2

Chapter 2: A Shelter in the Woods Part IISummary:

Ben and Carla set out to rescue Wendy, where he rediscovers something important about himself.

"Do you recognize anything yet?" Carla asked.

Ben's eyes keenly scanned the river and landscape passing beneath them. "No. Nothing yet."

"We've been flying for over 30 minutes...we must be miles away from the guild." Carla mentioned. "How far upstream were you?"

"I dunno. I was unconscious, remember?" Ben then noted their speed and altitude were steadily beginning to drop. He glanced over his shoulder at the white-winged cat. "Uh, Carla, we're losing altitude."

"My Aerial magic is running low…" She said tiredly, her eyes half-lidded.

That was concerning. "How much flight time do you have left?"

"Five minutes…at most…" She replied.

Ben started searching the terrain beneath them for a suitable landing spot. They'd have to continue the rest of their trek on foot. It wasn't ideal, but there wasn't much that could be done about it. Wait!

His eyes widened in recognition. "Hold on! Up there!" He pointed forward to a tall grassy overhang on the riverbank.

"What is it?"

"That's the spot where that monkey threw me!"

"Are you sure?"

"Positive." He said unhesitatingly.

"Oh, thank goodness." Carla sighed in relief. "I was worried we'd never–" Suddenly, her wings disappeared in a puff of smoke.

Both blinked before crying out as they plummeted toward the river.

"That wasn't five minutes!" Ben yelled before hitting the water.

Later, a soaked Ben trudged out of the river onto the rocky shore holding a wet and exhausted Carla in his right arm. With his free hand, he whipped the water off of his face.

"That could've gone better…" Ben remarked and then shifted his attention to Carla. "Hey, you alright?"

Carla responded by coughing up some water.

"I'll take that as a yes." The brunet turned to the right to see the cliff around a hundred yards away. "At least we're in the right area." He then smiled down at Carla. "Good work on getting us here, Carla. Even if you were slightly off with your time limit." He said teasingly.

"S-Shut up…" She said weakly.

The pair walked into the forest in the direction of the cliff.

"Now that we're here, what exactly are we looking for?" Carla questioned.

"Well, that Vulcan's gotta have some kind of den or something it sleeps in. Keep an eye out for any animal trails or markings on trees or–"

"Or giant footprints." She inserted.

Ben paused and followed Carla's gaze to the large five-fingered imprint they were currently standing in. 'How'd I miss that?' He sheepishly mused. "Yeah…that works."

He looked around and spotted more of the footprints heading down a trail. 'Really convenient. But we'll take it.'

The brunet and cat nodded toward one another and quickly proceeded down the trail, keeping their heads on a swivel for any dangerous wildlife. Ben had placed Carla on his shoulder for her to ride on. She had been initially against it until he had pointed out that he'd have to slow his pace to match hers, which would slow them down considerably. Carla bit her tongue and reluctantly agreed.

As the pair trekked through the lush forest, something occurred to the pragmatic feline. "Ben, I just thought of something."

"What's that?"

"How exactly are we going to rescue Wendy?" She inquired.

Ben glanced at her, cocking an eyebrow.

"Why are you confused?" Carla raised her voice. "I can't fight a Vulcan and clearly you can't either! So, I will repeat, how are we going to rescue Wendy?"

"Oh. Um…" Ben stopped to look around until he spotted a big stick on the ground. He walked over to pick it up, and then pulled out a sheathed stone knife from his pocket. Maguna had gifted it to him a few days ago after helping him pull in a net full of fish.

Unsheathing the knife, he fashioned the stick into a makeshift spear. "There! This oughta do."

"You can't be serious!?" Carla exclaimed, wide-eyed. "You plan to fight that thing with nothing but a spear!?"

"Not much else I can do." Ben replied. "I don't have magic…and even if I did, I don't remember how to use it."

Carla paused and briefly stared at Ben. "Let me get this straight, you brought us out here without having any real plan to rescue Wendy from that Vulcan's clutches?"

Ben shrugged. "I was honestly just going to wing it."

"This was a mistake! Oh…" Carla moaned, clutching her head. "I can't believe I allowed myself to be suckered by a nitwit like you."

He growled, taking offense to that. "Chill, Ms. Priss. Anyways, I'm hoping we won't have to fight that thing. Best case scenario, Wendy frees herself and we meet up with her."

Carla looked at him pointedly. "And what if it's not that simple?"

Ben's grip on the spear tightened. "Then we fight it, duh."

"Fighting a giant forest Vulcan with nothing but a spear? One that's not even magically enhanced?" Carla dropped her head sullenly. "So foolish…"

"You know, people have been taking down bigger animals with regular ole spears for a long, long time. It's not so far-fetched." Ben argued.

"But were those same people suffering from amnesia?" Carla deadpanned.

Ben glared at her half-heartedly. "Touché."

All of a sudden, they heard a girlish scream in the distance.

"AAAHHH! LEAVE ME ALONE!"

Ben and Carla instantly recognized the voice. "Wendy!"

Forgetting about their argument, Ben rushed down the battered path with Carla still clutching onto his shoulder. They continued running until they spotted a cave inside the base of a large hill. Ben ran up to the cave's mouth and stopped by the rim, staying silent to listen.

"NO! LET ME GO!" Wendy's cries echoed down the cavern.

"Hoo-hoo-hoo! Woman! Woman!"

Ben narrowed his gaze; it was definitely the Vulcan, he recognized that baritone voice.

"Thank goodness we found her, but what do we do?" Carla whispered.

"Can you summon your wings yet?" He asked, keeping his voice down.

Carla shook his head. "No. I haven't recovered enough magic."

Ben nodded in understanding. "Okay. I'll distract it and buy you some time to lead Wendy out of there."

"That's not much of a plan," Carla sweat-dropped in exasperation.

"Don't see you coming up with any ideas." He said tersely.

"Hmph." She huffed indignantly. "Fine then. We'll…wing it."

Nodding, Ben stayed low and carefully proceeded into the cave and stayed close to the wall. Thankfully they didn't have to venture far before spotting Wendy and the Vulcan. Ben quickly knelt behind a boulder for cover.

In a large open area of the cavern, the Vulcan was dancing wildly while clutching Wendy in its big right hand.

"Woman! Woman! I have a woman!"

Wendy closed her eyes, and cried, "Please…just let me go!"

The Vulcan stopped and sneered, drool leaking out of the corners of its mouth. "No can do. I found ya, so I'm keeping ya. You're gonna be my wife. Understand?"

Ben clenched his teeth, glaring angrily at the green ape-beast. This thing was an animal! Oh…wait.

Wendy frantically shook her head. "No way!"

"You don't have a choice, little girl. I say you're mine, so that makes you mine. Got it!?"

"Eep!" Wendy squeaked, wishing she could be smaller.

'Alright, how do we distract this perv?' Ben noticed another tunnel going deeper into the cavern. Picking up a rock, he hurled it down the tunnel and got back behind his cover before he was noticed. The Vulcan, however, noticed the echoing sound the rock made.

