A few days had passed since the weather head incident and as the group walked through the halls, they found the school covered in Halloween décor.
Ben: so, this dance is a Halloween event?
Gwen: the school thinks that it'll drive up parental support, after all this place is an Evo and alien hot spot.
Noah: don't forget other super villains.
Noah looks back to see that rex is walking with Circe as their hands were held.
Noah: hey Circe, can I talk with you for a moment?
Circe: sure thing.
The two broke away from the other three.
Noah: have you told him yet?
Circe: If I said yes, would you believe me?
Noah: given that you're asking me that, I'm going to say no.
Circe: I've been trying to find the right time, not to mention the dance is tonight and I know it's going to hurt him and...
Noah: ok, just make sure you tell him soon. When that guy finds out that you and breach are missing then he's going to send someone after you two.
Circe: I know, I know.
Noah: good, now if you excuse me, I've got a date to impress.
He walks off, slicking his hair back as Circe returned to the other three, grabbing hold of rex's hand. As they got back from their lunch break, Gwen opens up her bag to find something poking out, a red envelope with a blue letter inside of it.
Ben: what's that a love letter from Kevin?
He asked in a sarcastic and mocking tone until she handed it to him.
Ben: oh, it is. Well, are you going to go with him?
Gwen: maybe. I've gotten a few other letters from other people.
Rex: I say you should give him a shot. He seems to have changed since I first met him back on the last day of summer.
Circe: yeah, he's managed to pull me out of a dark spot.
Ben: are we talking about the same Kevin who trashed my house and got me grounded.
Gwen: the same Kevin who risked his life to fight vilgax, even without his watch and who was willing to risk his life to fight alien x without his powers.
Ben: am I the only one who remembers all the bad things he's done?
Gwen: no, but he's grown. I think I'll go with him. It should be fun anyway.
Ben: all right, fine.
Gwen: besides you don't get to control my life.
Rex: max said he's going to help me pick out a suit for this dance.
Circe: I don't really have anything other than this outfit.
Gwen: we'll it's a dance but it's still a Halloween dance. If you just go out with you Evo jaw extended, you should be fine.
Circe: it's draining having it constantly out.
Gwen: then come over to my house after school. I'm sure I have a spare dress.
Circe: thank you so much Gwen.
Ben: all this talk of the dance is already making me tired.
Gwen: then focus on your work. That should make you board instead of tired.
As the day came to a close everybody was sent home with only an hour to get changed and to get back to school. As ben entered his room, he pulled out his tux and green bow tie and he put them on, leaving his usual pants and sneakers on. However, as he inspected himself in the mirror, he noticed something at his window. Something tapping it. He walked over to find that it was Kevin. He opened the window and saw that Kevin was actually on his knees.
Kevin: you have to help me ben.
Ben: and why would I do that?
Kevin: because you care for your cushion and don't want to see her with someone who looks like this in a dance.
Ben: I hate it when your right. Get in here.
He pulled Kevin into his room as the carpet got covered in mud. He threw a spare tux at Kevin and Kevin looked it over.
Kevin: why do you have two of these things?
Ben: do you want to question it or do you want to impress Gwen.
Kevin: tight, well do you have a bow tie in anything other than green?
Ben just threw some red cloth at him.
Kevin: how am I supposed to tie this?
Ben just groans as he walks over to him and ties the bowtie for him.
Ben: and find her some yellow roses.
Kevin: wait why?
Ben: there her favorite kind of flowers. Now get out of my house and get to her.
Kevin: right.
He jumps out of the window and switches to rush to run out of there. Ben sighing as his dad walked in.
Carl: hey kid, someone's here for you. Said her name was Julie.
Ben: yep, that's my date for the dance.
Carl: how did you land someone like that?
Ben: DAD!
Carl: sorry, had to mess with you a little. Let's just take a picture before you leave.
As ben left his room, he found July waiting for him in the living room, her hair in twin pigtails being worn down and her wearing a bright pink dress, sparkling under the light of the living room.
Sandra: come on carl, take a picture before ben finds a way to ruin it.
