In space a damaged ship started to dock into a huge ship. An Incursian soldier ran thru the ship.

"Commander." said the Incursian as he came up to an Sylonnoid. "Commander Raff."

"You're on the Royal... Guard detail." said Raff

"Brollok - of the Princess Attea's personal escort. While scouting an enemy star system, we were ambushed by the bounty hunter Sevenseven."

"Hmm. Seriously? Where's the princess?"

"We found this piece of her garment among the debris. Oh, the battle was glorious!"

Raff took the fabric. "How long can we keep the emperor from finding out?"

"Raff - to me, my Majordomo." said the emperor said or a loud speaker

Soon both Raff and Brollok went to the emperor.

Lord Emperor Milleous, light of the Incursian empire, destroyer of galaxies, keeper of the Conquest Ray. All living creatures tremble in your -" said oth Raff and Brollok

"Quickly! My daughter is missing!" said Milleus

"Yes. Do not worry about that, though, sir. Sevenseven probably took her alive, you know, for the ransom." said Raff

"Attea would never surrender. You're to blame for this." Then Milleus pointed to Brollok.

"Uh, Emperor Milleous, have mercy!" said Brollok

"Mercy? For incompetence? Vary well. Your destruction shall be swift." Then Milleous pressed a button. Then Brollok was zapped by a beam and was no longer there. "And you, my supposed right hand, find my daughter!"

"Um... no problem, your highness." said Raff

"This Sevenseven is a tool of the empire's enemies."

"But that could mean anybody, sir - anybody you haven't enslaved destroyed yet."

"True. Search the closest inhabited planet. Fix this... or I will show you mercy."

On Earth at Mr. Smoothy. Ben, Star, Kevin, Gwen were sitting in Kevin's car.

"Can we please make a decision?" asked Ben

"I'm only saying this once - Auto Show." said Kevin

"Kevin, we're going to the lake." said Gwen

"We've kind of done the lake, Gwen." said Ben

"Yeah, let go to the Bounce Lounge." said Star

Then there was a flash in front of the car as Incursian soldiers and they appeared around the car.

"I don't suppose you guys are here for the auto show?" asked Ben The Incursian's pointed there guns at the car. Ben, Star, Kevin and Gwen got out of the car and had there hands up. "Kevin?"

"Incursian warriors, packing serious ordnance." said Kevin

Then Raff appeared "Weapons down. Sorry, Kevin. You know Incursians." said Raff

"Raff. How you been?" said Kevin as he walked up to Raff. Ben. Star and Gwen put there hands down. "Guys, this is Raff, the number 2 guy in, like, 40 star systems. Raff - Gwen Tennyson." Kevin pointed to Gwen. Then the Incursians began to whisper. Some even backed away.

"Tennyson?"

"Yeah, that's him there. I used to talk about what I'd do to you."

"Right, back when you were a crook." said Ben

""Entrepreneur." I kept Raff's whole empire in food and sandals. What bring you out this way?"

"Sevenseven snatched a little girl in this system, and I really need to find her. You're the only Earth fellow I know. She wore the royal color. Seen anybody like that?" asked Raff

"What. Sevenseven - like that guy Sixsix we used to fight?" asked Ben

"He's the same race as Sixsix, but far more dangerous."

"Yeah, he sound 11 more dangerous." said Star

"We'll help you." said Ben

"Why should we? He's more of a work friend." said Kevin

Then Milleous started to talk over the radio in Kevin's car. "People of Earth, this is Lord Emperor Milleous. Your errand boy Sevenseven has one deca-rotation to return Princess Attea to me before I blow your pathetic planet to dust with the unstoppable Incursian Conquest Ray."

Then Kevin sighed. "Where do we start?"

"There's gonna be a panic. Earth doesn't get death threats every day." said Ben

"Nah. It's a tachyon-burst transmission. Earth radios don't receive faster-than-light transmissions."

"But the emperor doesn't know that." said Gwen

"If you have a gizmo to beat Sevenseven's cloaking tech, then we could track him." said Raff

"If this was hers and you can teleport, we're practically done." Then Gwen's eyes turned purple. "Got her. She's at Grande Madre dam. And she's fighting back.

At Grande Madre dam. A ship was flying around as it was being blasted by Sevenseven. Some of the blast hit the dam. The ship so crashed into the water. Attea got out and started to fight Sevenseven.

Soon Ben, Star, Kevin, Gwen, Raff and the other Incursians appeared on the dam. Ben ran to the edge of the bridge.

"Down there." said Ben

With Sevenseven and Attea.

They were still fighting. Then one of Sevenseven arms morphed into a gun and he started to fire Attea dodged the blasts and some of them hit the dam.

