revealing Wanda frowning.

"You're not very smart, are you?" Wanda flicks her wrist while a pillar hits the officer, and she hits the wall. A sand hand grabs the floor drain and hurls it to the side. "Are you two coming?"

"You bet!!" Frightwig leaps over the table and into the drain while Charm Caster follows up.

"Ta-ta, girls." Wanda drops after.

...

Their footsteps hit the water below, running through the sewer's

"Can't believe that plan work!" Frightwig cried out with a smile.

"Don't bring your hopes up yet!" CharmCaster states. They came to a dead-end, to the bars. "Crap Baskets! Wanda?!

"Can't help." Wanda crossed her arms. 

Charm Caster growls.

"Seriously?! What happened to that badass a while ago?!!!" Frightwig throws her hands. 

"As you can see, I make sand, and this environment is wet...Put two to two together; don't try too hard. You don't want to hurt yourself." Wanda looks down on the shrimp.

"Oooooh, why I oughta." Frightwig raised her fist at the witch doctor. 

"Girls, I think I have a way out." She pulls a few stones from her selves and hurls them at the dead end.

An explosion causes the water to fly before them, and the bars are no more. 

 Wanda and Fright wig smirk.

"They're going to be over here?!" a female voice shouts down the sewers, followed by pillars of light. 

"You don't have to tell me twice!" The second voiced before the light hits the escapees. "THERE THEY ARE!!!" 

Wanda and Frightwig go to leave, but two stone dogs block their path.

"Sorry!!!" Charmcaster took off with her dogs.

"I'll KILL YOU, YOU HEAR ME?!!!" Frightwig roared while Wanda smirked.

----

Gwen hums a slow song while steering a pot of grey liquid. Chunks of fruits and other non-food items like hair, chicken feet, and pig ears float within the pot. 

Will exits the RV and approaches Gwen. Pacing the empty docks of the night, listening to the humming waves. 

"Hey, Gwen, can we talk for a minute?" The boy raised his hand, getting closer to the pleasant smell of Strawberry Kiwi. 

"Hmm?" Gwen turned her head to the boy, who looked into the pot before stepping back. 

"You know, the more I watch you, the more I feel you're not Gwen." Gwen coughed while the boy's white eye remained locked on the girl gathering her bearings.

"Well, you're right," Gwen blushed. I kept this for so long, and I've been wondering." The girl rubbed her neck; her gaze never met his. "Do you want to make it official?"

"What?" 

"Come on. We both thought it." They watched each other silently while the pot bubbles. "I'm you're Gwen." She approaches while the boy steps back. "I love you from the very start."

"Ok, 'Gwen,' do you remember the first time we saw each other in that way?" Anthony and Gwen blush.

"I-"

"HAAAA, IT'S CHARM CASTER!!!" Benita's voice rings the empty docks.

"We'll talk later!" Will runs to Benita screaming. 

They race to the scene, noticing two stone dogs holding down Benita. CharmCaster turns to Gwen and Will, who are fast approaching.

Benita smirked, eyeing her reinforcements. 

"Good thing you-" 

"Get away from me!!!" CharmCaster cuts Benita off, pointing to Gwen while Will gazes back at the two.

"Seriously, Will?! You'll believe her?!" Gwen shouts to the boy, distancing himself from everyone. "What happened at the Expo?! She nearly killed us, everyone, you!"

"You trick us, and you know it!" The boy clenches his head, listening to Charmcaster's voice. "Will, you were the first I mentioned about Lucky Girl. You and Benita gave birth to that name." 

"Of course! I kept those on my laptop." 

"How would you know?! I bet you don't know how to use one or, better yet, get in mine!" 

"Ben, you have a birthmark under your left armpit, the shape of an hourglass." 

"How do you know?!" Benita widens her eyes at Gwen only to get a growl from CharmCaster.

"Ben, do you remember the last time I was at your house? I told you you had lice, and it's better to give you a swirly to get rid of them." CharmCaster bites her lip. "I lied to get back at you for destroying my art project." 

"What?! I told you I didn't mean it." Benita glared before slamming the back of her head against the ground. "Stop! Stop! My head hurts."

"She's using a spell to get in my head!" Gwen glared at Charmcaster.

"You used your spell to switch bodies with me!" Charmcaster glared right back.

"How do you do that?! You're the expert!" 

Anthony's white eye shrinks to a dot.

"THAT'S-" The boy was cut off by Max hitting the cement by the six. He rolled to a stop. "Max?!" 

The boy crouched by the unconscious grandpa, his clothes tattered and his hair in a mess. CharmCaster and Benita kneel beside him. 

"W-what the hell is that?" Benita's eyes look in the direction of the RV. 

Venom stood above the RV, his build of athletic male, his ink nearly blending with the dark environment. He opened his mouth, revealing his jagged teeth. 

