The three backed up as the aliens started approaching them, growling. "Way to keep a low profile genius.", Gwen said as she looked to see a wall behind them.

Alex looked down at the Omnitrix, still in the red with the SD accelerated. "We're on our own.", he said as Gwen telekinetically pulled a pipe from the wall. Ben nodded and pulled one out from an open panel, Alex simply popped his knuckles

"Careful, with that thing on his wrist he can become anyone of us he wants.", said a big toad like alien.

"Yeah, but if he knew how to use control it, he would've used it again by now.", said an alien with an elongated head.

"Gimme that thing!", The Lepidopterran demanded as he flew at them, being back handed by Gwen and sent down. The aliens charged in, Alex smiling as he punched one so hard it stumbled back, Ben smacking one hard in the head while Gwen did the same.

Alex effortlessly avoided the motions of the next one, rather then falling he caught himself with his hands and kicked one in the throat and flipping back up to his feet.

Gwen and Ben defended themselves as best they could, aiming for the heads or week areas. The aliens suddenly stopped as they were sent flying out of the way, a three armed Tetramand was sent flying back by a glowing blue hoverboard. "You guys okay?", Tetrax asked as the Tetramand got up and crushed his board. "That was my favorite board."

"It'd be my favorite too.", Alex said as the material wrapped around Tetrax's arms peeled away, shooting crystals that acted as a harness, slamming the Tetramand into a wall.

"How do they know about the Omnitrix?", Tetrax said as he effortlessly defended himself from the incoming prisoners.

Alex moved out the way as a bull like alien fell down unconscious, he looked up to see the female Vilgax. "Sorry about before, I thought you were someone else."

The female Vilgax didn't even respond, just looked at the Omnitrix. "What're you doing with the Omnitrix?"

"What's it to you?"

"Plenty after all the work I put into it only to have it wind up on the wrist of some... thing.", the female Vilgax said as Alex's eyes widened.

"You made the Omnitrix? You're Azmuth?!", Alex held up the Omnitrix. "There's a major problem I've got with it."

"I can see that.", said Azmuth

"Less chit chat, more combat.", Gwen said as she held out her hand. "Histus Potiva!", she chanted, a pipe breaking and pouring down a gas onto a passing alien, which started choking and passed out.

"So can you fix it?", Alex asked.

Azmuth nodded. "Only if you get me out of this galactic hellhole."

Alex simply nodded before a short, four armed alien simply ran in and picked him up the ran back into the crowd, throwing him over as they tried to pull him away from the Omnitrix. "Watch it dickheads!", the electrical discharge plus the self defense protocol made the pulse much powerful, sending the aliens flying, with Alex knocked out.

"Alex!", Gwen got up and shook Alex. "You okay?"

"I'm just dandy.", Alex quickly got up. "Let's get going.", he said before being picked up by Tetrax. Looking forward they saw the Resolute hover up, turning around and opening the hatch.

"Gotta love that blob.", Ben said as the three started sprinting.

"Wait! The creator!", he was too late as they hopped on, Tetrax kicking some of the prisoners off.

"Gluto, get us outta here!", Tetrax said into his mask, Gluto doing just that and speed through a large hole, then speeding through the halls of the prison, security drones flying at them. Tetrax cocked his fist back at Azmuth.

"Dont! We need her, that's the creator!", Tetrax nodded hearing Alex, then punching another prisoner off his ship.

"Nice to meet ya.", the Petrosapian said as he helped her up.

"You're not leaving without me!", said the Lepidopterran Prisoner as he attempted to enter, before being grabbed by his hands.

"Ben! The hatch.", Ben nodded at what Tetrax said, they dodged a blast that bounced around the metallic area.

"We're going to be blown to bits!", Azmuth cried out.

"Thanks, Azmuth! You're really boosting the team morale!", Alex yelled out with sarcastic enthusiasm. Tetrax threw the Lepidopterran onto a drone, soon after, Ben closed the hatch.

