Gwen Tennyson, All Grown Up

by: LJM | Complete Story | Last updated Jul 24, 2011


Chapter 8
Prison Break


Chapter Description: The Tennysons have found the person they were looking for. Only problem is she is in a place that they are not allowed in. Now all they need to do is break her out of that place and ask for her help. Will they succeed?


The sun was starting to set in the country and darkness was beginning to fall. Down a long and stretching highway, the Rustbucket was driving smoothly through traffic without an act in hurrying. Inside the RV, the Tennysons were getting ready to find this person that could help him. Grandpa Max was at the steering wheel, driving to the location where one of his grandkids wanted him to be. Gwen was giving her grandfather directions, holding the levitated book covered in a purplely glow in one hand and eyes glowing the same color. Ask for Ben, he was doing what he is always doing, being lazy and complaining about something.

Ben: “Urgh... Remind me again why we need to find her?”

Gwen started to get a little irritated and explain it to Ben for the hundred billionth time.

Adult Gwen: “Because we need her help in reversing this stupid acceleration spell I cast. As far as I know it, there’s no way I’m ever going to go back to normal any time soon. If I’m ever going to return to my old self, I’m going to need some expert help. Take this exit on the right.”

Max nodded and turned right to exit the turnpike.

Ben: “But why her of all people? Why do we need her help? I mean there are other sorcerers around the country that could help. Why not find them instead of her.”

Now Gwen was getting more irritated then ever as she responded in the worst tones yet.

Adult Gwen: “Because she has more experience in magic then anyone. Plus her grandfather is an all powerful sorcerer and she was the owner of this book of spells. If we find any other sorcerer or magician, they won’t know much about the Amplification Spell. We need her help no matter what. Stay on the left lane, there’s a traffic light at the end of the road. Make a left when you get there.”

Max nodded and remained in the left lane, looking for the traffic light at the end. There was a traffic light after a couple of seconds and made a complete stop when the light turned red. As they were waiting, Ben came up with an idea.

Ben: “Hey, why not find the person responsible for writing the book? Maybe he or she can help us”

That’s when Gwen laughed about this and shook her head.

Adult Gwen: “Yeah right, Ben. Find the person who wrote the book a long time ago. Like that ever’s going to happen.”

The light changed to green and the RV turned to the left to reach the destination Gwen wanted her grandfather to go. While they were driving straight, Gwen told Ben to situation they’re in.

Adult Gwen: “Look Ben, I don’t like this as much as you do right now. But we’re in a major predicament as of right now. I have a body of an adult in college and my powers are out of whack. If I’m ever going to return to my old age and powers, I need to ask for her help to reverse all of this.”

Ben: “But so we have to trust her? I mean after what she put us through, it’s going to be hard asking for her help.”

Adult Gwen: “We have no choice in the matter. This is the only person that has more experience in this magic then anyone. And if we are ever going to fix this we’ll need her.”

She looked at the spell book that was floating in a purplely glow and detected the person she was looking for.

Adult Gwen: “I got a lock on her. She’s not far. Bear right!”

Grandpa Max did that as he beared the right at a small road in the interstate. The Rustbucket then drove down the middle of a dirt road, looking for whomever Gwen is searching for. After three long minutes of driving, Gwen snapped her eyes open after her long trance and got her presence.

Adult Gwen: “Stop right here! I could sense her closer to us.”

Max pushed on the brakes and the RV made a complete stop. Once it was on park, all three Tennysons got out of the car and walked down the steep woods. Gwen was in the lead holding on to her book that was floating over her hands while Ben and their grandfather followed. As they were continue walking, Ben wondered about something and wanted to ask Gwen about it. So he opened his mouth and asked away.

Ben: “Uh, Gwen? Can I ask you a question?”

Adult Gwen: “Yeah, what?”

Ben: “How can you tell that this person we’re looking for is around here? I mean, you think that book will help us look for her?”

Adult Gwen: “Quite possibly. I don’t know much but, this new power I got seems to have an ability in tracking people or places by tracing their unique energy signatures through any object. Don’t worry, I won’t loose control over this technique.”

Ben rolled his eyes around and knew this was part of her new magic.

Ben: “I should be worried.”

Gwen sighed to herself and went back to her task at hand.

Adult Gwen: “Okay, from what I could tell, we are getting closer to her. According to this strange aurora from the book, she has to be...”

They made it to a clearing in the woods and were what appeared to be on top of a cliff. When they reach it, they could get a better view of where this person was. But when they looked at the view, they were completely shocked at what they saw. From a far away view, they saw what appeared to be a prison with searchlights spinning around. Ben’s eyes were even wider when he saw this and turned to Gwen with a glared look on his face.

Ben: “A prison? This person we’re looking for is in a prison?! Are you sure your new magic not malfunctioning again?”

Gwen looked at Ben and gave him her own glare.

Adult Gwen: “No, my powers aren’t loosing control again. I’m certain this it where she is.”

Max rubbed his chin and examined the prison from here.

Grandpa Max: “But it looks to me like she must be in trouble for whatever she was doing. If we are ever going to get her help, it looks like we need to get her out of that prison.”

Ben immediately looked at his grandfather and gave him the bad news.

Ben: “Uh... Reality check grandpa, how are we going to get in? I mean this is a security prison for crying out loud. You got cameras monitoring the area, spotlights outside the courts, lockdowns all over the place, and guards watching twenty four seven. How are we even going to get past all of that?”

Gwen looked back at Ben and had an idea.

Adult Gwen: “That’s pretty simple Ben. You go alien and enter the prison. We’ll handle the rest.”

Ben then turned his head to Gwen, thinking she was kidding about that.

Ben: “Are you serious? You want me to go alien and trespass into the prison.”

Adult Gwen: “That’s correct...”

Ben blinked a couple of times, realizing she was serious about this.

Ben: “Okay... Okay... And exactly which alien am I suppose to use to break into that place? Four Arms? Yeah, breaking in with him would be highly unnoticeable.”

Gwen rubbed her chin a little and thought of another alien that could work.

Adult Gwen: “Hmm... Maybe... But I was thinking something on a smaller scale.”

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Deep within the prison walls, the guards were posted up throughout the area, making sure no one makes a daring escape. Two guards then approached the highly secured area noted for dangerous criminals and searched for the proper cell where their latest addition is being kept. When they were able to find it, one of the guards opened the peephole opening on the door and told the prisoner to go to sleep.

Prison Guard 1: “Lights out kiddo. Sweet dreams.”

He flipped the light switch down to turn off the lights and closed the peephole door. The other guard felt a little unease by this and told the first one his feelings.

Prison Guard 2: “I don’t know about this. You’re sure this is a good idea keeping her here?”

The first guard looked at the other and told him to calm down.

Prison Guard 1: “Relax... The girl won’t be going anywhere without her little tot bag. And even if someone breaks her out, who would you think is stupid enough to save her?”

The two guards left the area, letting their new prisoner have a good nights sleep, literally unaware of what would happen pretty soon.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

In the outside courtyard of the prison, security was pretty tight, with spotlights scanning and guards with watchdogs patrolling the area. Within the walls of the courtyard, something was slowly coming out of a crack in the ground. After a quick squeeze and snug, the thing was able to get out of the crack and quickly hide behind a stack of barrels, peeking to see what it was up against. Of course this thing wasn’t much of an animal, it’s not even from this world either. It was in fact an alien, the smallest alien you would ever seen. It almost looks like an alien you would see in those cult movies with the gray skin, the large inhuman eyes, and the thin fingers and toes. It was wearing a white jumpsuit with a black stripe down the middle and on its back is a circular metal object with an hourglass symbol on it. Of course this was pretty obvious that this thing is one of Ben’s aliens from the Omnitrix named Grey Matter, the smallest yet highly intelligent alien in the universe. The alien checked the area and started to sigh to himself.

Grey Matter: “I can’t believe I’m doing this... It’s one thing putting a criminal to jail, it’s another thing busting a criminal out. Gwen certainly is over her head on this one. And I thought I was the only one that gets into trouble. Oh well... Might as well get it over with.”

He kept on looking around the court and realized it’s not going to be easy. With guards watching over the area and camera’s searching, freeing this person’s going to take some work let alone entering the prison itself.

Grey Matter: “Hmm... How am I going to get into that place without being detected?”

He continued searching the place until he turned back and saw a pipe that goes up to the top wall. He then traces the top wall and saw a column watchtower where guards are under alert and a spotlight checking the courtyard. He then noticed a vent grill the extracts air out of the duct. Upon looking at that, he smiled and came up with a way in.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Outside of the prison and out of sight, both Max and Gwen were waiting for Ben to get in and quite possibly disable the security system. Ben grandfather was getting a little nervous at the fact the Ben was trying to break into jail and getting someone out. Think about that, he looked back at his granddaughter and asked her a question.