"So, you must be Benita, Gwen, and Will." His low-pitched voice entered the silent docks, slowly building fog. "And you are CharmCaster. You know? You wanted in S.A.C.T?" 

"Who do you think you are?!" Benita roared, hovering her hand over the dial of her watch. "What makes you think I won't use you to make a letter?!" 

Venom's face seeps into the skin of Lt.Steel, giving his default glare. The two stone dogs stood before CharmCaster and the Tennysons growling up at him. 

"Lt.Steel." CharmCaster and Will voiced wide-eyed. 

 

"Better yet, I'm hungry." Lt.Steel spoke, his teeth now razor sharp. "Don't struggle." Venom reappeared, blocking Steel's face. 

Lt.Venom released a piercing scream, causing the children's and CharmCaster's bodies to vibrate. 

"What is that?!" Benita shouts while stone dogs rush Lt-Venom, dropping from the RV. 

The stone dog leaps; Lt. Venom performs an uppercut, driving his fist through its jaw and head. He swings the corpse, breaking the two dogs into pebbles. 

He spun on his feet, hurling the head towards the Tennysons with a cry. 

Lt-Venom pounces on Max, but Blue Runner punches him. Lt-Venom rolls onto his feet, grinding his nails against the concrete, creating sparks.

A blue line dashed from the crash zone, revealing Grid, Benita, Max, and Charmcaster. 

"It's Venom. High negative emotions put him in a frenzy." Max winced. 

Grid closes his visor before rushing Lt.Vemon.

 A blue line rushes past the symbiote, striking them across the jaw. Grid appeared, delivering a thirty-hit combo within seconds before Lt.Venom countered with a claw slash. 

Grid steps back before twisting his body, performing a spinning kick across Lt.Venom's jaw once more. They spun, crashing against the RV that only slid back without leaving a dent. 

Lt. Venom lands on his feet, his jagged teeth visible to the Blue runner, and rimples in their ink grow in intensity. 

"Lieutenant. You don't know me, but fight it!" Grid prepared himself. 

"AAH!!" Lt. Venom rushes the blue runner on all fours, claws, and toenails, creating sparks along the cement. 

They leap for Grid to vanish and stand behind them. The blue runner delivers bicycle kicks to Lt. Venom's back, but the ink traps him. 

Grid falls back to earth while the back Lt.Vemon shifts to them, holding Grid by his legs within their palms. 

"Shit!" Grid cursed. 

"Shit! INDEED!!" Lt.Venom spun Grid in a circle before hurling him with their momentum. The symbiote summons the grenade launcher within his palms with the help of his ink before delivering a shell into Grid. 

The explosion shakes the docks while Grid crashes into a ship. 

"Order up!" Benita shoots a beam while Lt. Venom spins on his feet, delivering another shell towards Gwen. 

"Ha!" Gwen screamed. 

"No!" CharmCaster screamed while the shell grew close to the pot and Gwen, only for a beam of fire to clash into it. Shaking the foggy docks. 

"Now, you've done it!" Heatblast flames grew to new heights. 

Lt.Venom continued his onslaught of shells while Heatblast only countered. This only cleared the fog. 

"Ben." Max raised his voice with a wince while Charm Caster was all ears. "Fire. You have the advantage." 

"Ben! It's weakness is fire!" Charmcaster shouts through the wave of explosives.

"You talked too much!" Lt.venom roared while Heatblast arms rimpled and grew bright. 

"Then you should've brought sunscreen!" The heat blast unleashed a wave of flames, causing the symbiote to halt its fire. 

Lt. Venom's grenade launcher sunk into the ink before rushing the wave with rimples in their legs before leaping over it. It summons pistols within their hands and rifles from their backs with the help of their tendrils. 

They screech, releasing a sea of gunfire. 

"Get down!" Heatblast shields Charmcaster and Max with her body, taking the bullets that melt within her body. 

Lt. Venom lands by the pot while Gwen runs toward Benita and the others. 

"Who's hungry?" Lt.Venom questioned, causing Gwen to turn on her heels. 

"Wait!" 

Lt. Venom stretched his hands onto the pot before hurling it at the four.

An explosion erupts, forming a pink cloud, touching the sky. 

"Guys?!!" Grid grips onto the side of the boat and sees Gwen and the others stumbling out from the smoke.

"HM!!! Everyone, all right?!" Gwen rushed to Heatblast, only for her to raise a backhand. 

"Get off my back! I can take care of myself."

"OH NO!!! Who's my hero?!!!" Charmcaster exclaimed, seeing Heat Blast looking up at her with a slow smile climbing on firey face.

"No! This is not the time to switch! Not given this perdictment!" Tattered, Max clenches his fists with a wince.

