Here in outer space, in a lair perched on a massive rock. It is revealed to be Dr. Psychobos' lair, and he is accompanied by Malware, Khyber and Zed.

Malware: Unacceptable!

Zed, as Buglizard, tries to attack Khyber. He tries to restrain her with an energy leash.

Khyber: Easy, fella. Easy, old friend.

The Nemetrix glitches, as Buglizard changes back into Zed and then transforms into Mucilator, then Terroranchula. Terroranchula drags Khyber and then changes into Slamworm. Slamworm pushes Khyber against the wall and stalks him.

Malware: You said you would have the Nemetrix fixed by now, Dr. Psychobos. Yet the beast continues to change form at random. Not even Khyber can control it.

Psychobos is working on building a small device. He has the Omnitrix schematics on a screen.

Psychobos: I said I would try. It is based upon a p-p-pathetic piece of Galvan technology, and I use the term loosely. Unfortunately, the component necessary to stabilize the Nemetrix resides within the Omnitrix itself. *Observes the schematics*

Malware: Which resides on Ben Tennyson's wrist... deep within Plumber Headquarters.

Khyber: I'll retrieve it.

Crabdozer slams into Khyber and then throws him away, crashing into Psychobos' desk and falling to the floor.

Malware: No, Khyber. Your single-minded pursuit of Ben Tennyson as a hunting trophy has clouded your sight of our true goal.

Khyber: Your goal, not mine.

Malware: It is the Omnitrix we need! Tennyson is inconsequential.

Khyber walks ahead and uses a device that sends out an energy discharge to restrain Crabdozer.

Khyber: Not to me.

Malware: *Points his blaster-arm at Khyber* If you cannot control your mutt, perhaps your services are no longer needed.

Psychobos opens his cranium and zaps Malware and Khyber. They scream in pain.

Psychobos: ENOUGH! It was I who built the Nemetrix. *Levitates* Obviously, I am the only one who can rep-p-pair it. Out of my way!

Psychobos throws both of them into a wall on either side. He levitates ahead.

Psychobos: Try not to destroy each other before I return. Or do... That would be a p-p-pleasant surprise to come back to.

The door opens and Psychobos goes away. Malware and Khyber look at each other.

On Earth, on the roof of the building just next to Max's Plumbing, Psychobos lands his cloaked ship. Three cargo boxes float along with him as he exits his ship.

Psychobos: If you want something done right, you have to do it yourself.

The boxes land in front of him.

Inside the Plumber HQ, Rook runs as Ben, transformed into Wildvine, chases him with his tendrils. Ben attempts to slash at Rook, but he dodges and Ben ends up destroying a few cylindrical-obstacles in the room while

Rook: This is not what I had in mind.

Ben: *As Wildvine* You're always saying we should spar... more often. *Swipes tendrils at Rook*

Rook: *Dodges* To keep our reflexes sharp. *Flips*

Ben: *As Wildvine* Heh. Right. Soo... reflex! *Attacks Rook*

Rook: Unh *Dodges* This is meant to be weaponless combat. You are cheating. *Points at Ben*

We then see Danie and Paulina jump in as they were also sparing as Danie tail sweeps Paulina but she does a handstand and flips back and jumps right side up.

Paulina: *Playful* Oh no fair using your tail babe! You heard Rook, no weapons.

Danie: Doesn't count if I'm using natural trait sweetie.

Ben: *As Wildvine* *Chuckles* Danie’s right, and one, the Omnitrix is not a weapon. (Walks closer) And two-

Ben jumps into the air, surprising Rook. He transforms into Humungousaur and pins Rook down to the floor with his thumb and Paulina charges at Danie and Danie does the same as Paulina jumps over her, grabs Danie’s tail and swings her into a cylindrical obstacle as Paulina tackled Danie pinning her to the floor.

Ben: *As Humungousaur* The bad guys cheat. That's 'cause they're bad guys. But I've got the Omnitrix, so I win.

Paulina and Danie: Ahem.

Ben: *As Humungousaur* Oh yeah and Paulina and Danie have the Spectertrix and Omnitrix.

Rook: *Groans* And what happens if you ever do not have the Omnitrix?

Danie: *Groans* Or... if it fails?

Ben reverts back into normal. He gives his hand to Rook, to help him get up followed by Paulina doing the same with Danie.