Grandpa Max: “You’re sure this was a good idea sending Ben down there all by himself? We are talking about a prison you know.”

Gwen rolled her eyes around and answered the former Plumber member.

Adult Gwen: “Don’t worry about it Grandpa. Ben can handle any situation with that Omnitrix on his arm. Besides, he’s Grey Matter right now. An alien that small won’t get caught.”

Grandpa Max: “Yeah, until the Omnitrix times out.”

Gwen smiled about it and laughed it up a little bit.

Adult Gwen: “I’m pretty sure that it would last long enough to have him reach the prison and deactivate the system.”

A few seconds after she said that, her cell phone started to ring. She look down and took her phone out of her pants pocket just to see who it was from. He looked at the phone’s screen and it said it was from an unknown caller. The phone continued to ring as Max looked at Gwen and had an irritating look on his face.

Grandpa Max: “Will you please shut that phone off? You’re going to get someone’s attention.”

She looked back at Max and apologized.

Adult Gwen: “Sorry Grandpa. It’s just that I don’t know who’s calling at this moment. Let me take care of it.”

She left Grandpa Max and headed to a private area where she could get the call. Once she’s someplace secluded, she took her cell phone out and looked at the screen while it was still ringing. Looking at this strange call and sighed to herself and wondered who its from.

Adult Gwen: “Now who could be calling me at this time?”

So she hit the call icon on her dial and placed the cell to her ear to see who was calling.

Adult Gwen: “Hello? This is Gwen Tennyson. Who’s this?”

That’s when she heard a voice that was completely familiar.

Jason: “Hey Gwen, remember me? It’s Jason.”

She immediately dropped her phone realizing that this person who was calling was none other then Jason, the guy she met at the mall before the attack. Gwen was quite surprised by this, not realizing that he would call. She didn’t even remember how he got her phone number in the first place. As all of those thoughts were swirling in her head, Jason tried to contact her again.

Jason: “Hello? Are you there Gwen? Answer me? I heard a thump on the other end. What happened?”

Quickly, she picked up the phone and started to talk to Jason, making sure her grandfather wasn’t listening.

Adult Gwen: “Jason? Why are you calling me? And how did you get my number?”

Jason: “Isn’t it obvious. You gave me your number on a piece of paper the moment you dashed off. Speaking of which, why did you leave in a hurry. Was there an emergency or something?”

Gwen blinked a couple of times, completely forgetting that she wrote her number on a napkin when she heard the explosion and was in a hurry to help Ben and Grandpa. Taking a deep breath, she responded back on the receiver.

Adult Gwen: “Yeah, something like that. It’s pretty much a long story. But everything’s taking care of.”

Jason: “That’s good to hear. Listen, about the reason why I’m calling you. You see, I like the time we had together today and I was thinking if we could go out on a date tomorrow night. What do you say?”

Now Gwen’s face was completely red like a tomato. She didn’t expected a young man around her age, let alone one taking her out on a date the moment they met. She was sweating incredibly hard as she tried to say something with her quivering mouth.

Adult Gwen: “Um... A- A date? T- To- Tomorrow night?”

Jason: “Yeah. Is there a problem with that? You’re not doing anything tomorrow night, are you?”

Gwen was about to say something until she heard Max’s voice from the distance.

Grandpa Max: “Gwen, what’s taking so long?”

Gwen look back at where her grandfather was and realized she has to do this quick before he gets suspicious. So she went back to the phone and responded as fast as she could.

Adult Gwen: “No, of course not. Tomorrow night seems good.”

Jason: “Excellent, I’ll go and pick you up. Which hotel you’re staying at?”

Adult Gwen: “Actually, my family lives in an RV. We sort of spend our time round trips throughout the country on our summer vacation. It’s called the Rustbucket. Don’t ask, Grandpa has his reasons calling it that. It’s the RV with all the antennas on the back of the roof. You can’t miss it.”

Jason: “Well, there’s only one trailer park in this town, so it would be easy to find it. All right then, I’ll see you tomorrow. Bye.”

Gwen sighed to herself and decided to let it go anyways.

Adult Gwen: “Yeah, bye.”

She hung up the phone and headed back to Grandpa Max before he would decide to find her. When she met up with him, he had a sternful look on his face.

Grandpa Max: “Well, who was it you were calling?”

Gwen didn’t want his grandfather to know what just happened. So she decided to lie about it for a bit.

Adult Gwen: “Oh, it’s no one. Just someone who got the wrong number is all. So, any progress yet from Ben?”

Max looked back at the prison and noticed nothing hasn’t happened yet.

Grandpa Max: “I’m afraid not. Though Ben was able to sneak into the outer courtyard, there no telling on what would happen if he tries to get in. Not to mention that Ben’s watch does have a time limit.”

Adult Gwen: “Don’t sweat it grandpa. If there is someone that could do the impossible, it’s gotta be my brainless cousin.”

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

And speaking of brainless cousin, Ben as Grey Matter came up with a way in sneaking into the prison site without being detected. He was climbing up a pipe attached to the wall in an attempt to reach the top of the concrete fence and head on over to the ventilation duct. Though he had a few problems with the spotlights all around him. But luckily he was able to avoid all of them and hide behind other objects in hope that they pass him. Finally, after a couple of huge climbs he was able to reach the top and took a good look at the view within the court.

Grey Matter: “Well that was easy. Now all I have to do is get in the prison.”

He looks to his right and found the entrance duct in one of the watchtowers. He then ran quickly to the tower itself and used his small gray hands to remove each screw of the duct. One they were all gone, he opened the duct and sighed to himself.

Grey Matter: “Oh man... I just hope that the omnitrix doesn’t time out on me in the vents.”

With a bit of hesitation, he entered the ventilation shaft and traveled throughout the system. He had a hard time going through one shaft after another, trying to find his way around the place. After a few short minutes, Grey Matter started to hear people from below him. He couldn’t tell because all he heard was mumbling, so he spotted a grate vent not far from him. As he approached the grate, he listened in to hear what appear to be two guards walking.

Prison Guard 2: “But, are you sure she’s not going to get out of there?”

Prison Guard 1: “Sector 5? She won’t be getting out any time soon. Unless she has help getting out from the outside, which I find highly unlikable.”

Grey Matter listened in to that conversation and was pondering at what the guards were saying.

Grey Matter: “Hmm... Sector 5 huh? I wonder if she’s there?”

He looked around through the ducts to see where Sector 5 is. Fortunate for him, their were numbers painted through out the ducts, which make it a lot more easier in searching for this person. He then spotted a number that was marked ?5’ and was pointing to the left. He ran to the end of the duct and turned left, hoping to find this prisoner and get her out of there quick.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Meanwhile, in the security room in Sector 5, a lone guard was looking through the security monitors to see if there was any abnormal activity. So far, there was nothing to report. Just another boring night in the security field. Just then, he heard someone coming out of his walkie-talkie.

Prison Guard 3: “Sector 5, come in... Got anything to report?”

The security officer picked up the walkie-talkie and responded back.

Prison Guard 4: “Nothing to report so far. Just another day in the office as the old saying goes.”

Prison Guard 3: “Well, just keep your eyes on the monitors. Though the place looks quiet, there’s no telling what would happen.”

Prison Guard 4: “Copy that.”

He turned off his walkie-talkie and sighed to himself.

Prison Guard 4: “Like anything here ever happens. Phff... This is a waist of time. Nothing goes on around here except the occasional rat invasion.” yahn... “You know what, I think I needed a bit of a rest, since there’s no activity as of yet. Hey, it’s not like something bad is going to happen if I doze off.”

With that said, the slanted back on his chair and slowly closed his eyes, dozing off to sleep. Unfortunately, he picked to sleep at a very bad time. For what was going to happen next would be a huge break out, minus the huge. The moment he went to sleep, the grate in the vent on the floor slowly opened up and out popped Grey Matter, who made it into Sector 5 without any interruption. He looked around the area to see if the coast is clear.

Grey Matter: “This looks like a security station for Sector 5. Now all I have to do is to find-“

But when he looked up to see the security terminal, he got startled by a guard on duty. At first Ben thought he was going to get caught and the plan would completely backfire. But upon closer observation, he realized that this guard was actually asleep on the job. Ben was completely relieved by this and took a deep breath of comfort.

Grey Matter: “Whew... He’s just sleeping. For a second there, I was going to get caught in the act. Well, at least I won’t have a problem with his guy. Now to find where she is?”

