A Spy's life rebooted EP 7: Boy Bands will be Boy Bands

(Dark Shadow design belongs to EnderKnight1 on Deviantart. The Chains were added to make him look more menacing.)

I don't own anything except my OCs.


Ben was at another day at school, taking his mind off the 'Kevin incident', yesterday. The boy was currently bored in history class, counting the clock down to lunch. "Come on…. Hurry up!" He begs, hoping to get out of the boring classroom before he falls into a boredom coma. BRRRIIIINNNNNNNGGGGGGGGGG "YES!" He exclaims as he and the others left for the cafeteria.

At the lunch line, the boy got 3 slices of pepperoni pizza, a soda and a bag of chips. The kid sat down and started eating away, enjoying his lunch as he was unaware about what was about to happen. As the boy finished his chips, he grabbed his soda and tray of pizza when… BEEP FWOOOSSSSHHHH "AAHHHH!" The other kids didn't notice Ben was gone as the tile on the ceiling retracted back.


"GAAAHHHHHH!" Ben screams as he holds on to his food and drink, coming to a stop as he lands near his sister and friends, who now wore gym leotards, and bounced to a stop. "Thank you for joining us, Benjamin." Jerry spoke as Ben complained. "Jerry! I was having lunch!" "Really? What was it?" Alex questions as Ben looks up and quickly catches 2 slices of falling pepperoni pizza on his tray. "Pizza day. Wait! Weren't there 3 slices?"

SPLAT Ben whirls around to see the 3rd slice, hanging over Sam, who has a blank face as she took it off, leaving some sauce and cheese on her as she hands it over as she deadpans. "Found it." Ben chuckles nervously as he grabs the slice and eats it, hoping Sam isn't mad as a towel is offered as she uses the wipe the sauce off.

"Anyway, lunch aside, I have called you all here for a mission." The man explains as a giant screen lowers, showing a map of Russia. "The world's leaders are beginning talks on world unity. They are scheduled to begin after a concert in Russia. Unfortunately, one of the singers in the headlining act has disappeared. This act is a favorite of the Russia president's daughter." Jerry walks back to his desk as the screen retracts as Ben finishes up his last slice.

They all approached as Ben held his tray out for a robot arm to take it away. "If they don't appear, the talks could be in jeopardy." "Who's the headlining act?" Sam questions. "The platinum selling boy band: Teensicle." Clover and Sam gasp in shock and joy as their eyes sparkle. "Teensicle!? I love them!" "They are our favorite band this week!" Clover adds in as they both squeal loudly, startling Alex and making Ben cough on his soda.

"Which member disappeared?!" "I believe his name is… Mikey." Jerry answers the red head, making both girls screamed as Ben got really annoyed from the loud assault. "Mikey?! He's the cure, sensitive one!" "WAIT! So basically, the fate of world unity hangs in the balance cause of some lame boy band? Lame!" Ben states loudly as Alex adds in. "He's right! There are just a bunch of wannabes." Sam and Clover were surprised at what their best friend said. "Since when aren't you a fan, Alex?!" "Since always! I prefer the old-school boy bands. From last year when being a boy band meant something!" Ben spoke out. "I don't do boy bands. Because rock bands are the real music stars!" He imagines himself as a rock star, playing for tons of screaming fans in a Chibi style as the boy windmills in real life as the girls just stare at him.

"Anyway... As I was saying, I prefer old-school boy bands. Bands like Boy Candy! I like to keep a few pics handy. Here's T-bone! The lead Singer!" Alex shows a picture of a guy with a goatee and red dreadlocks to her friend, gazing at it with a dreamy look. "He's way hot~." "Whatever! So, when can we meet Teensicle!? I need to know I'm their number one fan!" Clover exclaims with hearts in her eyes, only for Sam to knock on her head. "Clover! Focus on the mission!" Both girls stare at each other for a few secs, only to both squeals again as Alex looks annoyed while Ben slaps his palm into his face.