Ben: The Omnitrix never fails, so I never fail.

Max watches from a room above the training area. He switches on the microphone and speaks.

Max: They have a point, Ben.

Ben: Aw, come on, Grandpa. You're gonna start on me, too?

Max: I'm just saying it wouldn't be a bad idea to do some drills without the Omnitrix... just in case.

Danie: Max has a point Ben, you can't always be reliant on your Omnitrix.

Paulina: Yeah, why do you think me and Danie train without our hero watches. And I don't use my Osmosian powers all the time.

Ben:  *Shaking his arms* Okay, okay. Whatever. But break first. *To Rook* All this kicking your butt made me thirsty. Come on, Rook, girls. Juice boxes are on me.

Rook: *Baffled* A box of juice? Is that another weird Earth expression?

Danie: No it just means he's gonna get us drinks.

Rook: Oh I see.

Rook, Danie, and Paulina follow Ben and they walk away.

Rook, Danie, and Paulina stand behind Ben, leaning against the wall and hands folded, as Ben tries to get a snack from what appears to be a vending machine. Ben repeatedly slams the machine as it doesn't seem to be functioning as expected.

Ben: The Plumbers have the dumbest snack machine on Earth.

Danie, Paulina, and Rook: That is not a snack machine.

Ben: *Examines the machine* Why does everything in this base have to be so... alien?

Danie, Paulina, and Rook:  That is not a snack machine.

Ben: Coin slot. Put coin in. Press button. Juice box. *Ben does exactly as he narrates* Easy! But noooo. Hya! *Kicks the machine*

Danie, Paulina, and Rook: That is not a-

A red alert alarm goes off.

Ben: I didn't do it!

Max: *On mic* Perimeter breach in progress! Multiple targets incoming!

Several Plumbers run through the corridor, armed with blasters. Max arrives at the place where Ben, Danie, Paulina, and Rook are.

Max: Move it, boys and girls. We got trouble.

Rook takes out his Proto-Tool, Danie turns into her Infinite form, and he, Paulina, and Ben run along. Several robotic snakes drill through the walls of the base and attack with energy weapons. The Plumbers retaliate and Danie and Paulina help them.

Max: Concentrate fire! Watch those tails!

As the fight continues, Psychobos enters the base. He spots Ben as he arrives in the warzone with Rook.

Psychobos: And now, the fun begins.

A robotic snake sneaks up behind Ben as he attempts to transform into an alien. Rook shoots the snake, causing a few pieces of the robot to fall on Ben.

Ben: Ow! What'd you do that for?!

Rook: KEEP YOUR HEAD ABOVE!

Ben: That's "heads-up"! Alright, you evil robots, meet superhero- *gets grabbed by Psychobos* OHHH! HEY!

Psychobos grabs Ben's hands as he's about to slam the Omnitrix's dial. He uses his electrokinesis to remove a component from the Omnitrix's core.

Ben: *Struggling* Cut it out, you... freaky Brainstorm guy!

Psychobos: If you insist. *Removes the component* And now, if you'll excuse me-

Danie, Paulina, and Rook: You are excused.

Rook, Danie, and Paulina jump and drop-kicks Psychobos. He drops Ben. Psychobos fly away.

Rook: THE CEREBROCRUSTACEAN IS ESCAPING!

Ben: Oh no, he's not!

Ben attempts to hit the Omnitrix's dial but there seems to be a problem. Ben fiddles with it, trying to see what's wrong. Suddenly, the Omnitrix glitches, causing Ben pain. Ben is covered in an aura of green energy.

Danie, Paulina, and Rook: BEN!

Rook, Danie, and Paulina run closer to Ben, to help him. The green energy hits him and Rook gets transformed into a Half-Gourmand hybrid, along with Paulina who becomes a Half-Areophibian

Rook: AAH! This is unsettling.

Paulina: *Checks herself out* Yeah, I'm like half human, half Jetray. Huh actually, I can get used to this.

The Plumbers and Danie continue to fight the snakes. Blukic and Driba arrive on a hovering vehicle with ammunition. They halt besides Max.

Driba: Phased pulse clips.

Blukic: Much more effective.

Max: First squad, fall back and change ammo. Second squad, give 'em cover!