The small alien jumped up to the security terminal and pushed a few buttons to find this prisoner. After a couple of checks, he found this prisoner and looked at the number on the corner of the monitor. He scanned the number and rubbed his chin for a bit.

Grey Matter: “Hmm... 5-22 heh? Well at least I know where she is. Now to let Gwen and Grandpa into this place.”

He started to ran back into the vent and closed the grate just so that the guard won’t know he was there when he’s awake. Once in, he started searching for the way to the power generator.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Back outside the prison, a lone prison guard was on outside duty scanning the forest area for any unsuspicious activity. He looked through the trees and foliage, and so far nothing out of the ordinary. He took out his walkie talkie and gave main command the down low.

Prison Guard 5: “This is Unit 10. Nothing to report so far.”

Prison Guard 3: “Understood. Continue with your patrol.”

Prison Guard 5: “Roger command. Signing off.”

The guards continued on with the search, feeling more bored then ever. He was heading to a small road that goes past the prison to see if there was anything out of the ordinary. But then as he made it to the road, he noticed something quite odd. On the road was a parked RV with many antennas in the back. That RV is in fact Max’s Rustbucket. Looking at this, he took his walkie-talkie out and told command what he saw.

Prison Guard 5: “This is Unit 10 again. I got a vehicle parked in the road not far from here. It looks like an old RV around the 1970s, looks pretty banged up.”

Prison Guard 3: “Is there anyone inside the vehicle?”

The guard checked to see if anyone was in the RV. After looking through the windows, the guard responded back.

Prison Guard 5: “Negative. No sign of anyone in the RV.”

Prison Guard 3: “Then start your search immediately. Who knows if there are criminals trying to get someone out of jail.”

Prison Guard 5: “Copy that. Unit 10, out.”

The guard shut his radio off and began his search for any missing people. Just as he got started, he noticed a trail of three footprints heading through the forest, the very direction the prison was. Worried about this, he started to follow the trail and see who was dumb enough to sneak into the place.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

While the guard was following the footprints, both Gwen and Max were waiting patiently, hoping that Ben would get through without any trouble. So far, there was no sign of any progress yet, since he’s Grey Matter and he was in the prison for God knows how long. Gwen silently stomped her foot a couple of times, getting a little impatient in the process.

Adult Gwen: “Argh... What’s taking Ben so long? He was supposed to cut the power in the prison by now. I betting he’s wasting our time right now.”

Max could tell that his granddaughter was a little impatient by all of this. Even in her adult form, she does have the tendencies to get a little aggravated by the long wait. So he started to calm her down for a bit.

Grandpa Max: “Calm down Gwen. Indeed Ben is taking his time, but he has his reason for it. He is entering a prison and he doesn’t want to get caught. Just give him a chance. I’m sure that he’s heading to the power generators right now.”

Adult Gwen: “Yeah but still, he has to hurry up. The last thing I want is to get caught.”

Just the moment she said that, a flashlight peered on the two and there was a voice from right behind them.

Prison Guard 5: “FREEZE! Nobody move! Now put your hands over your heads and slowly turn around.

Both Gwen and Max heard the guard and followed everything he said. Once they put their hands over their heads and turned, Gwen sighed, realizing that she spoke too soon.

Adult Gwen: “Why did I have to open my big mouth?”

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Back in the prison, Grey Matter continued to journey through the vents searching for the power station that keeps the facility online. Unfortunately, he was having some trouble looking through the vent’s signs as to where the power generators are. Going through one vent after another, he stopped in his tracks and took a deep breath.

Grey Matter: “Geeze, what’s wrong with this place? They could put sector numbers throughout the place, but they can’t put the name of the power generators anywhere? Ah man... I just hope the Omnitrix doesn’t time out on me any moment now.”

Ben started to sit down and tried to figure out what to do from here on out. Just as he was going to give up, he heard a strange humming noise. It was a little faint, but he could hear it pretty well. He could also feel a strange vibrating sound on his feet as the vents shook a little bit. Hearing and feeling that, his head lifted up and realized what it was.

Grey Matter: “Wait a second. That sound like some kind of small turbine. And when there are turbines, then there could be generators nearby!”

He kept on hearing the turbine sound just to see where it is. Finally, after a few seconds, he turned his head to the right and knew where it was.

Grey Matter: “Bingo!”

He ran down the right part of the vent and made a quick left turn when he reached the end. After a couple of turns and twists, he reached the end of the vent and opened up the grate that was blocking his way. After removing the screws on each corner, Grey Matter opened the grate up and noticed he entered the generator room. The small gray alien was amazed at what he saw as the turbines he heard were huge under his prospective and he didn’t come prepared when the room is super huge and there were so many turbines. Probable guess is that he didn’t have much a schematic on the prison structure, let alone what the room was like. But shaking that thought, he has to continue with Gwen’s plan.

Grey Matter: “Okay, this must be the generator room. Now all I have to is find the control room to shut off the main power.”

He scurried down the long corridor and started searching for the control room. But be that with a bunch of huge generators, it was difficult finding the place that operates the generators. So he looked at one of the turbines ran up to it, climbing up the metal surface with his small hands and feet. Once he made it to the top of the generator, he got a real good view of the area. After much searching, Grey Matter found the control room that could shut off the main power. The only problem is that it’s on the right side of the room, the opposite direction as to where he was. He looked around and tried to figure out how to get there from here. That’s when he looked up and saw a lone power cable over his head. Looking at the wire, he came up with a way in reaching the control room on time.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Back to Gwen and grandpa, the two were in big trouble. Not only that Ben hadn’t got the generators for the prison off yet, but a prison guard caught them. Now things get completely complicated. The guard slowly approaches the two and wondered how they got around the outside in the first place.

Prison Guard 5: “What are you two doing here? This is a restricted area and no one is permitted around here except security officers. State your purpose right now.”

Max slowly approached the guard and started to explain what they’re doing there.

Grandpa Max: “Sorry if we’re intruding, but we got lost on the way to the intersection. We were trying to reach Lexington-Fayette and I thought it would be a great idea to take a shortcut. Now we don’t know how to get out of the forest.”

The guard looked at the former Plumber and was a little suspicious about him. No would never go through the abandon road where the prison was since it was constructed and they would be foolish to think of taking it as a shortcut. Not only that, but Lexington-Layette is on the other side of Louisville. This all sounds like a lie to him. But by the way it looks, they seem to be two travelers looking a little lost. Though it might be a bit of baloney, he thought he could help him until something suspicious happens. He approached the two and told them to relax.

Prison Guard 5: “All right, you two could calm down. Let me help you.”

Both Gwen and Grandpa Max lowered their hands as the guard started to give directions to the Plumber. At the same time, Gwen took a quick peek at the prison and whispered to herself.

Adult Gwen: “Hurry up Ben. Before the officer gets too suspicious.”

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Ben could’ve heard her before, because he was so close to reach the generator control room and shut down the entire facility. He was on top of one of the power cords in his Grey Matter from and was halfway to the control room. He was slowly walking down it in a trapeze way and was getting a little nervous on what would happen if he slip and fall. He was sweating, not wanting to fall since he was so close reaching to his destination.

Grey Matter: “Okay, almost there... Just a bit further...”

He slowly stepped foot-by-foot, inching closer and closer to the room. But just as he was getting there, his foot got caught with the other and immediately trip, falling off the power cord. The moment he fell, his deformed hand quickly grabbed the cord as fast as he could. Luckily, he was able to get a hold of the cord, but was dangling from the long fall from where he was. He looked down at the ground and swallowed a deep lump.

Grey Matter: “Great, almost fell to my death. I bet Gwen and Grandpa are relaxing right about now.”

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Unfortunately for the two, they were having their own type of trouble. They got caught by one of the prison guards and were trying to get him off their backs. So far, Grandpa Max was giving off the whole lost bit a try and it seems to work, but that wouldn’t last long. As the cop was giving directions to the former plumbers member, Gwen thought of another strategy to avoid this sudden debacle.

Prison Guard 5: “Now to get to Lexington-Fayette, you need to go back to interstate 64. You just have to take the south side and go past Louisville to get there though. Just follow the signs and you’ll be all right.”

Grandpa Max: “Thanks for the help. I thought we won’t be able to get to the town in time.”

Prison Guard 5: “Don’t mention it. I’m always here to help. You know, it’s kind of strange that you two were heading to Lexington, be that it’s on the opposite end of the state. I heard a lot of people get lost before but this one takes the cake. What happened to you two anyways? GPS got broken or something?”

Max thought this through fast and decided to answer him anyways.

Grandpa Max: “Yeah, you could say that.”

