As the group are driving through a mild forest, Ben is staring out of the window with a tired gaze. Max has been trying to get his attention till Gwen hit his head with a brochure.
"Clean the wax out of your ears." Gwen glared.
"You okay, son?" Max asked in concern.
"Yeah..." Ben sighed tiredly. "I guess, I'm still a little weirded out by that Wildmutt nightmare."
While the cousins are busy at the dining table, Y/n is continuing his research in his journal in a prone position at the back of the Rust Bucket.
He's jotting down information regarding Ben's nightmare on Ghostfreak page. It's been two days that the Omnitrix wielder has experienced a bad dream. What's worse, the two dreams were about Ghostfreak demanding to come out.
"Is Ghostfreak... living inside the Omnitrix this whole time?" Y/n muttered while tapping his chin with his pen. "If so, does that include other aliens or just his kind?"
Not long after, the group arrived at their destination, the Bencroft academy, dubbed as one of the top school of the country.
They entered the academy while being guided by one of the students there.
"And recently, Bencroft academy was awarded the 'Prestigious Solid Gold Main Cup' trophy for top rated prep-school on the East Coast." The student explained. "So you can see why we're very picky about who we admit. So many delude themselves into thinking they are Bencroft material. It's so sad."
"Can I punch her in the mouth?" Y/b whispered to Ben beside him. "I hate her tone."
"I feel you, man." Ben whispered back. "But we gotta suck it up to survive this boring trip."
Y/n quietly groaned in annoyance before suddenly, Ben froze in place and gazed around in panic.
"Do you have a question?" The student asked directly at Ben, snapping the boy out of his trance.
"Uh, yeah." Ben replied. "Why are there so many kids here during vacation?"
"Attending our prestigious summer school session." The girl said proudly.
Ben and Y/n looked at the girl before they gazed at each other and then laughed their heart out, gaining attention from other students around them.
Both the tour guide and and Gwen glared at the boys with irritation. Once the boys done with their antics, they started to pant due the exhaustion.
"I'm sorry!" Y/n panted. "It's just... from our personal opinion... 'summer' and 'school' are the words that should never be used together."
"Couldn't agree more!" Ben chuckled.
Ignoring the boys' statement, the girl spun around and continued her job as a tour guide with Max and the kids followed.
"Looks like it's not going to be that boring after all." Ben grinned at Y/n.
"You're telling me." Y/n replied and the boys chuckled in mischief.
After passing through halls and classrooms, they made it to the academy science lab where multiple beaker with chemical solutions in them are placed neatly on the desk. While Gwen admiring an electron microscope, Ben suddenly knocked one of the beaker to the floor in panic. Not long after, Y/n's hair shivered and the heater on each beaker lit up, overheating the chemicals inside.
"Ben, what are you doing?" Max asked.
"I didn't do it! It was Ghostfreak!" Ben protested.
Then, the fire alarm rang out and the sprinkler turned on, raining down the tour guide who is clearly not amuse. They walked out of the building as the tour guide who is still soaking wet walked away from Max and the kids. Enrage, Gwen stomped her way to Ben but Y/n went to defend his friend.
"Gwen, that was not his fault." Y/n stated.
"Ugh! You're gonna believe his words?!" Gwen questioned.
"What?! Did you really think your dweeb cousin has magic power!?" Y/n asked back then turned his gaze to his friend behind him. "No offense, Ben."
"Oh, then what makes you think that 'Ghostfreak' who did it?" Gwen crossed her arms in annoyance.
"Because he's a spectral type alien!"
A loud crash from a gym building alerted them. Quickly, Ben and Y/n dashed to the scene and found a trophy cabinet with a broken glass.
"Ugh, I recognize this scent." Y/n claimed in disgust.
"What?" Ben asked.
"The Circus Freaks. They're here. Strangely, without their boss."
Y/n guided his friend to the gym room and found the Circus Freaks all together. Ben and Y/n immediately transformed into Ghostfreak and Saberfang respectively.
"Ghostfreak? I was picking Heatblast!" Ghostfreak complained.
Thumbskull ripped large chunk of audience chair and tossed it at Ghostfreak as Saberfang evaded it. Acidbreath then proceed to vomit out a huge amount of acid to the pile of woods.
The Circus Freaks laughed in victory as Saberfang simply glared the melting pile of woods, sensing something more malicious underneath. Then, that malicious presence emerged in a form of Ghostfreak.