Jerry coughs in response to the scene, wondering if Sam and Clover can stay on task at all. "Yes…. Well, perhaps I should just send Ben and Alex, instead?" Sam and Clover quickly lean on his desk, begging the man. "NO WAY! We'll be good! Promise!" They both said at the same time. "Very well. WOOHP would like you to go undercover as the presidents of their fan club. This will allow you to have access to the other 2 members for interview. Keep an eye on them as the kidnappers might make another attempt. Remember: World Unity hangs in the balance."

"Quick question: Can I sit this mission out?" "No. Now, here are today's gadgets." Jerry shows the latest Tech as he denies Ben, who frowns with crossed arms. "Scanner Watches. Laser Lipstick. Expandable Cable bungee belts. And a new device the boys call 'Inflatable FRO phones.' Function headphones that release a crash-proof afro when activated." He tosses 3 bags to the teens as Sam smiles. "Okay, guys! Let's rock and roll!" Jerry sent them away.


The crowd in front of 'Raging Records Store' In London were desperate to the see Teensicle for a signing. In the store, the girls were wearing casual outfits as Ben was looking at some rock CDs, wondering which one he should get for his room's stereo. Sam and Clover had love-struck looks as the other 2 members of the band approached. "So… you girls are the presidents of our fan club?" The African American member, DJ, ask as Clover answers standing in front with hearts in her eyes as she gushes. "We heard about Mikey's abduction and thought you might need help with the tour." "I'll start! Who needs a hug?" Clover stops the red head as she reminds her about the mission.

"Mikey's disappearance got us freaking out! I mean, a year ago, we were orphans. Living on the street, begging for food." Another member, O-Dog, explains as Sam and Clover got all teary eye at the story while Alex frowns and shakes her head, whispering to Ben, who was nearby, "Please…. That is so fake." "Yeah! And I should know; I was a real orphan! Well… it was only for a few hours, but you get the pic." "Aww... You guys are orphans? How sad..." Sam cooed out with tears.

"Oh, that's just something the promo department came up with to give us street cred! Our parents are super cool!" The girls were stunned as DJ explained. "We're just doing the boy band to jump-start our acting careers!" Ben smacks his forehead in annoyance. "Figures..." Sam reassures the guys. "Well, don't worry! We're here to make sure everything goes smoothly!" Just then, the crowd burst through the doors, charging at the 2 boys like a pack of wild dogs. "INCOMING AT 6 O'CLOCK!" Ben hollers as he leaps out of the way, but the teens weren't so lucky and got trampled on. Ben recovers and rubs his head, kneeling up. "I'll never understand girls, no matter what dimension I'm in."

"Hey. Need a hand?" Ben looks back, only to be surprised to see the 'missing' member of the group, smiling and helping Sam up. "MIKEY! You're all right!?" Sam asked in shock. "Of course! Why shouldn't I be?" Alex spoke out to him. "Because you were kidnapped, aren't you?" "What? That's crazy talk! I just took off to the desert. Been laying mud, watching the cactus flower bloom for the last few days." The teens were surprised as Ben stood on the sideline, narrowing his eyes at him. He doesn't know what, but something seems… off about him. "Dude! You're back!" O-Dog exclaims as he hugs his friend. "We thought something bad happen to you!" "Nah! I'm okay! Let's sign some autographs." They both walk back to the crowd, signing pictures.

"So… What now? Is the mission over?" Alex shrugs as Ben rubs the back of his head. "I guess that kidnapping report was just a false alarm?" He mumbles out. "Ugg! As if! I need at least an hour to make one of them fall in love with me!" Clover gushes out as Sam notices something about Mikey. "Wait a sec… Since when did Mikey have a double chin? And I distinctly remember reading that each member of the band has a 38-inch waist." They all notice the differences as Ben comments with a shrug. '"Maybe he hit an all-you-can-eat buffet, before coming here?"

"Something's not right here… But for now, I guess the mission is over. Come on, gang!" The girls left as Ben stayed briefly and glanced back, noticing that he also has hairy arms as well, making the boy suspicious as he hums as he quickly snaps a pic of him on his phone.