"You sure this is the way out?", Ben asked as Tetrax rolled down his helmet.

"Gluto's on it.", Tetrax nodded as the five ran through the ship and into the main area. The holographic board showing what was in front of them.

"Big wall comin up fast!", Ben said as his heart was beating against his chest.

"We're not gonna make it.", Azmuth dryly stated as Gluto spat and quickly turned up, blasting a hole in a wall and zoomed out of the Prison Planet.

"That was awesome! Let's never do that again.", Ben said with a smile that quickly turned into a frown.

After a while, they were back in the diagnostics room, Azmuth using a device to throughly scan the Omnitrix. "What have you been using this for? To open cans, break rocks?"

"Yes actually.", Alex bluntly stated. "So about the Self Destruct, you can deactivate it right?"

Azmuth nodded as she got out of her chair. "There is a problem though since I didn't officially create the Omnitrix."

"WHAT?!"

"You mean you're not the-", Ben was cut off.

"Egocentric, selfish, self promoting, 'oh are I so brilliant' creator of the Omnitrix? No, I'm Myaxx, his assistant.", Myaxx stated rather dryly.

"But it has your DNA signature on it.", Tetrax was half way to beating her.

"I may or may not have erased his signature and replaced it with my own, but that's only because I never got the credit I deserved.", Myaxx said with a slight nervous tone.

"This is the third time in my life I will ever hit a woman."

"You might have mentioned this when we were risking our lives to bust you out of jail.", Gwen spat out as Tetrax picked her up.

"Give me one good reason not to shove you in an energy tube and eject you back to Incarcecon right now.", Tetrax narrowed his eyes as Myaxx didn't even flinch.

"I know where Azmuth is."

...

"That's a pretty good reason."

Tetrax dropped her down. "Where?"

"Xenon."

"Xenon?... it had to be Xenon.", Tetrax shook his head.

"Why do I get the feeling Xenon isn't a good place?", Ben crossed his arms as Alex ripped the Omnitrix away from the cords.

"The random energy blasts like the one on Incarcecon, they're growing larger and more intense right?", Myaxx asked Alex, who nodded. "They indicate the Omni-Energy inside is building to critical levels. Eventually..."

"Yeah I know, bye bye me."

"Well... not just you.", Alex spun around in surprise. Myaxx looked at Tetrax. "What? You didn't tell him?"

Tetrax shook his head. "If the Self Destruct is allowed to detonate, the explosion will cause an energy ripple that could literally rip apart the universe, including Earth."

"What?! That's insane! Why would he even wanna add something like that?!", Alex yelled out in surprise as he started scratching his neck.

"Azmuth's a hopeless paranoid, he built the Self Destruct as a last resort to keep his most prized creation out of the wrong hands, but he never thought anyone would ever set it off.", Myaxx crossed her arms.

"Tetrax, you crystal son of a bitch, why didn't you tell me?!"

"I'm sorry, Alex, I thought you'd be more concerned about how this affected you rather then others.", Tetrax said as Alex gripped his hand so hard he caused blood to leak out.

"Who gives a fuck about the Omnitrix?! I've got a pretty decent family back home, why would I give a single flying fuck about it?! Even then I've helped a lot of people with it.", Alex snapped as Tetrax nodded.

"I won't argue, you have helped a lot of people. But ask yourself this, do you help because it's the right thing to do or the thrill of being a Hero?", this made Alex calm down to do a double take.


"Dongata, Myaxx.", SixSix said in the new ship of Vilgax, he had hitched a ride on the Resolute before he was blasted off, a bit after Vilgax brought him on board.

"But they must not have found what they were looking for on Incarcecon.", Vilgax did a quick look at where they were going. "Their current trajectory has them heading toward the Ucopita Quadrant. Just what does Alexander know that I don't?"

"Halata jah."