The ghost alien began his attack by phasing through the floor to evade an incoming acid from Acidbreath. Then, he lifted up the mattress and tossed Acidbreath to the wall.
Thumbskull went to attack Ghostfreak, but three Saberfang tackled him away and occupied the muscle. Ghostfreak watched the two remaining Circus Freaks being occupied by multiple Saberfangs before a growl got his attention.
"Here, kitty kitty kitty~." Ghostfreak taunted at the lone Saberfang who's giving a death glare.
The saber charged with a growl and multiplied into three. They attacked their new opponent with coordinated attacks, but Ghostfreak simply phased through it.
He grabbed two of the saber aliens and tossed them to the remaining Circus Freaks and then strangling down the last one to the floor.
"Let's see his reaction when he realize that he killed his own partner with his own hands." Ghostfreak laughed hysterically as Saberfang starting to lose his breath and consciousness.
"Ben, what are you doing?!" Gwen called out from the gym door with Max beside her.
Ghostfreak slammed Saberfang to the floor and released him. Then, he glared at Gwen very closely.
"Ben is not here." He stated. "Boo!"
Gwen fall on her back, and Ghostfreak laughed in response. While being distracted, Thumbskull threw Ghostfreak a punching bag then retrieved the unconscious Acidbreath onto his shoulder with Frightwig following behind. They escaped the gym with Ghostfreak chasing behind them.
As soon as Saberfang recovered, the other Saberfangs merged into one and began his chase, leaving Max and Gwen behind in confusion. The saber are following their scent while running. Then, his watch started to beep, and he quickly went to hide under a shadow pathway before he transformed back as Y/n.
Disregarding his transformation, he returned his search for Ghostfreak and to his shock, he found both Ben and the alien are confronting each other.
"Ben!" Y/n rushed to his side.
"Ah, it's so nice to meet the two of you." Ghostfreak said to the watch wielders. "Face to face!"
"This... can't be happening.." Ben said in denial. "You can't be you! I'm you!"
"I was never you!" Ghostfreak protested. "An Ectonurite's consciousness exist even in a few strands of DNA. When the sample was taken for the Omnitrix, I was trapped inside. But now, I can reveal my true self."
Ghostfreak began to rip off his outer skin, revealing his much more ugly and hideous form.
"Looks like I'm not going to have a good night sleep." Y/n shuddered by the form.
"What do you want?!" Ben demanded.
"I need the power of the Omnitrix to make me whole again. I can only do that by taking over your body." Ghostfreak explained.
"Why the Omnitrix? Why not the Nemetrix?" Y/n asked.
"Don't take me for a fool!" Ghostfreak growled. "Nemetrix can only be wield by a non-sentient being. You are an exception, making you an abomination in this universe. Now, don't get in my way!"
Ghostfreak is about to touch Ben, but the sunlight burned his hand. He screamed in pain and vanished into the darkness.
"We need to tell grandpa." Ben suggested, still traumatized by the incident.
Y/n nodded in agreement. As soon as they turned around, they quickly bumped up with Max.
"Max!" Y/n exclaimed in panic.
"Easy boys, you look you've just seen a ghost." Max said.
"You have no idea."
The group went back to the Rust Bucket in order for both Ben and Y/n to cool off. As the Nemetrix wielder added new information about Ghostfreak, Ben explained the situation to Max and Gwen.
"He loose? How?" Gwen asked, referring Ghostfreak's escape.
"He said that his species' conscious exist even in a few strands of DNA." Y/n elaborated.
"So, how are you planning on bringing him down once we find him?" Gwen asked Ben. "That alien is pretty tough."
"Sunlight." The Omnitrix wielder answered. "He couldn't go into the sun. He has to stay in the shadows."
"But, you never had that problem when you were a Ghostfreak." Gwen recalled.
"That's it!" Y/n slammed the table as he standing up, startling everyone in the Rv. "That's the reason why Ghostfreak needs Ben to become whole again!"
"I've got a couple things from my Plumber days that might help." Max smiled.
"I think there's some spells in the book that can create sunlight." Gwen added.
.
.
.
Night time has arrived, and the group are tracking down Ghostfreak around the academy for hours with an Ecto-sensor and Y/n's keen senses.
"Max, are you sure it's that way?" Y/n asked.
"According to the sensor." Max answered. "Why?"