The next day at school, Ben was putting his books away for the day as notices a bunch of girls, gossiping and fanning out at some pics of Teensicle, making him groan. "Uggh… What do people see in those clowns?" But as he looks at the picture of the band, he stares at Mikey, only to notice something. He whips his phone out and looks at the pic he took yesterday, and internet search another one for Mikey

Ben glances between the 2 and realizes something about Mikey: Although his face and voice are the same, his body is not as fit as it once was! "Okay! This can't be just an illusion! How can a fit teen's body suddenly get old and fat, while having the same voice and face? Something is off about him. I can feel it." He mumbles out as he walks home from school, but just then, his phone rang as he passed by an alley way.

The kid answers. "Hello?" "Ben! We got a major break in the case! We're heading back towards London, meet us at WOOHP!" Sam's voice calls through his watch, making the kid duck down the alley as he dials the Omnitrix "Back to London. Going to need some serious speed!" He quickly ducks down an alley, just as a brief flash of green light appears. Fasttrack speeds out and rushes to WOOHP. But, unbeknownst to him, a shadow figure was watching from the rooftops. "London, huh? Guess I've got a flight to catch. Or become one!" The figure slaps down his arm, making a flash of red light engulf him as he flies away.


At London's stadium mega bowl, a huge crowd was screaming their heads off as they watched Teensicle preform, while the team watches from behind stage. Ben was confused and dumbfounded by the fact the boys were just playing with a bender, banging a lid with a stew spoon and knocking on an upside-down trashcan as he stated. "Okay! What boneheads would think those are instruments and that Is music?!" "OMG! Is this what I think it is!?" Clover squeals out as Sam glees out. "Yes! It's 'Love Omelet'! There Encore Number!" They both glee and shake their arms as Alex and Ben deadpan together. "Boneheads identified."

Just then, Ben notices the guys tossed away their instruments and were break dancing! But he notices 'Mikey' didn't do it and had a hard time keeping up for some reason, as if he forgot his own moves. The kid narrows his eyes as DJ announces. "THANK YOU, LONDON! AND GOOD NIGHT!"

They all then walk off stage as the team follows behind, not making a sound to alert them. After tailing them for a while, they poked their heads around a corner to see 2 members go one way, but Mikey took off in another, looking suspicious. "Now what?" Clover asks the other 3. Just then, they heard a sound and a voice. "AHHHH!" "It's Spy Time!" "Actually, it's hero time!" Ben argues as they all ran after the noise.

They arrived back at the stage, to which it's abandoned as the people all left during the long chase, they arrived in the center to glance up to see someone carrying DJ away on the rafters. "HELP! PLEASE!" "They got DJ!" Clover points out as Ben quickly went his watch but didn't have time when the person starts dropping sky lights down, making Alex tackles her brother out of the way as they both groan. "Really got to pay attention to these things." "Don't worry. You'll get the hang of it!" Alex winks as she quickly stands back up and runs back. Ben stands up and dials in Humungousaur. "Get ready to meet a big friend named Humungousaur!" He then slaps down the core. FLASH


Ben's eyes turned all watery as barnacles spread all over him, forming his arms, chest and legs into red armor as he grew to adult size while a hood grows over his head. He clenches his claws and spins, posing.


"RAAAGGGHHHH!" Water Hazard looks down at himself and slumps in annoyance. "Oh, great! First Four Arms and now Humungousaur?! Why does the watch hate my heavy hitters so much?" He glances up and sighs out. "Never mind. I can work with this." He propels himself up to the rafters. He lands in front of the shadow figure and declares. "Okay, buddy! Put down the pop star and no one gets hurt."

But just then, the figure threw down a smoke bomb, blinding Water Hazard as he rushed by him. "Oh, man! Blindsided by a smoke bomb?! I'm getting rusty." As he moved out of the smoke, he noticed the elevator is going down, making him glare as he rushed up to the gates and glanced down to see the shaft coming to a stop at the bottom floor. He pries the gates open and leaps down, using his hydro blasts to slow to a stop on top. "Okay, buddy! Nobody fools Ben 10 and gets away with it!"

He smashed the ceiling open and leaped down, getting in a fighting pose, only to drop in surprise to see the spies inside. "What the?! Wait! Wasn't there a kidnapper just a few mins ago?!" He exclaims in surprise. "Hello! Join the club!" Clover exclaims as Sam notices something in a pile of blue gunk on the floor. "Hang on! What's this?" She plucks it out.