"SILENCE!", SixSix was back handed into a wall by Vilgax, he quickly got up and pointed all his weapons at him. "You had better be very sure.", once Vilgax said this, SixSix lost all confidence in taking him on.


Myaxx attached a sort of chip like device on the bottom of the Omnitrix. "This containment device should deflect the energy fluctuations back into the Omnitrix, while still allowing you access to the control dials.", she stated.

Alex looked at the containment device closely. "What good does that do me if I can't even transform?", the ship shook

~

Tetrax was the first to run into the piloting room. "Gluto, status.", Gluto murmured to him in his alien language. "Xenon.", what should've been a planet was actually just... pitch black, absolutely nothing.

"... where?"

"Azmuth created a device that which absorbs all the natural light in the quadrant.", Myaxx stated as Gluto turned on the ship lights. "Though I was the one to calculate the particle-absorption matrix, but will he admit that? No... anyways, Xenon is surrounded by an asteroid belt."

"Which you can't see because he turned off the lights.", Gwen nodded. They looked at the broken pieces of the ship that basically made up a majority of the asteroid belt.

"Yep, and as you can see, some tried and failed miserably.", Myaxx again dryly stated, Gluto dropped as he felt heard the ship scrape against another piece of floating scrap.

"Even Gluto can't drive blind.", Tetrax translated Gluto's murmurs.

"How are we supposed to even find Xenon if we can't see it?", Alex asked as Myaxx pointed at his wrist

~

Alex stood on the top of the shop wearing a pale blue spacesuit with white stripes on the sleeves and thighs, along with a white helmet with pale blue stripes. The Omnitrix acting as a seal between the arm and the glove. "Can you run that by me again?"

{{"The Omnitrix has a built in homing device, we should be close enough for it to guide us through the asteroid field."

"Should be?"}}

Alex nodded as he heard the Omnitrix beep to life. He looked down as the core started turning to the left, with one of the emeralds attachments glowing in that direction. "It's working."

{{ "-No I know, I know, I was about to ask. Should we turn to starboard or to port?"}}

"... huh?"

{{"He means right or left."}}

"Well why didn't you just say so? Go to the left then.", Alex instructed as they managed to dodge a passing piece of debris. There were a few minutes of tension as Alex instructed them where to go. He suddenly stopped as the Omnitrix glowed brightly with green energy, he lifted his arm up and a fiery beam of energy shot out, the lights turning on shortly after.

Xenon was an oddly shaped planet, having a sort of deformed rectangular shape. "Let there be light!"

{{"Well done, Alex. Come on in."}}

Alex heard Gluto gasp, looking up he saw a ship burst through the debris, drill that were tethered drilled into the top of the ship.

{{"Surrender the Omnitrixand your deaths will be swift. Except for the Tennant brat."}}

{{"Alex, I'm sending out a gyropod."}}

Alex was already fiddling with the Omnitrix. "I can just go Scarlet and fly back."

{{"We can't afford to speed up the countdown, in sending the pod."}}

A second after Tetrax said this, Alex saw a the gyropod Tetrax had mentioned In terms of design, it was very simple. The central spherical chamber held the pilot, a single thruster was behind it, and there were additional rectangular pieces on its sides, of which some parts stored optional weaponry. It was mostly grey with a slight tan color, and it had a big yellow porthole in the front.. "Oh thank god-", he managed to grab it and entered through the hatch.

Alex looked around in the interior once he got the hatch closed, he was surrounded by several pedals and handles. "Should've turned into Blight, whateves.", he says as he begins to figure it out despite his limited time.

Back with the Resolute however, Vilgax, SixSix and his drones were aboard the ship, some of them appearing quite different from the others. Speaking of such, a small group of them was crushed by a wall, curtesy of Tetrax.

Another few chased after Ben, but got their heads decapitated by a hoverboard.

Alex was still figuring out how to pilot the alien space craft, accidentally pulling a switch a little cup holder folded down, the cup slid down with a strange liquid with what looked like worms swimming around. "Nasty."

