In an island prison somewhere off the coast of California, our favorite insane scientist was busy monologuing to the seagulls that had visited the grounds.
"The time has finally come. Soon, I, Dr. Aloysius James Animo will bring about a new world order. And they thought they could lock me up forever!"
Soon, the guards had come and were laughing at how insane this guy really was in the head.
"You're not going anywhere, Dr. Freakimo."
The guards just laughed and walked away, not even noticing as a seagull flew into the prison and perched on Dr. Animo's shoulder.
Ignore them, my pet. For you have been exceedingly loyal. Bringing me the components I need one at a time."
The seagull dropped a computer chip from its beak into the scientist's hand and he unzipped his orange prison uniform to reveal a new transmodulator and placed a new helmet upon his head.
"And now for your reward."
He then activated his transmodulator which arced its red energy between the two antennae transceivers and blasted the energy at the seagull, mutating it into a vicious monster.
The guards and fellow prisoners all gasped at the monstrosity before them as it landed with Dr. Animo riding upon its back. The mutant seagull then grabbed two of the guards with its talons and took off into the sky away from the island.
"Put us down, you freak!"
"With pleasure!"
The seagull then dropped the guards screaming as they fell down in the ocean. Once they resurfaced, the seagull flew away from the island with its master upon it, riding to freedom.
"And the first thing I'm going to do is visit those snot-nosed brats that locked me up in that wretched prison: Ben and Jen Tennyson!"
Our heroes were spending a nice relaxing day at the beach as Allison spent some time applying sunscreen to herself and Gwen read her spellbook while Max was working on some kind of new device at the center while Becky did some exercises a little bit off the shore as she smiled.
"Ah, so nice to finally get a little peace and quiet so I can catch up on my summer reading," Gwen said, her face buried in her spellbook.
"Although, I can't help but feel that it's a little too quiet," Max said, taking off his work goggles.
"Yeah," Allison said as she sat up in her chair, testing out her new black swimsuit. "Nothing's quiet around us."
That was when they all widened their eyes in realization.
"Where are the twins?"
Suddenly, all the patrons on the beach started to scream as they ran away from the ocean shoreline as they saw two fins that resembled a shark coming in towards them.
"Oh boy," Becky deadpanned as she stopped exercising.
She looked to see Ripjaws and Mermaid flying in on their surfboards as they rode the wave onto the beach.
Mermaid flipped onto her feet and smiled as she watched her brother faceplant right into a sand castle while she just sighed.
"Hey," Ripjaws said. "Where's everybody going? Surf's up, dudes."
The Omnitrixes timed out as they saw Max, Gwen, Becky and Allison walk up to them and glare.
"What?" Ben asked.
"Uh-oh," Jen said, shrugging.
"Come on," Ben said. "We were just having some fun."
"So were we," Max said.
"Only difference is that we managed to have some fun without scaring half of the people on the beach half to death," Becky said.
"For the record, I only wanted to see how well Mermaid could catch the waves," Jen said. "I didn't mean to frighten anybody. I'm sorry, guys."
"You know what? If I wanted to read books and build science projects, I'd have signed up for summer school."
He angrily walked off as Jen sighed.
"I guess I'll just practice my powers a bit," Jen said. "Alone."
Max had finally put the last screw into his project and smiled... just as a ball came flying out of the blue and knocked into him, causing him to drop the project, which broke once again.
Max groaned as Ben came over and picked up his ball.
"Done fixing that thing, Grandpa?"
"I was."
Jen stood by with her guitar and played it with a thought in her head as she sighed.
"You find your faith has been lost and shaken, you take back what's been taken, get on your knees and dig down deep, you can do what you think is impossible," she sang.
Suddenly, she found herself getting hit in the head with a ball and she fell over into the sand.
"What the heck, Ben?!" Jen asked as she placed her guitar down. "What was that for?!"
"Come on," Ben said. "You know there's better things to do than your music."
"Maybe," Jen said. "But when I do them, I'd like to do them on my own time."
She then sighed and gave Ben a slight push backwards with an energy pulse, causing him to fall backwards.
"I think that Gwen is free. Go play with her," she said as she went off to put her guitar back in the Rust Bucket.
"Even my own sister is against me having fun," Ben sighed.
"Yo, Gwen! Think fast!"
A frisbee came flying out of seemingly nowhere and knocked Gwen on her back as she read her spellbook.
"Come on, fling it back. You need the exercise," Ben said.