"Yuck! Did someone's dog leave a big pile!?" The alien exclaims in disgust as the spies scan it, getting results. "No, Ben. It's some sort of compound in makeup." Alex explains as Sam exams a piece of wire with writing. "It's wire. And there's writing on it. 'Starlight Studios'." "Starlight Studios? Is that a place?" Water Hazard scratches his hood in confusion, not making heads or tails of the case.


Later, the group made it into Starlight Studios, only to find the place run down and abandoned, as if it hadn't been used in years. "Man! This place is a dump! Are you sure the clue leads here?" Ben questions as Sam confirms. "This is the place." "Now what?" "We investigate, as always." Clover answers Alex as they all searched together with flashlights. Ben glances at his phone and notices it reads '10:10 PM'. "Hey, Gang! I think we need to speed this up! We don't have much time before the unity thing!" Alex agrees with her brother. "He's right! We need to hustle!"

Ben got to thinking to himself. "Okay… we need to find the kidnapped band. But how…... OH! I got it! Wildmutt! I'll go Wildmutt and sniff them out and—Wait! I don't have Wildmutt anymore…. Oh! Ghostfreak! I can possess one of the baddies and use him to find the members really- Hold on! I can't use him ether because I don't have him…. I got it! I'll use Ditto and make an army to split up and- Wait a sec! I can't use Ditto anymore! UGGGHHH! This is so unfair!" He exclaims as he kicks a barrel in frustration, sending it clanging into a pile of crates. CRASH

"Hey! What part of 'keep silent' do you not understand, kid?!" Clover exclaims. "Sorry. Whatever." Ben rudely replies as he goes over to a window and leans near it in anger and crossed arms. Alex can't help but notice something wrong. "Is everything okay, bro?" "It's just…. I used to have over 20 aliens before I came to this world. And they were all so amazing! But now I miss them. And all I have left is Grey Matter and Upgrade. I want my old guys back so badly!"

Alex felt sorry for him as Sam and Clover noticed as well. "Cheer up, Ben. It isn't healthy living in the past." "Tell me about! I would never be seen in public wearing last season outfits." Clover states as Sam smiles out. "Besides, you have new aliens! And they all have amazing powers! Like Slapback! His cloning ability is pretty good, even if it is limited. Plus, the enhanced strength and durability is a totally awesome bonus!"

Clover adds in as well. "Totally! And don't forget Big Chill, Water Hazard, Fasttrack, that totally saved us. And Swampfire!" "Not mention Humungousaur, Rath and Shock Rock." As Alex talked, Ben noticed a shadowy figure heading into another soundstage. "…They're pretty cool." "Hey! Did you see that!?" "Saw what?" Alex asks. "I just saw some sort of shadow head into that stage! It's probably the kidnapper! I'm going in!" Ben exclaimed as he rushed out and ran as fast as he could to the stage. "Wait! Ben! We're not supposed to—" "MMMMPPPPHHHH!" The girls stop as they glance at a nearby door.


Ben opens the big doors as best as he can squeezing into a set that is modeled after a large castle with many hallways. "Now… where did that figure go?" "NEVER GET OUT! TRAPPED FOR ETERNITY!" Ben was shocked by the voice, looking around to see nothing. "Who was that?" "ETERNITY!" Ben got an annoyed look. "Look! I don't know who you are! But you better let those lame pop stars go or—" Just then, the boy's eyes widened at seeing a floating shadowy figure that is ghostlike with a red glowing eye. "GHOSTFREAK!? NO WAY!"

He quickly made a dash for the other direction as the ghost phased through a wall. As the boy kept running, he quickly dodged some tentacles that lunged from the walls as floating rocks tried to smash him from above. "Oh man! Ghostfreak's back?! I totally fried him the last time! How did he get back?!" He bumped into something, making him back and widened his eyes in shock.