The Plumbers reload their blasters. They successfully defeat the robotic snakes. Ben continues to struggle with the green energy. Rook, Danie, and Paulina try to help him.

Ben: *Struggling* Ahh... No! Bad guy! Get bad guy!

Danie: Go, I'll look after Ben.

Rook and Paulina nod and run off to follow Psychobos. He and Paulina move through the warzone but are too late, as Psychobos successfully escapes.

The battle is over. Ben's left arm is encased in a containment device which crackles with energy. Max observes as Blukic and Driba work on the device. Rook and Paulina come back.

Rook: Sorry, Magister Tennyson. The intruder escaped.

Paulina: How's Ben doing?

Max: He's okay, Plumber... umm...

Rook: It is me, Rook.

Paulina: And Paulina.

Driba: Eww.

Blukic: That's unfortunate.

Danie: Hey! That's my girlfriend your talking about!

Max: Well, Rook, Paulina, Danie, Ben is... umm...

Ben:  Ben is having a little problem of his own right now!

Blukic: Ohh, that's no problem.

Driba: We'll just reboot the Omnitrix. Should fix you and Rook up in a jiffy.

Rook: Are you sure that will work?

Blukic: *Shrugs* Mostly sure.

Rook: At least things can't get any worse.

Ben: ARE YOU CRAZY?! Never say that out loud! *Facepalms*

Paulina: Why? That only happens in cartoons.

Danie: Yeah, there's no way that can happen in real life.

Unnoticed, the Omnitrix releases a crackle of energy outside the containment device and into prison section of the base below. Liam is exercising by lifting weights. He clucks and bawks as the green energy hits him and he gets transformed into a Half-Vaxasaurian hybrid. The energy arrives in Fistina's cell. She tries to escape and bangs on the locked cell door. The energy hits her and she transforms into a Half-Galvanic Mechamorph hybrid. The green energy also affects Psyphon and transforms him into a Half-Pyronite hybrid. He is fascinated and looks at his hand.

Psyphon: Excellent.

The green energy then arrives in Bubble Helmet's cell.

Bubble Helmet: I don't like that looks of this. Argh!

He gets transformed into a Half-Gimlinopithecus hybrid.

Bubble Helmet: Okay. Now I really don't like the looks of this!

Psyphon uses his newly-attained pyrokinetic powers to melt Bubble Helmet's cell door to free him.

Bubble Helmet: Whoa. *Cautiously covers himself*

Psyphon is accompanied by Liam and Fistina. Psyphon walks closer to Bubble Helmet.

Psyphon: Cheer up, Bubbles. We're getting out of here.

The Plumbers work on the computers. Max and Danie supervises.

Max: Primary security grid offline.

Danie: Get that secondary security grid back up to full power!

Other Plumbers clean up the mess caused by the earlier battle. Blukic and Driba have gone inside the containment device to work on Ben's Omnitrix. They're wearing protective green suits.

Ben: Guys?

The two Galvans observe the Omnitrix as it continues to glow with energy.

Driba: Genetic stabilizers - check.

Blukic: Morphogenic grating - check.

Ben: You sure you know what you're doing?

Blukic & Driba: Flux webbing!

Both of them slam the Omnitrix together. The regular transformation sound and light occurs. They notice that Ben's arm is not in the containment device anymore. Blukic signals Driba and they both look outside the device. Below, Ben has transformed into a new short fish-like alien.

Ben: *As Walkatrout* I'm... going to call that a "no".

Blukic and Driba climb out and down the containment device. They walk closer to Walkatrout and examine the Omnitrix.

Driba: Hmm... That's odd.

Blukic: 'Odd' is what it is, all right. *Scratches his head*

Ben: *As Walkatrout* Ya think?

Driba: Not that. There appears to be a piece missing from the Omnitrix!

Ben: *As Walkatrout* Right! That evil Brainstorm guy took it.

Danie: He has a name Ben.

Blukic: Dr. Psychobos?

Driba: Here?

Blukic: Can't be.

Driba: He wouldn't dare!

Walkatrout: Whoever it was, he took something out of the Omnitrix, which I thought you guys were fixing.

Blukic: Oh, my. No. *Raises hands*

Driba: Mm, we couldn't possibly fix that.

Blukic: Was some kind of regulator.