"Huh…?" The beast looked down the dark cavern. Glancing down at Wendy, it gently placed the bluenette down on a large bed of moss. "Stay here! Don't even think of escaping…or you'll make me mad! Understand?"

Wendy meekly nodded and hugged her legs close to her chest fearfully.

The Vulcan then sauntered toward the other tunnel to investigate.

Carla, meanwhile, let out a breath that she hadn't realized she'd been holding. "Nice thinking." She complimented.

Ben nodded and carefully proceeded toward the moss bed. 'Good. We swoop in and take Wendy right from underneath the monkey's nose and make a break for it. This is turning out better than I–'

BEEP. BEEP. BEEP.

Everyone froze at the sudden sound of electronic beeping.

Wide-eyed, Ben slowly glanced at his left arm and pulled back his sleeve to see the gauntlet's tubes and dial were flashing green.

"Reboot complete. All systems available." The gauntlet said in a synthesized version of Ben's voice as the dial and tubes settled on solid green.

Wendy turned to the commotion and gasped when she noticed her friends. "Ben? Carla?" If the smell in the Vulcan's den hadn't been so strong, she could've picked up their scents sooner.

"Huh? What's that…?" The Vulcan turned back and immediately spotted Ben. "Intruder!?" It then charged toward him on all fours.

"You fool!" Carla cried out. "Look what you did!"

"Crap baskets!"

Scooping up Carla to throw her aside, Ben then dove to his left and narrowly avoided a punch that cracked the rocky ground. He rolled back to his feet and turned to face the hairy giant with his spear still in hand.

Ben glared sharply at the device attached to his arm. 'Damn! The stupid thing wouldn't come off or work at all the past week, but now is when it decides to do something?! What crappy timing!'

"Man not welcome here! Only me and woman!"

"Yeah…sorry, not sorry." Ben remarked. "Saw the front door was open, so I decided to let myself in."

"Hey…" The beast's white eyes widened. "...I remember you. You're that punk I drowned!"

Ben shrugged, keeping his smirk. "I'm a good swimmer."

"Why you here?" It growled.

Ben became serious. "Here's the thing, you kidnapped my friend…and I'd like her back."

"No! She's my wife now!" It beat its chest in defiance.

"Dude!" Ben shouted furiously. "She's twelve, you disgusting animal!"

"Heh," the ape-monster grinned perversely, "she'll get bigger in time. But I found her, so she's mine."

"You didn't find her!" Ben strongly retorted. "You stole her!"

The Vulcan adopted a haughty sneer. "That's the rule of the forest. Finders keepers, Losers weepers!"

"Yeah? Well I got another rule for yah." Ben smirked confidently. "You mess with Ben…you get the ten."

…

…

He blinked twice. "Um, that sounded better in my head…"

With a roar, the Vulcan jumped forward with its fist raised back in preparation of squashing its foe.

Ben felt a surge of adrenaline course through him as he dove away and avoided the blow. He immediately returned to his feet and stabbed the spear into the Vulcan's leg.

"RRAGGHH!" It stopped to inspect the damage. It wasn't a serious wound, but a small spot of its green coat was stained with red. It glared sharply at the brunet. "YOU RUNT! I'LL SQUASH YOU!" Lifting up its left, it attempted to stomp on Ben.

However, the teen skillfully sidestepped out of the foot's path and jabbed the spear into it, making the Vulcan grimace and pull back. "You can try. But I won't make it easy."

Meanwhile, Wendy watched nervously as Ben dodged the Vulcan's attacks. "Ben…"

"Wendy!" Wendy turned and noticed Carla standing by her. "Come! We must flee while we can." She grabbed the bluenette's hand and prompted her to stand up.

"But…Carla," she glanced back. "We can't just leave Ben here."

"He's buying time for us to escape!" She yelled back, pulling her across the cavern toward the exit. "Let's not allow his efforts to be in vain. I'm sure he can hold his own."

'I hope…'

The brunet teenager and the green gorilla were currently playing a game of cat and mouse. Ben always seemed a step ahead as he skillfully avoided the beast's simplistic attacks and lashed out with his spear, leaving a few puncture wounds on it.

"Man! You really are a big stupid monkey, aren't yah?" Ben mocked.

"Grr! What'd you say, runt!?" It tried to smash him again only for Ben to somersault backwards.

He wasn't sure how or why, but the acrobatics and movements he was performing felt so…natural. Like it was burned into his muscle memory. That made him briefly pause. Was he a fighter of some kind before he lost his memories?

The Vulcan grimaced painfully from its spear wounds, glaring indignantly at the brunet responsible. How could something so small be so annoying!? Just as it was about to attack Ben again, its big and sensitive ears picked up on movement behind him.

It glanced back and noticed Carla and Wendy running toward the exit.

"My wife?!" The verdant gorilla turned and charged at the duo.

"NO!" Ben swiftly reared back his arm to hurl the spear forward.

Just as the Vulcan was about to intercept Wendy and Carla, it felt a sharp pain in its rear. "OOOWWWW!" It jumped up and rammed its head through the cavern ceiling. The Vulcan dangled down and comically tried to pull itself free.

"Wendy! Carla! Keep going!" Ben urgently exclaimed.

"But Ben! What about you?" Wendy shouted worriedly.

"Don't worry! I'll catch up!" He assured her. "Just get out of here!"

"Come, child!" Carla urged, continuing to pull her to the exit.

The Vulcan finally freed its head from the ceiling and crashed to the floor. Returning to its feet, it pulled the spear off of its butt. The big green primate glowered at Ben with red in its eyes, crushing the spear in-between its fingers like a toothpick.

Ben gulped nervously. 'Uh oh…'

"You're dead, little man!" The Vulcan charged forward like a raging bull.

Ben was prepared to dodge the gorilla's attacks as he had been…until it decided to change tactics. The Vulcan jumped onto the roof and then used it as a springboard to launch himself over to the adjacent wall, putting him directly in Ben's blind spot. He had no time to react before the Vulcan's hand slammed into his right side.

Moments earlier, when Wendy and Carla stepped outside of the cave, the former abruptly stopped and pulled her hand away from Carla. "Carla, no!"

"Wendy, what are–"

"We can't just leave Ben to fight that thing on his own!" Wendy protested.

Carla lowered her head, frowning "I…I know, but…" She trailed off, equally conflicted by the situation. Keeping Wendy safe was her top priority, however, she didn't want to abandon Ben if they could help it either. But what could they do against that thing?

"You're dead, little man!" The pair froze at that exclamation.

Without hesitation, Wendy turned and rushed back into the cave.

"Wendy, wait!" Carla followed her.

The Cait Shelter duo went down the tunnel and arrived at the moment Ben was backhanded by the Vulcan into a stone wall, collapsing face-first.

"BEN!" Wendy screamed in horror.

Carla was speechless as she stared in shocked dismay. 'No…is he…'

The Vulcan glanced over its shoulder to leer at Wendy, making the poor girl tremble in fear. "Ah good, wife came back." Using its long arms, it reached out and scooped up Wendy in its large hand.

"OH NO! Wendy!" Carla panicked.

Wendy tried to escape but the Vulcan tightened its grip, not enough to hurt but enough to prevent her from moving.