The figure is a phantom/ghost-like alien with a gaseous appearance and claw-like hands, and black skin with red lines running all over him. His body appeared emaciated and deformed with lines resembling the bones of a human skeleton on his body and arms. He had lines going down his tail and a jawless skull shape on his face with a crack going through it and a red eye in the crack. He also has silver, red spiked cuffs on his wrists and sliver chains that snake all the way along his arms into an 'x' pattern on his chest and a spiked collar on his neck as well. But Ben recognizes the red half hourglass and copper dial in the center of the chains.

"KEVIN!? You're not Ghostfreak! Thank goodness!" He sighs out, relieved at not facing an enemy from the past. "Poor little Benny!" The kid looks up in surprise as Kevin taunts him. "Running from the ghosts of his past! But what you should be running from…" He trials off as 2 tentacles burst out of his back and grabbed the boy by his legs, hosting him up to his surprise. As he leans forward. "…Is me!"

"Wait a sec! How do you have Ghostfreak?!" "That's Dark Shadow to you!" "Ugg… I can't believe you ripped off my original aliens." "Finders keepers!" The mutant alien responded with crossed arms. "Look, Kevin! You have got to get rid of Ghostfreak! Or… Dark Shadow. He's dangerous!" "Psst… Yeah right, dweeb. Like I'm falling for that." "I'm serious! Ectonurites have minds that exist down to their smallest DNA sample!" "If you're talking about the incident with 'Evil Ghostfreak', then don't bother! I did a check and double checked! Only I'm in this body, kid!" "Yeah! Well, you won't be saying that when Ghostfreak uses you to come back!" The boy snaps back, trying to prove his point. "Okay! You want proof? I'll give it to you!" The mutant snarls out.

Dark Shadow then unleashes more tendrils from his chest, wrapping the boy up as he struggles to break free. FLASH "RAAAGGGGGHHH!" Rath busted free from the tentacles as Dark Shadow was shocked. "WHAT THE!?" "OH YEAH! Rath's here to rearrange your day and your face!" He then grabs 2 of the tentacles and slams him over his head and then into a wall, distorting him long enough to yank back to Rath and knocks the evil ghost alien away with a powerful punch that sent him crashing through another wall. As Rath unsheathes his claws and rushes to the door, he wasn't aware of a brief flash of red light as he smashes the door down. "HA!"

Only to get blasted by a stream of slime water that sent the tiger all the way off the set to a wall. As Rath recovers, a footstep caught his attention, making him surprise. "Water Hazard?!" "The name's not Water Hazard, it's Dead Sea!" Kevin exclaims as he's now a bootleg version of Ben's new water alien.

Dead Sea is blue and grey instead of red and more muscular with the barnacles colored slime green as well, with extras on his legs. He's hunched over with the chest eyes being replaced with a grey, circle metal plate that has the dial symbol on it. It has 2 tubes of slime water conducted by the sides that goes around to a metal back part on it. It is also connected to a breather on his mouth as well. His eyes now have an extra, normal one, in between the others, that are squinted as he has no hood on him. He has a grey Mohawk like device on his head as it has 3 red lights on the front and back. His arms are more muscular and have 3 fingers instead of 4. He has 2 toes on each foot with a back toe and black points on his knees. He has 2 tubes that connect from a barnacle on his shoulders to one on his forearms as they are more buffed and have 2 more barnacles and less scaled than Ben's version.

"Wait a sec! Water Hazard wasn't in Rath's old lineup! Where's Ripjaws!?" Rath questions out loud as Dead Sea responds. "He didn't make the cut." He smashes his arms into the ground, making slime travel all the way to the tiger and turn the ground to mud, making him sink. "HEY! No one makes Rath sink into mud and gets away with it!" "Says the furball with no clue!" Rath growls out as he claws his way out, snarling at Dead Sea as he walks away. "Let's see if your brawn can handle brains!"

Rath gives chase on all 4, sliding to a stop in the hall set as he saw what looks like Grey Matter retreating his head back from the corner. "Grey Matter?! OH YEAH! Let me tell you something, Kevin Aaron Levin, who got his Omnitrix out of his powers and now is Rath's self-proclaimed rival! Rath can squash Grey Matter like a little bug! Why?! Because Rath can take on anything!" He rounds a corner as he cracks his knuckles. "So, why did you think you have a snowball's chance to beat me with…. Grey Matter?"