Driba: No way to tell which one.

Brn: *As Walkatrout* Soo... what? I'm just going to stay this way?!

Blukic: Very probably. *Smiles* But, on the bright side, your arm is out of the containment cube.

Rook lands besides them. His Proto-Tool falls off him and Paulina picks it up and puts it on table. Rook sighs, looking exhausted.

Rook: Perhaps you could contact Azmuth for assistance.

Blukic:  That, we could do. *Ponders*

Driba: If the communication system was up.

Blukic: Which it is not.

Rook: Well, at least things cannot get any worse.

Bubble Helmet uses his electrokinesis to blast a hole through the floor. Rook, Danie, Paulina, and Ben are surprised.

Paulina: You had to jinx us didn't you?

Ben: *As Walkatrout* Dude, you have got to stop saying that.

Out of the hole, Bubble Helmet, Fistina and Liam emerge, in their new forms.

Rook: IT IS A JAILBREAK!

Danie: And the prisoners are hybridized!

Ben: *As Walkatrout* Figured that all by yourselves, huh?

A few Plumbers rush in to fight them. Fistina morphs her arms along the floor and punches them away.

Liam: *Bawks* We're getting out of here! They can't stop us all! *Bawks*

Bubble Helmet uses his electric powers and zaps the floor just ahead of the Plumbers to push them back.

Ben: *As Walkatrout* Uh, yeah. This is way outta hand. We better get in there, Rook. Rook? Paulina?

He sees the Rook and Paulina aren't standing beside him. Rook attempts to attack Bubble Helmet and Fistina, but it has no effect as his new form is physically weak but they are blasted away by laser blasts from Paulina . Liam approaches Walkatrout.

Liam: Is that you, Tennyson?

Ben is shocked to see Liam's new form.

Liam: I believe you've got some payback coming!

Liam tries to punch Walkatrout but he dodges. He runs and slides across the floor.

Ben: *As Walkatrout* Too slow. Ha ha!

Liam catches Ben

Liam: Gotcha, little fishy!

Liam raises Ben up to his face and opens his hands.

Ben: *As Walkatrout* *Nervously* I don't suppose this is one of those 'catch and release' deals?

Liam: No. Now I have you for a snack!

Liam licks his lips. He raises Ben above his head and attempts to eat Walkatrout. He struggles and slips out of Liam's hand. Liam tries to catch him but Ben slips out every time. Walkatrout slaps Liam with his tail and slides away. Liam shakes his head, disgusted. Walkatrout slides and tumbles into Rook and Paulina

Rook and Paulina: Unh!

Ben: *As Walkatrout* Still think it couldn't get any worse?

Rook: I... thought you said not to say that.

Ben: *As Walkatrout* DAAAH! YOU MADE ME SAY IT! Maybe the Universe didn't hear.

Rook: I really do not think we are talking 'cause and effect' here.

Fistina continuously punches a Plumber while she holds a few in her other hand. Bubble Helmet electrocutes two Plumbers. Danie, Ben, Paulina, and Rook run across the room.

Rook: We are beaten! I cannot fight like this!

Ben: *As Walkatrout* Sure you can! Just stop being you so much and be me!

Rook: You are not making any sense.

Paulina: Don't fight like yourself Rook, fight like the alien you are, in your case you're Upchuck, be Upchuck.

Liam tries to smash them but they avoid his fists.

Ben: *As Walkatrout* Paulina's right, Eat something! Anything!

Ben runs off. Rook looks around and sees a few slabs of rubble. He gasps happily. He jumps and munches the rubble.

Ben continues to evade Liam while Paulina and Danie fight him off but they're backhanded into a wall.

Paulina and Danie: Oww…

Ben: *As Walkatrout* Any time now, partner!

Rook munches. He gets up, his stomach growls.

Ben: *As Walkatrout* *Dodges Liam's foot* Now upchuck it!

Rook spits out green gooey balls of energy followed by energy blasts from Danie and Paulina. They hit Bubble Helmet and Fistina and send them flying back into the hole they came through. Liam has captured Ben and holds him tight. Walkatrout struggles.

Rook turns around and he, Danie, and Paulina look at Liam angrily. Rook’s stomach rumbles while Paulina and Danie give Liam the “defy me and die” look. This frightens Liam and he runs away after dropping  Ben, jumping into the same hole.

