After Ben and Shantae exited the store they went around to find some one to help. "See anyone?" Ben asked Shantae spoke up, "not yet, quick fallow me" she said . The two had found themselves in from of some sort of bathing establishment.

"Uh what is this?" Ben asked, "a bath house, it's a good place to get information" Shantae said but Ben refused to go in. She then got behind him and kicked him into the building, he accidentally fell in the water.

"Oops sorry Ben" the half genie apologized and helped him up "was that really necessary?" He asked then went wide eyed. The whole place was currently occupied by girls, he turned his face into Wild Mutt's to avoid seeing anything. "So where do we start?" He asked, though he sounded like he growled.

"I'll go ask just stay out of trouble" Shantae said before speaking to the proprietress of the place. The vulpimancer faced hero sat on the floor, then felt like something was moving closer to him. He ignored it, but generated a small electric field using Shocksquatch's powers as a defense mechanism.

"Hi there" a feminine voice said, "you new around here?" Another asked. "Well yeah, kinda just got here" Ben admitted, "hmm, maybe we'll give you the tour" a third female voice asked. "Not thanks already got a tour guide" Ben said then felt Shantae drag him out "come on Ben, I found something" she said.

"OWWW!!! can you please go easy with the arm" he said. Once they were out Ben turned his face back and fallowed her, "so what's going on?" He asked. "Fallowing a lead on some strange things in mermaid falls" she answered, "mermaids? You know out of all my adventures I can honestly say that I've never met a mermaid" Ben admitted.

"Really?" Shantae said, "unless an alien fish man counts" Ben added, they then spotted a distressed girl in... rather revealing clothing. Ben had turned his head away, "help, the beautiful girls from my village" the distressed girl squealed "they've disappeared, I heard there was a guardian genie in this village, she must be you, will you please help my village" she pleaded. Ben placed a hand in her shoulder, focusing on her face, "don't worry we'll get them back" he said.

"Yeah we will" Shantae yelled out of enthusiasm, the distress girl was so happy from hearing that, that she glomped Ben. To which he blushed at and Shantae had to pull him out of the awkward grasp.

She then gave them a map to mermaid falls, "you know that is oddly coincidental" Ben commented. "Yeah but let's hurry, my friend Sky can get us there fast" Shantae said. They then raced to a shop that specializes in birds.

The same girl from earlier who picked up Ben and Shantae was the proprietress of the place. "This is a map to mermaid falls, you going there?" She said, "looks that way" the half genie said. "Well better be careful, the mermaids around those parts can be very dangerous" Sky advised.

"Especially the salt water variety", Ben shrugged "I've faced plenty of underwater foes, but I'll keep in mind of your warning" he said. Sky ten looked at him, "oh you were the guys from before, nice to meet you, Name's Sky" she greeted shaking his hand. "So did you ask out my friend there?" Sky asked with a coy smile. The two then jumped, "our relationship is nothing like that it's just a misunderstanding we're friends" they both said.

"The fact that you're copying each other says otherwise", Sky giggled, the mayor came back and brought an orange haired girl wearing a lime green genie outfit. "I'm your replacement" she said, "Holly Lingerbean half genie for hire".

The two half magic beings were about to argue until Ben intervened "let's just get to mermaid falls before anything else bad happens and also since you fire my friend even though she stopped that Risky girl" he turned his mouth into Echo Echo's.

"Maybe. You. Should. Hear. This." He then released a powerful sonic blast. "While they're down, come on come one let's go" he said urging them to get on the giant bird. A young man then came over to them, "hey Shantae who's the new guy?" He asked.

"Names Ben, uh your name?" The shapeshifter asked, "bolo" the man answered. "I wouldn't trust him with many things, he's kind of a block head" the genie said. They all got on the bird and flew to Mermaid falls.

Once they got there, Bolo and Shantae had been arguing, which had annoyed Ben. Shantae kept arguing that she and Ben could do this on their own, and he said otherwise. The teen hero ran off to scout ahead, "man not the first time I went into the jungle, but this place is pretty creepy" he said.

Just then a figure jumped out of the water next to him, it had been a mermaid.

"Woah there, I mean you no harm, okay?" He said calmly stepping away from the aquatic individual. Only for her to blast him with energized water from her trident. He dodges and a familiar purple pony tail whacks the mermaid away. "Shantae!" Ben said as his genie friend whipped the mermaid more.

He turned his hands into Heat Blast's "okay ya fish lady, knock it off with the trident or you're fish fry" he threatened. She then jumped into the water, "thanks for the save" he said as they ran through the jungle. They then came up to some ruins "look at that, I'm guessing lost civilization" Ben said as he walked through.

All of a sudden more mermaids appeared along with some crabs. "I'll handle the ones on the left you handle the right" Ben said cracking is knuckles. "Deal" the genie replied, Ben had went Full Omni and turned his chest into Terraspin's.

He blew all the mermaids on his side away, Shantae had whipped one mermaid with her hair and swung her around like a flail knocking the rest back. "Looks like we're both evenly matched" she said, "maybe, also where did Bolo go!" Ben asked. "Oh he ran off after I said something about maidens being just women, like I said block head" she replied.

They had climbed to the other side of the falls to see girls in cages. Presumably the girls the distressed one back at scuttle town had been worried about. "Found the girls" Ben said as their cages started moving into the falls, "come on we've got to fallow them" Shantae said.

