It was late at night Alan was running from Kevin who was chasing him. Kevin tried to freeze him but Alan just melted the ice. Kevin wrapped Alan in vines but they were quickly burned off him. Alan carved out a stone out and started to fly away. Kevin quickly shot a stream of water at Alan putting out his flame and sending him crashing to the ground. Kevin started to get closer to Alan. He started to shot a fire ball at Kevin but he blew it out with a gust of wind from his mouth. Kevin blew the wind on Alan putting out his flames. But Alan quickly powered back up. But Kevin quickly grabbed Alan and started to absorbed his powers. Kevin just smiled as he wanted more was about to finish Alan off but Ben got there just in time.

"Enough, Kevin!" said Ben who was transformed into NRG. Ben grabbed Kevin's arm stopping him.

"Let me go, Tennyson!" said Kevin\

"Um, no!" Then Ben fired a blast sending Kevin flying back into the corn field. "Alan, can you hear me?" Al that came out of Alan was some moans. Then Kevin came out of the corn field.

"I want your power."

"Yes. Come and get it." Kevin ran up to punch Ben. But Ben dodged out of the way and fired a blast at Kevin. Kevin turned into goo and moved behind Ben. Kevin turned back to solid as he grabbed Ben from behind in a hold.

"I'm gonna crack you like an egg." Kevin said as his grip got stronger.

"Let go of me!" Ben started turn red as he started to heat up and broke free from Kevin. Ben turned around to face Kevin. As the battle between Ben and Kevin was happening Star was sneaking up towards Alan so she could get him out of there. Star picked up Alan and started to get away

"Shouldn't have let you go. You were doing me a favor. Only one of us is walking away from this, Tennyson and it's not gonna be Alan or Star!" Kevin fired a lighting blast from his head towards Star and Alan. Already figuring it out there plan. Ben quickly got in the way of the blast to shield them. Ben was soon knocked him back to the ground. "Your time is coming, Tennyson and yours two Star." Kevin then started to fly away. Ben got up and Alan soon after that.

"You're gonna be okay." said Star

"No, I'm not. None of us are. I got off easy. You two should have seen what he did to the others." said Alan

"Pierce? Helen?" asked Ben in a worried tone

"And Manny. And some guy named Dr. Vicktor. I didn't understand what Kevin wanted from us until now."

"Your energy. And he's never gonna stop unless I stop him for good."

Star knew this was the going to have to happen. Kevin was getting to much out of control.

Later back at Gwen's place. Ben and Star asked Gwen to track Kevin down.

"No, I won't help you." said Gwen in a loud voice

"If you won't use your powers to track him down, me and Star will just go find him myself." said Ben

"But it's Kevin."

"Wake up and smell the end of the world, Gwen. He's out of control."

"He's our friend."

"Was our friend."

"We'll figure out some way to save him."

"He's too far gone. Either we save Kevin, or we save the world." Ben and Star started to head for the door. Gwen quickly got in there way.

"I won't let you two hurt him."

"Out of our way." Ben just walked pass Gwen. Put she stopped him one more time.

"He's come out of this kind of thing before. Remember what he was like when he was little?"

"Do you? He's worse now than he ever was, and you know it."

"Star, you got to talk Ben out of this."

"I can't. And I don't knows if there is a other way." said Star

The left the house but they didn't even make halfway towards Ben's car when Gwen trapped them in a dome. "There has to be something we can do."

"He's beyond our help. We have to think about the safety of everyone else." said Ben

"I'm not letting you two out."

"Yes, you are." Ben activated the Ultimatrix and hit it. "Chromastone!" Ben held his hand out and absorbed the dome freeing himself and Star. Ben and Star continued to walk to the car.

"I won't let you two do this!" Gwen fired a beam at Ben. But Ben absorbed it and fired back at Gwen. Gwen dodge the attacks and fired back. But the blast didn't effect Ben.

