Vilgax had returned.

The alien tyrant had come back to destroy Ben. He had him locked in battle and Ben nearly lost.

After beating Ben down until he was on his last breath, Rook and some of the Grant Mansion aliens came in and stopped the evil villain.

In the midst of battle, Vilgax got away by using Ben as leverage. If they let him go, then he will let Ben live.

The aliens begrudgingly accepted his offer.

Vilgax got away and Ben was returned to them, but in terrible condition.

Rook and his fiancée Rachel Jocklin waited outside the emergency room where the Plumber medics treated Ben's injuries.

One of the doctors came out.

"How is he?" Rook asked immediately.

The doctor frowned. "He's still breathing. I can tell you that much." He walked away.

Terrifed, Rook and Rachel rushed inside and saw Ben on a medical bed. His Omnitrix arm in a sling, a black eye, his head and chest bandaged up, and a broken leg.

"Ben?..." Rachel stepped forward.

Ben turned away. "Don't look at me. Go away."

"Ben, do not be upset." Rook said.

"Oh, shut up." Ben hissed through gritted teeth. "Just shut up!"

"Ben!" Rachel gasped.

Ben looked at her. "Just leave me alone!" he yelled. "I want to be left alone!"

"Ben, please!" Rook tried to calm him down. "This is no way for a hero to behave!"

Ben stared irately at his partner. "HERO?! What hero?! Being a hero is the worst thing that ever happened to me!"

"But Ben! You love being a hero!" said Rachel.

"Not anymore! Whoever said being a superhero is great is NOOOOOT!" he screamed. "I don't ever want to see another alien again! And that means you two get out of my sight! I don't care if I have to break every bone in body to force you out! JUST GO!"

Rachel and Rook were beyond words. Ben must be more hurt emotionally than he was physically.

They quickly and quietly left the room.

That night, Ben laid there in the dark wide awake. He was too ashamed to sleep as his mind replayed the haunting memories of Vilgax.

Even with the Omnitrix, the most powerful device in the universe, he will wasn't strong enough to beat him. Ben may have lived, but now that monster was out and about again.

It was like the Omnitrix ruined his life the moment he found it years ago.

Ben sobbed as he looked up at the ceiling. He felt his eyes water. "I hate my life."

Just then, the alarms went off.


The Plumbers all watched the monitor in disdain as two figures spoke to them.

It was Red Leader and Blue Leader.

"Just so we're clear," said Red Leader. "we pulled our resources and now have an armada that will destory your miserable planet!"

"Unless you meet our demands." Blue Leader finished.

Max Tennyson tightened his fists. "And what are your demands?"

The two aliens looked him squarely in the eye.

"Bring us Ben Tennyson."

The Plumbers could not believe it. But Rook and Rachel were the most stunned.

"You want my grandson?!" Max shouted in anger.

"That's right!" snapped Red Leader. "That so-called hero destroyed our statue of the great Zabin! A crime he shall pay with his very life! So surrender him to us and we will call off our invasion."

Blue Leader grinned cheekily. "And since you humans don't have the backbone to partake in war, wiping you all out with be simple as squashing a colony of bugs." He leaned closer. "I suggest you do this planet a huge favor and give us the boy."

"We are coming now." Red Leader said. "Have Tennyson ready for us."

The monitor went black.

Plumber Headquarters fell into a deep silence.

"They won't get away with this." Max growled.

Magister Patteliday shook his head. "And I thought the Incurseans were ruthless. But these red and blue folk have hit a new low."

"We can't let them take Ben!" Rachel said.

"That does not leave this room." Rook told her. "Ben must not know about-"

"Too late."

Everyone turned and saw Ben, still in his hospital gown, barely standing on his crutches.

And he looked very, very, angry.

Rook expected the worst, so he spoke first. "Ben, listen-"

"SAVE IT!" Ben yelled. "Just hand them over to me."

"WHAT?!"

"Ben, we are not doing that!" Max said, marching forward.

"We are not letting them take you away!" Rachel said, coming towards him.