Rath was stunned as Grey Matter's twin rose in a very awkward position. "Dark Matter." Dark Matter is a red skinned, frog/demon-like, bipedal alien that is significantly taller than Grey Matter, rivaling Quad Brawl in height. His limbs and fingers are long and slender, with his fingers having claws. Unlike Grey Matter's feet, he has two front toes and one back toe on each foot, which are also pointy. He has large glowing red eyes with minus-shaped pupils. On his head are two horn-like growths. His gills have moved to his neck as well. He wears a grey armored vest over a black sleeveless jumpsuit, that has a red stripe down the middle and red leggings, with 2 black stripes going around the middle of his chest. He has long black fingerless gloves and the 'Omnitrix' symbol on his chest.

"WHOA! How did Grey Matter get big?! Doesn't matter! Rath's still going to crush him!" He bellows as he charged and punches, only for Dark Matter to dodge and kick him, grabbing his leg and swinging him to toss him away. But Rath dug his claws into the floor, scraping to a stop before roaring as he charges again. But Dark Matter merely kicks him away into a wall, leaving him stuck between as Dark Matter crawls in front with a smug look. "How do you keep getting Rath's missing aliens?!" "'Missing'? I never had that problem! Maybe it only happens to… losers!"

Rath snarls out as he broke free, upper cutting Dark Matter and sent him flying up, only to dive down with a red fireball in his claw. "WHAT THE?!" FLASH Rath peeks his eye out and looks around, seeing nothing wrong. "HA! You totally missed-" But just then, red crystals start growing from his feet to his neck, trapping him to his surprise. "WHAT THE!? WHAT IS THIS STUFF?!"

Dark Matter taunts the hero as he twirls around as Rath struggles. "Man! I thought you be more of a challenge, Tennyson! Face it, dork. I'm a wiz at this alien transforming thing. You can't even compete with me!" But just then, his symbol starts blinking as it briefly fills in the area in the 'k', signaling a time-out.

Rath noticed and grins out. "Oh really!? Why don't you say that to Rath's face, copy man!" "Or… I can finish you quick." Dark Matter was about to toss another fireball when a flash of red light turned him back, no longer sporting the jacket from his debut, making the teen stumble forward. "Let me tell you something. Kevin Aaron Levin! Former Best friend that now has a knockoff of Rath's Omnitrix! Rath is going to make you Humungou-sorry you messed with him!" Rath growls out as Kevin runs as fast as he could out of the stage as Rath broke out, giving chase as the tween stops near a ladder. "Oh, come on! What gives!?" Kevin exclaims at his alien watch, only to feel a presence behind him, making him glance back at a frowning Ben with his hands on hips.

"All right, Kevin! It's time to ask questions and get answers! And I'm all out of questions!" "2 things. 1: That's not how the phrase works. 2: You're forgetting that I'm bigger than you!" He grins out as he towers over the nervous kid. "Smarter than you. Tougher than you. And Stronger than you!" Kevin grins as he shoves Ben to the ground, making the boy glance up to the street tween, who is cracking his knuckles. "And braver! I can't believe you thought I was a ghost!"

Luckily, Ben notices his legs were close, using a fast-sweeping motion to knock the tween down as Ben got up and quickly climbs up the ladder to the cat walks, with Kevin growling as he chases after him. The kid ran as fast as he could, only to screech to a stop at a window with 2 ways to go. As Ben looks between them, Kevin charges at him. "YOU'RE TOAST, SMALL FRY!" He bellows as he makes a leap at the boy, but Ben remembers a move he saw in a movie and got on his back, putting his feet underneath Kevin and used the momentum to kick him through the window. "AHHHHH!"

Ben gasp in horror at what he had done. "Oh, no! KEVIN!" He glances out the window, hoping to find the tween. "Kevin?" FLASH "WHOA!" Ben scrambles to his butt as something flew up past him. He glances up to see a bug-like humanoid alien, hovering above him. The top half is human like as his skin is red while it's covered in golden armor with the copy Omnitrix on his chest. It has a grey horn on the head with small spikes around it and has 4 stalks on the sides for eyes, with black pupils in his red eyes. His jaw looks like it can split into 2 and is large. His large red wings are protected by beetle like armor as they buzz, and he has 3 black reddish human like claws. His bottom half is made of 4 sharp bug legs with the same gold armor and has a tail with an armor covered stinger at the end with spikes. "STINKFLY?!" "It's Skunkmoth, actually! And I'm out of here! I had enough fun for one day!" He flies off as he yells out. "WE'LL FINISH THIS SOME OTHER TIME, TENNYSON!"