Prison Guard 5: “All right then, I think I can let you go now. Perhaps I could escort the two of you out of the woods. It’s a very dangerous place out here at night. You may never know if there are any escapees on the loose.”

Grandpa Max: “Oh no, it’s okay. We can go by ourselves.”

Prison Guard 5: “No, it’s all right. You two are in need of protection being that you’re in the woods in the dark. Can’t be safe out here without the proper protection, you know what I’m saying. Come, let me take you two back to the RV.”

The guard was about to escort the two back to where he found the Rustbucket. At the same time, Gwen was now nervous. Ben hadn’t gotten to the main power grid to shut it down yet and now this officer is getting her and her grandfather out of the area. She had to think of something fast before its too late. That’s when she came up with an idea.

Adult Gwen: “Wait!”

The guard turned to look at the young woman and wondered what she wants.

Prison Guard 5: “What is it this time young lady?”

Adult Gwen: “We can’t leave just yet. My little brother hasn’t returned yet.”

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Back at the power generators, Ben, A.K.A. Grey Matter, managed to get back up to the cable and slowly approached the station that operates the entire place. He slowly yet carefully tight walk his way to his destination, hoping that he doesn’t fall off again. Finally, after minutes of balancing and walking, Grey Matter made it to the entrance.

Grey Matter: “Phew... Made it. Now to find a way into the control room.”

He checked the wall to see if there were any open cracks or vents anywhere, but unfortunately there were none. The alien rubbed his chin and little and pondered how to get in.

Grey Matter: “Hmm... Looks like there’s no other way getting in except the door. But I can’t just get in without behind spotted. How am I going to do that?”

That’s when he noticed the door opening and one of the assistants was coming out of there. He was approaching what appears to be boxes of material, non-hazardous materials, and taking them into the control room. After taking one box into the control room, the gray alien had a small smirk on his face.

Grey Matter: “I think I got an idea...”

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Back out of the prison, both Gwen and Max were still trying to get the officer off of their back. Grandpa Max tried to get him out of the way with the whole getting lost bit, but the guard wanted to escort them back to the RV. So Gwen does her part to get the job done. The guard looked at the young adult very quizzically and was surprised by this.

Prison Guard 5: “What?!”

Adult Gwen: “You heard me. My littler brother hasn’t come back yet.”

Of course this person she was talking about was her cousin Ben. Since her spell mishap, her grandfather told her to pretend to be Ben’s big sister. And since he’s not here because he’s infiltrating the place, Gwen has to come up with a really good excuse.

Prison Guard 5: “And where is your little brother? I don’t see him anywhere around here.”

Adult Gwen: “He’s uh... Taking a leak. That’s right. The bathroom in the RV is busted. The toilet gets clogged up every now and then. He had to go someplace private so that he could do his business. You gotta go when you gotta go right?”

The guard rubbed his chin and was a little suspicious about this.

Prison Guard 5: “If he wanted to go so bad, then why didn’t you or your grandfather over here didn’t come with him? Like I said before, this place is dangerous if there’s an escape con on the loose.”

Adult Gwen: “Yeah, that... Well, I’m pretty sure he can take care of himself.”

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Heading back to Ben, he still has this idea he can get into the Generator’s control room. A few minutes after his plan, the same assistant came out of the entrance and headed to the stack of boxes that were waiting to be stored. Once he picked up one of them, he returned to the room and closed the door behind him. Once he placed the box next to the other boxes, he left the area and went on with his work. What he didn’t know was that what he was carrying was in fact unregistered cargo. The moment he left, the box started to move around as if someone was trying to get out of it. And low and behold the lid of the box blew open and flew in mid air. Within seconds, out popped Grey Matter, completely covered in printing paper. He took a deep breath getting some fresh air and shook his head.

Grey Matter: “Urgh... That was the worse idea I had in my life. Who would’ve thought that burying underneath paper could really suffocate you?”

The gray alien then looked around and noticed that the place was huge. There were multiple terminals within the area monitoring the power and emergency units and small workstations for workers who are on duty. Observing the place, Ben got right back to reality and cranked his neck.

Grey Matter: “All right, back to the task at hand.”

He jumped out of the box and proceeded to the controls where the generators are operating.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Outside the prison, the security guard is getting a little suspicious on this woman. He slowly approached her and was cautious through out the conversation.

Prison Guard 5: “You know, you’re starting to get a little wary as of late.”

Gwen gulped a little bit and was now getting worried about this.

Adult Gwen: “Um... What do you mean by that?”

Prison Guard 5: “Well, there’s the fact you and your grandfather is in restricted territory, you’re getting a little nervous, you didn’t tell me your little brother is with you until now, and saying that he’s taking a leak in the middle of the forest without any protection. From what I could tell, you’re trying to hide something from me. Now you’re not trying to find a way getting into the prison without me knowing it are you?”

Now Gwen’s getting more nervous then ever. She didn’t expect this officer to get suspicious this quick. She then tried to reason with him.

Adult Gwen: “Now what makes you think we’re doing something bad around here? We’re just a bunch of tourist all lost in the woods and all. We’re not doing anything criminal.”

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

While Gwen was being interrogated, Ben was getting closer to the terminal that operated the main power of the prison. So far, he was able to avoid detection from the employers and maintenance staff throughout the place and hid in every corner imaginable. After a couple of avoidances and quick thinking, he saw the terminal right before his eyes. It was a huge and wide terminal with a lot of high tech buttons and video monitors that check the area in and out of the prison. There were also gauges and thermostat systems that help keep the main power in check and not to overheat or worse. Looking at the main terminal, Grey Matter smiled with his alien like teeth.

Grey Matter: “There it is... Now all I have to do is to find a way to shut the place down.”

He waited for the right moment to see if his path is cleared. Once no one was around, he scurried in a fast pace and made it to the other side where the terminal is. He then sneaked around to get to the back of the terminal. Once there, he looked up to see what he could use. He could see the various wires and cords connected from the terminal to the wall and wondered where to start.

Grey Matter: “Hmm... Let’s see... There’s got to be something that might shut the prison’s security down. But where to start?”

He kept looking around to see where to begin the shut down. That’s when he noticed the opening in the back that goes into the terminal itself. Smiling about this, he ran to the opening and slipped in. Once in, he saw all the circuitry and mechanics within the terminal and was completely perplexed, even for a shot yet smart alien.

Grey Matter: “Whoa... That’s a lot of high tech stuff.”

Observing all of this, he cracked his knuckles and straightened his neck out a bit.

Grey Matter: “Well, better get to work.”

He climbed and jumped all over the inner terminal, seeing what he could do to shut down the security and main lighting. Once he found something that was important, he started rewiring the circuitry and bypassing the motherboards. So far, he’s almost finished, and just in time too...

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Because back out of the prison, Gwen was being interrogated in the worse of ways.

Prison Guard 5: “It’s pretty much obvious that the RV that’s left unintended is a dead giveaway. And the fact that you two were watching the view of the prison itself is hard to miss. Plus, the fact your brother taking his little privacy without the two of you supervising sounds almost like you’re letting someone sneak in the prison in the first place. No doubt this is evidence that you two are up to something. Are you sure you’re not distracting me from something.”

Gwen continued to get sweated out when she listened in to what the guard was saying. She didn’t expect the guard to know so much and was getting to the conclusion that they’re planning something pretty big. She was running out of ideas fast as she tried to make one more ditched effort.

Adult Gwen: “But it’s true! We’re just lost and we’re waiting for my brother to finish with his business. You think I’m making all this stuff up as I go? Do you expect us to be criminals? I mean what other proof do you need?”

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Back to Grey Matter...

Grey Matter: “All right, this is good enough.”

The gray alien looked around and was pleased with his work. Most of the wires were connected differently, and circuits were arranged, and the motherboards were switched around. In front of him was a red button he made with random things he detached during the whole fixer upper. One push of that button and both the security and main power of the prison will shutdown instantly. Ben rubbed his hands together and was getting ready for the moment he was waiting for.

Grey Matter: “Okay, time to shut this bad boy down!”

After all that trouble, Grey Matter used both of his hands and pushed the button down real hard. At the same time, the terminal was beginning to act up, as the people in charge of the terminal were a bit perplexed at what they were seeing. All the security monitors went static completely and the generators were malfunctioning. Suddenly, the lights all over the prison began to flicker and turned off in an instant. Even the searchlights shut down as the entire prison was in complete and utter darkness.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

At the same time, Gwen, Grandpa Max, and the prison guard saw all of this go down and were completely stunned. The officer then turned to see Gwen and was completely furious.

Prison Guard 5: “I knew it! I knew there is something fishy between you two! You’re helping an escape convict get out of prison.”

He quickly went to the radio and called for back up.