Alex on reflex out his arms up in defense once he saw that he was approaching a massive chunk of debris, he opened his left eye before smirking. He looked up to the pulley systems next to him. "Ohhhhhh, so that's what you're for.", once he got a hold of it, the ship expanded slightly. "Well what do you know, it ain't so tough."

He turned the ship up and zipped past Vilgax's ship, new drones flew out and chased after him. "They couldn't bother putting a manual in this?"

As this was all happening, Tetrax had tossed another pale blue space suit at Myaxx. "What're you doing?", she questioned the last standing Petrosapian.

"We're going outside, we've gotta release the Resolute from Vilgax's ship.", Tetrax said as he reached into another compartment.

"Oh, no. I'm more of a land based species."

Tetrax turned his head with a slight bit of annoyance. "If we don't clear those tethers by the time we reach Xenon's gravitational pull, both ships will be destroyed in reentry."

Myaxx's eyes widened. "Well when you put it that way."

Vilgax and SixSix had infiltrated the main piloting area, the two looking around for anyone. He smirked as he saw an empty containment suit. "It appears we've scared the pilot right out of his skin.", his attention was drawn to a yellow holographic screen showing Myaxx and Tetrax outside, using a laser to cut the tethers. "Stop them!"

SixSix flew up and into the elevator, as soon as he left though, Gluto wrapped himself around Vilgax's head. He stumbled back as he swiped it away, it regenerated as he threw Gluto to a wall. The slime like alien simply reformed his head as the two narrowed his their eyes at each other, Gluto leaping at him.

Alex zoomed past the resolute, managing to dodge the energy blasts from the drones. {{"Alex, get back to the ship."}}

"If you can't see, I'm busy!", Alex flicks a switch up, what looked like small pedals emerged. He stomped on two with both feet, this resulted in the ship shooting at some debris. "There we go!"

He turned the ship around and began tapping on the pedals, the laser blasts ripped through two drones, which exploded. He noticed from a screen that another few were hot in his trail.

A couple of drones had followed Gwen into the Hover Simulator. Aiming their blasters at her, she smirked. "Segma Sofom!", a few hoverboards came to life and slammed into the drones.

She quickly set the simulator to overload and closed the door on her way out. Watching as they tried to claw their way out.

~

Vilgax slammed his fist on the slime, in which Gluto regenerated and slapped him before Vilgax ripped off a piece of the floor and slammed it onto Gluto... who stopped moving. "How dare you touch me, you slime!"

~

Alex maneuvered the ship through the asteroids, jolting forwards as he was shot at. Noticing an approaching wall with no way out, he started slamming his feet against his pedals. Going faster and faster as the beams carved him an exit, he zoomed out of a hole he made on the other side. "Fuck yeah! This is awesome!"

{{"Alex, I'm gonna open up the rear ramp. Try to land in the cargo bay."}}

"Sir yes sir.", Alex said as he zoomed past Vilgax's ship and to the Resolute, steering it under a thruster as the friend caught up to him. He zoomed up. "Behind you!"

Both Myaxx and Tetrax had cut the tethers, but we're shot at by SixSix. Who was subsequently blasted off by Alex in which destroyed his helmet, which showed a horribly mutated face.

Alex quickly moved his shoulder out of the way as the strange looking drones attempted to stab into him.

~

"Gluto?... Gluto.", Gwen looked around for him, she quickly spun around seeing a damaged drone shoot at her. But, just as quickly, Gluto regenerated and wrapped himself around the blaster.

The resulting shot exploded Gluto, and thus the robot.

~

Alex took a deep breath as he jumped out of the Gyropod and into the cargo bay, the pod flying up and destroying itself as the hatch closed. "Phew, that was close.", Alex muttered to himself as he pulled down the helmet, stepping back as he looked ahead.

Vilgax walked towards him, stopping right in front of him. "Hello, Alex."


/End/