"Yeah, and you need to exercise self-control," Gwen glared.
"Agreed," Allison said as she, Jen and Becky walked up. "How'd you like it if someone did that to you?"
"I don't know," Ben said as Jen grabbed the frisbee and tossed it back to him. "It'd have to be someone who doesn't throw like a girl!"
"That's it!" Allison said as Jen grabbed her and held her back. "I am so going to clobber him!"
"Not while I'm here," Jen said as she lifted her up in her telekinesis and the goth scrambled in her grip as she floated in the air, completely helpless.
"Hey! Telekinesis isn't fair!" Allison shouted as Jen smirked and dropped her on her butt.
Ben prepared to toss the frisbee back to the girls, only for Max to come by and take it out of his grip.
"What is wrong with you people!" he shouted. "Doesn't anybody know how to have some fun?"
He then angrily kicked out to the sand, only to accidentally kick a rock. He then cringed out in pain and cried out as Jen gasped and ran over to him, passing her glowing hands over his foot to try to ease the pain.
Gwen, Becky and Allison giggled, only for Jen to angrily throw an energy ball at them, causing them to gasp out and doge it.
"It's not funny!" Jen shouted. "He just hurt himself."
"Sorry," Becky said, immediately shutting up as Jen glared at her and turned to Ben.
"Look, bro, I love you. But your idea of fun is just different from mine sometimes. Just do something on your own for a bit, kay?"
"Fine, sis," Ben sighed as Jen walked away.
Later, Ben made some funny faces at the seagulls walking on the beach with them having nary a reaction from him or even flying away.
"Oh, man, even the stupid birds on this beach don't know how to have fun."
That was when the seagulls suddenly took flight and flew away as Ben smiled.
"Now that's more like it."
Suddenly, he grew nervous as a giant shadow loomed over him. He turned around and faced the giant seagull from earlier and he gasped in horror as it flew down towards him with a shriek.
"Okay, bird brain!" Ben said. "You want a little air-to-air combat? I'm going Stinkfly!"
He activated the Omnitrix and slammed down the core, transforming into... a new alien. He was the height of an average human child. He had white skin, a black and white head, white face, along with black shoulders. His hands were large with 4 digits each and his feet were merely stubs. He had three fin-like growths on his head and gem-like orbs on his arms and three button-like gems on his waist. He wore black clothes with an overall-like design. He had green eyes with light green pupils and bore the Omnitrix symbol on his forehead.
"Another alien?!" he asked, cracking his knuckles. "Okay. Let's see what you can do!"
Ben then shouted out and charged forward before he was suddenly knocked back by the mutant seagull and was sent sliding across the beach, groaning in pain.
"Ugh. I guess you're not strong."
He then dove out of the way of the seagull's beak and tried crawling away, but was quickly snatched on the rear by the gull's beak.
"Or fast. Let. Go. Of."
As the seagull pulled on the new alien harder and harder, he suddenly split himself into two and they looked at each other in shock.
"...Us? Cool!"
The gull then pulled onto the clone, letting go of the original Ben in the process as he dropped onto the ground.
"Whoa!" the clone shouted as the original grabbed onto its tail feathers.
"Not so fast, bird brain!"
Not far from the battle, the others were doing their own things to relax when they heard both Bens screaming outwards in hysterics as Jen shook her head.
"Now what's he up to?" she asked.
The civilians ran away screaming from the mutant seagull tossing around the two aliens like rag dolls as the others looked on in shock.
"Is that Ben?" Gwen asked.
"And... Ben?" Allison asked.
"What alien... or aliens has he turned into now?" Becky asked as she, her sister, cousin and friend all suited up.
"I think he could use some help."
The struggle with the Bens and the mutant seagull eventually caused them to bump into the lifeguard station, which then started to shake as two kids hid from the gull... right underneath the station.
Lucky Girl gasped and shot out her hands.
"Saphirius Expectorium!"
A miniature tornado flew out of her hands and kept the station in the air as Huntress ran in and saved the two kids as Gwen deactivated her spell, letting the station fall to the ground.
One of the Bens shouted out in pain as the seagull bit down on his leg as it tossed him around in its beak.
"Ow! You're pinching my ankle!"
"Ow!" the original Ben shouted. "I felt that too. Well let's see if you feel this!"
He then shouted out and pulled on one of the seagull's feathers, causing it to squawk out in pain, letting the two Bens go as they fell to the ground.
