Back in the main story, The League of Villains continued to discuss their plans after Cherry and Lionel witnessed the mini-adventure at Foster's Home for Imaginary Friends.

"Our robot army may yet defeat our heroic captives, Vilgax." Aku stated.

"Not at this juncture, Aku!" Vilgax retorted. "Despite their numbers, the robots aren't yet skilled in powers we've given them! See, there!" he then added and pointed out as an example. "The Ben 10 Robots aren't quick enough to match the boy's speed! He's destroying them in mid-transformation!"

"Which is exactly why the heroes are here!" Aku countered.

"Watch and learn, apprentice Mandark!" Vilgax instructed the evil boy genius. "With a little luck, we will soon be forced to use our secret weapon to ensure their cooperation!"


MEANWHILE...

"I must admit... it is unsettling to cut myself in half!" Jack observed as he sliced apart one of his digital duplicates.

"I dunno, Jack," said Feedback as he pulled an Astrodactyl head. "Blowing up my fakes is kinda fun!"

"No mere robot can effectively mimic the brilliance of MY mind!" Dexter grinned as he used a remote control as his defense.

"Right behind ya." Og added as he used his own remote control, though it was mostly made from bamboo technology than high-tech inventions since he lived on a desert island in the middle of nowhere but had a brilliant mind to invent anything anyone would want or need.

"They do an okay job of copying our powers!" Blossom reported as she used laser eyes.

"But they are just copies!" Buttercup added.

"And they're so slow!" Bubbles remarked.

"This reminds me of the time when Action Guy had to fight his doubles and prove he was the real one when everyone felt for the trick of the evil, nefarious Dupli-Kate." Mike commented as she helped out.

"Bubbles is right... individually, they are not much threat!" said Jack as he fought off his duplicates. "But together...!"

Feedback smirked. "The Ben 10 robots don't think for themselves... they just imitate what I do!" he remarked. "Which gives me an idea!" Slapping the Omnitrix dial, Feedback changed into a small, blue, fairy-like alien. "Watch my back for a second!" he chirruped.

"What are you?" Cherry asked Ben. "Some kinda Blue Fairy like in Pinocchio?"

"Actually... WE ARE PESKY DUST!" The alien shape-shifter corrected before he was surrounded by three other copies.

Pesky Dust?" Cherry asked. "Sounds kinda useless to me."

"You have a good point," Ben agreed as he seemed to plan that. "Pesky Dust is kind of fragile, but CRASSHOPPER?" he then added before transforming again and then squashing the Pesky Dust doubles. "Crasshopper stomps Pesky Dust's robot butt at super speed!" he said before squashing the Pesky Dust doubles.

"Ooh, clever." Cherry noted and nodded.

"Also..." Lionel flipped through a Big Book of Aliens. "Because I know people would be mad if I didn't bring it up, Pesky Dust is a Nemuian, an alien that can release a special dust to put his targets to sleep. He can enter and examine the dreams of other beings, not to mention manipulate them so that they have horrible nightmares."

Cherry leaned in to take a look for herself. "Well, that sound pretty messed up," she then remarked. "Maybe I should fight some of those whenever I visit dreams like Princess Luna."

"Hey, cool off, they aren't actively searching for dreams to terrorize." Lionel explained.

"Oh, yeah? I guess I misunderstood that then." Cherry remarked.

"More or less, yeah." shrugged Lionel.

"I'm still learning, I don't know Ben Tennyson's adventures as well as everyone else here," Cherry remarked. "That can be said more for Mike, Lu, and Og over there."

"Hey! We have exciting adventures!" Lu defended and glared.

"I know you do, but not everyone else respects or understands that like we do," Cherry replied. "Most people forget you existed or remember you being a thing and only being loved because of the nostalgia filter."

"Accurate," Lionel said. "You guys are about as well-known as The Moxy Show."

"...the what?" asked Mike.

"Exactly." Lionel responded.

Mike, Lu, and Og glanced at each other as they continued to help everyone else out against the evil robot clones. Soon, both Og and Dexter ran into trouble.

"Uh-oh, this isn't good." Og frowned.

"What's wrong, Og boy?" Mike asked the island native she was very close to.

"Ran out of juice I'm afraid." Og replied, showing her that his remote control was slowing down.

"Oh, great!" Lu complained. "What about you, Four Eyes?" she then asked Dexter.

"That worked for a while, Ben, but they've caught up with you!" Blossom said to the alien shape-shifting boy. "What now?"

"Out of power!" Dexter cried out as he looked at his remote control. "A mere annoyance when surrounded by so many alternative power options!"

"Whoops, I'd better get back to the others!" Lionel said as he teleported away.