"Do you want some help?" asked Star

"No. I got this." said Ben. Then Star headed for the car an got inside. "Go back inside After all there's no way she can beat Chromoastone with your kind of power!"

"Think so? Facio gravis!" said Gwen. Then gravity increased for Ben. "Now you'll stay here."

"Yeah? What do you think Kevin's doing while you're wasting my time?" Then Ben fired a beam at Gwen.

"Tabesco caix!" The spell stopped Ben's attack and started to melt him. Ben hit the omnitrix symbol and there was a green flash.

"Terraspin!" Ben started to send out a strong sending Gwen into the wall of the house. "If you think for one second that Kevin wouldn't drain you dry."

"Some friend you are. You won't even try to help. What if it was you?"

"I'm not going to argue with you anymore, Gwen."

"Tardus motus!" This stopped Ben wind. Gwen made some panels and started to get down as she head towards Ben. Ben hit the omnitrix symbol.

"NRG!" Ben slapped his hand together and touched the ground causing the ground to turn into lava and shot up around Gwen. Gwen quickly put up a shield around her. Once the lava disappeared Gwen noticed Ben wasn't there.

"Ben?"

"Nanomech!" Ben flew up to Gwen. She was barley able to see Ben. "I dodged between the lava droplets."

"Cloudo doris!" Then Gwen closed her book on Ben. "Game over, cousin. Check and mate." Then there was a green flash from the book. It fell out of Gwen's hand open. Then Gwen saw Ben in a different form. "Waybig." Ben crossed his arms and fired a beam at Gwen. She put up a shield. But Ben broke through it easily sending her to the ground. She was a bit out. As Ben turned back to normal.

"You know why you lost? Because you care about not hurting me. And that's exactly why you can't do what it takes to deal with Kevin."

Later in a Forever Knight base Ben was going nuts on the Forever Knights in order to find Kevin. The Forever Knights were scared but no mater what Ben kept finding them.

"Come on just tell us what we want to know." said Star as she watched this happen.

Gwen borrowed ship to go see Grandpa Max.

"I'm sorry to bother you while you're still recovering Grandpa." said Gwen

"I'm always glad to see you, Gwen. Anyway, I don't having a lot to do in this re-gen tube but float and heal." said Max

"We can't let Ben destroy Kevin. We've got to find a way to cure him."

"Ben is right."

"I know, he... Wait, what?" This surprised Gwen

"You are a plumber, Gwen. A lot of people are depending on you. You've got to put your feelings aside and do what's right."

"This is Kevin we're talking about."

"If you can't be a professional, then just stay out of the way and let Ben do what needs to be done."

"But, Grandpa..."

"I can't help you, Gwen."

"Then I'll find someone who can."

Sometime later. Ben was driving his car with Star in the passenger seat. Then the ultimatrix started to beep.

"I'm done talking, Gwen." said Ben

"I'm not Gwen. But we are gonna talk about her." said Max

"She couldn't convince me, so she ran to you."

"Something like that."

"You agree with her?"

"No. Kevin's a menace. Your friendship aside, the only responsible move is to take him down with all necessary force."

"Then I don't understand why you're talking to me."

"It's the logical move. It's the safest move. It's the sensible move."

"But?"

"It's not the Ben move. You trust people. You give them second chances. And they live up to your expectations. Kevin was a sociopath when you were kids, but you trusted him anyway."

"And look how that worked out."

"He's turned into a fine young man. A hero a dozen times over."

"But now he's a monster."

"True. And I'd put him down like a mad dog. But I never thought you would. You always find another way."

"Not this time. When I thought you were dead, I had to do a lot of growing up."

"You did fine."

"For a while. But I let some of my fame go to my head. I've been some what of a jerk these past few months. Aren't you gonna argue with me?"

"Not when you're right."

"I've had fun, but I always told myself that when the situation got serious, so would I."

"I'm not going to argue with you, Ben. I just wanted to make sure you'd really thought about this."

"I have, Grandpa. I'm sorry about what's going to happen to Kevin. Really, I am. But this isn't kid stiff anymore. Playtime's over."