"Let her go, you big brute!" Carla ran up and feebly pounded the monkey's legs. The Vulcan was unimpressed as it used its hand-like feet to flick her away. Carla slammed into an adjacent wall and collapsed to the ground, barely conscious.

"Carla!" Wendy cried out.

The Vulcan hooped and hollered victoriously and turned its attention to Ben–who was still lying on the ground. "Now to get rid of the trash."

"NO! Please, leave him alone!" Wendy pleaded, eyes brimming with tears.

The Vulcan shook its head. "No can do. Won't let anyone come between us!"

Meanwhile, Ben grimaced as he used both arms to shakily push himself off the stony floor, his mind in a pained daze. He could taste iron in his mouth and felt something drip out of his nose. Blood.

He lifted his head to see the Vulcan stomping toward him, and it somehow had Wendy back in its clutches. No! She and Carla should've just ran! 'Dammit! I gotta do something!'

His gaze shifted to the green gauntlet.

"Perhaps it isn't just a dream. But rather a vision." Roubaul's statement echoed in his mind.

He recalled the "dream" of accidentally activating the device, pushing down the core, and then the transformation.

'It looks different, but the dial has the same symbol.' He inwardly noted.

He then recalled Pepel's words. "You could possess Take-Over magic as well."

'…Maybe…' Ben weakly lifted his hand to spin the dial and, much to his surprise, the core extended out—just like in the dream. However, instead of a black silhouette, a green-tinted hologram of a familiar creature appeared.

His eyes widened in recognition. 'Wait! I recognize that guy!'

The Vulcan cackled menacingly as it loomed over Ben's form. "You shouldn't have disrespected me, punk. Now I'm gonna finish you off this time!" It clenched its left fist and raised it above the teenager.

"No! Please don't!" Wendy begged. As the Vulcan brought down its fist, the bluenette clenched her eyes shut and screamed in terror.

'Guess now is as good a time as any to give it a try.' Ben sardonically determined and, with no other options, he pushed down the core.

All of a sudden, the entire cave was filled with emerald light. The Vulcan was forced to look away from the blinding light's intensity. The flash faded as soon as it appeared…but Ben had disappeared and was replaced by a peculiar being.

It was a large green humanoid tortoise with large flippers for arms and stumpy legs with three claw-like fingers and toes extending out of the tips of its arms and feet respectively. It had brown splotches on its upper legs, toes, and shoulders. The chest and torso section of its shell had six holes. Positioned in the center of its chest was the same hourglass dial that was on the gauntlet.

"Terraspin." The creature announced in a seemingly sleepy voice. '...Wait…Why did I shout my name?'

Wendy's mouth went agape as she stared at the being dubbed Terraspin in shock. "B-Ben…!?"

The gorilla beast could only stare at its newly transformed adversary, confused and dumbstruck, with its arm frozen in mid-swing.

Terraspin then pulled back his right flipper and smacked it against the Vulcan's face, sending it flying into the cavern wall with a loud crash. Wendy was dropped in the process and Terraspin caught her with his other appendage.

"Wendy, are you alright?" Terraspin asked worriedly.

Lying on Terraspin's smooth flipper, Wendy stared up in amazement. "Ben…? Is that really you?"

"Yeah, it's me. Looks like the chief's assumption was right. I can transform." He turned his flipper to place Wendy back on her feet.

"Oh wow!" Wendy gasped, awestruck. "You're a giant turtle!"

"More like a tortoise." Terraspin commented.

A painful grunt alerted their attention as the Vulcan slowly arose off the floor.

"And that's our que! Run!" With that, Wendy and Terraspin ran toward the exit, or in Terraspin's case, lumbered. Along the way, Wendy scooped up a dazed Carla into her arms and ran ahead of the slow tortoise man.

'I am really slow.' Terraspin dryly mused.

Shaking the stars out of its vision, the Vulcan noticed Terraspin and Wendy running out of the cave. "NO! Give me woman back!" It roared ferociously as it charged down the tunnel after them.

The pair didn't make it far outside the cavern's mouth before the gorilla creature surged out from the darkness and tackled a stunned Terraspin to the ground.

Roaring angrily, the beast pulled back its fist to punch Terraspin's face, but the tortoise-man instinctively retracted his head into his shell. The green ape grimaced from punching the hard shell; it was tougher than it looked! Fueled by rage, the Vulcan ignored the pain unleashed a barrage of hits into Terraspin's shell.

"No!" Wendy shouted. "Leave him alone!"

The Vulcan ignored Wendy's plea and continued punching Terraspin relentlessly. Though his super-hard shell protected from any real pain, the constant blows were becoming annoying.

"Get off!" Then, as if on instinct, his arm-flippers straightened out while his legs somehow morphed together to form a third blade; much to the Vulcan's confusion. Suddenly, the three blades started spinning like a fan and gusts of wind blew out from the holes on his shell.

The green ape-monster was unprepared from the sudden tornado that sent it spinning high into the air. When his adversary was high enough, he slowed down to where his leg-flippers split apart back to normal, and his head popped back out from his shell. With the twister disappearing, gravity took over as the Vulcan crashed into a nearby tree.

Wendy became starry-eyed. "Your take-over has wind magic?! That's incredible!" She squealed in exhilaration.

"Uh, thanks…" Terraspin replied. 'I dunno how I did that. It was just an impulse…'

Stirred awake by Wendy's excitement, Carla's eyes began to flutter open. "Huh…wha…"

"Oh, Carla! Are you okay?" Wendy asked concerningly.

"Huh…?" When her bleary vision refocused, she noticed that they were outside, and that the Vulcan was attacking a strange humanoid tortoise. She blinked twice to ensure that she wasn't seeing things, and sure enough she wasn't. "W-what is that?"

"That's Ben." Wendy replied.

"WHAT!?" She exclaimed in shock.

"Yeah!" The bluenette nodded. "He really is a Take-Over wizard."

"My word…" Carla became slackjawed.

Terraspin, meanwhile, rolled off his back and used his flipper-arms to push himself upright. The cracking sound of tree branches caught their attention. They turned to see the Vulcan stepping into view clutching an uprooted tree in both hands; much to their surprise.

"Big dumb turtle!" The green gorilla exclaimed angrily. "You won't steal my wife!"

"Would you seriously just drop it with that?" Terraspin demanded, exasperated. "She's a twelve-year-old kid! Just get lost already!"

The Vulcan's eyes narrowed, growling. "But this is my turf, punk!" Rushing forward, it swung the tree at Terraspin, who lifted up his flippers to shield himself. Though he protected himself from the strike, the force behind the blow sent Terraspin flying on his back. The Vulcan followed up by smacking the tree into the shelled creature on the ground. Parts of the tree went flying off as it made contact with Terraspin's hard body.

"NO! STOP!" Wendy cried out.

"Wendy!" Terraspin shouted while keeping his flippers up to block the tree. Thankfully his body and shell was durable enough to endure the blows. "Stop standing around and fight!"

"But Ben I–"

"Remember what I said yesterday!" Terraspin retracted his head into his shell as chunks of wood from the tree started flying. "You're stronger and smarter than this guy, Wendy! You don't have to be afraid!"