As they were running on the dam it started to break. Kevin absorbed the stone. Kevin jumped down and grabbed Attea.

The water started to go over the dam. So Gwen shot out a beam to push Ben and Star forward and then put a dome shield around her to protect herself form the water. The dam broke as water started to gush out. Ben and Star saw what the water was doing.

"Got to stop that water." said Ben as he activated the Omnitrix and looked thru the aliens. "Good a time as any to give this one a try." Then ben hit the omnitrix. "Alien X. Seconded. Water-stopping motion carried." Ben moved his hand in a circle. Them time sort of went back. The dam was repaired and the water was behind it. They soon found themselves together as a group.

"Wow!' said Star

"No lie - has he ever turned into that guy before?" asked Kevin

"Nope. But with all that power, he's got to be the go-to hero from now on." said Gwen

Then Sevenseven flew in and grabbed Attea and started to fly off.

"No!" said Raff. Then Star, Gwen and the soldiers fired at Sevenseven.

"Tennyson, stop him! He's getting away!" said Kevin but Ben didn't do anything.

Star looked at Ben. "Ben?" said Star

Then Kevin snapped his fingers in front of Ben's face. "Hello? Anybody home in there?"

"Ben, come one. Sevenseven's getting away with the princess." said Gwen

"Ben, are you okay? Ben?" said Star in a worried tone.

Inside Alien X Ben was floating.

"This is awesome! Quick - how do I make something else happen?" Ben asked these two floating heads. One was a female face and the others was a male face.

"You are one of three." said the Female face.

"Weren't you listening?" said the male face.

"Yeah, whatever. Okay, team Alien X , let's move!" said Ben as he started to float away. But then stopped when he saw they were not moving.

"We are one of the most powerful beings in the universe." said the female face.

"Because we are the most deliberative." said the male face.

"Huh? Y-you mean the Earth is safe?" asked Ben

"No. How'd you get that?"

Then Ben floated back to them.

"I am Serena, the voice of love and compassion." said Serena

"And I'm Belicus, the voice of rage and aggression. You're supposed to be the voice of reason!" said Belicus

"Belicus and I have been locked in eternal argument."

"Yeah, that's great, but the Earth's going to be destroyed any minute." said Ben

"I feel sorrow. Billions of lives will be lost."

"Ah, they probably got it coming. Get it genius? We deliberate. Now you try it." said Belicus

"I want to know what happened to my girlfriend and friends." said Ben

"Seconded." said Serena

"Motion carried." said Belicus. Ben could now see what was going on outside Alien X.

Outside Alien X. Kevin was trying to put Ben into the car.

"Just bend or something." said Kevin. Then he opened the trunk and tried to put Ben in there.

"You can't just stuff him in the trunk." said Gwen

You're right. He doesn't fit."

"Seriously Kevin. He hasn't moved since he fix the dam. Maybe he's hurt or..." said Star worried about Ben

"Nah. He's warm. Maybe he's resting."

"The royal swatch!" said an Incursian soldier as he picked it up.

"Keep trying to wake him up. I can still track the princess." said Gwen as she grabbed the swatch. But soon after that they were teleported and appeared in front of Emperor Milleous.

"Raff, your career prospect are dimming!" said Milleous

"I almost drowned! I mean, Lord Emperor Milleous, light of the Incursian empire -" said Raff as Milleous put up his hand up.

"Get me Earth on the radio." Then an Incursian gave Milleus a mic. "People of Earth, your time is up." But the was no reply. "Bring me the royal detonator." Then the Incursian took the mic and gave him a box with a button on it.

"Don't do it!" said Gwen

Milleus laughed and pressed the button.

"No!" said Star

But the Earth didn't blow up. "Of course not. My daughter's still there. But the conquest ray did fire, now. Put the little pretty one up on the screen now." Then a different planet was shown on the screen.

"That is Pluto."

"Pretty?" asked Star

"It's a barren, frozen wasteland." said Gwen

A beam hit Pluto and then it exploded. "Was a barren, frozen wasteland." said Milleus

Star, Kevin and Gwen were shocked.

inside Alien X. Ben saw that Pluto exploded.

"He destroyed planet Pluto!" said Ben

"Pluto wasn't a planet. It was a dwarf planet." said Belicus

"I think it should have been a planet. Ben?" asked Serena

"I don't care! That guy's going to blow up the Earth!" said Ben

"Your so-called friends can take care of the Earth. Let them pull their own weight for once." said Belicus

"Now you're just being contrary." said Serena

"Says you."