Carl snaps a picture on his phone, and they got into the family car, driving off towards the school. Meanwhile Gwen and Circe were looking for what to wear.
Gwen: I've already wore this blue dress a few times.
She came out of her walk-in closet wearing a blue dress that reached her ancles with a blue-ribbon tie in a bow around her waist. Circe looked into the closet and found many different dresses but one the purple one called out to her. She put it on and while a little tight on her, it still fit good enough for her to be comfortable in it. It had sleaved that went down to the elbow and the dress only went slightly past her knees.
Gwen: that dress really suits you Circe.
Circe: are you sure?
Gwen: you look great in it. I doubt that rex will think differently.
Circe: I hope so.
As the doorbell rang the two walked down the newly rebuilt steps to find that Natalie had already opened the door to find Kevin with yellow roses and wearing a suit, his antitrix over the left sleave of the dress.
Natalie: don't tell me you're here for Gwen.
Gwen: he is. I didn't know you could clean up well Kevin.
Kevin: well, I had a little help from ben.
Gwen: is that how you knew to get the yellow roses?
Kevin: uhhh...
Natalie: are you sure you want to go with this boy? I mean look at his watch.
Gwen: he's who I want to go with. Now we just need to wait for grandpa and rex.
Frank: well, I suppose we should take a picture of you two before you go.
Kevin: do we have to?
Frank: yes.
Kevin reluctantly got his picture taken with Gwen before max showed up with the rustbucket.
Circe: that's our ride.
Gwen: come on Kevin, it's time to go. They got into the rust bucket as Natalie and frank watched from the distance.
Natalie: she could've done better, right?
Frank: just let her be happy.
Inside the rust bucket the four sat at the table by the window.
Rex: this is my first school dance; this is going to be amazing.
Circe: it's might as well.
Rex: well, I'm glad that I'm going with you.
Kevin: there usualy so boring. I always only went for the food.
Gwen: well, I'm sure that this one should be fun this time.
As they got to the school, they found that ben, Julie and carl weren't too far off.
Max: before you leave, let's take a picture of you and Circe, rex.
Rex: of course. This is a night I don't think I ever want to forget.
Circe nervously smiled as max took the picture. Bobo staring daggers into Circe's eyes.
The four left and met up with ben and Julie while carl left his car and watched them, as they went into the school.
Kevin: this is going to be boring.
Gwen: then why even ask me out to this thing?
Kevin: it just felt like the right time to ask you out. That's all.
Julie: well, I don't think you'll find this boring. Annie, Clair and I went all out on the Halloween decorations.
Kevin: now you have me intrigued.
They walk in as ben watches frank head into the rust bucket, and as they walk in, they find fake cobwebs crowding the top of the gym hall, some fake dirt and gravestones on the bleachers and fake ghosts, flying around on tracks around the hall. The gym floor covered in some kind of fake grass and the walls covered in typical monster pictures of mummies, werewolf's, Frankenstein's monster and others.
Ben: those werewolf pictures kind of look like the werewolf I fought while in the null void.
Gwen: when did you go to the null void?
Ben: when I was lost in space.
Julie: when did you get lost in space?
Ben: it was a while back now.
Kevin: this looks like the kind of place you'd find bashmouth.
Rex: or some kind of Evo. I love it.
Circe: this is my kind of party. Come on rex.
She pulled rex over to the dance floor as ben and Julie went off to go and dance.
Gwen: want to dance?
Kevin: I don't know how to. Not any of those fancy dances that there doing.
Gwen: you don't have to, we're just here to have fun.
Kevin: ok, let's go.
As they danced, Kevin bumped into Noah who was dancing with Clair.
Kevin: are you ok?
Noah: yeah, I'm fine. I'm having the best time.
Clair: well don't stop now.
Kevin looks up to find Annie sitting in the bleachers with a few other people.
Gwen: get your antitrix ready.
Kevin: why? Is there a villain close by for me to prove I'm the better bad guy against?
Gwen: stop trying to act like a bad guy, and something is going to happening with the bleachers.
Kevin: how do you know?