Carla hopped out of Wendy's arms and looked up at her with conviction. "He's right, child! You're a Dragon Slayer! You're more than capable of defeating this ruffian!"

"You're never going to grow if you keep doubting yourself."

"You can do it. You just have to believe you can. I know I do."

Wendy watched on as Terraspin continued to block the Vulcan's tree swings, his shell being forming an indention in the earth. Ben and Carla had to come rescue her. Her friends back in Cait Shelter were likely worried sick about her and searching all around.

All of this trouble stemmed from one source: fear. All of this was happening because she allowed her fear to get the better of her. When the Vulcan ambushed them and knocked Carla aside, instead of fighting back she panicked and essentially allowed herself to be kidnapped.

Pathetic. Weak. Coward.

Wendy's fists clenched as a determined expression crossed her face; her companions' words finally sinking in.

'They're right.' Then, without saying a word, Wendy rushed forward.

"Wendy!?" Carla was shocked by the sudden action.

Wendy jumped into the air. 'I don't enjoy combat at all. However, to protect those I care about, I must put that aside…and fight with my might!'

"Sky Dragon's Crushing Fangs!" Charging her right hand in a magical whirlwind, she lashed out and subsequently trails of wind shot out of her fingers. The Vulcan was taken aback when its makeshift weapon was cut apart by the strong wind.

'Grandeeney may not have taught me a lot of combat moves, but I know enough to defeat this thing! I just have to stop doubting myself!' Generating a strong gale from her feet that kept her suspended in the air for longer, she swung her legs down at her target. "Sky Dragon's Claw!"

The Vulcan was too stunned to react as the wind-empowered kick sent it hurling back and crashing through a tree.

"Good hit, Wendy!" Carla cheered from off to the side.

Terraspin used the momentary distraction to regain his bearings and return to his feet. "Way to go, Wendy." He smiled the best he could as Terraspin.

Wendy landed gracefully and glanced over to her friends, smiling bashfully.

"Wife…?" The Vulcan stumbled to its feet; its green fur disheveled and messy, revealing an assortment of bloody scrapes. "You…hit me…?" It sounded confused and almost hurt.

Wendy scowled. "I'm not your wife! And I won't stand by and let you hurt my friends anymore!"

"Grr!" The Vulcan's face contorted with animalistic rage. "Oh yeah!?" It reached up to a nearby tree's overhanging branch and pulled it off entirely. "If I can't have you, no one can!" It then threw the limb directly at Wendy.

Jumping in the path of the projectile, Terraspin immediately shifted his body into his 'fan mode' and amazingly sliced the branch in-half; the two halves harmlessly landed on either side of Wendy. The gorilla creature was left further dumbfounded by the display.

Terraspin shifted back to his bipedal state and levitated back next to the bluenette. "Guess he doesn't handle rejection very well." He remarked.

"Thanks for the save, Ben!"

"Don't mention it. Listen Wendy," he glanced sideways at her, "I don't know about you…but I've had enough of this creepy monkey. What do you say we send him flying?"

Wendy nodded eagerly. "Right!"

Taking a few steps from each other, Wendy and Terraspin prepared themselves with the former widening her stance while the latter levitated in midair and entered his fan mode.

"NO! I claim that girl to be my wife!" The green beast rushed forward on all fours. "It's lonely out here!"

"Sorry, but I refuse! You can't just kidnap random girls to take as wives. Hopefully you learn that lesson today!" She inhaled deeply while rearing back her head. 'I'm Wendy Marvell. The daughter of Grandeeney, the Sky Dragon! I'm a proud member of Cait Shelter! I can't let my fear control me anymore!'

"Sky Dragon's…" As Wendy began her incantation, Terraspin's blade-like appendages started to spin and generate wind. "...ROOOOOOOAAARRRR!"

Wendy and Terraspin respective attacks combined midway to create an even more powerful tornado that slammed into their primate adversary. Scared and dumbfounded, the Vulcan could do nothing as the powerful gale swept it off its feet and sent it spiraling high into the sky, and far away into a deeper section of the forest.

Carla, meanwhile, was struggling to hang onto a nearby tree branch as the powerful gale swirled around the area.

The pair soon concluded their attacks and the winds died down. Any debris caught in the vortex dropped unceremoniously to the ground.

Wendy collapsed to her knees and took deep breaths to replenish her magic reserves while Terraspin disengaged his fan mode and returned to his feet. In front of them was a deep furrow that cut through the ground and forest that stretched for over a mile.

'Whoa…' Terraspin blanched. '...that may have been overkill.' He was grateful there weren't any towns nearby in this instance.

Catching her breath, Wendy looked forward and was momentarily stunned by the aftermath. "W-wow…"

"Heh," Terraspin did his kind's best impersonation of a smirk, "don't underestimate the wind. Am I right?"

Wendy giggled and nodded. "Yeah!"

"Wendy…" The wind mage turned to see Carla standing behind her, looking at her with teary proud eyes. "...well done. Well done, child."

Wendy beamed and laughed a little.

Terraspin smiled at the moment the two friends shared. He then paused to look his new body over. He immediately noticed the hourglass dial positioned on the center of his front shell plate. 'It's the same symbol that was on the gauntlet. Wait…'

Without warning, scenes started playing through his mind; all of them were various and disconnected instances of him using the gauntlet to transform…into many other forms!? So it wasn't just Terraspin. He had other take-overs too? Was one of them a being composed of magma-and-fire like in his dream?

Something else clicked in his head…and his green eyes widened.

Wendy and Carla noticed Terraspin's silence and shifted their attention towards him.

"Ben? Are you alright?" Wendy asked.

The bipedal tortoise was snapped out of his thoughts and turned his head down to the Sky Dragon Slayer and the white feline. "Uh, what?"

"She was asking if you were alright." Carla expressed worry. "But it appeared you were in deep thought. Is something troubling you?"

He may have been surprised that Carla was showing a little genuine concern for him if his head still wasn't spinning from the little but very useful information he had recalled. "Not exactly. It's just… I think I remember my abilities…partially."

"You mean the abilities of this take-over form?" Carla questioned.

"He calls him Terraspin!" Wendy added excitedly.

"Terra-spin? I suppose then you recalled how to use your magic while I was unconscious?"

"More or less. I remember several things, actually. For one, the thing on my arm…or chest right now…it's called the Ultimatrix."

"Ulti-matrix?" Wendy cutely cocked her head to the side.

"An unusual name." Carla commented.

"Yeah, I know. But…" He glanced in the distance to observe the sun's position in the sky, noting it was mid-afternoon. "...I'll explain more later. Right now, we should head back to Cait Shelter. Everyone must still be worried sick."

Wendy and Carla both agreed with Terraspin's suggestion, but there was one issue they were now faced with.

"I can fly Wendy back." Carla summoned her angelic wings. "But what about you?" She directed her question at the humanoid tortoise. "I'm not strong enough to carry you both, even if you changed back to human."

"Actually, you won't need to fly us back, Carla." Terraspin smiled. "Because I just remembered something else this form can do."