"Let's make a decision here." said Ben

"We're not finished deliberating." said Serena

"No, I need to help now!" Then Ben activated the omnitrix and hit it, but nothing happened. "Come on!"

"Alien X doesn't do anything until it's put to a vote. We've already cut you slack 'cause you're new. But that's the procedure." said Belicus

"Okay. I move that you let me use the omnitrix."

""Is there a second?" But no one said anything. "Motion defeated."

"Good vote." said Both Belicus and Serena

"You see, until you showed up, Alien X was always in a deadlock, but now we've finally found a tiebreaker. How could we ever let you go?" said Serena

"Got that, genius? You're never changing back." said Belicus

Outside Alien X.

"He blew it up." said Gwen

"Look at the bright side - this should smooth out Neptune's orbit." said Kevin

"Yes, and Earth will be in even smaller pieces if Princess Attea isn't returned to me!" said Milleous

"That makes no sense!" said Gwen

"Gwen... evil dictator." said Kevin

"Earth can't even communicate with you."

"Incoming message from Earth, your violent highness." said an Incursian over the loud speaker.

"What do I know?"

On the screan Sevenseven appeared on it and started to speak in an alien language.

"Well, I'm glad the princess is all right, but whoa! That is one big ransom he's after." said Raff

"Well, Attea is royalty. Have the funds transmitted." said Milleous

Sevenseven spoke again. Then cut the transmission.

"Fine. As soon as the princess come home, we're done." said Gwen

"You think so, huh?" said Kevin

"When Sevenseven delivers Attea, destroy him, destroy your prisoners, destroy their home world, and all is forgiven." said Milleous as he gave the box to Raff.

"Seize the prisoners!" said Raff

"Move!' said Kevin as Star, Gwen, and Kevin started to run. Kevin absorbed his tire. "Heads up!" Kevin upped and landed on Milleous and Raff. Raff let go of the box. Then bounced of them and grabbed the box and jumped on an Incursian. Kevin then ran to the car and started to drive off with Ben still in the trunk. and Gwen and Star in the car as well.

Inside Alien X.

"Belicus, Ben's upset. Let's at lest go back in session." said Serena

"Ohhh. "Ben, Ben, Ben." Why don't you worry about me for a change?" said Belicus

"Oh, you know I do."

"I propose we come to a vote on saving the world." said Ben

"That's new business, kid. We still got old business from before you showed up." said Belicus

"Well, hurry!"

"Of course. I would like to vote on tabled motion number 80,000,003 - to save the dinosaurs from extinction."

"He's against it." said Serena

"Just listen. I'm sure I can win you over."

"I saw we switch to new business till the Earth isn't in crisis." said Ben

"Seconded!" said Serena

"Motion carried." said Belicus

"I propose we teleport the Incursians a billion light-years away. Yes or no?" asked Ben

"No." said both Belicus and Serena

"Disable the conquest ray?"

"No.

"We have to do something."

"Well, we haven't heard arguments yet." said Serena

"Did you ever decide anything before?!

"Well..." said the both of them

"Oh, man."

outside Alien X. Kevin was driving around the ship.

"Can't the emperor just take his daughter and leave Earth out of this?" asked Star

The Incursian code - generally, if they don't enslave you, they wipe you out." said Kevin

"Look out!" said Gwen as Incursains got in front of the car. They started to fire as Kevin started to backup. He then turned and started to drive forward. More Incursains showed up and started to fire. They soon got out of the car.

"Ben!" said Star as she turned around and was going to go after him. Then Kevin stopped her.

"I'll cover you! Gwen stay back!" said Kevin. Kevin jumped and bounced around nocking out the Incursains. An Incursain punched Kevin then bounced the attack back at the Incursain. Then an Incursain blasted Kevin in the arm. "Burnin' rubber." The Incursain came up to Kevin. Then he started to cough as he smelled the burning rubber. Then Kevin punched the Incursain. Gwen fired a blast hitting a two Incursains that were behind Kevin. Star blasted a few Incursains then grabbed Ben. Then Kevin and Star headed back to Gwen. "I said "stay back"!" Then they started to ran.

"Yeah. I heard you." said Gwen

They turned the corner and saw the emperor Milleous, Raff and some Incursains. They turned around and started to run the other way. They were followed by the Incurains, Raff and Milleous. Soon they ran into Sevenseven and Princess Attea. Sevenseven was pointing a blaster at them and the Incurains gained up to them. Star placed Ben on the ground and she, Kevin and Gwen raised there hands. Sevenseven but away the blaster and then released the princess.

"Daughter! You're safe!" said Milleous as he ran up to Attea.

Sevenseven spoke in his alien language. As guns were pointed at Milleous.