Ben swung a crutch to keep them away. "NO! YOU DON'T UNDERSTAND!"

His friends and family forced to step back.

Rook saw the anguish in Ben's eyes. "Ben, if you give yourself away in your condition, those leaders will harm you! Or worse!"

Ben lowered his gaze. "That's what I'm counting on."

Rook was shocked by Ben's words. As was everyone else in earshot.

"I had this coming," Ben continued. "I never should have found the Omnitrix. So this is my comeuppance."

"Ben! Don't say that!" Rachel said. "That's not true!"

"No, Rachel! You don't see the world the way I do now!" Ben snapped. "Ever since I found that watch, aliens have been ruining my life and everyone around me! So I'm going to hand myself over to them! They can torture and dismember me all they want, but it will never be as painful as having the Omnitrix!"

"Ben! You love the Omnitrix!" Max replied. "You said yourself that it's the greatest thing to ever happen to you and it is! You're just not thinking clearly!"

"No, Grandpa! For the first time in my life, I am thinking clearly!" Ben said. "I was young when I got the Omnitrix and because of that, I was stupid enough to believe the Omnitrix and aliens were great. But not anymore! I've finally grown up and realized the awful truth! I'm going to surrender myself and no one here is gonna stop me!"

But a white hand grabbed Ben's shoulder and pinched his nerve. The boy was out cold.

Alien X carefully picked up Ben in his arms, being mindful of his injuries.

Rachel sighed in great relief. "Am I glad you showed up!"

"Indeed." Alien X looked down at Ben. "It seems Ben needs our help more than ever."

"You don't know the half of it." Max said, looking deeply depressed.

"Actually, I do." said Alien X. "You have nothing to worry about, Magister Tennyson. Let me put Ben back to bed. Pesky Dust will keep him rested." He turned and headed to the infirmary.

Max looked confused. "But what about the-"

"I promise, Max." Alien X said. "You have nothing to worry about."


The next day, the sky was filled with red and blue space ships.

The Red and Blue beings were ready for an invasion.

Red Leader and Blue Leader came rolling down the streets in their tanks, paying no mind to the screaming pedestrians jumping out of their way.

They arrived at the meeting place; Bellwood Park.

There, Max Tennyson, Rook Blonko, Rachel and Sasha Jocklin, and Alien X were waiting for them.

The leaders pulled up their tanks and emerged out.

"Ah, so you have come." Red Leader mused. "Have you brought us the boy?"

"We'll take good care of him." Blue Leader said, but the Plumbers could sense the maliciousness in his words.

Alien X stepped forward. "Gentlemen, we are not here to give you Ben, we are here to warn you."

"Warn us?"

"If you plan on threatening us, there will be consequences." Rook said

"What made it even more insulting that you want us to sell out Ben like that." Rachel said, anger seeping from her mouth.

"That ridiculous notion was an insult to all of us." Max said. "Are you prepared to have everyone on this entire planet your enemy?"

The color coordinated aliens just laughed.

"Oh, please! You greenhorns against us?" laughed Red Leader.

Alien X snapped his fingers.

In an instant, all of the Grant Mansion aliens appeared in the park. From Ampfiphian to Heatblast to Way Big to XLR8, every single one of the aliens were here. Even the Ultimate aliens.

The Leaders barely contained their shock.

"Now do you understand?" Alien X said. "Threaten Ben and you threaten all of us."

"Y-You're just trying to scare us!" Blue Leader said, though he could stop his hands from trembling. "You're nothing but his lackeys! Ben Tennyson is holding his power over all of you!"

"That's not true." a kind voice said.

It was Rachel's sister Sasha Jocklin. "We don't hang out with Ben because he has the Omnitrix." she smiled. "We love him. Ben's family to us and that's why we stick up for him."

"He maybe clumsy, immature and reckless time to time." Rook said. "But even so...there's something about him that's hard to ignore."

All the aliens smiled and nodded in agreement.

"Well? What will you do, gentlemen?" Alien X asked.

"Please leave Ben alone." Rachel said.

The leaders were furious. To think all of these powerful aliens were defending that undeserving brat.