Liam: Retreeeaat!

Rook shoots a ball, and Danie and Paulina shoot two laser blasts after Liam, causing an explosion. Rook, Danie, and Paulina poses heroically. They see Ben walking on and they jump in front of him, with Rook spreading his arms to block his path and Danie and Paulina blocking his path with their feet.

Ben: *As Walkatrout* What're you- Ugh, we have to go after them!

Driba: *Shudders* You can't go down there as a Walkatrout.

Blukic: Beyond being humiliating, it's just too dangerous.

Driba: You have no special abilities without the Omnitrix.

Rook, Danie, Paulina, looks at Ben smugly.

Ben: *As Walkatrout* You guys better not say "I told you so".

Paulina: We don't have to, you just did it for us.

Rook: *Sternly* And I am taking a team down there... without you. You are a liability.

Ben: *As Walkatrout* Those guys would've creamed us just now if it weren't for me.

Rook: We got lucky. The only way out is through this room. We will hold it until we get the prisoners back in their cells.

Danie: Until then, you're just gonna have to wait here until your Omnitrix is fixed.

Ben: *As Walkatrout* *Exasperated* Pfft. Whatever.

Psyphon is working on a computer at a lower level of the base. The three thugs arrive in an elevator. Liam angrily punches Psyphon into a wall.

Liam: *Bawks* What were you doing down here, you coward? We nearly got slaughtered! *Clucks*

Psyphon: Fools!

Psyphon shoots flames at them, pushing them back.

Psyphon: Have you forgotten who your master is?! *Points at them* Everything's proceeding according to my plan!

Liam:  Ohh, stuff your plan! *Goes closer to Psyphon* If you'd been with us, we'd be free now! *Bawks* The Plumbers wouldn't have had a chance!

Psyphon: Please stop trying to think, birdbrain. You don't do it well. (Raises his flaming fist) I knew the Plumbers would defeat you. Your escape attempt was merely a diversion.

Bubble Helmet: Di...ver...?

Psyphon: A distraction to buy me some time! You have no idea where you are... do you?

Psyphon presses a button. A Null Void portal opens up a few feet above them.

Bubble Helmet: The Null Void?! No way, Psyphon! I ain't going back there for nothing!

Psyphon: Of course not, you witless gasbag. *Enables a video screen and talks on the mic* Attention, Plumbers!

Psyphon presses another button. Multiple screens across the base broadcast Psyphon's video.

Psyphon: I am Psyphon, imprisoned here against my will by you self-appointed, peacekeeping Plumbers!

Ben: *As Walkatrout* Wow. That's Psyphon?! He's actually kinda cool now.

Paulina: In a demon fire alien sort of way.

Max and the other Plumbers also watch the broadcast in the control room.

Max: *Firmly* I know who you are, Psyphon, and we won't give in to your demands!

Danie: No matter how evil they are!

Psyphon: Tsk-tsk. You realize we control the lower decks of this base?

Max: That won't help you. The only way out is through us, and that's not gonna happen. Return to your cells, now!

Danie: Before we make you.

Psyphon: I... think not. I've connected this base's power core directly to the Null Void gate. The gate has been set to overload.

The gate is shown on the broadcast.

Ben: *As Walkatrout* Which means...

Psyphon:  If the gate overloads, all of Bellwood, everything and everyone in it... will be sucked into the Null Void!

Max You're bluffing, Psyphon!

Psyphon:One prison is the same as another to us... But the poor, innocent citizens of Bellwood... how will they fare trapped in the Null Void? And what will they think of you Plumbers, who chose not to save them? *Cackles maniacally*

On one of the floors of the base, Blukic and Driba rig up a small device. They walk closer to Ben. Blukic opens the Omnitrix's faceplate.

Blukic:  Hmm. The multi-jolt first?

Blukic places the device on the Omnitrix. The device attaches to a few holes, orderly. Blukic closes the faceplate. Walkatrout transforms into another new fairy-like alien, Pesky Dust. He looks at himself, then angrily looks at Blukic and Driba. Rook arrives with several other short-sized Plumbers.

Rook: The prisoners have sealed off all the maintenance tunnels. So we will be using the air vents instead.

Ben: *As Pesky Dust* I'm going.