High above the Worth Woodsea, Terraspin was flying horizontally with his flipper appendages rapidly spinning like a helicopter. Wendy and Carla were lying on top of his shell, clutching to the rim.

Wendy was laughing enthusiastically as her long blue hair flapped wildly in the wind. Carla's expression was subdued but her small smile portrayed how pleased she was to see her charge so excited. Terraspin physically couldn't turn his head back to look at his passengers, but Wendy's childish laughter warmed his heart.

Over an hour had passed since Wendy's kidnapping and the Cait Shelter guild was still frantically searching the areas surrounding the village for their Sky Dragon Slayer. Roubaul remained in the village leading the search efforts. To make matters worse, Ben and Carla were nowhere to be found either.

Roubaul's eyes widened as he sensed three encroaching magical signatures. Two of them he recognized as Wendy and Carla, but the other one was peculiar…yet familiar as well. He wasn't the only one as a man stationed on the village's watchguards pinpointed something flying toward the village.

"Incoming airborne object from the north!" He shouted loudly. "I can't identify it!"

Roubaul and the handful of Cait Shelter members still in the village directed their attention to the sky and were shocked to see a flying tortoise-like shell.

Terraspin stopped above the town's rounded plaza and descended, stirring up a whirlwind that caused outdoor tapestries and flags to flap wildly. Close enough to the ground, Terraspin's appendages stopped spinning as he entered his bipedal mode.

Needless to say, the villagers present were dumbstruck to see a large humanoid tortoise standing before them. However, their shock immediately switched to overjoyment as Wendy and Carla jumped down from Terraspin's shell and stepped into view, unharmed.

"WENDY!" The guild members surrounded the bluenette, wrapping her and consequently Carla into a big group hug; much to their embarrassment.

Wendy could only laugh bashfully from the overwhelming love she was being given. "I'm so sorry I worried you guys! Really, I am!"

"Don't be sorry!"

"Yes! We're just happy you're home safe and sound!"

"You're not injured are you?!"

As Wendy and Carla were bombarded with questions, Terraspin smiled at the scene. He felt a sense of pride and accomplishment in seeing Wendy reunited with her friends. He really enjoyed this feeling. Why did it feel so familiar?

While Roubaul was relieved to see Wendy and Carla were unharmed, his attention was focused squarely on Terraspin, shocked disbelief plastered across his face. 'No… It can't be.'

The elderly man cautiously approached the humanoid tortoise. "Um, excuse me but who may you be?"

Terraspin looked at Roubaul, smirking. "It's me, chief. Ben."

Roubaul's eyes bulged out comically. "W-WHAT?!"

The other Cait Shelter members nearby overheard the conversation and looked at Terraspin in confused shock. "HUH?!" Everyone, sans Wendy and Carla, shouted.

"Yeah!" Wendy laughed. "It turns out Ben is a Take-Over wizard, master!"

Roubaul was rendered speechless. Were his eyes and ears deceiving him? His musings were interrupted by a series of electronic whirs.

Teraspin glanced down to see the Ultimatrix dial on his chest flashing red. He was suddenly enveloped in a brilliant crimson light. As the flash died away. Terraspin was gone as Ben had returned to his human form.

Ben glanced himself over and sighed in relief, smiling. "Was wondering when I'd change back."

"Whoa! It really is Ben!"

"That's incredible!"

"So he can change into a giant flying turtle?"

"Terraspin's technically a tortoise." Ben corrected half-heartedly.

Roubaul continued to stare at the brown-haired teenager with a dumbfounded expression. 'He has a take-over of that species? It seems there may be more to you than I initially thought, Ben.'

Afterward, Ben, Wendy, and Carla were dismissed to get cleaned up while Roubaul called in the search parties. Wendy had changed into a mostly green dress with teal, green, and yellow stripes at the top pointed upwards held up by a ring around her neck. Carla adorned a simple green skirt with white tribal markings, a teal shirt, and a blue bowtie on her tail. Ben wore olive-green pants that went past his knees, brown sandals, a sleeveless black shirt, and a sash with green and white triangle patterns going from his left shoulder to the right side of his lower back.

After the search parties had returned to the village, everyone was happily relieved for Wendy's safe return. Ben, Wendy, and Carla explained the details of their rescue mission, especially the fact that Ben could transform into a tortoise-man. Needless to say, the Cait Shelter members were all pleasantly surprised by this fact.

Once everyone had settled down, Ben took the time to drop another bombshell on the guild. He explained that earlier in the day–with Pepel's help–he had recalled the name of his hometown and country. He then concluded that he'd be leaving with the merchant scheduled to arrive in three days. While everyone was happy for Ben that he had recalled a critical part of himself, most were disappointed by the news that he'd be leaving soon. However, they understood Ben's decision.

Later that evening, with dusk blanketing the horizon, Roubaul decided the guild would throw a celebration for Wendy's successful rescue and Ben's partial memory recovery. A wide spread of food and alcohol were served inside the guild hall for everyone to enjoy; of course Wendy was not allowed any alcohol. Ben–not wanting to be rude–gladly partook in both, but not enough to get too intoxicated.

Afterward, several campfires were lit across the plaza and members performed tribal-inspired dances around them while a few guys played drums, keeping a steady beat.

Sitting on a stump, Ben watched the ceremony closely. He wasn't sure why but it all seemed vaguely familiar. It was like he had seen something like this performance at one point in his life.

Then…

An adobe village with buildings completely made of dried dirt and wood.

A young copper-skinned young girl with long black hair tied into a ponytail wearing a blue and red dress performing some sort of ritual dance in the street while a few men kept the beat by playing a drum.

Flashes of purple lighting.

A large humanoid werewolf creature howling to the moon.

Ben gasped lightly. 'Were those memories just then? If so, what triggered it?' His eyebrows scrunched together as he looked back at the dance ceremony. 'That girl was doing a similar dance. Maybe that? Who was she though?'

"Ben?" Snapped out of his musings, the Ultimatrix bearer turned to find Pepel standing at his side. She wasn't wearing her purple cloak or black veil, which showcased her long raven hair and the sweet smile gracing her face.

'She really does look nice.' He thought absentmindedly. "H-Hey, Pepel. What's up?"

"I was wondering if you would care to join me in the celebration?" She inquired.

"O-oh, well I'd love to, but," he rubbed his shoulder sheepishly, "I don't really know how to do this dance…and I don't want to disrespect your tradition and–"

Pepel giggled and gently took his hand. "Nonsense. Please, come! You'll catch onto the rhythm if you try. No one will be offended if you have some missteps."

Ben looked over at the dance ceremony, and internally admitted it looked fun. Maguna, Wendy, and Carla were in the circle as well, and they seemed to be having a good time. He turned back to Pepel and, after one look at her warm smile, came to an easy decision.

"Alright. You convinced me." He sat up and Pepel guided him to the fire pit.

The pair quickly joined the dance circle with Ben squeezed in-between Wendy and Pepel. At first, Ben comically stumbled and failed to keep up rhythm; much to everyone else's amusement.

There was even one moment where he accidentally stumbled into Pepel, causing them both to trip over with him landing on top of her…and face-planting into her generous bosom. So cliche!