Gwen: Annie is in the bleachers.
Kevin: so?
Gwen: she's cursed. Just ask Charmcaster.
Kevin: Charmcaster?
Gwen: you weren't the only one to have a fun slumber party.
Kevin looked at her and smirk as they looked over to see ben making a fool out of himself with his dancing, Julie doing her best to play along. Rex and Circe sitting on the opposite set of bleachers to Annie and her friends, Circe knowing that she was going to tell him here and now.
Rex: tonight, has been incredible, although the food could be a little better.
Circe: rex, this is going to be hard, but I've been trying to tell you for the past week, but something keeps on interrupting me.
Rex: yeah, I didn't want to bring it up or anything. It looked like you were having a hard time saying it.
Circe: I'm a spy for someone who wants to eat your nanites.
Rex: wait, what?
Circe: I understand if you hate me.
Rex: I imagine that if you're trying to tell me, that you've decided against turning me in then.
Circe: why are you being so forgiving?
Rex: well, back before I ran into ben in Washington and after I made my escape from providence, I ran into some other Evos. One who looked like a cricket, one who looked like a squid and another who was literally a mummy. We joined with a gang for a month and when looking for a way out I had to betray them to get away. I think about it every day and I want to go back. Wanted to save them but I could barely save myself. If you regret doing it, I get it and I'm here to help you get out of it.
Circe: thanks.
The two get in close for a kiss when the wall gets busted down by a giant, almost mechanical looking wolf and giant lizard with a crooked face and small crystals on random parts of its body.
Circe: oh no, it's Biowulf.
Rex: is he a part of the gang?
Circe: he's Van Kleiss right hand man.
Rex: Van Kleiss, I've heard that name before.
Circe: not the time.
Rex: right.
He forms his smack hands and everybody else in the room looks over at them and waits to see what happens next.
Gwen: I'm so glad I brought these with me.
She squeezed down on the metallic shares she had been holding in her back and she formed her energy shields. Kevin turned into bashmouth, and ben turns into four arms.
Circe: you should armor up ben. These guys are tough.
Four arms nods as ben turns the omnitrix and he turns into omni-kix four arms.
Biowulf: I see you have made some new friends since I last saw you.
Ben: what is he talking about?
Rex: there from her old gang.
Ben: wait, old gang?
Kevin: I'll fill you in later doofus, for now fight the bad guys.
Ben shoots off two of his fists, hitting skalamander and on the fists return they drag skalamander back with them for a double punch from ben.
Biowulf: old gang. Sad to here that you think you can leave.
Rex: she can if she wants too.
Biowulf: and where is breach?
Noah: in providences, far away from you.
Rex: why would you tell them?
Noah: it's not like providence is going to just hand her over.
Kevin: just stop talking.
Kevin locked hands with Biowulf as Circe screeches at then, affecting both of them but being in a frequency loud enough for only them two to hear.
Kevin: HEY, I'M ON YOUR SIDE!
Circe: then turn into something else.
Kevin then changes into wrecking bolt and smacks him outside.
Circe: so, who's the new guy?
Biowulf: who skalamander? He's a very powerful Evo and he just finished his initiation last week.
Meanwhile ben and rex were fighting off skalamander as he starts to adapt to there fighting and he eventually grabs both of four arms fists and throws them at ben, throwing him to the floor where he'd time out.
Ben: ow, that didn't work.
His omnitrix very quickly timed back in as he turned into omni-kix diamond head. He formed a crystal pillar around skalamander.
Ben: and let's hope you don't know how to break out of there.
Rex: please don't say things like that.
Skalamander manages to break out of the crystal prison he was in, and he formed his own crystals, pushing them towards ben and rex, rex cutting through them using his battle saw.
Ben: maybe Diamondhead wasn't the best idea of how to handle this guy.
Rex: I'm thinking that as well. I've got this guy, help to protect the other to protect the rest of the school.
Ben: you've got it.
He runs over the Gwen who was trying to protect the people who couldn't get out through the locked doors. He formed massive crystal pillars to protect them from any projectiles that may have been flying around.