 Lt. Venom tilts his head. 

"AAAH!!" (Enraged) Red Riot crashes in front of Lt.Venom.

Red Riot threw left and right hooks. Lt. Venom backstepped and sidestepped before performing another sidestep. Unleashing an uppercut, dazing Red Riot. 

Lt.Venom spins on his heels, kicking Red Riot into his chest. The red-skinned man slides onto his back before rolling to his feet, his eyes still embedded with electricity. 

"RAAH!!!" He charged while Lt.Venom gave a shriek of his own before rushing once more. 

They came close, but Lt. Venom's arm stretched between Red Riot's legs, driving his nails into the cement and causing the symbiote to slide through them. 

Lt.Venom stood behind Red Riot before backflipping over the Red Riot, who looked over his shoulder. The symbiote drives his nails into the ground before pulling his fist into the red-skinned man's face. 

Red riot skull crashed into the ground, cracking. Lt. Venom delivered blows into his opponent's vision, but he was kicked back by a nose-bleeding Red Riot. 

"I don't know who's! Who's, BUT BACK UP WOULD BE HELPFUL!!" Red Riot summon back his rage. He ground pounds and hurls a car-sized rock.

Lt. Venom ink-sling the rock and hurls it back. It breaks into Red Riot's fist. 

"Do something!" CharmCaster screamed at Heatblast, who tried to sneak away. 

Heat Blast grunts.

"HA!!!" She hurls a fireball while Lt. Venom leans back, dodging it. 

Red Riot clumped onto Lt. Venom's neck, and the symbiote grew twice his size, revealing Venom's brute form. Venom hurls Red Riot towards the Tennyson's. 

Heatblast rolls under the flying Red Riot, throwing fireball after fireball.

Venom tanks with a hiss before releasing a scream from his bass voice. He leaps toward the RV, lifting it over his shoulders. 

"Grandpa!" Max shouts, stepping back. 

"High frequencies and fire are its weaknesses!" Gwen shouts from the top of her lungs. 

"You should have said it sooner!" Heatblast and Red Riot soon shifted into Impulse to unleash their attacks. 

"AH!!" Impulse screams, releasing a ring of color schemes barreling toward Lt. Venom, which tanked it yet released a scream.

HeatBlast follows it up with a beam, causing the brute to fly onto his back, dropping the RV onto its shaken four wheels. 

The RV blocked their view of their enemy. 

"RAGH!!!" Venom screams echo the night before the RV flipped towards the five like a tumbleweed. 

Impulse screams while time slows down. The rings push the RV over their heads before the vehicle continues its journey.

They turn their heads to Venom's breathing in their face. 

 Impulse opened his mouth, only for Venom to grab his face and hurl him towards the standing RV. Heatblast blows Venom away. 

Impulse hits the RV, releasing a loud chime before hitting the ground unconscious. 

"Will!!!" Max screamed, racing to Impulse, followed by CharmCaster. 

"Do you know what you're doing?!" CharmCaster roared.

"Can you shut it?" Heatblast hurls another fireball that Venom tanks, causing his ink to boil. 

He paces with the weight of his steps. Heatblast hurls more fireballs before releasing a lasting beam that Venom blocks with his hands, increasing his pace. 

"Do you call you're self a villain?! What a shame! Even Hex has more potential than you!" Charmcaster shouts. "Maybe you shouldn't have bothered; we will all die knowing you were weak!" 

"SHUT UP!!!!" A Nova swarms Heatblast.

 Venom flies back, embracing the heat as time slows down. 

The overwhelming fire burns venom-boiled ink, revealing Lt.Steel is reaching out. His skin burned away. 

"HA!!!!" They flew into the harbor.

 HeatBlast pants, clenching her fists while the flames above her head danced and crackled. 

"THAT OLD GREEZER IS NOTHING COMPARE TO ME!!!" She roared with bass in her tone while her flames touched the sky. A black circle of charcoal surrounds her from her previous attack. " TSK-HAAA!!!" Nova tackled her, pressing her face onto the ground. 

"Good job, Ben!" Nova cried out. 

 Charm Caster blushed, pressing her fingers together.

"Uh..it's nothing, really."

"Is he alright, right?" Max slowly approaches the harbor, checking it out."He's gone."

In the distance of the fishing shop stood Wanda and Frightwig watching the conclusion.

"So, it was that brat cousin's behind this!" Frightwig clenched her fist.

"So, it seems." Wanda looks to Frightwig. "You can leave now."

"Where do you think I could go? My Boss and the boys are still in lockdown." 

Wanda rubs the bridge of her nose.

"Fine, don't get in the way of my studies." Wanda and Frightwig watch the others who changed back, hugging each other and themselves while tied up. Charm Caster rolls her eyes.