Prison Guard 5: “Command, I got two suspects here that appear to be helping-“

Before he got the chance finishing at what he was saying, Grandpa Max grabbed him by the shoulders, turned him around, and gave the guard a knockout punch to the face. The officer quickly fell on the floor and was lying there unconscious.

Grandpa Max: “That otto shut him up.”

Gwen looked at her grandfather and nodded for a thank you. She then looked up to see the darkened prison yard and sighed to herself.

Adult Gwen: “Smooth move dufus... Picked a good time shut down the prison then now.”

Grandpa Max: “Well at least he was successful. Now we just need to get this person and leave this place quickly.”

The moment he said that, the two heard a call coming from the unconscious guard’s walkie-talkie.

Prison Guard 3: “Attention all units, we got a black out throughout the prison. All units must check all cells and make sure no prisoners haven’t gotten out yet. Be advised, most prisoners are extremely dangerous. We also got reports on intruders outside the prison walls. I need guards to search through the woods ASAP. We can’t let any prisoners escape!”

Gwen and Max listened to the communication and realized they were in trouble.

Adult Gwen: “Sounds like they’re on to us. We have to move quickly!”

Gwen looked down at the unconscious guard and came up with a really good idea. She started to bend down on one knee and began stripping off the guard down his underwear. Her grandfather noticed this and was a little confused at what she was doing, so he looked up and asked her a question.

Grandpa Max: “Exactly what are you doing young lady?”

Adult Gwen: “Well someone has to go in there and get her. And since it will only be a matter of time before Ben’s watch starts to time out, I’m going in undercover and get Ben and our new helper.”

Grandpa Max: “And what would happen if you get caught?”

Adult Gwen: “I’ll try to be as low key as I could. Just get in the Rustbucket and be ready for us when we get out of the prison.”

Max didn’t like this part of the plan one bit. Not only does Gwen had to go undercover quick, but he also had to get Ben and their person of interest out of the prison. Not only that, but he has to pick them up as close to the prison as he could. This wasn’t going to be easy. But he doesn’t have the choice in the matter, right?

Grandpa Max: “All right, I’ll get the Rustbucket as close to the prison as I could. You and the others better be there when I arrive. And Gwen, please be careful...”

Gwen looked at her grandfather and gave a smile of comfort.

Adult Gwen: “Don’t worry about me gramps. I’m always careful.”

With that said, she picked up the guard’s clothes and headed straight to the prison to find some privacy. Max then headed back to the RV to find a way reaching the prison without getting caught.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Meanwhile, the crew in the generator control room were freaking out at what just happened. The main terminal for the generators is in the fritz and they had no clue on what to do to fix it.

Maintenance Member 1: “Hurry! Get that terminal fixed and operational. We can’t let any prisoner notice that everything is offline and they would try to escape!”

The rest of the crew nodded and went to work on fixing the terminal. What they didn’t know was that someone, or something, left the terminal already and entered a ventilation duct that was right behind the terminal itself. In the vents, Ben A.K.A. Grey Matter crawled through the place to back track to where the prisoner he’s looking for is.

Grey Matter: “Well that took longer then expected. Now I need to get the convict out of the place. Won’t be too easy but as long as I stay in this form, I might be able to-“

Before he could finish his sentence, the Omnitrix symbol on his back begins to blink red and he heard that beeping noise. That sound meant that the watch was going to time out on him, and in the worse of places.

Grey Matter: “Oh man! Not here!! Not Now!!!”

The alien had to think of something fast before he gets stuck in the ventilation duct, possibly forever. He looked around the area to find a way out and saw a grating on the floor part in front of him. He quickly ran to that spot and kicked the grating opening to jump down on the floor. Once he landed on the floor, the Omnitrix timed out and there was a red flash of light within the hallway. When the light faded, Ben was back to his human self and looks a little upset at what just happened. He looked at the watch and acted like it was a person.

Ben: “Of all the times you had to time out, you had to pick now did ya? Now how am I going to get to-“

Before he could do something about the Omnitrix timed out, two prison guards appeared out of nowhere and saw the young boy.

Prison Guard 6: “FREEZE!

The guard’s pointed their weapons at Ben, thinking it was an intruder and thought the red light was some kind of weapon. But when they turned to see what it was, they saw a little boy confused and surprised that there were guards in the area. The moment the guards saw the boy, another female guard appeared behind them and had her face hidden behind her downed cap. The guard’s were shocked to see Ben and wasn’t sure what to do.

Prison Guard 7: “False alarm, it’s just a kid.”

Prison Guard 6: “Hey boy, what are you doing in the prison? This place is under official lock down now since the blackout occurred.”

Ben started to get nervous when the guards caught him the moment his watch timed out. He had to figure out a way in getting out of this mess and fast before they could suspect something. Finally, he blurted out something that might get him out of trouble.

Ben: “Um... I kinda got lost while my mother was visiting someone today. Yeah, that’s right. My mother is visiting a friend of hers in this place who was a robber a while back. She told me to wait for her but I got a little impatient and decided to look around. Now I’m lost and I don’t know where my mother is. Can you help me find my mom?”

He started to give out an innocent smile just to fool the guards into thinking he’s not an enemy. But the officers were a little skeptical on the boy, thinking he could be a serious troublemaker.

Prison Guard 6: “Is it a little late for visiting hours kid? It was closed like hours ago.”

Now Ben was getting completely nervous. He didn’t expect that they would point out that visiting hours would be closed hours after and didn’t know what to say next. That’s when he decided to say something else that would make sense for them.

Ben: “Well, my mom had permission to enter the prison after visiting hours. Her friend’s a very close one and there was no way they could be separate for so long.”

While he was making an excuse, one the guards got closer to the other, whispering something into his ear.

Prison Guard 7: “Hey, remember the announcement today about people trying to get into the prison to get a someone out of here?”

Prison Guard 6: “Yeah. Why?”

Prison Guard 7: “You think this little kid is one of those people trying to break someone out?”

Prison Guard 6: “What? Now way! This kid is no more then ten. There’s no way a child like that could ever break someone out of this place.”

Prison Guard 7: “Yes, but I heard that kids tend to be used as assistance when it comes to crimes. Hell, I heard one time that a mother used his daughter to help carry liquor in a heavy coat and almost got away with it.”

Prison Guard 6: “Well still, I don’t think its possible. But we have to make sure what he’s saying is true. Till then, he have to keep him on holding.”

One of the guards’s looked back and saw the mysterious female guard listening in on the conversation.

Prison Guard 6: “You there, could you take this kid to holding until we can do something about this.”

The female guard nodded and proceeded in taking the boy in. Ben tried to protest, but to no avail what so ever.

Ben: “Wait! I’m telling the truth! My mom will be worried about me if she comes back!”

Prison Guard 6: “Uh huh? Then we’ll be sure to let your mother know you’re in holding. If your mother is here to begin with.”

The two guards decided to leave to talk to the warden about this while the mysterious guard kindly escorted Ben to holding.

Ben: “Hey! Let me go! You can’t do this to me! Please!”

The guard continued to walk down the long darkened hall, reaching to door that says ?Holding’. But strangely enough, the guard walked past it without even knowing it. Ben noticed that and was a little confused as to what’s going on right now.

Ben: “Um... Where are you taking me?”

But the moment he asked that question, the female guard remained silent.

Ben: “Hey, I’m asking a question here. Where are we going?”

As if to answer his question, the two then entered a storage closet not far from Holding. Once the two entered the closet, Ben had it with the officer.

Ben: “All right, that’s it. Exactly what are you trying to do here?”

That’s when the mysterious officer answered his question.

Adult Gwen: “Isn’t it obvious dufus? I’m trying to save your life!”

Ben blinked a couple of times and realized the mature voice was that of his cousin...

Ben: “Gwen?!?”

Gwen took off her police cap and showed her young adult face and gave a pouty blink.

Adult Gwen: “No Due Brainiac. Who were you expecting? Your mom?”

Ben realized that Gwen overheard all of his excuses and chuckled nervously. He then snapped out of it and wondered she was doing.

Ben: “What are you doing here anyways? And why are you wearing a police uniform?”

Gwen got serious for a moment and explained everything

Adult Gwen: “Well for one, someone old enough has to get in and get our prisoner incase your watch times out. And for two, I got this uniform from a guard.”

Ben’s eyes were wide in shock and couldn’t believe what he just heard.

Ben: “You WHAT!?!?

His cousin tried to shut him up as she placed her finger on his lips, shushing him.

Adult Gwen: “Be quiet... Do you want let the others from the other side hear us. Besides, the guard was unconscious while I undressed him.”

Now Benjamin felt more confused then ever.