Ben: we need to get them out of here.
Gwen: how?
As Gwen asked the bleachers fell apart and crashed through the wall, creating an escape.
Gwen: thanks Annie.
Annie: no problem.
Ben: why are you thanking her? The bleachers just fell apart.
Annie: I have terrible luck.
Ben times out and Gwen protects him with her energy shield.
Noah: come on people, let's get out of here.
Julie: what about the others?
Noah: they'll be fine. Now get out of here.
Gwen: you should to. You don't have any weapons
Noah: I'll go and get your weird car.
Ben: shock rock should show this lizard who's boss.
Gwen: if that lizard guy can create crystals, you might want to pick somebody who can go against it. Shock rock's plasma is useless against crystals. Kevin can tell you that much. Use humungousaur.
Ben: good idea, but I'll need the power up to beat this guy.
Ben dials up humungousaur and slams down on the omnitrix as he turns unto XLR8.
Gwen: I said humungousaur.
Ben: this thing has a mind of its own sometimes. Remember?
Gwen: just armor up.
Ben nods as turns into omni-kix XLR8, using his increased speed to tunnel under the crystal wall he had made and popping out on the other side and hitting skalamander clean in the face. Skalamander catching him allowing red to hit him with his smack hands. Meanwhile Kevin was still continually attacking Biowulf as Circe continues to screech at Biowulf, annoying him. Kevin eventually manages to fling himself into the air landing on Biowulf before returning to normal and being thrown off of Biowulf.
Circe: why did you change back?
Kevin: this thing still times out. Why that was in the plans that vilgax sent me, I don't know but the thing won't work if I take out the time out function.
Biowulf: that's good to know. Now then, you're coming with me.
Circe: no, I'm not.
However, as she extends her Evo jaw back out, she spots something coming in from behind them and she moves back terrified.
Kevin: what's with the portal?
Circe: that's not a portal. It's a breach.
Kevin: that's the same thing.
Breach: not when i'm controlling them.
DR animo: I was meant to be caught.
Circe: wait you're working for Van Kleiss?
DR animo: you'd be surprised how much he likes to keep me around.
Circe: knowing that you can make active nanites in random animals, I'm not that surprised. Once he has a hand on someone he can manipulate and finds useful, he will.
Breach: this is over. I'm taking you back to him.
She opens up a breach under her and she falls into it. Kevin looks at his still timed out antitrix and he tries to run inside where he finds the wall of crystal and rex alongside omni-kix XLR8.
Kevin: she's going to take rex. Don't let him fall into one of her portals.
Ben: what?
He turns back around to find that skalamander has rex in his grasp and a breach opened up behind him. As XLR8 starts to speed up ben immediately times out and skalamander is able to get through the breach. Noah shows up in the glitch armor alongside max, bobo and carl who each had one of max's two blasters. They start shooting at animo and breach, but they exit through one of breach's breaches.
Noah: did we just loose?
Kevin: it's worse. They took rex and Circe.
Noah: I thought she was done with them.
Kevin: she is, not that they are accepting that as an answer.
Ben: how are we going to find them?
Max: providence is the best shot we have.
Bobo: no, you're not dragging me there.
Carl: providence? What is going on?
Ben: no time dad, we've got some friends to save.
Gwen walks over to them, hugging ben and Kevin as they all looked at the rustbucket. Max calling in the omni-chopper.
Max: so, son, I didn't just take the grandkids on a trip of the us.
Carl: you took this thing? And went around the world?
Ben: and it was awesome.
Noah: can this wait until we have my best friends back.
Bobo: well rex is my best friend.
Noah: he can have more than one best friend.
Kevin: move people, we're on a time limit. Here.
Carl: wait, am I being invited along on one of your adventures?
max: come on then dad. We're going to need all hands-on deck for this one.
They all get in the omni-chopper and fly off as the rest of the school waits and watches.
Principle white: remind me why we've let them stay here?
Math teacher: there 10 and Gwen is pretty much the only reason that my math's class is still going.
Julie: good luck ben.
Clair: and get rex and Circe back.