When hey got inside the falls they saw a whole factory that was taking the captured girls on conveyor belts. "Hold on we'll save you" Omni said changing his legs into XLR8's and grabbing Shantae bridal style. "Time to put the pedal to the medal" he said running along the walls and jumping from the equipment.

Inside they saw multiple lizard men like creatures, they seemed to be working there. When they saw the two they immediately attacked, Shantae usually avoided them by turning into a monkey and jumping over them while Ben used predator and charged them with Crabdozer's powers.

Another thing they noticed was that the captured girls had small fish like creatures latching onto their legs. And made them look like mermaids, "please tell me you have other forms?" Ben asked as Omni. Currently tired of how durable and resilient these lizard men were, "oh yeah I do" Shamtae said turning into an elephant. "Incoming" she warned charging through the lizard men.

Ben jumped out of the way to let the genie turned pachyderm stomp through the enemies. "Remind me never to make you mad" Ben said, they fallowed the girls who were then put into metal canisters. "I've got a majorly bad feeling" Ben said then accidentally slipped on a conveyor belt and grabbed Shantae and both rolled down the conveyor belt.

They had found their way out of the factory and back outside only to have to dodge multiple canisters that had the non mermaid girls in them and the lizard men. "Quick grab onto me" Ben called out, the half genie did as told and he grew Cannon Bolt's armor and rolled down.

Jumping over the canisters and running over the reptiles, "ahhh, just like trampling through doctor Animo's experiments" he said. Once they reached the bottom the alien had released a very dizzy Shantae "why is the world spinning?" She asked.

"Sorry Cannon Bolt has that affect" Ben apologized, a canister then hit him on the head, not that he could feel it. Cannon Bolt armor remember? And on contact the containment unit broke open. To release Bolo, who had been equally dizzy, "Bolo quit messing around" Shamtae said.

The only response he could make was a little moan, "counterfeit mermaids?" The half genie inquired. "Can't you see what's going on here?" She added, "nope not really, mind explaining?" Ben asked. "Oh right another world, any ways, someone's been turning bog-standard cute girls into Phony Fish-Folk" Shantae explained.

"But why though?" The alien asked again, "they were put into canisters then rolled down here, but for what reason, who's behind all this?". "That's what we're gonna find out" Shantae said, "I'm gonna be sick" Bolo said. "I know seeing this makes me sick also" the half genie added, "nope pretty sure he meant from the motion sickness" Ben said as the two ran/rolled.

On coming to a bridge thy saw a lizard person with a large metal helmet, "TECHNO BARON!" Shantae yelled. "Another one of these lizard things?" Ben inquired. "ARGrrrrrgh lost count again" the reptile replied irritably, "how dares disturbs me?" "I DID!!! ME AND MY NEW PARTNER BEN HERE SAW YOUR COUNTERFEIT MERMAID FACTORY AND FAKE MERMAIDS!!!" Shantae yelled.

"Now prepare for a major butt kicking, because your going in your cans" Ben said turning his main arms into Four Arm's and growing two extra arms. "No matter, you'll never get out of this place alive, have fun sleeping with the fishes" Techno Baron said walking off. "Hey come back here!" Ben said then all of a sudden a giant mermaid rose out of the water, chained to restraints.

"Holy mackerel!!!" Shantae yelled, "no wonder the fish folk have been attacking, that baron Guy's got their queen hostage" Ben said. The alien then grew to Humungosaur's full height "no worries your highness, I'll get you out" Ben said tearing the chains apart.

Shantae helped by breaking the locks on the bars. After Ben ripped off the sixth chain the mermaid was free. However she was a little ticked and attacked them out of stress "we've gotta snap her out of it" Ben said then grew to Way Big size. "I didn't have to do this your highness but you left me with no choice" he said.

The mermaid queen blasted him with lightning to which he absorbed with Feed Back's antennae. "Thanks for the charge up, now take this" Ben then turned his arms into Chromastone's and blasted her with full force. She shrugged it off, " I may look out above rather than below" the alien warned.

The aquatic queen had been confused until something large and heavy landed on the jewel on her head. She knocked out from Shantae elephant's sheer weight and sank underwater.

Later on the ladies were free, "Techno Baron, you sick? Sick fiend, you were selling fake mermaids as canned monster chow" Shantae yelled. Ben had thrown up a little in his mouth, "gross, and this is coming from the guy who's fought off aliens invading earth" he said.

Techno Baron had gone on about supply and demand, "it's just good business" he said, "WE'LL SHOW YOU GOOD BUISNESS!!!!" Ben and Shantae said. The genie whipped him with her hair while the shapeshifter had launched him a far distance by punching him with Armadrillo's arm.

The mermaids then rose from the water, now calm and gratifying the two on their work saving their queen. "So the mermaids weren't the ones behind this after all" Bolo said, "looks like I owe you all an apology, I hope you can forgive me" Shantae said. She said something about them being vein, a few had gathered around Ben, and trying to kiss him. Along with the young maidens they meant to rescue in the first place.

"Hey come on you don't owe me that much, it's fine" he said trying to get away. "Why's Ben a hit with the ladies?" Bolo asked, "so many reasons Bolo, so many" the half genie said. She too, like the mermaids and girls, had hearts in her eyes looking at Ben.