"We'll get you all!" Red Leader shouted. "This isn't about him anymore! We'll destroy all of you!"

"MEN! SHOOT ON OUR MARK! AIM FOR THE ALIENS!" Red and Blue Leader commanded. "FIRE!"

Just then, POINK!

The warships disappeared, as if into thin air.

Even the leaders' tanks were gone.

"You should have listened." Alien X said, putting his hand back down.

"W-What have you done?!" screamed the Blue Leader.

"I erased your army from existence." the starry alien answered. "It's hard to start a war with no army to lead."

The aliens finally let reality hit them. They were hopelessly outmatched. They sat there, staring in fear as if they were in a nightmare.

Alien X came close, but they were too scared to move.

"Let me put this in terms you can understand." Alien X said. "I alone have enough power to send you two into oblivion. And our army here has plenty of power to destroy your planet as well." He raised his hand.

The leaders hugged each other and braced themselves.

"However," Alien X lowered his hand. "We would never do something like that. We are not like you. What we strive for alongside Ben Tennyson, is fundamentally different."

Two pairs of handcuffs appeared in Alien X's hand. "I suggest turning yourselves in and doing your time to earn a fresh start and a clean slate is the smartest thing to do."

The leaders looked at each other. And they finally made the right choice.

They held their wrists out. "We'd like to go to jail please."

And just like that, the invasion ended before it even began.


Hours later, Ben woke up. "Huh?"

Rook, Rachel, and Max were smiling at him.

"Guys? What happened?" Ben struggled to get up. "Where are the red and blue guys?!"

"They had to cancel their invasion. Something came up." Max said with a casual tone.

"Came up?" Ben blinked. "What came up?"

"I came up."

Ben saw Alien X walk into the room. "The leaders came to their senses and decided to turn themselves in."

His friends' were amused seeing Ben's stunned face.

"That doesn't sound like those guys from what I remember." said Ben. "Was it really that easy?"

"Of course, you know me, Ben." Alien X said, winking at the teen. "By the way, I have another surprise for you. It's why I was late today."

"What?"

"Pesky Dust and I caught up with Vilgax and defeated him."

"WHAT?!" Ben shot up, grunting a little in pain.

"Yep, we stripped him of his powers and chucked him into the Null Void where he belongs." Alien X got up. "Now then, let's get you all healed up." The alien raised his white hand and a luminous glow covered Ben's body.

His casts and bandages began to vanish, the pain was dissipating.

Ben was healed.

"There! Good as new."

Ben beamed with joy. He moved his limbs and felt his eye was back to normal too.

Even his hospital gown was replaced with his old clothes.

He then held Alien X in a hug. "Thank you."

"And?" Max said.

Ben looked to his grandfather and friends. "And...I'm sorry about what I said. I just...lost it."

"And?" Max pressed on.

"And...being a hero does have it's perks. Because I was able to make such awesome friends who work together to help people." He thought back to when he snapped at his friends and felt more guilt. "Guys, I'm really sorry about what I said. I never should have snapped at you. I was blind by my own anger, I wasn't thinking clearly at all..."

"Ben, we understand." Rachel said. "We always have. It's true that there are bad aliens. But thanks to the Omnitrix, you were able to meet plenty of good aliens."

"Ones that will never sell you out, no matter how much you push us away." said Rook.

"We're always here for you, Ben. We love you." Rachel said, hugging Ben.

Ben felt like he was ready to cry. He was so happy.

Feeling Ben's shoulders heave a little, Alien X gave Ben's side a tickle. Ben giggled. Then Rachel and Rook were tickling Ben.

"Hahahahahahahaha! Come on, guys!" Ben cackled. "Quit it!"

The teen was in a fit of laughs and giggles as their tickles made him feel much better.

"So, champ, how about some Mr. Smoothy?" Alien X said, ruffling Ben's hair.

"Definitely." Ben said, getting up.

The four friends headed off to celebrate.

"What would I ever do without you guys?" Ben said.

"You'll never know, Ben." said Alien X. "You'll never know."