"Do you really think this is going to work?" she asked, not really liking the setting of the place they were in.

"If Vilgax wants something, he wouldn't let himself explode while getting it. He'll definitely rush in to stop us. When he does, we'll have to be careful," Max said, seizing the weapon he picked up from earlier, "I know him well enough to know he won't let us get to Ben easily. When we're done, I'll have to enter the countdown disabling command, so we also have to be quick. Then we can look for a way to help Ben."

"I can see someone coming." said Gwen, pointing to the display Max used to track down Vilgax. Two dots on the map were moving in direction of them.

"He has Ben with him. Of course, he can't afford to leave him behind when this ship is about to blow up. Gwen, stay close to me, okay?"

"Grandpa," said Gwen, "how... how do you know Vilgax?" She looked troubled as she spoke. This entire day had been full of revelations, and she didn't even know if Ben had his fair share of it if Vilgax was torturing him. He was thrown in the middle of this (both figuratively and literally) alone, she had to intervene to save him.

"Vilgax is... an old enemy." Max answered. "We fought many times in the past, he's an intergalactic warlord, always looking for conquest, and he definitely came here for Ben."

"You mean, the watch." corrected Gwen.

"Yes," Max answered, realizing he might've slipped up, "He's a cunning, power-hungry and cruel conqueror. He's one of the most feared beings in the universe, so much that no one in the entire galaxy ever wants to work for him, too dangerous for anyone in their right mind to accept."

"What about someone with no mind at all? I mean, Ben has no brain, think he would want to work for him?" she joked.

"I doubt Ben would accept working for someone who tries taking over the universe for a living." Gwen's smile faltered when she realized he was being serious. "If Vilgax would let go of his grudge against me and if I didn't teach Ben the right thing to do, it'd be a possibility. But one thing I know, is that Vilgax never forgets."

"Ugh, space cops, evil alien emperors, and my cousin held hostage? This sounds like Ben's cliched comic books." complained Gwen. "Why is it so hard for people, even if they come from another planet, to get that this kind of thing is overdone and that someone will stop them someday? That's always what history classes taught me, anyway. Did you and the other Plumbers never arrest Vilgax before?"

"We did, except a dangerous criminal like him is used to escaping. It was harder keeping him in check than catching him." Max sighed. "You know, there used to be a time when... Vilgax wasn't as bad as he turned to be. For a while, he helped some of our operations and didn't interfere much with the law. Until he left to go back to his home planet and become king. After that, he kept getting into shady business for many years, until he became the man you saw today."

"Is that thing," she asked, pointing to the high-intensity plasma gun her grandfather held, "really gonna help?"

"I'd be surprised if it didn't. It was made years ago and tested on some petty thieves from Vilgaxia who wanted to mimic their king. Under a low energy setting, it could knock them out for a few weeks. But this time, we can't hold back using it. Vilgax is dangerous, all possible ways to stop him are valid in this situation. Last time I had it, I gave it some modifications of my own. Now it's designed specifically to destroy Vilgax, and this time for good."

"I'm more worried about Ben." Gwen said, crossing her arms. "Knowing him, he would've already made at least some damage to this place. He always likes to break stuff with the watch. What if Vilgax did something to him?"

"He won't do anything to Ben as long as we have our say, Gwen. Don't worry, your cousin will be safe after this." he said, giving her a hug for comfort. "Right now, Ben needs us, and we have to stay strong. Vilgax isn't like the other criminals he fought this summer, we have to stay on task for when he comes. He'll probably be armed to the teeth with attack drones as soon as he reaches that door. Stay behind me and make sure you don't get touched by the lasers."

"Okay, Grandpa." she said, inhaling before regaining her composure. She might've argued a lot with Ben this summer and she doesn't have any powers, but that won't stop that she'll try to bring that doofus back in one piece, even if she doesn't have any fancy gadget to do so.

"Ready?" asked Max, aiming the dark hallway.

"Ready." answered Gwen, determination in her eyes.

Out of the shadows, Vilgax's tall silhouette appeared, his red eyes piercing through the darkness.

As he saw both Tennysons on the defensive, he huffed. Carefully, he put down the small person he had been holding under his arm.

"Ben!" exclaimed Max and Gwen, seeing the young hero was okay.