Paulina: So am I.

Danie: Same here.

Rook: You are not going.

Blukic and Driba present another small device. Blukic opens the Omnitrix's faceplate, places the device over the previous device and closes the faceplate. Pesky Dust transforms into a new, mole-like alien. He looks at himself and is annoyed.

Ben: *As Mole-Stache* Oh, come on! What is the point of this guy? He's totally useless!

Blukic and Driba peek behind Mole-Stache. Jerry, a Plumber the same species as Mole-Stache, stares at him furiously. Mole-Stache realizes this.

Ben: *as Mole-Stache* *Distraught* Uh... no offence, dude.

Paulina and Danie: Speciesest.

Ben: *As Mole-Stache* Am not!

Blukic places another device in the Omnitrix. Mole-Stache transforms into a fat yellow blob-like alien.

Ben: *As The Worst* Aww, this guy's the worst. *Pulls his eyelids and releases them, disappointed*

Paulina: Well not completely, you're body  looks indestructible.

Ben: *as The Worst* How do you know that?

Paulina: Research.

The group of Plumbers let down cables through the vent. Jerry, Bromeba and Leadfoot carefully slide down it. Robucket hovers down while giving Chortle a lift. Stick Doug slides down the cable. As soon as Ben, Danie, and Paulina  arrives at the vent's opening, Rook stops them.

The Worst:  What? We're coming!

Rook: You are not. You will get hurt or captured.

Ben: *As The Worst*  Look, the Omnitrix turned the prisoners into other aliens... My aliens *sees Danie and Paulina glaring at him* Uh our aliens. We know all their weaknesses. You need us.

Paulina: He makes a good point.

Rook: *Sighs* Come on.

Ben: *As The Worst, YES! *Punches the air*

Driba, Blukic, Rook, Danie, Paulina, and Ben slide down the cable.

Driba: Hmm. This is actually quite smart... for a non-Galvan.

Ben: *As The Worst* Thanks... I think. *Raises eyebrowz The base is really a space station underground. The power core's on the bottom level.

Blukic: We'll shut down the core so the Null Void gate can't overload.

Ben: *As The Worst* Which means we can rush the bad guys and take them out! They got nothin'.

Rook: Shh. We are here.

They arrive at the vent in the power core's room. The vent door opens. The Plumbers jump out. Rook, Danie, and Paulina all land acrobatically while the rest land ordinarily. Ben lands on his bottom and makes a squeaky noise as Paulina helps Ben up.

Rook: Stations 6 and 9, mark.

Danie and Paulina slightly giggled at the small joke Rook made when they heard him say, “6 and 9”

Ben: *As The Worst* Dude, if you're gonna keep talking like that, I'm out. *Frowns, grumpily*

They run ahead and take their seats. They start working on the computers and controls and shut the power core, essentially shutting down all power in the base. The other Plumbers on the higher levels are puzzled. The Null Void gate closes. The power core stops rotating completely.

Rook: We have completed Phase 1.

Psyphon uses his heat powers to cut a circular hole in the wall behind Rook.

Psyphon: Yes. Thank you. We couldn't have done it without you.

Psyphon and his lackeys enter the room. Psyphon shoots flames to scare the Plumbers. They run and take cover.

The Worst: The secondary security field!

Psyphon: Very good. Yes. You see, there's a force field around this base... low-level, actually. You wouldn't even notice it. It serves only one function.

Rook: To stop jailbreaks.

Ben: *As The Worst* You tricked us into shutting it off!

Driba: Maybe not so smart for a non-Galvan, after all.

Psyphon: And now, we will be going.

Ben: *As The Worst* Yeah. *Gets down from his chair* That's not going to happen.

All the Plumbers join and stand together.

Psyphon:  Hahah. And who's going to stop us? You and your little friends?

The Plumbers, including Ben, bring out and aim their blasters at the prisoners. Rook aims his Proto-Tool while Danie and Paulina get ready yo fight.

Ben: *As The Worst* Take 'em down!

Psyphon raises an eyebrow. Then, he shoots fire in the air and Liam chases the Plumbers. They scatter. Fistina and Bubble Helmet also join the fight. Psyphon shoots fire at a control panel behind which The Worst takes cover. Bubble Helmet charges himself up. The Worst sees this.

