Van Kleiss punched Swampfire in the jaw, pushing him to the ground. Before he could strike again, Swampfire grabbed his gauntlet. "Gotcha!" he teased.

"Actually," Van Kleiss' gauntlet began to glow, shooting out electricity that made Swampfire scream in pain and letting go of Van Kleiss. "Albedo was kind enough to inform me about your alien forms. So now I can literally defeat you with one hand behind my back."

"Are you sure about that?" Swampfire huffed. He pressed the dial on the Ultimatrix, switch into another alien. "Echo Echo!" he shouted. He divided himself into five and surrounded Van Kleiss. Akira, Edwin, Mike, Jake and Ren, who came out of the car they were in, covered their ears. "Wall of Sound!" they shrieked, giving of a sonic blast that shattered all of the glass on the block they were on.

Van Kleiss kneeled down, covering his ears in pain. But he fought the noise and shot the Echo Echo clone with his needles. They all disappeared, except one. Van Kleiss laughed as he slapped Echo Echo into a car. Suddently an arrow slided through his hair, making one strand fall to the ground. He then turned to Shiki Sakurai, with a cold face, holding his Yumi bow, who was the one who threw the arrow.

"Stay away from Ben!" They heard a female voice, Shiori fell from the sky, trying to strike Van Kleiss with her sword, which was infused with blue energy, but he blocked her strike with his gauntlet, pushing her to the ground.

"Shiori!" Akira called, as she, rushed towards her with her super-speed to aid her, while Ren, who changed back to his normal form, Edwin, Mike, Jake and Shiki followed her.

Before Ben was able to attack, Van Kleiss raised his hand, charging up a laser inside it, shooting it at Echo Echo.

Ben created another clone and pushed it in front of him, making it take the blast for him. However, Van Kleiss wasn't fooled and grabbed Ben. "All too easy," Van Kleiss laughed evilly.

Suddenly, Six came out, swinging his swords at Van Kleiss, but missing him. He dropped Ben and backed off. "What's with all the E.V.O.s Kleiss?" Six asked.

"Haven't you figure it out? The E.V.O. Shaper, the attack here, and why my followers aren't here?"

Ben changed back into his human form. "This wasn't an attack, this was a distraction!"

"Well, well. You are smarter than you seem."

"What for?" Six asked, almost shouting,

Van Kleiss smiled. "A certain knight." A portal opened behind him; Breach came out, pulled him in, and the portal closed up.

Ben sighed, "He got away." He turned to Six, "How are the others?" Six said nothing.

"Come on Gwen! Wake up!" Kevin said, panicking. Gwen was still breathing, but still looked as if she was in a car crash. Rex, Yumi, Kenji and Lucas stood there, watching Kevin trying to wake up his girlfriend. "Please Gwen!"

"Rex, Do something." Kenji said to Rex.

Rex looked at his hands, "Kevin, stand back. Maybe I can help. I can-."

Kevin shot up and looked at Rex. Angry filled his eyes. "Don't bother!"

"What's going on?" Rex saw Ben, Akira, Ren, Edwin, Mike, Jake, Shiori, Shiki and Six coming towards them.

"What's wrong! Mr. Hero here..., "he pointed at Rex, " made Gwen fall into a coma!"

"Hey! I said I was sorry, okay!" Rex's face turned red hot.

Bobo walked up to Rex. "Look, let's just calm down-."

Kevin ignored Bobo, "If you're a hero, then why didn't you protect her?"

"Oh! And like you're a golden hero, Mr. I-Did-Stupid-Junk-In-The-Past-Now-Trying-To-Redeem -Myself!" Rex shouted.

"At least I have memories of my past! Of my father! What do you have? Nothing, but a stupid, rubber ball!"

Rex felt rage over-come him. He created his Fun-chucks and charged at Rex. Kevin touched a car, coating himself with a black coat of metal and charged Rex. "Both of you stop it!" Ben shouted.

"Stay out of this Tennyson!" Kevin said as he grabbed Rex's fist, throwing him to the side. Rex hit Kevin, but Kevin took every blow. Kevin finally grabbed Rex's Fun-Chucks and pulled them off of him.

Rex created the BFS and turned to its saw-form. Kevin turned his hands into sword and the two ran to each other. Before they collide, they were pushed to the ground by a tiger-like creature with the Ultimatrix symbol on its chest.

"Let me tell you something Kevin Levin and Rex Salazar!" growled Ben, "Rath wants to fight you two right now! And Rath will win the fight hands down!" Ben changed back, "But that's not going to help Gwen or save White Knight."

Rex and Kevin looked at each other, still wanting to fight. But they knew that Ben was right. They both got up and change back to normal. "Sorry," Kevin muttered.

"Same here," Rex replied.

"My brother and I are going to heal her with our powers, come on, Bro." Shiori said while Shiki nodded to his sister as they were about to rush towards Gwen, but Rex raised his arm in front of the siblings to stop them.

"No." Rex said "It was my fault, I'll do it.'' He looked at Gwen, still in here coma. He went to her and bent down.

Kevin was about to say something, but Bobo stopped him. "Let the kid do his magic," he told him. Rex placed his hands on Gwen forehead. He closed his eyes, concentrating on her body. She doesn't have nanites, Rex thought, but maybe...

Ben and Kevin watched closely as Gwen's body was glowing with blue markings. Finally, Gwen began to slowly open her eyes, moaning. "Gwen!" Kevin knelt down to her, while Rex got up rubbing his head.

Bem walked up to him, "How did you do that?" Ben asked Rex.

Rex shrugged. "I'm not just a weapon all the time."

Ben looked at Gwen, being helped up by Kevin. "How are you feeling?" he asked her.

She smiled, "Well, he makes you look like a safe driver; I'll tell you that," the three laughed, "Other than that, I'm fine." She looked at Kevin and kissed him on the lips.

"Are ya' done with the puppy love yet?" Bobo shouted, ruining the moment.

Six looked at an agent by him, "Get the ship ready. We need to get to providence ASAP." The agent nodded and went to the ship. "Let's head out. We need to stop Van Kleiss and Albedo before they do whatever they have plan over there."

"Wait," Gwen held her hands up. "White Knight doesn't have and nanites in him right? Rex and Six nodded. "Well, since the E.V.O. Shaper works on Albedo, maybe that's why they built another one "

"To put it on the White Knight dude," Kevin finished for her.

"And with Knight as that thing and under Van Kleiss' control… " Six didn't finish his sentence.

Rex quickly turned to Six. "Anything from Doc?" he asked.

"No. All communications form HQ is down."

"Hey, where are Austin and Abby?" Yumi asked looking for Austin and Abigail. "She didn't use her healing powers to heal Gwen!"

"They said they were going to the HQ to figure out what's happening here" Lucas explained.

"Looks like we're gonna need some back up." Rex smiled, looking at Ben and his team. "Your aliens up for it?"

"Oh yeah," Kevin laughed, popping his knuckles.

"Albedo won't know what hit him," Gwen said making pink spheres glowing around her hands.

"And we'll give him and that psycho E.V.O. whose name is Van Kleiss the pound of the century." Shiori said, as she sheathed her sword back.

"Albedo and Van Kleiss will never get away with it." Shiki said with an evil smile, as he changed to his dark side.

For the sky, the Providence appeared, landing by the group, and opening its hatch. "Well guys," Ben said to everyone, "I guess it's Hero Time!" They all went on board and took of the Providence.