The seagull angrily glared at the pair of aliens and they ran away screaming as it flew after them.
Suddenly, it was blasted by pink energy blasts as Omni-Pink came running up and shouted out as she and her allies glared with their arms crossed.
"Flock off, feather face!" Matter Girl shouted as Omni Pink and Lucky Girl looked to each other and nodded.
Lucky Girl then focused, activating her Telekinesis Charm and Jen surrounded the nearby volleyball net in her pink aura and they lifted it up as the Ben's ran underneath it.
"Try this on for size!" Lucky Girl shouted as she and Omni-Pink tossed the net out of the ground and wrapped it around the seagull, sending it sprawling to the ground as they looked at each other and high-fived as the Bens did the same to each other.
"That's right, turkey!" one Ben said as he planted his foot on the seagull's beak and his duplicate sat on it.
"Nobody messes with..."
They looked at each other and then beamed with an idea for a name.
"Ditto!"
Suddenly, the seagull shifted and struggled in the net's grip before it finally broke free, sending the two Dittos flying and crashing into the sand.
"Nice gloating, doofuses," Lucky Girl glared as she and the others deactivated their super suits. "Now we'll never know where that thing came from."
"Actually," Max said as he walked over. "I have a good idea. Call it a hunch, but I think it's the work of our old nemesis: Dr. Animo."
"...Yeah, you're probably right," Jen said as she cracked her spine back into place.
"I guess that's the end of our fun day at the beach," Becky said. "Now we've got to deal with that madman again."
"Maybe it's the end of your fun," one of the Dittos said.
"But my fun is just starting!" the other Ditto said... right as the Omnitrix timed out.
"...As soon as the watch recharges," Ben sighed.
Later, as Gwen read her spellbook and Jen practiced her guitar again, they heard a flash and saw Ben as Ditto run over with a football as he played with himself, tossing the ball, which flew right over Gwen and Jen as they ducked for cover as it glared.
"The only thing more obnoxious than one Ben Tennyson alien is two of them!" Gwen shouted.
"Ben, go play with yourself elsewhere!" Jen said.
She then created a pink forcefield that the ball collided against, sending it flying.
One of the Dittos gasped and ran across the beach to catch it but without watching where he was going as he looked up at the ball. The next thing he knew, he collided with Max just as he was about to put mustard on his hot dog, causing him to spill the contents all over his shirt.
"Benjamin Tennysons!" he glared as Allison and Becky walked over and groaned in annoyance.
"Okay, Grandpa. You got us," one Ditto said.
"Yeah, we won't bother the girls anymore," the other said.
Jen and Gwen glared before Jen felt herself get hit with a water balloon. She looked beside her to see a third Ditto casually toss another one in his hand.
"But we didn't say anything about him!"
That Ditto then split himself again, creating four Dittos total.
"Or him!"
"Are you guys up for some two-on-two?!" Ditto #1 said and they nodded and ran off towards the basketball court.
As they left, the others looked on in disbelief as Allison glared.
"I don't think anything good can come of this."
"You mean for us or him?" Jen asked.
"Both."
The two teams of Ditto played each other on the basketball court and got serious looks on their faces.
Ditto #1 went for it and then tried to slam dunk the ball, only to miss and the ball landed in the hands of Ditto #3.
Ditto #3 then did the same and dunked the ball with a cheer.
"T!" Ditto #1 said. "You fouled me!"
"Did not!" Ditto #3 said.
"Liar!" Ditto #4 said. "I felt it too!"
"How can I foul you, nimrod? We're on the same team!"
"No you're not! I'm on your team!" Ditto #2 said.
"Wait, wait, wait, wait. Then who's on my team?" Ditto #3 said.
Ditto #3 then felt himself get hit in the head with the ball and saw Ditto #4 glare at him.
"I am, dipstick!"
"You get it!"
The next thing the two clones knew, they saw themselves struggle and shove and got into a fighting match, kicking up sand everywhere.
"Hey, break it up!" Ditto #2 shouted as he ran over to them to try to stop the fight.
"Fine," Ditto #1 said. "I'll go get the ball."
He walked over to the ball and picked it up... only to see some bubbles surface in the water.
He then gasped as he saw Dr. Animo in some kind of aquatic suit with a spherical tank strapped to his back surface on a mutant octopus.
"Animo?" he asked fearfully.
He dropped the ball and tried to make a break for it, only to be caught by the octopus' long tentacles anyway.