As the boy watches his rival fly off to the night, a noise catches his attention. "What is that?" He uses his ears to follow it, heading towards a boarded-up window. He peeks through them to barely see a vehicle outside. But he also noticed some people wearing weird clothes and some people tied up, being forced onto it. Ben decides to pry a board off, getting a better look to see his sister and friend being put on a tour bus. "Oh man! Kevin must have been a distraction, so the kidnapper got my sister and the others. Wait…" The boy narrows his eyes.

He saw a man that have a brown goatee and large dreadlocks that is colored red. "That face… where I've seen it before?" The boy ponders in wonderment. But as he glances to the side, he saw a poster of Boy Candy and saw a younger version of the man, making the kid glances back in surprise. "No way! That's that T-bone guy from Alex's band! They're behind the kidnappings! But why?" He then noticed the bus was about to leave, making the kid snap back to reality as he rushed out of the building as quickly as possible.

"HEY! WAIT!" He cries out, only for the bus to drive off as the boy watches in disbelief. But the Omnitrix beeped, perking him up as he pushed the arrow button, dialing through his playlist. "All right! Here we go, Fasttrack!" FLASH Upgrade looks at himself in surprise. "Upgrade!? Great! There's nothing around for me to upgrade!" He cries out as he looks around, only to see a nearby junkyard.

He rushes to it and looks around, finding all sorts of scraps and parts when he heard a crunching sound from his foot. Upgrade looks down and notices a poster for a helicopter, looking between the 2 objects when he gets one of his crazy ideas. "Okay! This is bigger than anything I did before with Upgrade! But it's all I got! Here goes something!" He exclaims as he morphed into his liquid from and starts spreading all over the Junkyard, covering almost all of the piles of metal and junk as the place starts glowing green, doing something with it.


Meanwhile, as the bus drives along a seaside cliff road, T-Bone explains some things to the 6 captives. "Do you know how long a lifespan of a Boy Band is?" He drinks a can of soda as he answers. "A month. 2 tops if you're really lucky like us. After that, you get shown the door." "Interesting. Does that fun fact have a point?" Sam deadpans as the man takes out a briefcase. "It does. Meet the Face lifter 5000!" He sets it down as the case unfolds and turns into a machine that has 2 tables, standing back-to-back.

"EWW! I hate needles!" "Hate needles? Hello! How do you think Tattoos are appalled?!" Clover questions her naive friend as she meekly responds, making both blond and redhead sweat drop. "I thought they iron on." "PIPE DOWN! With this device, Boy Candy is getting another shot at stardom! Allow me to demonstrate."

T-Bone sets O-Dog on one table and straps him in as he lays on the other, making 4 robot arms extend as they got covered in mist, making the 5 others very surprised at the turn of events. Once the mist clear up, T-bone is now the Teensicle member as he stands up. "You'll never get away with this! Fans will take one glance at your flabby bodies and realize that your fakes!" But T-bone wasn't worried. "It's called a 'Body Trust'. It's really handy for guys in their 30's! Boy Candy is back! And once we hit the Unity Concert, we'll be back on top!" "T-Bone! I want a young face too!" A hag of a woman spoke as Alex comments. "Well, try some moisture! And not to be mean. But you should wax that mustache." "Actually, I got a better idea."


The bus came to a stop as Boy Candy exits, including the woman that's now sporting Alex's face, making said girl glares out the window with her new wrinkles. The DJ fake releases the parking brake, making the Bus rolls down. "See you in Rock and Roll Heaven!" T-Bone cries out as Boy Candy walks uphill, leaving the bus to go out of control.