Vilgax recognized the device Max had equipped. His eyes widening, he picked Ben up immediately and tossed him out of the way.

Ben barely had the time to register what was happening. All he saw was that Vilgax threw him away like a dodgeball (much like during their first encounter), that the alien was right in assuming Grandpa Max was the one infiltrating the ship (as much as the idea of the RV being able to fly still sounded ridiculous), that Gwen and Grandpa were safe and sound like Ben hoped they would be. And that Vilgax was just shot in the chest before being sent at the control panel, his body going through the wall.

Time stopped for Ben. He kept staring at where he was a few seconds ago, unable to process what just happened, before realization finally hit.

Vilgax got shot. Grandpa Max shot Vilgax. Grandpa Max shot him in the chest. Vilgax was mortally injured. Vilgax pushed him away from danger and took the hit. Vilgax risked his life for him. Ben saw Vilgax getting blown away. Ben feared seeing Vilgax for the last time.

Ben thought he just saw his father die.

He stood there, frozen by the shock. He felt like he couldn't move, like he couldn't see anymore. He understood nothing that occurred today, he didn't comprehend anything anymore. His whole life was a lie, he wasn't who he thought he was, his family planned to lie to him for the rest of his life, and now his real family was on the verge of dying. And he had no say in the matter despite how everything revolved around him in this whole disaster.

It wasn't fair, it was so not fair!

He could feel tears streaming down his face, he could feel his body trembling, he could feel he was about to lose it, but he didn't care anymore. He started sobbing, unable to take any sort of surprise after this. He didn't feel like the hero he wanted to be now. This whole time, he thought he was strong, but he knew how much this proved how weak, how terrible he was at it. He was the reason his family was being torn apart, and now he couldn't even fix the mistakes he made. What was wrong with him?

Gwen ran to his side as soon as she saw Ben collapse. Concerned, she shook Ben's shoulder, trying to get his attention. He didn't even budge, he just kept a catatonic expression. She called out to him.

"Ben? Ben? Ben, are you okay? Did Vilgax hurt you? Do you have any wound anywhere?" she asked, looking for an injury of any kind.

He didn't respond. Gwen checked if he had any bruises or cuts. He didn't have anything, beside what looked like a small band-aid, but he was heaving as if he had trouble breathing.

"Ben? Earth to doofus, hello? Ben, answer me! You're kinda freaking me out right now!" she said, not realizing the reason behind her cousin's meltdown. She tried to snap him out of it. "Ben, it's me, Gwen, your cousin! Please, I'm right here, I'll help, it's gonna be okay! We'll get out of this safe, don't freak out! I'm here to help!"

"Vilgax must've done something to him. Come on kids, let's get out before this entire blows up." said Max, walking towards his grandchildren, approaching to carry Ben to the Rustbucket.

Suddenly, Ben stood up and, his fists clenched, he walked towards the hole in the wall the blast at Vilgax's body made. He looked on, gritting his teeth, unable to hold back his tears, as he saw the Chimera Sui Generis' body laying on the ground. Gwen couldn't see Ben's reaction, but she could tell he was troubled by what he had just witnessed.

"Ben, it's going to be okay, it's over now. Vilgax is gone." she reassured him, not knowing how poor her choice of words was.

"You... shot him..." Ben muttered.

"Ben?" asked Max.

"You shot him! I can't believe you killed him!" Ben shouted, not daring to look at the old man's face.

"Ben... I needed to. He took you away, I had to give it all to stop him, I..."

He was out of words. He didn't know what Vilgax did to Ben to scare him this much, he didn't know what to tell Ben yet, whether it was the part about Plumbers, or being found in Vilgax's castle. He knew he couldn't face his grandson in this situation, so he looked down, ashamed of the predicament his grandson went through by his fault.

"The timer is still active. No need to disable it after all, I'll get the Rustbucket ready." he said, knowing trying to talk with Ben would only make things worse. He sighed, going to set up the RV.

Gwen assumed Ben was bothered by the same thing than her. Their grandfather just revealed a whole new side of him, one that wasn't afraid of killing someone, even if it was to save him. Considering they thought they'd spend all summer just having to avoid Grandpa Max's cooking, it was probably scary for Ben to see their grandfather manipulating a lethal weapon and using it as a killing machine as if it was nothing. Even she was scared at the idea, but now wasn't the time to be afraid, they had to hurry before the ship exploded.