"Tennyson," Dr. Animo glared. "Hmm... it seems that watch of yours is just chock full of new alien DNA. And I'll enjoy extracting all of it from you as painfully as possible!"
Ditto #1 could only watch as the tank opened and the octopus lowered him into it.
"No!" he protested as the octopus sank into the sea once again. Only this time, he had a captive.
"Cheater!" Ditto #2 shouted.
"I know you are, but what am I?" Ditto #3 glared.
Ditto #4 then shouted out and kicked against a rock in anger.
Suddenly, all of the remaining Ditto clones shouted out in pain and held their feet, shouting out in pain from the impact.
Jen and Gwen smiled at the show as Becky and Allison shook their heads in humor.
"I could watch this for hours," Gwen said.
"It's not funny!" the Dittos all shouted.
"You're right. It's three times funnier!" Jen chuckled as Max walked over and widen his eyes.
"Wait," he said. "Weren't there four of you?"
The Dittos all stopped and everyone looked around as Becky saw the tentacle drop into the sea.
"We've got trouble," she said as she glared outwards. "With a capital 'A' for 'Animo.'"
"And unless I miss my guess, he's the one who's got your missing Ditto in the cocoon," Max said, watching as they sank into the ocean.
"This is all your fault!" the remaining Dittos all yelled at each other just as the Omnitrix started beeping down. But without warning, it just stopped beeping, leaving the Dittos still intact.
"Um, shouldn't this be the point where you turn back to Ben, bro?" Jen asked.
"Something must be blocking the DNA transformation process," Max said.
"Maybe all the Dittos have to be together before he can become Ben again," Allison suggested.
"We've got to get back the other me!" the Dittos shouted before running off in separate directions.
"Oh, it's going to be one of those days isn't it?" Jen asked as she facepalmed and shook her head.
Meanwhile, Ditto looked out bored when he suddenly found himself and Dr. Animo advancing on what must have been some kind of secret laboratory inside of a shipwreck floating in the middle of the ocean.
The octopus swam down and entered through the bottom of the lab and took off his breathing apparatus and the octopus took the cocoon containing Ditto off of his back.
"Careful, my pet," Dr. Animo said with the mutant seagull watching in the rafters. "We don't want to damage our prize."
The octopus glared and then opened the sphere up, sending Ditto sprawling onto the floor. The seagull squawked, recognizing Ditto, before flying down and staring at him threateningly.
"What's the matter, buzzard beak? Scared I'll pluck out some more of your feathers?"
"No!" Dr. Animo said, blocking the seagull's path. "We need the specimen alive for the experiment to work!"
Ditto gulped and ran away from the mad scientist, only to have his path blocked by the octopus.
"Scared, Benjamin?" Dr. Animo said. "Trust me, with your and your sister's DNA, the creatures that I'll create will make these ones look like single-cell amoebas!"
Ditto only looked on pathetically.
Later, once Dr. Animo had the self-duplicating alien captive inside of some kind of experimental capsule filled with a liquid, he looked over his work bench and pulled out some kind of prod and electrified him, causing him to shout out in pain.
"Just wait, buster!" Ditto said. "When my sister and cousins get here, you're going to wish that you were back in prison."
"I'm counting on it," Animo glared at him.
Out on the sea, our heroes were sailing after the path of the octopus on a rental sailboat.
Suddenly, the other three Dittos all shouted out in pain, feeling the shock of their original counterpart.
"Did you just feel that zap?" they asked each other.
"The other us is in trouble!" Ditto #2 said.
"But if something happens to him?" Ditto #3 asked.
"What happens to us?!" Ditto #4 asked.
They all immediately ran to the steering wheel to the boat that Max was commanding and scrambled for control of it.
"Can't this thing go any faster?!"
"No backseat drivers!"
Jen only wringed her hands together nervously and Allison walked over to her.
"You okay?" Allison asked as she walked over to her and laid a hand on her shoulder.
"Yeah, I'm fine," Jen said. "I'm just worried about Ben is all. Who knows what Animo is doing to him right now?"
"Don't worry, Jenny," Allison said. "He'll be fine. We'll find him."
"I hope so," Jen said. "Because I don't want to be stuck with these three bozos for any longer than I have to."
"That makes five of us," Becky agreed as they all looked at the Dittos fight.
