Disclaimers:

Ben 10 and its respective characters belong to Man of Action.

Author's Notes:

This fic centers on the question "What if" it was Gwen and not Ben who had been beamed up with Kevin in the episode Grudge Match? Another what if I've thrown in is that Gwen already can cast spells and has Charmcaster's spell book by this time.

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Part One: Rolling Along

Several light years away from planet Earth, an enormous spaceship was at a standstill. It hovered silently, the engines barely humming, as if the entire vehicle had ceased all activity. From the outside, it looked like an innocent cargo transporter was merely undergoing maintenance.

But looks can be deceiving. Indeed the ship's cavernous interior carried cargo, it was simply the living kind. Housed within was an arena of massive proportions, and gathered around a rubble-filled ring were thousands upon thousands of various aliens.

Littered amongst the debris were bodies of fallen aliens. Some sported broken limbs or mandibles, some bore angry, painful bruises, and others were mauled beyond recognition. Large and small alike they lay, unconscious, unmoving. Only three figures remained standing, one was a column-shaped creature whose pink, gelatinous body allowed it to take blows and bounce the impact back to its attacker. A solitary eye blinked from within the quivering mass as it shot out a thick tendril towards a small, lithe human with bright green eyes and short, fiery tresses.

She managed to dodge, though barely, her chest rising and falling in haggard breath. Fine cuts and fading bruised were displayed where her frayed clothes revealed fair skin. She landed on her feet, knees suddenly buckling in exhaustion. Gritting her teeth, she forced herself to stand despite her body's outcry for rest. In one hand she clutched a small book, while the other was raised before her, palm facing the jelly-like alien.

Heckling catcalls and whistles of support rippled throughout the audience at the small human's tenacity and surprising ability to keep alive. Tentacles, claws, fins, and fists would pump into the air as they cheered and yelled out for their desired outcome.

At that moment, the crowd was crying out for blood.

The last figure, the youth who was little more than an amalgam of mismatched creatures was more than happy to oblige. A toothy smile flashed across his lips as his fire-coated limb shot out a steady stream of flame.

The alien screeched out in horror as it felt the searing heat reach its vulnerable core. Unable to retaliate with this fiery projectile it sought to flee but found, for reasons it could not comprehend, that the ground had suddenly grown soft, wet, like quicksand. Its sole eye blinked wildly, trying to scream out its surrender.

With his flaming hand, the hulking, chimeral alien yanks his gelatinous opponent free from the murky trap. He sets it down gently but doesn't let go. The feral grin on his crimson face widened into a manic smile as the flames on his hand glow bigger, brighter, hotter.

An acrid smell, like melting rubber coupled with turpentine wafted into the young girl's nose. It was so strong, she could practically feel the horrible odor settling on her tongue.

The once-human boy suddenly cut off his flames, allowing the creature's skin to attempt to solidify before once again burning away at it.

"Kevin, that's enough! You're going to kill him!" The small girl cried out.

With a savage glee, he responded "So, what Gwen? It's not my fault he's not strong enough to get out on his own."

Gwen got to her knees, one palm pressed against the arena floor. Under the arena's glaring lights, no one in the audience had seen the small girl's hands glow. Not when she first got there, and certainly not now. For all the spectators knew, Gwen was merely praying to whatever god her kind worshipped on their home planet.

Just as Kevin raised his fiery hand to deliver the finishing blow, the arena floor began to tremble. It was a steady hum at first, and the vibration Kevin felt in his wings caused him to stop mid-strike. His mismatched features contorted in confusion, and in his equally distorted voice gasped "What the-"

The rest of his sentence never came as the ground suddenly cracked in two. The fissure expanded, threatening to swallow him and the beaten alien. With powerful legs, he leapt to the sky and as he looked down, saw Gwen running alongside the fissure. She moved without hesitation, bright green eyes shining in grim determination as she lunged across the widening gap to push the unconscious alien to safety.

"A goody-goody until the very end." Kevin found himself grinning in amusement. That was how she ended up stuck with him on the infamous Megacruiser arena, wasn't it?