What wasn't cliche was the fact that Ben and Pepel simply laughed it off. He then helped her up and rejoined the dance as if nothing had happened, though some red did tint their faces.

The alcohol likely played a part in preventing Ben from becoming a flustered, apologetic mess.

Ben eventually caught on to the beat and his footwork and movements were in full sync with the group. A cacophony of drumbeats, foreign chants, and laughter filled the air.

From his usual spot in the guild hall, Roubaul watched the festivities out the open doorway. His gaze occasionally shifted to Ben, and a small smile crossed his bearded face when Pepel pulled him to the dance circle.

'Ah yes…A strapping young man like Ben was always Pepel's type, after all.' He mused humorously.

Speaking of Ben, there was an important matter he needed to discuss with him; however, that could wait. For now, the old master would let everyone enjoy the fun. Roubaul's spirit was content that he could at least bring some brief happiness to three individuals: even in his current state.

Later in the night, the festivities begin to wind down as the firepits steadily lose their flames. A blanket of stars covers the sky with the moon in its waxing crescent phase hanging in the horizon.

After helping clean up, the guild bid each other goodnight and excused themselves to their respective homes. Ben and Pepel are carrying a passed-out Wendy and Carla in their respective arms.

With today's stressful events and various rounds of fire-circle dancing, the pair were understandably exhausted and promptly passed out at the celebration's conclusion. Upon reaching Wendy and Carla's shared hut, Ben and Pepel stepped inside and placed the duo in their respective beds before tucking them in for the night. Ben couldn't help but smile at Wendy's cute sleeping expression.

At that moment, he wondered if he had siblings back in Bellwood. When he thought hard about it, a flash of a girl his age with auburn hair and emerald eyes came to mind.

'Who is that? My sister maybe?' He wondered.

Ben and Pepel then quietly exited the hut and walked side-by-side down the path.

"You were staring pretty intently at Wendy back there." Pepel mentioned, sounding amused.

"Oh, I was?" Ben became slightly embarrassed. "S-sorry. I didn't mean to be weird. I was just…trying to remember if I had any siblings back home."

"Did you recall any?"

"I think…I don't know for certain though." Ben frowned sadly.

Pepel laid a hand on Ben's left shoulder. "Don't fret. If they exist, I'm sure you'll remember in time. Your heart will help you."

Ben nodded appreciatively. "Thanks, Pepel."

"You know you've become a big brother figure of sorts for young Wendy." She said half-seriously and half-teasingly.

"You think so?"

Pepel nodded. "She'll certainly miss you when you leave." Her gaze lowered sullenly. "And she's not the only one..."

Ben frowned empathically. "Pepel…you know I have to–"

Pepel cut him off. "I know you do…and so does Wendy as well as the rest of the guild. However, you're a kind, brave, and hardworking young man; of course we'd want you to stick around."

"Pepel…" Ben was surprised, not realizing he'd be missed that much after only a week in Cait Shelter.

"Ben." The pair's conversation was interrupted as they turned to see Roubaul standing in front of them.

"Chief?" He was still up? Ben figured the old man would be passed out by now.

"Pardon the interruption, but may I have a word with you, Ben?"

Ben blinked in mild confusion. It was late at night, so what did Roubaul need to discuss with him that couldn't wait till morning? "Oh…um, sure. I guess." He shrugged casually.

Roubaul nodded gratefully and turned to Pepel. "I won't keep him long if you wish to wait, Pepel."

Pepel bowed. "Understood, master."

With that, Roubaul and Ben broke off with the former guiding the latter to a nearby fire-circle out of earshot. A momentary silence followed as they stared at the glowing red embers of the pit. The sounds of insect and bird chirpings from the forest filled the air.

Ben was about to speak until Roubaul broke the silence. "Ben…you've adapted quite well to life here in Cait Shelter, despite your memory complications."

"Thanks, sir." What was this about? Surely that wasn't all.

"Pepel and young Wendy have also taken a strong liking to you." Roubaul continued. "And, even if she won't outwardly admit it, Carla had come around to you as well."

"Really?" Carla wasn't indifferent about him anymore. Actually, now that he thought about it, she did seem less aloof around him following their rescue mission.

Hold on, was the chief about to ask if he could stay in the village?

Roubaul hummed and nodded. "Which leads me to my reason for instigating this private discussion. Ben, I would like for you to–"

"Chief," Ben interrupted him, "if you're asking me to stay here, I have to respectfully decline. It's not that I don't like you guys or anything. Far from it. But I have to get back home to Bellwood. My family and friends are likely worried–"

"Please, let me finish." Roubaul cut in. "That's not what I wanted to ask," he directed his gaze to Ben's, "I wanted to know if you could possibly take Wendy and Carla with you on your journey?"

Ben blinked twice, befuddled. Did he hear that right? "Um…what? Why?"

Roubaul lowered his gaze to the glowing embers, his expression introspective. "You may not know this, but everyone here was born into this guild. Wendy and Carla, however, are the expectations. They were adopted into it."

"Adopted?" Ben repeated.

"Yes. Allow me to explain…"

From there, Roubual spent the next few minutes explaining the details surrounding Wendy and Carla's arrival to Cait Shelter. Essentially, several years ago, a young blue-haired boy had brought Wendy to the village and requested Roubaul to take care of her–stating he was unable to do so moving forward. Roubaul was initially hesitant, but ultimately accepted the boy's request; unwilling to turn away someone in need. Sometime later, a strange egg was found nearby the village and it later hatched into a baby flying white cat; much to Ben's confusion.

'Wait…Carla hatched from an egg? That doesn't sound right…' Ben thought. "I'm confused. Why would you want Wendy and Carla to come with me?" He narrowed his gaze suspiciously. "Are you just kicking them out because they weren't born into the guild or whatever?"

"No. Blood has nothing to do with it." Roubaul immediately denied.

"Then what is it then?"

Roubaul exhaled heavily. "Truthfully…I wish to see young Carla and Wendy grow. Make bonds with those outside the guild. We are a remote village that specializes in textiles. Hardly the place for budding wizards. Wouldn't you agree?"

"Maybe." Ben shrugged cluelessly. "As of now this is the only guild I know…and it's likely the only one Wendy and Carla know too."

"Hence why I believe they should venture out and explore any better options. The grass is greener on the other side of the fence as the saying goes." Roubaul stated. "And you have proven yourself a trustworthy person. I believe they would be in safe hands with you."

Ben was touched by the comment and the trust the chief was placing in him. He could even understand where Roubaul was coming from…but he still wasn't quite convinced. There was one big glaring issue with his request.

"Chief, I can see where you're coming from, but I'm afraid I still have to decline. Don't get me wrong, it's not that I don't like Wendy and Carla or anything…but I can't guarantee their safety if I were to bring them with me."

Roubaul looked at the Ultimatrix wielder curiously, silently pressing him to elaborate.

"I know the name of my hometown and country, but–for now–that's literally all I know about it. I don't know where they're located." Ben explained. "I have no clue where my journey will take me…or the dangers I'll face. I couldn't live with myself if I got them hurt…or worse."