"It's better than I could have ever imagined!" Dr. Animo said as he examined one of Ditto's DNA cells through his microscope. "With just a single strand of this alien form's DNA, I can extrapolate the genetic code of your entire arsenal of alien creatures! And when your sister gets here, I will extract her's too!"
Ditto looked helplessly in his capsule prison and looked to his left to see the mutant seagull in the rafters beside him.
He then smirked and banged on the glass wall of the capsule, quickly catching the seagull's attention. He then laughed and made funny and insulting faces at it, quickly angering it.
The seagull then flew down from the rafters and attacked the capsule, raking its talons against the capsule, shaking it before Dr. Animo turned around to face his creation.
"I thought I told you not to damage the specimen!"
The seagull immediately backed off and angrily flew upwards to its perch.
Dr. Animo went back to observing the Ditto DNA in his microscope and watched as the cells seemed to split themselves of their own accord.
"Truly amazing. Limitless cloning capabilities."
Back with our heroes on the sailboat, the Dittos looked out and groaned.
"Can't this thing go any faster?" Ditto #2 asked.
Ma finished working on his project and then looked up to see the shipwrecked oil tanker where Animo was hiding.
"Well, it's a good thing we have a few extra hands on deck," Allison smiled.
"Head for that oil tanker. It's the only thing off shore."
"Aye-aye, Captain," Ditto #3 said as Jen adjusted her Omnitrix and nodded to the others.
"I'm going overboard," she said as she slammed the core down.
Her Omnitrix sank into her wrist and their arms were covered in greyish-blue scales that traveled up her arms and her fingers turned to claws. She then grew two anglers from their forehead and gills on their neck as her teeth grew and sharpened themselves as the scales finished covering their bodies and her hair turned into a green dorsal fin running down her backs. Her clothes turned into a one-piece swimsuit covering her entire midsection with the watch symbol were on their upper left torso.
Mermaid nodded and dove overboard into the sea to the oil tanker.
Ditto #2 steered the wheel, turning the boat towards the oil tanker.
Suddenly, his two clones lost their balance when adjusting the sail and lost hold on the rope, sending the sail crashing down on it.
"Oh man!" Ditto #2 shouted. "What is with those two? They're driving me nuts!"
"Yeah," Becky said. "You're telling us."
"They're all you, Ben," Gwen said. "What did you expect?"
Mermaid glared as she swam towards the oil tanker, only to have herself be swatted aside by the mutant octopus' tentacle and she looked down to see the giant spiked cephalopod before her.
"This could be tougher than I thought," she said as she shook her head to shake off the impact.
Meanwhile, the original Ditto was still trying his best to escape by angering the mutant seagull. He stuck his tongue out and made poses to it.
"Too scared to fight me?" Ditto asked. "Come on! Are you a seagull or a big. Fat. Chicken?!"
The seagull bit its tongue as it looked to see its master studying, but then looked to see Ditto taunting it by sticking his butt out and making chicken noises at it. Finally, anger took over and the seagull squawked out and destroyed the capsule with its powerful talons, sending water spilling everywhere.
Dr. Animo gasped and tripped from the sudden gush of water as the mutant seagull fell over as well, dazed.
Ditto smiled and exited the capsule with a smile as he taunted the seagull one last time.
"Thanks, bird brain! I owe you one!"
He then ran away from the scene.
Meanwhile, as the boat advanced towards the oil tanker and Mermaid continued battling the mutant octopus with all of her might and strength, the Dittos smiled.
"He's here. I can feel it," they all said.
Suddenly, the Omnitrix started to beep its timer down and they suddenly levitated in the air and were seemingly pulled towards the original Ditto off of the boat.
"Well, there's something you don't see every day," Allison said.
Meanwhile, Ditto ran along the tanker's exterior and looked over the railing to see his sister battling against the octopus, unwittingly keeping it distracted for him.
He reached the tip of the wreck and sighed in exhaustion before he heard his Omnitrix symbol start to beep down again. He, too, was lifted up into the air and flew towards his clones, causing them to all merge back to one Ditto and he fell into the ocean as he timed out and resurfaced as Ben.
"Whoa," he said. "I'm back to normal."
Suddenly, he heard a squawk from above as the mutant seagull flew in and snatched him up in its talons.
Mermaid was smashed against the tanker's side as she looked on, unable to help Ben in her current situation.
"Ben, no!"
Thinking quickly, Ben activated his Omni Suit and banged against the seagull's talon.
"When this thing recharges, you are so KFS: Kentucky-Fried Seagull!"