Ben: *As The Worst* The Shocksquatch guy can't attack if he's insulated!

Leadfoot removes a device from his bag and throws it at Bubble Helmet. He gets covered in thick, insulated foam and is unable to use his powers.

Bubble Helmet: Huh?

Danie: That's gonna take a while to comb out dude.

Ben runs across the room and gets on top of a control panel. He sees Blukic and Driba firing at Fistina as she is about to attack.

Paulina and Danie: The Mechamorph girl is sensitive to magnetic fields!

Driba and Blukic remove a magnet each and magnetize Fistina, causing her to lose control of her shape.

Ben: *As The Worst* Nice!

Liam sneaks up behind The Worst and grabs him. He throws The Worst into a wall.

Ben: *As The Worst* Whoa! Aah!

Liam and Psyphon surround him.

The Worst: Come on, guys. Can't we talk this over?

Psyphon: You have tormented me for the last time, Ben Tennyson!

Rook shoots a goo-ball while Danie shoots a laser ball at Liam, knocking him down. Psyphon faces Rook. He spits and shoots a ball at Psyphon, knocking him down too. Psyphon attacks Rook with flames but Paulina blocks them and blasts Psyphon back. Liam gets up after recovering from the blow. Blukic and Driba run under him.

Blukic: Hurry.

Driba: I am hurrying!

They reach Ben. Blukic opens the Omnitrix's faceplate and places yet another device in it. Liam grabs the three of them. He throws Blukic and Driba away and slams The Worst into the wall. The Omnitrix glows with green energy and it reverts Liam back to his regular form.

Blukic & Driba: I did it! You did it?! It was me!

The Omnitrix reverts Bubble Helmet and Fistina to their regular forms, as well as Rook and Paulina no. Rook and Paulina smile joyfully. Finally, Psyphon gets reverted to his regular form.

Psyphon: No. No! No! NO! NOOOO! *Gets Punched by Danie and knocked Off-screen* Augh!

Danie: I've heard enough out of you.

The Worst changes back into Ben and the Omnitrix is fixed. Ben jumps down in front of Liam.

Liam: Uh-oh.

Ben: "Uh-oh" is right, chicken little!

Ben transforms into a new alien, Kickin Hawk, the same species as Liam.

Ben: *As Kickin Hawk* Omnitrix is fixed. And thanks to you, I got me a new alien.

Liam clucks and tilts his head. They fight. Ben blocks a punch from Liam and kicks him away. Liam charges and punches Ben. He dodges Liam's other attacks, jumps onto his fist and kicks his face. Liam tries to attack but Ben makes him trip. Ben lays down on the floor and kicks Liam high into the air. When Liam descends, Ben kicks him into the power core. Liam gets shocked and falls down.

Ben: *As Kickin Hawk* And that, my friends, is how you make the feathers fly. Whoo! *Strikes a pose*

After a while, the power was restored to the base. Psyphon and the other prisoners are put back in their cells.

Max: *To Ben, Danie, Paulina, & Rook*  I don't know how you did it, but you really saved our bacon today, fellas. Nice work. *Pats their shoulders. They begin to walk.*

Rook: I am especially pleased with the team's performance. This little group, with Ben, Danie, Paulina and I as their leaders, may be the best strike force in Plumber history.

Paulina: It's true, even if they are small in size, they make up for it in teamwork and power.

Max: *Chuckles* Oh, really?

Rook: *Confidently* Nothing can stop us.

Ben: Seriously, you have got to stop saying stuff like that out loud, Rook.

Rook: Would you rather I say "nothing can go wrong now"?

Paulina: Or, how about "things cannot get any worse"?

Danie: Or what about “What's the worse that can happen”?

Ben: You are so pushing your luck right now, guys.

Back in Psychobos' lair, Psychobos is fixing up the Nemetrix.

Malware: You had Tennyson... and the Omnitrix in your claws and you didn't end him!

Psychobos: Tennyson is nothing. Azmuth is our enemy, and with our perfected Nemetrix, we do not need his inferior toy. *Crabdozer turns back into Zed* Azmuth shall pay dearly for his hubris... and I use the term loosely.

Malware: Yes. I believe he will.

Psychobos and Malware laugh psychotically, while Khyber and Zed look on.

Next: Chapter 36: New Queen Bee