Ben: “Okay, okay... Could you rewind that from the beginning? I’m getting puzzled here.”

Gwendolyn took my deep breath and started her story.

Adult Gwen: “Well, while you were busy playing around, an officer found us and the Rustbucket, thinking that we were helping someone escape.”

Ben: “Uh... Hate to say this, but we are helping someone escape. Oh and for your information, I was trying to find a way to the generator room and shut down the entire place for you.”

Adult Gwen: “Yeah? Well you took a little too long shutting the prison down. And if it hadn’t been for you turning off the generators, the guard wouldn’t detect anything suspicious in the first place. Thank goodness that Grandpa was able to knock him out before he could arrest us.”

Ben: “And why are you wearing that outfit again?”

Gwen looked down at her uniform and answered his question.

Adult Gwen: “Well, someone has to go in undercover and find our prisoner. Do you want me to go in with my regular clothes?”

Ben: “Hmm... Guess not...”

His cousin decided to give him the details.

Adult Gwen: “Listen, we got a situation here. The guards here are beginning to search the prison for us, inside and out. We need to get our person out of the jail and into the Rustbukcet quick if we’re ever going to get out of here. We need to find her quick before they could suspect anything.”

This gave Ben and opportunity in what she was saying.

Ben: “Well, now that you said it I think I know where she is.”

Gwen tilted her head to the side and was quite interested on what her cousin said.

Adult Gwen: “What? Really? Where?”

Ben could tell that she wants to know where so he answered her question.

Ben: “Well, while I was Grey Matter I heard a couple of guards passed me when I was in the vents. They said that they were checking on a prisoner in Sector 5. I think they were talking about a convict in room 5-22, at least that’s what I heard.”

Gwen thought about this and knew this could be a lead as to where the prisoner was. She look down to Ben and asked him for a favor.

Adult Gwen: “Listen Ben, I need you to stay put in this closet. I can’t let you get out without the guards noticing you again.”

Ben: “And what about you? Surely someone will suspect you are not a cop and catch you in the act.”

Adult Gwen: “I’ll make this a quick as possible. As soon as I get our person, I’ll come back to get you.”

Ben nodded and knows that it was now his cousin’s turn to stick with the plan since his Omnitrix has no more energy.

Ben: “Be careful Gwen.”

Gwendolyn nodded as she opened the door and left the closet, proceeding to Sector 5. Meanwhile, Ben was looking down at his watch and decided to tinker with it, to see if he could get it back online and help Gwen if she gets into trouble. Just cause Gwen said that he has to stay doesn’t mean that he would still help no matter what.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

While he was busy with his Omnitrix, Gwen was walking through the hallways to reach Sector 5. Though it was a little hard in getting there, with all the guards and the maze like corridors, she was able to get through it without getting caught. After a few turns and waiting for guards to leave their position, she was finally able to reach Sector 5. The moment she entered the gate she was greeted by another guard in his middle age waiting for someone to come. He looked up at the woman and thought it was one of their own.

Prison Guard 8: “Excuse me... Can I help you?”

Gwen looked at the guard thought of a way avoiding this situation.

Adult Gwen: “Yes, I’m here to check up on the prisoners in this sector.”

The guard looked at her curiously and was confused at what she said.

Prison Guard 8: “Really? I though the guards checked on the prisoners in this sector already.”

Gwen totally forgot about the guards that checked on the prisoners a while ago and doesn’t know what to do next. Suddenly, she came up with a really good excuse.

Adult Gwen: “Indeed they have. But now that this blackout had occurred, they ask me to check this sector out again to see if any prisoners took the opportunity of escaping.”

The guard once again had a questionable look on his face, not knowing if that is true or not.

Prison Guard 8: “Strange... No one didn’t say anything about another inspection happening now. I better call security and see if another inspection is taking place.”

He was going to pick up the phone and call the security desk to see if there was another inspection right now. But before he could do that, Gwen moved right onto plan B and did a high spinning roundhouse kick at the officer’s head, making him fall to the floor and left him there unconscious. The moment he had his lights out, she approached his resting body and searched for the prison keys in his pockets.

Adult Gwen: “Sorry about that buddy. But I can’t get caught, not yet at least.”

She continued searching until she found a ring of keys in the back pocket of the guard’s pants. Once she got them, she got up and walked down the long hallway looking for the cell number that her cousin said.

Adult Gwen: “Let’s see... 5-22... 5-22... It’s got to be around here somewhere.”

She continued on searching, looking for the cell that her main target is in. After much walking and searching and found a cell door with the numbers, ?5-22’ on the top. Gwendolyn looked at the door and smiled to herself.

Adult Gwen: “Bingo...”

She then took out the keys and searched for the right key that has a proper number of it. Once she found the right key, she inserted it into the keyhole and turned it, unlocking the door and opening it. She then entered the cell and looked around to find this person. To her surprise, she has found this person at the end of the room sitting on the cot and not looking at anything but the ground. Feeling a bit cautious, Gwen slowly approached the person and asked a question.

Adult Gwen: “Um... Excuse me. Are you prisoner number 5-22?”

The prisoner remained silent and didn’t say a single word. So after waiting for a response, Gwen decided to take a different approach.

Adult Gwen: “All right then, let’s try this again. Are you Charmcaster?”

The prisoner known as Charmcaster lifted her head up and heard her name.

Charmcaster: “Who wants to know?”

Adult Gwen: “A friend. Now come on, we have to get out of here.”

The woman slowly got up and approached the moonlit night seeping through the bar windows. From there she could see the prisoner herself. She was in teens, say around 18 or so, with a young womanly build and long flowing silver hair that was all done up in a pony tail. She was wearing a leather light purple trench coat with dark purple designs on the sleeves and bottom hem of the coat, covered a dark purple jumpsuit that has boots attached to it. What makes this woman so unique was that her eyes were light purple eyes that shine through the light. It was without a doubt that Gwen has finally found the person she was looking for.

Charmcaster: “You don’t look like anyone I know. To me you look just like one of those nosy prison guards always checking up on me.”

Adult Gwen: “Trust me, I’m here to help you. Now come on, let’s get out of here before security finds out.”

Charmcaster didn’t feel like trusting this guard, but decided to do it anyways. And besides that, there was something about this female guard that looked familiar. But before she could leave, she has to say something.

Charmcaster: “Wait! We can’t leave yet. I still need to get my magic bag from the evidence room. Without it I’m nearly defenseless!”

Gwen looked back at the prisoner and couldn’t believe it. They were supposed to escape from this prison and now Charmcaster wants to get her bag of tricks now? But Gwen thought it was best that she get that bag anyways incase she lost control of her new powers again. So she looked at Charm and nodded for an agreement.

Adult Gwen: “Fine... But let’s hurry! If someone manages to reactivate all the security in this place, we are all in big trouble.”

Quickly, the two left the holding block and headed for the evidence room by following the signs.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Meanwhile, Ben was trying to get the Omnitrix back online and was having a hard time reactivating it. No matter how many sequences of buttons he pushed, the light wouldn’t change to green.

Ben: “Come on, come on! Work already you stupid watch. Why do you have to make things more difficult?”

He then lifted his head up in failure and sighed to himself.

Ben: “Man, I sure hope Gwen is having this much fun then me.”

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Back to Gwen, she and the escape convict, Charmcaster was following signs that would take them to the evidence room. They turned from corner to corner, avoiding detection of security guards and being careful not to get lost. Finally, after much searching, they approached the two steel doors with a sign that says, “Evidence Room.” Luckily, there were no guards watching the area and the security cameras were still offline. The two immediately rushed to the doors and kicked them open with each of their feet to enter the room. They then started to look around to find that magical bag that Charmcaster needs. Now the place has shelves that were completely loaded with clothes and objects from criminals and psychos. Even Gwen noticed a few things from enemies she encountered. There was a Transmodulator helmet that Dr. Animo used, a hypnotizing watch from Sublimino, and the metal combat suit from Rojo back at Fort Knox. It was obvious to Gwen that they were here too but didn’t see them anywhere. Probably they’re in different sections of the prison. She shook that thought out of her head and looked around once more.

Adult Gwen: “I don’t know about this. It might take forever to find your bag around here.”

Charmcaster: “We won’t need to...”

The escape convict put two fingers into her mouth and started to whistle. After much waiting, something was coming down their way. Gwen looked to the right and saw a bag with a disfigure face that had buttons for eyes and a zipper for a mouth. It was obvious that it was the magic bag Charmcaster was looking for. The bag jumped up to Charmcaster once it reaches them and went into the arms of the young sorceries. Charmcaster hugged the bag and was pleased to be reunited with her only possession. Once she placed the strap of the bag around her, she looked at Gwen, not knowing that she was really Gwen and asked her a question.