She went to Ben, putting her hand on his shoulder. He looked at her, obviously worn out.

"If you stay here, you're gonna get toast. Come on cous', I didn't jump over a cliff just to see you turn into an even doofuser version of Heatblast." she said, trying to change his mood.

Ben looked at her, uncertain of what to say. Gwen... now Gwen always acted as if he was part of the family. Even when they argued, she admitted they were from the same family, even if she wished it wasn't the case (guess her wish got granted). So she couldn't possibly know the truth about his origins, and he doubted Max told her, otherwise she would've understood his meltdown. She was the smarter cousin after all.

So if Gwen didn't know, the adults probably didn't tell her. Someone else they lied to. But it meant she was genuinely on his side, despite their incessant bickering. If she ever learned the truth, would she stop seeing herself as his cousin? He didn't make a good impression either, but at least she didn't seem mind the Omnitrix wearer so much, even if he kept teasing her with yucky stuff recently.

No matter what they did, Gwen was still his cousin, even if not by blood. And she had been honest with him (mostly complaining about him, but she was still being truthful). She knew just as much as him, probably even less, about their (her?) family being involved in alien stuff. She could still be trusted.

Ben chuckled. Out of all people he'd have to depend on, he hardly imagined it would be his dweeb of a cousin. He looked at her eyes. They were the exact same shade as his, which always confused him because only his mo-... only Sandra had them, and she wasn't related to Aunt Natalie. Could Gwen also be...?

Nah, not possible. She was the most down-to-earth person he ever knew. Even if at times, they hardly considered each other to be from the same species (which now sounded more ironic) because of their differences, it would be all too funny if she turned out to be an alien too. At least having the same eye color must've helped his cover as Gwen's cousin, back when he didn't know he had a cover.

Ben looked back sadly at the hole in the wall, looking at the shadow of his father's body. Maybe he had a life on another planet, waiting for him after Vilgax found him. But it wouldn't be like he wanted it to be, especially if he saw the person giving it to him die before they got the chance to know each other. He sighed, sadly observing Vilgax's lifeless corpse.

Said corpse lively rose back from the dead, and a quite unharmed Vilgax, not even a scratch on his armor, stood up, his red eyes focusing on both children.

"Uh oh..."

"He's alive..." Ben whispered.

"Grandpa!"

"You're alive!" Ben exclaimed.

"Hmph!" huffed the warlord. "It will certainly take more than that puny excuse of a weapon to make me, the Great Vilgax the Conqueror, ever reach my end!"

Ben could barely hide his relief and contentment as he saw the man in good shape. Gwen however didn't seem to share that feeling, as she tugged on his shirt to make him leave. As Vilgax showed himself, Max went out of the Rustbucket, his weapon still in hand, aiming back at the ruler.

"Tennyson! You are the thorn in my side!" cursed the ruler.

"How? How could you survive this?" asked Max, shock clearly present in his eyes.

"Your weapon won't help, Max Tennyson. As you can see, I'm much stronger than in our last encounter. And I fully intend to show you what happens when you take what is mine." threatened Vilgax.

His combat drones suddenly gathered around the Tennysons, surrounding them.

"Neither Ben nor the Omnitrix belong to you, creepface!" Gwen claimed, startling Ben as she dragged him far from the alien. Not even the robots around could make her flinch. "I'm not afraid of you!"

"Oh but you have every reason to be, child." said Vilgax, unamused by her protectiveness over his son. "Stay back with your grandfather or you might regret it."

"If you touch one hair on my grandchildren's head, I swear I'll-" Max's were cut short as the alarm on the ship became redder and louder. "This place is going to explode soon! Vilgax, let my grandson go!"

"Your grandson..." seethed Vilgax, making Max uncomfortable with the implication he knew how wrong that statement was.

"This isn't the time to discuss! If we don't do anything, you will go down, Ben will go down, and the Omnitrix with him!"

While both adults were arguing, Ben finally snapped back to his senses. Shaking his head, he stood back up and started fiddling with the dial. Ben could see that Vilgax and Max were at each other's throat right now (despite Max trying to be reasonable), they would probably want him away and safe rather than attempting to stop the timer. If he didn't intervene while there was still time, Vilgax would be gone for good, and the Tennyson family along with him.