Some more time later. Ben was in a fight with Vulcanus as Humangesor.

"Answer me." said Ben. Then Ben destroyed Vulcanus's robot arms.

"Not the arms! They're the hardest parts to replace! They're always on backorder!" said Vulcanus

"I am not playing games, Vulcanus. Where is Kevin?"

"Even if I knew, I wouldn't tell you. You didn't say please. Toodle-oo!" Vulcanus ejected from his suit. Ben quickly grabbed Vulcanus.

"Stop holding out on me, Vulcanus! Spill!" Ben started to shake Vulcanus

"If you keep it up, I'm gonna spill something, all right." Ben was punch Vulcanus. Star was going to stop him in order for her to try. But Gwen stopped him before Star could.

"Gwen!"

"Let him go, Ben." said Gwen. She pulled with the energy beam she used to stop Ben to make him drop Vulcanus.

"You tell him sister." said Vulcanus

Ben got angry at this. Then Gwen made a make shift cage. "Just listen for a second, will you?"

"Yet you won't listen to us." said Star as she fired a blast from he wand and made cage disappear.

"Now get out of the way, Gwen. I'm going to find Kevin, no matter what it takes." said Ben

"You'll never find him, but I can." said Darkstar as he entered the cave that they were in.

"What are you doing here?" Ben tried to punch Darkstar but Gwen put up a dome to block the attack.

"Why, I'm merely offering you my assistance with your Osmosian dilemma. Isn't that right, lovely Gwen?"

"Don't push it, Michael."

Ben hit the omnitrix symbol and turned back to normal. "You brought Darkstar into this? He is going to ask like our friend again, right?" asked Ben

"And then he'll betray us when he get the chance." said Star in a whisper

"He's the only one who can help Kevin." said Gwen

"Sure." said Ben in aggravated tone.

"But I can help, because you don't understand Kevin, and I do." said Darkstar

"You're making even less sense than usual."

"Shh! Give him a chance." said Gwen

"I can help you, Tennyson, because I can predict Kevin's next move. Kevin and I are the same." said Darkstar

"Uh-huh, you're both evil." said Ben

"We both have an insatiable craving for energy."

"And you're evil."

"Kevin's not evil. Somewhere deep down, he's still our friend." said Gwen

"No, lovely Gwen, he's not your friend anymore. He just looks like him. He's an empty shell, knowing only a hunger that must be fed. That craving is his weakness." said Darkstar

"Michael has a plan to cure Kevin." said Gwen

"I already don't like it." said Ben

"When the Dominus Librium was destroyed, I managed to save a piece of it." said Darkstar

"The energy-absorption thing you used to cure Kevin before?" asked Ben

"Precisely." said Darkstar as he showed Ben the piece of the Dominus Librium.

"Great!" said Star

"Unfortunately, it no longer works."

"Great!" said Ben a bit disappointed

"But with a large enough power source, we may still be able to tap into its inherent abilities."

"You're kidding me, right? Gwen's already wasted enough time trying to find a cure for Kevin. It's too late for that. Every moment he's on the loose is a moment too long. Now, for the last time, are you going to help me find Kevin?! 'Cause if not, whatever else he does, it's on your head."

Some time later Gwen found Kevin and went to see him. Kevin was hold up in an old abandoned arcade. Gwen started to talk to Kevin trying to reason with him but Kevin was trying to hold back the urge to drain Gwen's powers. But it didn't last long. Soon Kevin started to go after her. Gwen tried to stop Kevin without hurting him. Kevin soon trapped her in vines. Gwen summoned some stone solders that Charmcaster uses. One freed her as they solders went after Kevin. Kevin soon absorbed the energy of the creators. Kevin destroyed the empty shells. Kevin started to attack Gwen again. Gwen tried to fight back but he was to strong. She was soon pushed into a wall. Kevin walked up to her and started to absorb her energy. Gwen started to scream in pain as that happened.