DISCLAIMER: I do not own Ben 10, Alien Force, or Ultimate Alien.

Albedo was smiling, obviously enjoying his enemy's discomfort.

"What are you doing here, Albedo?" Ben shouted out. His hand moved towards the Ultimatrix.

Albedo began laughing. "Tennyson, do you really believe that I was killed in that ship crash? As weak and as fragile as this body is, I am still powerful! I AM STILL ALBEDO!"

Ben didn't answer. He just stared at Albedo in shock, along with Gwen and Kevin.

Albedo laughed again. "After I left the ship, I went straight to Azmuth."

"Why would you go to Azmuth?" Gwen asked. Her hands started to glow pink.

"To get this." Albedo held up his hand and his sleeve fell down. Attached to his arm was an Omnitrix, just like the one Ben had when he was ten, except it was red and silver, instead of black and green.

Ben couldn't stand it anymore. He slammed down on the Ultimatrix. "Swampfire!"

Kevin reached down onto the metal floor and absorbed it.

Albedo shook his head in disappointment. "Humans are even more foolish than I thought. I did not come here alone, Tennyson."

There was the sound of footsteps, and from behind Albedo, two figures stepped beside him. Charmcaster and Hex.

Gwen groaned. Apparently, she wasn't happy to see her old foes. "Wait a second..." Gwen said. There was something different about Hex. He was supposed to be a baby, but he had returned to his original form. Well, almost original form. He looked younger than before.

Kevin opened his mouth to speak, but Ben interrupted him. "Fight now, talk later."

"I couldn't have said it better myself," Albedo agreed. He selected an alien and slammed down on his Omnitrix. "Chromastone!"

They all rushed towards each other, ready to fight.

Okay, I'm not ending the story here, I just need to explain something. You guys are probably wondering, "how did Albedo get an Omnitrix?" If you want to know now, I'll say it, but if you don't, then don't continue reading because Albedo is gonna' say this in the future.

After Albedo escaped the ship, he went straight to Azmuth to try and get another Omnitrix. Instead, Albedo found out that Azmuth already had a backup Omnitrix that contained every single alien species in the UNIVERSE. So, of course, Albedo stole it and put it on. It was locked onto Azmuth's DNA, so Albedo can return to his normal form if he wants to. But, he enjoys being a "giant."

Yep, that's all. Enjoy the rest of the story.

Ben went straight for Albedo. He quickly ran forward and punched him in the chin. Then, as his face turned, Ben began to punch and kick Albedo in the stomach. Albedo recovered from the attacks quickly, and twisted Ben's leg as he went to kick him in the stomach. Then, Albedo blasted Ben as he was still in mid-air. Ben flew into a pile of boxes. Of course, Ben so easily discouraged, and he got up quickly and rushed forward again.

Meanwhile...

Gwen did a cartwheel, avoiding a purple blast that had shot out of Charmcaster's hand. Gwen quickly countered with her own blast, but Charmcaster held out her hand, and the blast disintegrated. Gwen ran forward and flipped into the air. She tried to kicked Charmcaster in her face, but Charmcaster grabbed her foot. Gwen fell to the floor. She rolled away as Charmcaster fired off another energy blast.

"Why won't you stay still, little girl?" Charmcaster growled. Gwen smirked and fired off a round of pink energy balls. (lol).

Meanwhile...(again).

Kevin had no idea how to deal with a sorcerer. He was always fighting aliens and mutants, not sorcerers. Kevin moved out of the way as Hex fired a lightning beam from the tip off his staff. Taking this chance, Kevin made his hand into a giant hammer and ran forward. He smacked Hex across his face, sending him flying into the wall. The sorcerer stood, a little dazed, but without any injuries at all.

Kevin was beginning to get irritated. Why is this guy so hard to kill? He thought.

Back to Ben...

Albedo and Ben had been fighting for a while now with a combination of different aliens, and no one was winning. Ben was about to stomp Albedo out with Way Big when he heard Gwen scream. Ben stopped fighting long enough to get punched in the face by Humungousaur. Ben, now in his normal form, turned to his cousin, despite his aching face. Gwen and Kevin had their arms behind their backs. Their wrists were tied together by energy handcuffs.

"Give up, Tennyson," Albedo said.

"No!" Gwen cried out.

"Don't give in, Ben." Kevin growled. "We'll be fine."

Ben lowered his head. "No you won't. I got you into this."

"Ben!" Gwen cried out again.

Albedo grabbed Ben by his wrists and handcuffed them. He laughed nastily.

"The great Ben Tennyson has fallen."

Oh no! Ben got captured. I wonder what's gonna' happen next. I haven't got the details finalized yet, but don't worry, in the end, the good guys always win. YES THEY DO! Well, as usual, review and yeah... I hope you enjoyed this chapter. And i hope you suffer as you go crazy, waiting for the next chapter. Mwuhuhahahahahahahahahahahaha! Didn't you know all writers are evil? That's the point of cliffhangers. To torture our readers.