As the fakers heads to their way to Russia, a spotlight shines on them, making them glance up to see a hi-tech Helicopter heading towards them "Well! Looks like we're heading towards Russia in style, fellas!" T-Bone smirks out as the copter hovers above the cliff drop, dropping a ramp that leads inside. The band walks up inside the vehicle, only to notice the darkness.

"Hey! Where's the lights?! We need this thing to take us to Russia!" "How about taking a nap instead?!" The group glances at the side to see Swampfire raising his palm and expelling gas, making the band chough and slumps into unconscious states. "Swamp gas for the win!" Only for him to notice a familiar face as he got a worried look. "Oh, man! Please tell me that was a fake Alex!" He notices the tattoos and sighs in relief.

He got to work lugging and locking the group in a bathroom, timing out as he went the controls to the copter, retracting the ramp and heading downhill. "The girls got be around here… THERE!" He exclaims as he saw a group of 6 on the road. He hover nearby, getting their attention.

Sam and the 5 other glace in surprise at a very hi-tech helicopter hovering near them. The big vehicle is a twin-bladed tilt-rotor aircraft with three blades on each wing. The nosecone and some framework are navy blue, and the cockpit roof is cyan. Black is used on the prop turbines and twin pylons around the sides of the cockpit, plus the rooftop hatch. The tailfin assembly, side pylons, and patchwork up top are silver, and the vehicle is covered in pink and green stripes and panels. The turbines have yellow lights and black three-bladed props. On the Nose Cone is an Omnitrix symbol with a pink flower on it while a car holder is on the bottom of the hull.

The girls look at the cockpit as Ben waves at them with a smile on a microphone. "What do you think of my new wings!?" Sam smiles in response. "I think we can make it to the concert in time."


At the Russia concert, the fans were getting impatient and angry as Teensicle hasn't shown up yet, as evidence by the rioting. "WE WANT TEENSICLE! WE WANT TEENSICLE! WE WANT TEENSICLE!" At the VIP booth, all of the world's leaders, including the USA President and Madison were getting worried. The Russia President was frowning as his daughter was tapping her arm rest impatiently. "Where is Teensicle!? They should've have been here 10 mins ago!" "I'm starting to think this Unity talk is a waste of time!"

The USA President quickly tires to calm them. "Now! Now! I'm sure they just hit some bad weather on the way here! Let's just wait a little while." Maddie glance off as she got a worried look. "Ben… If you're on this mission, hurry!" Just then, The Omni-Copter flew in from above the booth, making everyone glance up in shock as the Helicopter hovers over the stage, dropping its ramp to reveal Teensicle, back to their original faces and sporting parachutes.

"GO!" Alex, now having her real face back, cries out, giving a thumbs up as the boys whooped and leapt out, skydiving onto the stage as the crowd roars in excitement. The band deploys the chutes and lands safely, taking off the packs and getting ready to perform.

The Concert went off with a success. "YAAAAAAAHHHH, TEENSICLE!" The Russia girl cries with hearts in her eyes as Madison smiles at the copter. "Way to get it done, Ben!" The Omni-Copter got surrounded by WOOHP Copters as agents got to work apprehending Boy Candy. "We only did it to be famous again. To be cool again! No one cares when your yesterday's boyband."

Alex can't help but look at her arm in longing at what T-Bone, making Ben notice. "Just to be cool again, huh?" Just then, Sam's compoweder ring, making the girl hold it out as a hologram of Jerry is displayed. "Well done, Team! I just gotten word that the Russia President has given his OK to begin the talks." "Hey, Jer! Now that we save the world again! How about sticking around to get to know Teensicle!?" Clover asked as she and Sam crowds around Ben. "Hmm….. No." "Actually, it's really a yes! Because this Copter is mine! I did make it out of Upgrades abilities plus tons of parts." Ben smirks out as Jer sighs with a smile. "Very well." The connection got cut off.

"You want us to stick around? But I thought you don't like Teensicle?" Sam questions as Alex walks over. "Well… since I decided to have the Omni-copter as part of our team, I might as well help you 2 out for this one." Ben shrugs, only to be surprised by both girls hugging him, thanking the boy. "Thanks! Besides, none of you would ever try to drown me in mud with a mutant version of Water Hazard." "Wait! What?" Alex mumbles in confusion.