"Ah…I see." Roubaul understood.

"Besides," Ben went on, "I overheard them at dinner discussing plans to take more requests from outside the village soon. They'll have chances to meet other people from other towns across the kingdom. They'll both be fine, chief."

'Especially now that Wendy has a little more self-confidence in herself.' Ben mused happily.

"You bring up fair points. Very well. I respect and understand your decision." Roubaul said sincerely.

"Chief, Wendy and Carla love this guild and everyone in it, ya know." Ben stated. "Cait Shelter may be small and remote…but I think they'd rather make a name for themselves under this guild's banner than any of the other guilds, regardless of how popular they may be."

Roubaul hummed thoughtfully as he stared at the red embers introspectively. "I understand. Still…I do wish to see them form friendships outside the village. They need it."

Ben grinned. "Well…they have one friend in me."

Roubaul turned back to him, chuckling wryly. "That they do." His expression then became serious. "Ben, I have one last question."

"As an amnesiac, I can't guarantee a straight answer." Ben joked half-heartedly.

"That take-over you assumed earlier…what do you know about it?"

"Terraspin? He's strong, durable, and can use his appendages and the holes on his shell to create whirlwinds and tornadoes; although he's slow on his legs." Ben answered immediately.

"Do you know when and where you acquired that take-over?" Roubaul inquired further.

Ben shook his head. "No clue. Why do you ask?"

"Oh, just an old man's curiosity is all." The bearded man glanced over his shoulder, noticing Pepel standing by the corner patiently waiting for them. "That's all I wanted to discuss with you, Ben. You can resume your date with Pepel."

"I-It's not a date! I'm just walking her home, that's all." Ben denied, not sounding convincing.

Roubaul chuckled slyly. "Whatever you say. I bid you both goodnight then."

"Goodnight, chief."

Bidding each other farewell, the two went their separate ways.

"Sorry for the wait." Ben apologized upon meeting up with Pepel.

"Don't be." Pepel smiled sweetly. "I don't mind. Shall we be off?"

Ben smiled and nodded.

The pair then resumed their trek down the street in comfortable silence. They were both quite tired after the stress from today. Shortly later, they arrived at the doorstep of Pepel's small house.

"Guess this is our stop."

"Yes. Thank you for dancing with me tonight." Pepel said appreciatively. "I was quite impressed with how quickly you caught on"

Ben smirked confidently. "What can I say? I pick up things quickly…or at least I think I do." He trailed off.

The ravenette giggled in amusement, and then looked at Ben intently.

"What is it?" He asked.

"Thank you for saving Wendy and Carla today." She bowed in deep gratitude. "We…don't know what we'd do if anything happened to them."

Ben smiled bashfully. "I was just happy to help."

"Still," Pepel's gaze became half-lidded, "one deserves a reward for accomplishing a dangerous task. No?"

"Reward?"

The young woman suddenly leaned into Ben, suggestively resting her hand on his broad chest. Her lavender eyes locked on with his emerald ones, expressing her meaning very clearly.

'O-oh…' Ben's blush intensified, realizing what she was implying.

He gulped nervously. "T-that…isn't necessary. I mean…I wasn't expecting a reward. You don't have to force yourself–"

"Who says I don't want to do this?" She challenged huskily.

Ben's eyes widened. 'Wait…seriously?!'

Pepel slowly pulled away and stopped at the door, glancing over her shoulder. "I'll let you think about it...hero." She shot him a sexy wink, and then stepped into her house with an extra sway in her hips.

Ben felt a shiver go down his spine. 'Is this real? What should I do here?' After a short moment of consideration, the Ultimatrix wielder made his decision.

Swallowing a lump, he stepped into Pepel's house and firmly shut the door behind him.

Meanwhile, Roubaul walked down the stone pathway in the direction of the guild hall. Along the way, he stopped to stare at the starry sky. 'I never thought I'd see a Geochelone Aerio ever again. Perhaps Ben's presence here is no accident then.' He turned in the northern direction, where the worst mistake of his life laid in dormancy. 'Could he be the one?'

During the next three days, when he wasn't helping out around Cait Shelter, Ben trained with the Ultimatrix and his various take-overs. Additionally, he discovered–or rather re-discovered–that he had over sixty or so transformations, which was a huge shock to everyone else. Two of those transformations even possessed super-speed, which he used to help the guild fulfill their textile order a day early giving everyone a free day to enjoy before the merchant came.

Ben spent his last day training with Wendy and Carla in the forest, fishing with Maguna to have some quality guy time, and then enjoying Pepel's company. In her house. Alone together.

Ah, yes. The Ultimatrix bearer wasn't sure what he could call his relationship with the seamstress beauty. From what he could understand they weren't dating exactly…but they were certainly more than just friends.

Friends with benefits? That seemed fitting. He knew it was confusing; nevertheless, Ben didn't regret his decision that night. He just hoped he didn't have a girlfriend back home. This would be very awkward otherwise.

Following that day, the merchant finally arrived at the village in a large, covered wagon being pulled by a…giant purple boar-like creature.

'Why do I get the feeling I've seen weirder though?' Ben internally pondered.

The wagon parked in the central plaza and a group of men started loading it with various clothing and textiles. The merchant, a kind older gentleman, had no issue with giving Ben a ride to his destination free-of-charge. Ben was very appreciative as he had no usable money at the moment.

Later on, Ben was now standing in front of the wagon with the Cait Shelter guild gathered in front of him. He was dressed in his white short-sleeved shirt, tan pants, and brown sandals wardrobe. Slung on his shoulder was a single-strap olive-green backpack with white, yellow, and red tribal patterns on the straps and hems. It was packed full of clothing and various outdoor items he'd need along his journey gifted to him by the guild.

He was very grateful.

"Young man," the middle-aged merchant called out to Ben as he climbed onto the wagon's chaise. "I'll need to leave soon if I'm to make it to Hargeon by the one-week deadline. If you're coming, try to keep the farewells short. Okay?"

Ben nodded understandingly. "Sure thing, sir." He then shifted his gaze back to the guild. "Well guys, guess this is it."

"It was nice having a guest in the village."

"Especially one that wasn't afraid to work."

"It's a shame to see you go, young one."

"Yeah, he was no slouch! You really blended in well here." Maguna noted, smiling widely. "We're gonna miss having yah."

"Ben," Wendy stepped forward, "w-will…will I see you again? You are…coming back one day. Right…?" She asked hopefully.

Ben momentarily stared into Wendy's big brown pleading eyes and smiled softly. He knelt in front of her to get closer to her eye level. "Wendy, I promise I will see you again." He gently assured. "I can't say when exactly…but I will return one day."

Wendy extended her pinky finger. "Pinky promise?"

Ben wrapped his pinky around hers. "Pinky promise."

The little Sky Dragon Slayer's expression brightened to the point that Ben thought he would have to shield his eyes.

"Keep training in the meantime." Ben gently squeezed her shoulder. "You're a Dragon Slayer, after all. Don't ever think you're inadequate, Wendy."

Wendy smiled determinedly and nodded. "I will!"

Ben smirked proudly and nodded.