Suddenly, from the sailboat below, Max came flying in using his science project, which was revealed to be a jetpack. He rammed himself against the seagull's wing, causing him to let go of Ben, sending him falling through the sky.
"Saphirius Expectorium Perpetua!"
Suddenly, he was caught in a giant twister and looked to see Gwen, Becky and Allison below.
The twister died down as Gwen twirled her spellbook on her finger.
"And you said that reading books was a waste of time."
"Okay, okay," he said. "I guess you're not as boring as I thought you were."
"You got that right."
Suddenly, they heard a familiar cawing as the mutant seagull once again swooped downwards and ripped right through the sail of their boat.
They ducked down and looked at the broken sail and Gwen smiled at Becky.
"You thinking what I'm thinking?".
"Oh yeah," she said as the others smiled to each other.
Max flew through the skies with the mutant seagull hot on his tail as he dodged the snaps of its beak before it was suddenly hit by another twister. He looked to his side to see his grandchildren flying on the large sail with Gwen using her spell to blow behind it, letting them fly through the air.
"Hey, Grandpa! How about a little lesson in double-teaming from the experts?!" Ben shouted over the wind as Allison looked uncomfortably from her area on the sail.
"Man, I'm not really good with heights or water," Allison reminded them as she looked nervous.
"You'll be fine, Ally," Becky said as she aimed her bow at the seagull as it flew beside them. "Just a little closer."
Gwen aimed her spell towards the oil tanker and and the four flew onto the sides and aimed as soon as the seagull was behind them.
"Now!" she said as she flew upwards and deactivated the spell, sending the group down safely onto the tanker while the seagull smashed into the mast, dazed as Becky fired an arrow at it, hitting it in the leg, causing it to squawk out in pain.
Max suddenly came flying in and tackled it into the water, right into the mutant octopus as Mermaid suddenly leaped out of the water and landed on the tanker as her Omnitrix timed out.
"Okay," Jen said, shaking off the water. "There's another on my list of things I never want to do again."
Max smiled as he touched down by the team.
"Now that's what I call teamwork."
They then suddenly looked to see the angered octopus reach up its tentacles around them and Jen glared as she powered up her energy.
"Uh-oh," Gwen said.
"I'm on it," Ben said as he slammed down his Omnitrix turning into...
"Upgrade?" the Galvanic Mechamorph asked. "Aw, man, I wanted Ditto!"
The octopus then grabbed Upgrade and pulled its' liquid metal body, attempting to pull it apart. It pulled and pulled and pulled, but with no results.
"Okay, this is starting to hurt! Guys, a little help here?!"
Jen nodded and showed her glowing pink aura to the crane.
"Skadiggeteth Metalarka!"
The chain on the crate broke off and the weight went falling down onto the giant spiked tentacle, causing the monster to roar out in pain, letting go of Upgrade and making him go splat onto the ground.
Max used his jetpack to fly over head as he looked and called to Upgrade.
"Ben, pull yourself together and give us a hand!"
Allison absorbed the steel from the tanker's body, morphed her hands into hammers and slammed against her tentacle while Becky used her spear and engaged in combat while Gwen fired her spell blasts and Jen fired her energy blasts from overhead on an energy platform.
"Working on it," Upgrade groaned as he reformed himself.
"Work faster!" Gwen shouted as she and Jen fired out a combined spell.
"Saphirius Expectorium Perpetua!"
They fired out the combined cyclone blast, blowing the massive tentacles back as Upgrade looked to his right and dissolved his body into liquid metal.
He merged with the nearby crane as quickly as possible and sent out the crane's cables, ensnaring all eight of the octopus' tentacles.
"Is that fast enough for you guys?"
He then sent out an electric shock from his body, shocking the cephalopod, knocking it out and sent it sinking into the sea as the Omnitrix timed out, leaving him dangling from the crane's hook and Ben dropped down into Max's grasp.
"Whoa," Ben said. "That was fast."
"I guess that going Ditto for so long must have shorted out your Omnitrix," Jen said.
"He is not the only one who took a lot out of your Omnitrix!" Dr. Animo shouted from behind them.
"Animo!" Allison glared as they all faced him.
Suddenly, a loud clang was heard as they looked to see a giant mutant Lepidopterran climb out of the base and fly in the air.
"You see, I have already mutated its power into my own transmutation technology! Now, I will lead this planet in a glorious new phase of evolution!"