He selected Grey Matter, deciding that the little alien's brain could be of use when manipulating a computer belonging to alien technology he never interacted with before. He slammed the dial and, as usual, felt his body transform in a big flash of green light. He felt his muscles melt, his head ache a tiny bit, his eyes changing shape, his arms and legs stretching until...

Ben found himself turned into Upgrade.

"Aaaah! Stupid watch!" Upgrade complained. He then noticed Vilgax's robotic lieutenant standing next to its master, giving him an idea. "Hey, maybe this isn't so bad after all..."

Gwen was standing near the RV now to avoid the blasts, confused at what her cousin had in mind.

"Um, Ben? What are you doing?" asked Gwen, looking at her cousin liquefy himself before slipping all the way through the battlefield.

This was going to be tricky, he needed to sneak around without being caught for his plan to work: go to the main computer, disable the ticking bomb that the Chimerian Hammer was becoming, prevent the drones from seizing him or Max taking him away from the battle. He sighed at the situation, genuinely wishing family summer vacation had been calmer or at the very least, a notch less dramatic.

As expected, they had engaged in fighting. Hordes of drones had come at Vilgax's side, while Max's blue gun activated a shield. In an instant, a flurry of blue and red blasts appeared from both sides. Neither really moved to get closer to the other, as doing so would ensure bigger damage but bigger risk for both of them. And neither the old Plumber or the Chimera Sui Generis wished to die in front of Ben.

Upgrade easily dodged the men's as he jumped from robot to robot, easily catching both fighters' attention.

"Ben! Go away! This is between us!" shouted Max, ceasing fire.

Upgrade ignored the old man, instead focusing on limiting the damage. He went from a small bioid, to an UFO like robot, to a bigger insectoid one, disarming each of them and positioning them in front of the warlord as human (alien? robot?) shield. Vilgax may have been resistant enough to take one blow, but Upgrade didn't feel content about him potentially getting shot again. He was satisfied to see he effectively managed to tamper with the battle.

Vilgax raised a brow at Ben's plan, surprised as he saw the Galvanic Mechamorph jump next to him, merging with his main drone before running back to Max.

"Grandpa!" Ben's voice came out of the drone. "This one has control over the entire ship! Go get Gwen away while I take care of Vilgax!"

He could feel everyone staring at him for doing that.

"What?! Ben, no this is dangerous! Come with us!" said Max.

"What the hell do you think you're doing, doofus?! You're gonna get yourself killed!" shouted Gwen.

Vilgax observed curiously as the boy dealt with the Tennysons, wondering what he had in mind.

"If you stay here, you'll die too! I can hold Vilgax down with his machines, just take the Rustbucket and hurry! I'll use one of the drones to escape! Now, go!"

"But-"

"Gwen! Trust me!"

Gwen silenced herself. Ben was going crazy, there was no other explanation. But since when did he care about her opinion like this? He'd always rush in the battle on his own and get himself in problems before needing her help, and now he asked her to trust him. There was no way she'd say yes. But something seemed off about Ben.

When he spoke, he sounded... troubled, worried. Usually he'd be overconfident about a fight like this, but now he seemed... afraid, unsure. Did Vilgax do that much to hurt him? But then why didn't he hesitate to take over the drones then? He didn't back down in front of Vilgax, going to control his closest robot, then why was he worried? If he wasn't worried about himself, was it for her and Max?

She shook her head, not feeling like arguing with Ben right now.

"Gwen," said Max, "we need to-"

"Let's leave."

"What?! But Ben-"

"If this doofus managed to win against Zombozo alone while cowering in fear like a baby, I think he got this. Now, let's go!" she said, running to the RV. Had Ben been in his human form, maybe she could've seen the grateful smile on he wanted to give her.

Max gave a last, saddened glance at Ben, before following his granddaughter into the vehicle. Both aliens watched the humans go inside the old car before going through a hole in the ship's windshield. Upgrade got to see that effectively, yes, the Rustbucket could fly. With space thrusters appearing from its sides like in movies.

"Now that that's taken care of, let me help." said Upgrade, leaving the drone for the damaged command panel under Vilgax's watchful eye.

The child had distracted them, interrupted their fight, subdued his drones, tricked the other humans, convinced them to leave and took matters into his own hands, all in a matter of