Attea smiled. "Guards, seize my father!" said Attea

"Orders are orders." said Raff

The Incursains surround Milleous. "But why?" asked Milleous

"Sentimental old fool. After you paid my ransom, I offered Sevenseven twice as much to overthrow you." said Attea

"Actually, I have to respect that."

"So much for the great dictator. An since Earth isn't in harm's way anymore, we're done." said Gwen

"We're not done." said Kevin

Attea took the box from Gwen. Then she started to laugh evilly. "It's customary for a new emperor to celebrate with a show of force. Then end of your lively planet will make beautiful fireworks for my coronation." said Attea

Kevin then absorbed Sevensevens armor. "Nice armor." said Kevin then he punched Sevenseven. Gwen made a shield to block the Incursains blasts and Star was firing some magical blast at the Incursains. Kevin pushed Sevenseven to the wall. Then Sevenseven blasted Kevin into a wall. Then he turned back to normal. Gwen roundhouse Sevenseven. Sevenseven through a orb at Gwen's feet. Then it exploded. Kevin ran to Gwen. Sevenseven aimed his blasters at Gwen and Kevin. Star fired a blast a Sevenseven. Sevenseven started to blast Star. Star dodge the blasts and started to blast Sevenseven as she started to move closer to Sevenseven. Star then started to battle with Sevenseven in hand to hand combat. Then grabbed Star's leg as she tried to kick Sevenseven and tossed her to Kevin and Gwen. Star got up and raised her hands up. Once she saw that she was surrounded. Raff and a Incursain picked up Ben.

"This thing was formidable once. Throw it in the dungeon. As for these three, they tried to rescue me, so I spare them. Once I destroy your home world, you'll be the rarest specimens in my zoo."

Inside Alien X. Ben saw what was going on.

"You're supposed to be love and compassion. How can you let a whole world die? And you're supposed to be anger and aggression. How can you let bad stuff go unpunished? How can you both be so useless?!" said Ben in anger

"Useless?!" said Belicus

"We're the most powerful being in the universe. We change the vary nature of space and time." said Serena

"You don't do anything! Billions of live at stake, and you're all "oh, the procedure."" said Ben

Serena then started to cry.

"Now look what you did! Well, all right! I move we save the Earth! Happy?" said Belicus angry at Ben.

"No! Just let me out of here. I got nine other guys who can do it better."

"That's hurtful!" said Serena

outside Alien X. Ben, Star, Kevin and Gwen were in a cage in the room where they first appeared on the ship.

"Aim for the Molten core. I don't want any big chunks surviving." ordered Attea as two Incursains left.

Raff approached Attea. "Hail Lord Emperor Attea, light of the Incursain empire, destroyer of galaxies, keeper of the Conquest ray. All living creaturs -."

"Skip it. Let's see some conquest!"

Then there was a green light. "Swampfire!" said Ben as he turned from Alien X into Swampfire. Attea started to shake a little. Ben walked thru the bars. "Blowing up the world is for big kids only." Sevenseven blasted a hole in Ben's chest. But Ben regenerated. Ben then punched Sevenseven making his mask break. Then Sevenseven ran away as Incursains entered the room and started to fire at Ben. Ben fired a fire blast at them. He started to walk to Attea again. When an Incusain came up to Ben and started to cough and then collapse after smelling the smoke. "Now, that's just rude. I don't smell that bad, do I?" Then he was surrounded by Incursains and the started to cough and then collapse as well. "Fine! Give it here!"

"Oh, yeah? Who's gonna make me?" Attea asked as she pinched her noise.

"Attea." Then Ben and Attae saw Milleous enter the room holding a blaster. "Fun's over." Milleous walked over and grabbed the box from her. Ben then melted the bars holding Star, Kevin and Gwen. They left the cage and headed to Ben. "I'm proud of you, Attea. One day, you may very well dethrone me. Put her in Stasis jail, with her mother." Attea was then taken away.

Then Raff came up to Milleous. "Hail Lord Emperor Mill-"

"Silence, Raff! And as for you..."

Then Gwen toked the box away from Milleous. "Ha!" said Gwen

"No. We're done." said Kevin

"Really?"

Then Ben turned back to normal and Gwen gave the box back to Milleous.

"As reward for your assistance in this matter, the Earth is spared. You may go." said Milleous

Ben, Star, Kevin and Gwen were teleported back to Mr. Smoothy. In Kevin's car.

"Ben, what happened to you back there?" asked Star

"Well, no way am I ever becoming Alien X again." said Ben

"Why not? When it was working, you kicked massive butt." said Kevin

"Yeah. My most powerful transformation ever. But it isn't worth the price."

Then Kevin started to drive away.