"Oh yeah?" Becky asked.
"You and what army?!" Jen shouted.
"This one!"
The mutant Lepidopterran then glared and split itself into several different versions of itself using Ditto's DNA.
"And this is merely the beginning! Soon, I will replicate all of your aliens and the world will be populated by with a whole new variety of species! But first, a show of strength to silence those who dared to oppose me! And I think leveling a beach town or two will get my point across!"
The several mutant Lepidopterrans flew away towards the beach and the group glared after the madman.
"We have to stop him before those things wipe out the entire coastline!" Max shouted.
"But how?!" Allison asked. "There's too many of them!"
"Then let's make some more of us!" Ben said as he looked down at his Omnitrix. "Yes, we're in the green! It's about time this thing started working the way I wanted it too."
He dialed in his desired alien and slammed down the core in a flash of green light, revealing Ditto.
"Ugh," Gwen said. "Haven't you guys done enough damage already?"
"No way!" Ditto said as he split himself into three and Jen nodded and slammed down her Omnitrix core.
The team followed on Jen as Firefly, Max's jetpack and Gwen's sail as they carried Ditto in pursuit of Dr. Animo's mutant Lepidopterrans.
"Now!" Max said as they all dropped the Dittos and they multiplied themselves into 30.
"It's all for one and one for all!" they all shouted as they dive-bombed the Stinkfly clones, only to be instantly swatted away by their powerful tails and claws, causing them to fall straight into the ocean where they merged back to two Dittos.
Firefly instantly swooped in and picked them up and an idea struck her.
"Brothers, remember when you were on the beach when one of you stubbed your toe? You all felt the pain from it."
"We still do!" they chorused.
"So," Allison said from Gwen's sail. "If we destroy just one of those Stinkfly copies..."
"It'll be like destroying them all!" Becky realized as she readied her bow.
"Now," Ditto said. "Which Stinkfly do we attack?"
Gwen facepalmed. "It doesn't matter! Just pick one!"
The Dittos nodded and dropped down onto one of the mutant Lepidopterrans before hopping their way over to the lead one with Dr. Animo on it with Firefly flying by in hot pursuit.
Dr. Animo grinned as he saw the approaching beach in the distance before he felt the flight seize up and started falling. He looked back and saw the Dittos clutching the wings.
"You!"
"Your joy ride's over, freak!" the Dittos shouted as one of them socked him in the face, causing him to fall off of his mount and sent him crashing into the ocean as Firefly looked down.
"Ditto, now!" she shouted.
The Dittos nodded and jumped off as the lead mutant Lepidopterran fell down into a motorboat with the occupant jumping off.
Firefly aimed her abdomen down and fired her heat ray at the boat, causing it and the mutant Lepidopterran to go up in a fiery explosion.
The destroyed Lepidopterran's clones suddenly seized in the air and dissolved into goop, falling into the ocean, ruining Dr. Animo's plans once again.
"No! NO!"
"Okay," Ditto said, rising to the surface. "Time for a little..."
"One-on-one!" his 20 clones all smiled as they surfaced as well and dogpiled Dr. Animo on a piece of wrecked boat.
"Make that one-on-none!"
"Oh, Benjamin," Firefly giggled as she hovered in the air.
The police put Dr. Animo into the squad car back to the island prison as the others watched from the Rust Bucket.
"Do you think he's going to stay in prison this time, Max?" Allison asked.
"Definitely not," Max said. "But even when he does escape, I deleted all of his Omnitrix computer files so he won't be replicating any more Omnitrix DNA."
"Neither will I for awhile," Ben said. "I'm all Ditto'd out."
"Good," Jen said. "I don't want Leni to accuse you of ripping her off."
Ben chuckled. "From now on, let's have fun your way, guys."
"Okay," Becky smiled. "Race you guys to the beach!"
Gwen grabbed her sailboat and Becky's hand and hoisted her on it.
"Saphirius Expectorium Perpetua!"
The twister flew out of her Gwen's hands, hoisting the sail into the air and sending the sisters flying through the air.
Max activated his jetpack and Jen transformed into Battlefly and grabbed Allison, flying them in hot pursuit of the beach.
"You're on, guys!" Battlefly shouted.
"Hey, guys! Wait for me!" Ben said, fiddling with his Omnitrix. "No fair! Where's Stinkfly when you need him? Or XLR8?! Guys, come on!"
Next time on Ben and Jen 10:
Don't Drink the Water