Charmcaster: “Can I ask you something?”

Gwen looked at the convict and wondered what she wants this time.

Adult Gwen: “Yeah, what is it?”

Charmcaster: “I just want to know who you are. I mean its not like anyone would be stupid enough to break into the prison and get me out of this place.”

Now Gwen is getting nervous. She can’t let Charm know about her name or she’ll completely flip. Taking a deep breath, Gwen decided to keep it a secret until the time is necessary.

Adult Gwen: “We’ll talk about that later... Right now, we have to leave before-“

Just as she was about to finish, the lights all around them started to flicker on and off. The two looked up and noticed that, realizing that the power is coming back on.

Charmcaster: “It’s too late...”

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Back in the generator room, the maintenance personnel finally got the control room terminal all fixed up.

Maintenance Member 1: “Let there be light. Nice work boys! We got the power the security back on.”

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

At the same time in the evidence room, the lights went back on and the girls were surprised by this unexpected turn of events.

Charmcaster: “This is not good...”

Adult Gwen: “You can say that again. We should get out of here now before any security cameras detect us.”

Charmcaster looked around and noticed something not far from them. She pointed at what she found and asked her about what she said.

Charmcaster: “You mean that security camera over there?”

Gwen turned around and looked at what the escapee was looking at. To her surprise, there was a camera looking directly at them. The young woman groaned to herself and slapped her face with her hand.

Adult Gwen: “Yeah, like that camera...”

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

In the main security office, all the screens that are connected to the cameras went online and the guards sighed in total relief. The person in charge of the security room looked at the screen to see if there isn’t any damage on them. After looking at each screen, he noticed something in the evidence room that wasn’t right. There were two women in the room that weren’t supposed to be there in the first place. One was a woman that was wearing a security guard uniform and another was a prisoner that was out of her cell. Looking at the two, the officer realized something that wasn’t right.

Prison Guard 3: “Hey! Are we allowing prisoners out for some fresh air?”

Prison Guard 9: “No, why did you ask?”

Prison Guard 3: “Because I see one of our guards escorting a prisoner through the evidence room.”

The guard sitting at the terminal looked at one of the screens that was showing the evidence room and saw the guard with the prisoner. He could tell that the prisoner was prisoner number 5-22, but he didn’t remember that guard that was with her. In fact, he head never seen her before. Judging by the description, it was a young woman around her 20s with long flowing orange hair and brightly green eyes. Looking at this woman, the guard realized it wasn’t one of their own and begins to panic.

Prison Guard 9: “Shit! Sound the alarm!”

Another guard heard that and pushed the big red button that says, ?alarm’.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

At the same time sirens begin to blare and red lights flicker on and off. Both women looked up and knew they were in deep trouble. That’s where an emergency announcement was heard through the speakers.

“Attention all units: we have a prison break in progress. The escapee is prisoner number 5-22 and has an accomplice with her. Don’t be fooled by the disguise, this person is helping the prisoner escape jail. This person is a woman in her 20s with long orange hair and green eyes. Be advice, the prisoner and the accomplice are armed and dangerous. Suspects have been spotted in the evidence room. Be on guard and be careful. That will be all.”

Charmcaster heard this and groaned to herself, realizing she’s going to get caught again. She looked at her rescuer with a cold glare and threatened her in a harsh tone.

Charmcaster: “Nice going Ms. ?I’m getting you out of here.’ Now what do we do?”

Gwen looked at her and answered her question.

Adult Gwen: “We are still getting out of here. I got an escape vehicle waiting for us. All we have to do is leave this prison and head into the RV. I just hope grandpa would be there.”

Charm cocked an eyebrow and was a little confused at what she said.

Charmcaster: “Grandpa?”

Adult Gwen: “Just trust me okay? We need to leave this place now before we get caught.”

To that end, the escapee placed her magic bag’s strap over her shoulder and had a confident look on her face.

Charmcaster: “Then what are we waiting for? Let’s blow this Popsicle stand!”

So the girls left the evidence room and were on their way out. Unfortunately for Gwen, she completely forgot one more person she had to get before they could leave.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Back in the closet, Ben heard the alarms too and could tell that this is a problem.

Ben: “Uh oh... Sounds like the power is back on. I hope Gwen got the prisoner out. I better get out of here too, if the Omnitrix could cooperate! C’mon work!”

He banged on the watch a couple of times just to see if it could respond. After a couple of attempts, the alien device flickered and went back to the color green, meaning that it’s ready for use. Seeing that Ben smiled to himself and was ready to go.

Ben: “Yes! Now we’re back in business!”

He moved his watch around a bit to find which aliens to use and found the perfect one to escape fast. Finding the right alien, he lifted his hand up and said his favorite phrase.

Ben: “It’s hero time!”

He slapped down on the watch and his transformation started. Outside the closet, a green highlight was seeping through the openings of the door. The moment the light had faded, something burst through the door and left the area with incredibly fast speed.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

As he was trying to get out of the place, both Gwen and Charmcaster were running down hallway-to-hallway, finding the exit. They turn from corner to corner and avoided detection from every camera and every guard. After five short minutes, Charmcaster begins to wonder if they’re going the right way. She looked at the person that’s saving her and asked her where they were going.

Charmcaster: “Are you sure you know where the exit is?”

Adult Gwen: “Of course I know where the exit is. I’ve been here when I got in. Just need to retrace my steps and exit the prison. We just need to get there before someone catches us.”

They continued to run down to the exit until they heard some kind of shouting from behind.

Prison Guard 10: “Hold it right there!”

The two stopped and turned around to see what is behind them. To their surprise, they saw two officers pointing their pistols at the two.

Prison Guard 10: “You two stay where you are! Put your hands up and don’t do anything stupid! You hear me?”

Both Gwen and Caster were about to run, but when they turn around, they saw two more guards blocking their way through and pointing their pistols at them.

Prison Guard 11: “Don’t even think about it...”

Both girls didn’t know what do as the guards pointed their weapons at them. Just as they thought it was over, a strange blue and black streak came out of nowhere and knocks the two guards from behind them. Both the sorceress and the young woman turned back around and saw the two officers semi unconscious. Even the guards in front of them couldn’t believe what they just saw as one looked at the other.

Prison Guard 12: “Did you just see that?”

The other guard looked at him and told him to get his head in the game.

Prison Guard 11: “Forget about what happened! Let’s take these two down before they could escape!”

The two pointed their weapons at them again as one of the officers gave the order.

Prison Guard 11: “Fire!!”

Both of them pulled the triggers and open fire on the escapees. Gwen saw this and decided on something she didn’t want to do in the first place. Her hands started to glow purple and waved her hands to the left, forming glass barrier to deflect the bullets. The guards continued to fire, hoping to break the shield that was protecting the girls. Charmcaster saw this and was impressed by the sudden defensive maneuver this woman did but knew she had to take the guards down before they could break the shield, if they can. She opened her back and took out a dozen small black and purple balls that could do some extensive damage. She waited for them to stop firing so they could reload their weapons. To her luck, the guards stopped firing and tried to add another clip to their pistols. Quickly, she rolled the little spheres on the ground and they headed straight to the guards. The moment they reached their targets, the balls exploded, creating huge pink smoke and sparks and taking down the guards on impact. Once the smoke cleared, they saw the two guards knocked out completely with burn marks all over them. Gwen removed her shield and took a deep breath, thankful that her new powers didn’t go out of control yet. Charmcaster then looked at her and was still amazed by this type of power she saw.

Charmcaster: “That was some nice moves you got there girl. What are you, some kind of sorceress in training like me?”

Gwen looked at her and was a little silent for the moment. After taking a deep breath, she answered the prisoner’s question.

Adult Gwen: “Um... Yeah... Technically... Look, let’s not talk about it. We should get out of here before these guards wake up.”

Charm nodded and the two proceeded to the exit. As they were running Gwen remembered what happened to the first two guards and how they were taken down quick. Then she remembered about her cousin, Ben. She remembered that she told him to stay in the closet until she gets back. She guessed that the Omnitrix went back online and he is using one of the aliens to get out of this place. She just hope that he’ll be all right all by himself. The two girls continued to run, turning from corner to corner and evading cameras as they go. Finally, after all that trouble, they saw the two doors with the sign that says ?exit’ above it.

Adult Gwen: “There it is! The exit! We’re almost home free!”

The two kicked the door down with their forceful kicks and were almost home free. But the moment they entered the prison yard, spotlights flashed on them and guards were surrounding them holding machine guns and shotguns. The two girls looked around and could tell this was a serious problem. The escapee looked at Gwen with the same glare again.