"Because I can hear chaos on the other side of this path." Y/n pointed the direction and as if on cue, a panic scream gained their attention. "There it is."
"Okay, let's get our game faces on." Ben dialed his watch but noticed that his partner hasn't make a move, yet. "Y/n?"
"It's the Circus Freak. Although, one of them smells... different." Y/n informed. "You go first, Ben. I'll be your backup."
And without a further ado, Ben transformed into Fourarms and headed to the scene with Max and kids in tow. As soon as they arrived, the students of the academy ran away in panic from the Freaks as Frightwig holding the tour guide student in hostage.
"We've got no time for you, Freaks. So, the party is over." Fourarms stated.
"You got it all wrong, muscle head." Frightwig corrected. "It's about to really get rolling."
"And it's a surprise party." Ghostfreak said in a body of Acidbreath before he came out from his body. "Hello, Ben. Have you been working out?"
"Ooh, I forgot to tell you guys how horrible his true form is." Y/n said to Max and Gwen.
"You can say that again." Gwen said.
"You ain't seen nothing, yet." Ghostfreak lunged at Ben.
As the ghost alien tried to posses Fourarms, the muscle alien abled to throw him off.
"It seems I cannot merge with your alien forms." Ghostfreak assumed. "No matter. Time is on my side."
"If you think about waiting for Ben to turn back to human again, then you've made a big mistake." Max aimed a weapon shot Ghostfreak, burning alien's hand.
"Daylight at night?!" Ghostfreak screamed in pain while holding his smoking hand.
"Sun gun. Project a beam as bright as sunlight." Max grinned. "But that's not all."
Gwen came forward and chanted a spell before a bright light orb appeared above her. Ghostfreak screamed in pain as he slowly burning up. Quickly, he possessed Thumbskull to protect himself.
"As long as I'm in a host's body, your weapon has no effect." Ghosfreak stated.
He charged at Fourarms, and they began to brawl. Due to having a physical differences, Fourarms outmatched the possessed Thumbskull despite the assist of Acidbreath.
After that, Ghostfreak decided to posses Frightwig. He tossed away the hostage, but Gwen abled to save her. Fourarms had some difficulties due to Frightwig's agility, but he managed to beat his opponent by wrapping up her hair around her tightly.
"Go and play musical Freaks all you want. I'll just kick their butts." Fourarms pumped his fist.
"You are right." Ghostfreak emerged from Frightwig. "Maybe I need a new partner."
The ghost alien looked to the Gwen and lunged at her. Although, before he could even possess her, Hypnotick tackled Ghostfreak in his intangible form. Since the two aliens have intangible ability, they abled to make a physical contact.
The two alien brawled in the air, screeching and growling before they phased through into a clock tower. The sound of struggled could be heard from inside. Fourarms climbed up to the tower and broke through the walls and found that the the two aliens has been thrashing around the clock tower.
As he's about to assist his friend, Fourarms transformed back to Ben, gaining the attention of the Ectonurite.
"Aw man! Not now!" Ben complained in panic.
Despite being distracted by Ben's transformation, Hypnotick kept his opponent occupied away from Ben. Meanwhile, the Omnitrix wielder noticed that the sun has returned from his back. He looked around and found a large curtain blocking the sun from coming in.
"Y/N!" Ben called, gaining the attention of the moth alien.
He pointed at the curtain, and the moth alien quickly understood his assignment. Ben quickly climbed up from one wooden platforms to another. Once he's arrived he signaled his partner to get ready.
In a quick gesture, Hypnotick sprouted out his long tongue and wrapped Ghostfreak around it tightly with an assist of his legs. He held the Ectonurite still while Ben pulled down the curtain, letting a huge portion of light coming in.
Ghostfreak screamed in pain as he writhing in Hypnotick's grip. Ben continued to pull down the curtains until Ghostfreak could feel the burning sunlight. Finally, the Ectonurite disintegrated and his ashes withered away. Hypnotick went to Ben's side and transformed back to Y/n while coughing.
"You okay?" Ben asked in concern.
"Bleugh! Can I have a water? I need to wash my mouth from this ashes." Y/n said.
After the authorities arrested the Circus Freaks, Max and the kids continued the trip. As usual, Y/n is busy with his journal but with a troubled expression.
"Did the creator of Omnitrix consider this to happen?" Y/n muttered while writing down the question in Ghostfreak's page.