Carla crossed her arms over her chest, looking away. "I suppose it will be a little empty without you around here." She glanced back with a wry smile.

Ben playfully rolled his eyes. "Is that your way of saying you'll miss me too?"

Carla huffed haughtily. "Hardly."

'She's totally gonna miss him.' Everyone thought simultaneously.

"In any case," Carla continued, "I sincerely hope you regain your memories."

Ben nodded appreciatively.

"Indeed." Roubaul said. "Though your time here was short, you will be missed."

Ben smiled. "Same here. I do appreciate your guild's hospitality. I can't repay you enough."

"You don't need to repay us." Pepel chimed in; no longer wearing her cloak or veil. "We are simply happy to help someone in need. That is enough payment." She then sent him a wink, bringing a small blush to his face.

'Helping people. Not for a reward…but because it's the right thing to do…' Ben mulled over that thought, smiling.

It seemed very familiar to him somehow.

"However, on the subject of payment," Roubaul stepped forward and pulled out a small burlap bag from behind him. "This is for you, Ben." When Ben took the bag, he recognized the clanging of coins inside.

"Chief, I can't accept this." Ben tried to hand the bag back, but Roubaul held out his hand in refusal.

"You must. You'll need that money for your journey." He argued. "Besides, you worked hard the past week doing various jobs around the village. Jobs that no one asked you to do."

"Well yeah…but you guys pulled me out of the river and saved my life. Gave me food and shelter. It was only fair that I help out." Ben pointed out.

Roubaul shook his head. "Regardless, it'd be dishonorable of us to not repay your hard work. Please, accept the money. If not for your sake, then for ours."

Ben considered Roubaul's words and relented. Besides, he conceded that it wouldn't be a bad idea to have some money on him just in case. "Alright, chief. You win this round." He quickly packed the moneybag away in his backpack.

"And we have one more thing." Pepel stepped forward with a green and black cloth in her hands. Gesturing Ben to bow forward, the ravenette unfolded the cloth to reveal it was a short circular mantle with alternating green-and-black triangles on it. She placed the mantle on him and it hung down from his shoulders. "This is something to remember us by."

Source: Papillonstudio on DeviantArt 

Note: This was a personal commission I requested.

Ben briefly admired the mantle and its fine craftsmanship. "Thanks. I'll treasure it." He leaned closer, whispering, "So…my jacket?"

"It'll take time to repair." Pepel responded. "So, along with keeping your promise to Wendy, you'll have another reason to return one day."

"Well," Ben smirked impishly, "not the only other reason. Right?"

Pepel rolled her eyes and then planted a kiss on his cheek–earning some 'oos' and 'awws' from the crowd. Wendy was transfixed on the scene. She was such a romantic!

The raven-haired beauty leaned closer to the brunet's ear. "It's a big world out there. Don't stay fixated on just me, stud."

Ben blinked twice, bemused. "Um…okay?"

'What does that mean?' He mused questioningly. His eyes then widened at her meaning. 'Wait…Seriously?'

Pepel grinned coyly and stepped back to stand with the rest of her guild, putting a subtle sway in her hips.

Roubaul frowned at this display but chose not to speak on it. "Until fate brings us together again. May the Great Spirits guide your path." He and the rest of Cait Shelter bowed their heads. "Nabara."

Ben smiled back and returned the gesture. "Nabara."

He then loaded his belongings on the wagon and hopped onto the bench's open seat by the merchant. "Pleasure doing business with you, Cait Shelter." The merchant said before cracking his buggy whip by the purple boar creature.

With that, the wagon lurched forward and began rolling down the road.

"Safe travels, my friend!" Maguna shouted out.

"Try not to die out there." Carla dryly commented.

"I will get stronger, Ben!" Wendy yelled enthusiastically. "I promise! I won't be a crybaby anymore!"

Carla glanced up at the bluenette girl, smiling proudly. 'Wendy…' She turned to the retreating wagon. 'Thank you, Ben.'

Ben glanced over the wagon's side and gave a thumbs-up with a confident smirk. "I know you will. Heck, I'm sure I'll hear about you in the papers wherever I go!" He called back.

Meanwhile, Roubaul stepped up to Pepel and shot her a disapproving glare. "You know nothing can ever truly happen between you two. Why risk breaking the young man's heart?"

Pepel smiled ruefully, slumping her shoulders. "I…couldn't help myself. I am based on her personality. Am I not?" She questioned. "Would she have not fallen for him in your time?"

Roubaul sighed heavily. "I know she would've… He was always her type."

"If it's any consolation, someone like Ben will have other options out there. Real options." She said sullenly.

"Perhaps…just…remember why we're here." Roubaul gently chastised.

"Of course, master."

Wendy's keen hearing overheard the pair's conversation and looked at them out from the corner of her eye. 'What are they talking about?' She thought in bemusement.

On the merchant wagon, the driver turned to Ben, commenting, "Those fine folk really do like you. Don't they?"

Ben chuckled bashfully. "Yeah, I guess they do. The feeling's mutual."

"Pardon my curiosity, but why are you leaving? It's a fine village…though it is a little out of the way." He stroked his grayish-black beard. "So I guess I can't blame you if you're wanting bigger town life."

Ben's mouth morphed into a thin line. "I have a home out there somewhere, and I have to find it."

The merchant arched a brow at that response but shrugged in acceptance. "HI-YAH! FASTER!" He cracked the whip harder, forcing the boar beast to pull faster.

'I'm on my way.' The Ultimatrix bearer's gaze focused on the dirt road ahead with trees towering on both sides. 'Whoever's out there waiting for me…I'm coming home. Wherever that may be.'

Notes:

Hope you enjoyed this kick off for what I hope to be a fun story!

I intend to update this once a month or two. The Man Out of Time is my main focus, but I would like to have a secondary project to work in conjunction with it.

One thing I intend to change is the alien designs. I will be using aliens from Omniverse, Alien Force/Ultimate Alien, and the Original Series at my discretion. I also plan to use some alien forms (especially their Ultimate Forms) that were featured on The Ink Tank on YouTube. Be sure to check out their channel if you haven't already. They have a lot of good Ben 10 content.

Second, this story will be much quicker paced. I will not be going into too much detail on the canon arcs. This is mostly going to focus on original content. You'll understand what I mean as the story progresses.

Third, I plan to keep the word counts for each chapter between 5k-10k words. So don't expect any super-long chapters anymore.

Fourth, you may have noticed that the Ultimatrix did not scan the Vulcan nor Carla. There is a reason for that. I will briefly cover that in the next chapter.

Last but certainly not least, pairings. Yeah…this is ultimately going to be a harem. If you don't like that, feel free to drop the story now. My feelings won't be hurt. Ben will ultimately have 10 love interests by the story's conclusion. Because oh how ironic, lol!

I'm going to do my best to build up each relationship, so it doesn't seem rushed or forced though. I want each girl to bring something to the table, and not just be Ben's cheerleaders or whatever.

So, who'll fill the harem's 10 slots?

Erza (obviously)

Juvia

Lucy

Mirajane

The other 6 slots I'll keep secret for now. Keep tuning in if you're interested.