Charmcaster: “Was it like this when you came in?”

Adult Gwen: “No... It wasn’t like that before the security was reactivated.”

Not long before the girls noticed this, the warden of the prison went through the guards and observed the two escapees that were bound to leave.

Warden: “Well, well, well... What do we have here? A small jail breakout eh? Never had one like this in a long time.”

The warden approached Charmcaster and got a real good look at her.

Warden: “Prisoner 5-22? Never thought you would have the guts to escape. And to think, you’ve been making good progress in your stay.”

Charcaster gave the warden a deep glare and joked a little bit on what he said.

Charmcaster: “Really? Well, I’m so sorry to disappoint you, but I got better things to do then remain in this place for the rest of my life.”

Warden: “I’m afraid that your free trip out of here is officially canceled.”

The warden then turned his head and saw Gwendolyn still dressed in her prison guard uniform. Observing this person, he could tell that this is one of his own men.

Warden: “Well this is interesting... Never seen you before. Who are you? Where did you come from? How did you get into this facility?”

Gwen heard all of the warden’s questions, but remained quiet throughout the whole thing. She didn’t want Charm to know about the truth yet, let alone exposing it in front of both the warden and the guards. The warden was getting a little impatient and continued on with the questioning.

Warden: “That’s a nice outfit you got there. Where did you get it? Did you take it from one of my men? Answer me damn it!”

But Gwen remained silent, not wanting to spit anything out. The Warden cocked an eyebrow and now knew what she was trying to do.

Warden: “Oh, now I see what you’re doing. The silent treatment eh? Well, we’ll see about that.”

He looked at his men and gave them specific directions.

Warden: “Take Prisoner number 5-22 back to her cell and this time make sure she’s heavily guarded twenty four seven.”

Prison Guard 13: “And what about the intruder?”

The Warden looks back at the mysterious woman and then back to the guards to continue on with his plan.

Warden: “Take her in to questionings. Let’s see if I could cough something up from her.”

Few of the guards approach them and were going to apprehend them. But just as they did that, a sudden gust of wind came out of nowhere blowing hard for no reason. All the guards looked around and wondered what’s with the sudden change of weather. Even the Warden looks up and was confused by this too.

Warden: “What the hell is going on here?! Is there some kind of storm coming?”

Prison Guard 13: “Don’t know sir! The weather station didn’t say anything about a storm for tonight! Maybe it’s a-“

Suddenly, one of the guards looked up at the sky and noticed something quite inhuman. He pointed up to what he saw and warned the warden.

Prison Guard 14: “Sir, up there!!”

The warden looked up to what the guard was seeing and couldn’t believe it. What he saw was a huge black and blue tornado that was heading towards the group.

Warden: “What in God’s name is that? Some kind of tornado!?!”

Before he could come to that conclusion, the high winds from the tornado caused the guards to fly all over the place, hitting on walls and skidding on floors. Even the Warden was taken for a spin and had his back hit on the concrete wall. All of the guards were out for the moment as the girls were confused as to what just happened. That was when the tornado approached them and instantly stops in front of them. After the tornado disappeared, a strange creature was right in front of them. But this wasn’t any creature; it was another alien Ben uses with the Omnitrix. Its body resembles that of a velociraptor but has some kind of black body suit with a white stripe down the middle, a helmet with a blue visor that opens and shuts, and wheels attached to its feet. Its skin was blue, has long sharp claws, and a large blue and black tail that was waving around. But the one thing that both girls noticed was the hourglass symbol on its chest. That’s when they realized the alien was none other then Ben’s fastest of heroes...

Adult Gwen and Charmcaster: “XLR8!?!

The alien, who is XLR8, opened up his visor to reveal his face that had greenish eyes and smirking grin.

XLR8: “That’s my name. Don’t wear it out.”

Charm looked back to Gwen and to the alien and started to realize something. The person that saved her life had long flowing orange hair and bright green eyes. That’s when she remembered a girl with short orange hair and green eyes before.

Charmcaster: “Wait a second... If that alien there is that no good brat Ben, then that makes you-“

Before she could finish this, all three heard the groans and moans of the guards slowly stirring. They all looked around and saw the guards and warden slowly getting up, shaking off the effects of the concussions. Ben looked back at the girls and gave them serious news.

XLR8: “Um... Hate to interrupt, but we have to get out of this place now before they wake up. I hope you girls have an idea, cause I’m not doing a speedy tornado again.”

Charmcaster thought of one and opened up her magical bag again to reveal a small little trinket. Observing it, she started to have a sly smile on her face and small chuckle.

Charmcaster: “Oh I got something that could keep these blue suits busy.”

She immediately threw the trinket in the air as it landed on the middle of the courtyard. As the guards were getting to their feet, the little trinket magically grew bigger and bigger until it was the size of a fifteen-story building. When they come to, they all saw a giant golem with purple designs around its body, arms, legs, and face. It started to move on its own and roared out loud, shaking the prison’s foundation like an earthquake. All the guards stood there in complete shock and didn’t know how to fight something as big as that. But, the warden, who too saw the huge beast looked at the others and gave them the direct order.

The Warden: “What are you waiting for? Kill that thing before it destroys the entire prison!!”

Quickly, the guards pointed their weapons at the monster and opened fire. They were able to get some direct shot at it, but the huge mammoth wouldn’t go down. It retaliated by swinging its arms around knocking them down like toy soldiers. While that action was taking place, XLR8, Gwen, and Charmcaster watched, giving this the opportunity they need to get out of there.

XLR8: “Sounds like that’s our queue! Let’s get out of here before they realize we’re gone.”

He sped up to the two girls and carried them with both arms.

XLR8: “Hang on!”

The alien closed its visor and immediately sped fast, avoiding the guards and the brutal attacks the huge monster to dishing out. Within moments, they were able to leave the prison yard and sped through the forest to reach the RV.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

Meanwhile, Grandpa Max and driving around the prison, being careful not to get noticed and searching for his grandchildren. He drove through the road and waited for them to return with their prisoner. Unfortunately, there was no word yet. He begins to worry what happened to his grandkids. Have they got caught? Taken in? Got killed? As all those questions kept on swirling in his head, his train of thought was immediately interrupted by a loud roar. He looked around and was a little freaked out at what just happened.

Grandpa Max: “What was that?”

That’s when he noticed a black and blue blur that was speeding through the forest. Realizing what it was, he put his Rustbucket in neutral and speed up to it.

/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\/\

At the same time, XLR8 was running through the forest, searching for the RV. But he couldn’t find it anywhere. He looked at Gwen and quickly asked her about the missing RV.

XLR8: “Gwen, where’s the Rustbucket?”

His cousin looked at him and answered his question.

Adult Gwen: “I told Grandpa to get close to the prison and wait for us. I’m sure he’s looking for us even as we speak.”

Suddenly, there was a honk on the horn and the two turned their heads to see the Rustbucket waiting for them. Relieved that he found the three, Ben smiled behind his visor and prepared to leave.

XLR8: “There it is! Going to make a quick turn so hold on tight!”

On strict instinct, XLR8 turned to the right and made a mad dash to the entrance. Once they got through the door, the Rustbucket drove away and reentered the highway, leaving the prison area unharmed. Instantly, everyone took a sigh of instant relief as Ben returned to his human self and started to crash on the seating area. Max looked back at the review mirror and found out that they have gotten what they were looking for.

Grandpa Max: “I see the mission was successful. Great job you two.”

Ben looked at his grandfather and smiled to him.

Ben: “Eh, all in a days work.”

At first, they were going to relax. But then suddenly and without warning, Charmcaster grabbed Gwen and got a hold of her, slamming her against the wall and knocking the guard cap off her head, revealing her true face. Ben quickly got up and was bound to stop them, but with the Omnitrix unusable until then all he had to do is watch. Even Max can’t stop it since he’s the one driving the trailer. At the same time, Charm looked at Gwen and had a distrustful look on her face.

Charmcaster: “I knew it... I knew it!! Gwen Tennyson, the very person that stopped by grandfather and defeated me a couple of times came to rescue me! After all this time... Why are you here? Why did you rescue me?! And why are you older then last time?!?”

Gwen tightens her fists and they glowed purple. In seconds, two small strips came out of the orbs and wrapped around the villain, causing her to relinquish the young adult and slammed her to opposite wall. Gwen walked closer to her and she too had a stern look on her face.

Adult Gwen: “I came to rescue you, because I need my help. Now relax and listen to me! It’s a long story and I don’t want to repeat it.”

 


 

End Chapter 8

Gwen Tennyson, All Grown Up

by: LJM | Complete Story | Last updated Jul 24, 2011

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