Cherry waved Lionel off as she continued to help during her part of the story.

"The robots can't control their leaps," noticed Crashhopper as his copies were bouncing out of control. "I'm gonna let them knock themselves out!"

"Get that one, I have an idea." Dexter told Og.

Og nodded as he soon saw a Buttercup robot clone and held it out to Dexter who took it right away and began to tinker with it.

"Hey! That's MY head!" Buttercup complained. "What are you doing?!"

"This is my best weapon yet!" Dexter grinned, using Buttercup's clone's head to shoot laser eyes from his remote control that was out of power.

"Neat!" Og approved.

PZAAAPT! Buttercup's robot clone's head shot more and more clones away from them.

"I hope Lionel's doing okay." Cherry said to herself as she helped with the others.


MEANWHILE, SEVERAL FLOORS UP...

"We heard that squid-head Vilgax say he wanted to blow up worlds!" Double D reported to Mojo.

"What kind of weapon is powerful enough to do that?" Eddy wondered.

"It is a weapon of mass destruction, and of such potential for devastation that it can shatter worlds into dust-" Mojo began.

"To sum it up, it's BAD NEWS!" Lionel replied.

"Erm... yes." Mojo replied.

Soon, they were surrounded by a lot of cacophonic sounds.

BWHAAM! WHRAMMM! PZZZAPT! SKIKKT! SKIKKT!

"What's that noise?" Double D wondered.

"It sounds like World War 3 broke out!" Eddy remarked.

"Beter not be The Dark Queen or someone worse like Ferocitus." Ed said firmly.

"It's coming from the robot factory!" Mojo realized and pointed out. "Move toward that window! I must ascertain what is happening!" he then added urgently before they headed to the window to see what was going on and he didn't like anything about it. "This is mayhem!"

The good guys were definitely making headway, fighting off the robots while Vilgax and Mandark watched.

"Hah! Look at those Powerpuffs go!" remarked Eddy. "And Ben's kickin' butt!"

"And Jack too!" beamed Double D. "Even Dexter!"

"What're all those jumpy things?" asked Ed.

KRASH! WHAM! Soon, Crasshoppers were thrown up against the glass, shattering it, but luckily not harming Mojo, Lionel, or the Eds on the other side.

"We aren't the only ones in trouble." Mojo remarked.

Aku soon shifted into a dragon, grasping Mandark and Vilgax in his claws.

"Eep!" Mandark squeaked once he was snatched.


"Forget our robots!" Ben suggested as he had a new idea in mind.

"Ben, wait, don't you remember?" Cherry said, trying to stop and warn him. "Whatever you do, these robots will do worse."

"That's what I'm counting on!" Ben said as he turned into Atomix. "Besides, Vilgax and his cronies are the ones we should be fighting! Hamena-hamena-hamena... and Atomix is just the guy to fry their sorry butts!"

"We are Atomix!" The robots chanted as they shapeshifted.

"Darn." Blossom muttered as she blasted the Atomix drones to bits, blowing their heads off.

"Boys." Cherry scoffed.

"Tell me about it." Blossom agreed as she did what she had to be done.

"Just what Jack needed!" Dexter grinned once he saw what happened.

"This should do the trick," Og nodded before facing the samurai. "Jack, try this. Dexter and I modified it." he then added as he handed over a high-tech device that also seemed to have coconut shells.

"Throw it! We suggest you move." Dexter added.

Jack looked confused as he took the device before he shrugged and did as the two told him, then tossed the device toward Dragon Aku as he was about to get away along with Mandark and Vilgax.

"Aku, move!" Mandark warned, but it was too late.

KABLAM!

"We cannot allow this to continue, Aku!" Vilgax warned. "The Atomix form is too powerful! That wretched Tennyson could blow a hole in RoboWorld!"

"Least of our problems, oh mighty masters!" Mandark warned. "It's the Atomix drones who should concern us!"

"It's time we stopped this fight anyway. Our robots aren't yet up to the task of besting these heroes!" Aku remarked. "They need a biological upgrade."

"Biological?" Cherry murmured in slight concern.

"That's where your new friends come in, Sweet Pea!" Aku smirked at the perky goth. "We need to input their consciousness into their robot avatars after all!"

"Well, that's not good." Cherry said as Blossom looked very concerned about that.

"NO WAY!" Buttercup cried out before trying to use her laser eyes to stop the shape-shifting demon.

"Way! Watch me!" Aku retorted, avoiding the laser blast and then transformed. "Robots! Stop fighting! Now! Captives! Surrender or I will destroy your worlds!" he then announced.

"What do you mean?" asked Jack.

"I want you to understand, Samurai, that you and your friends are only alive because the league needs you alive for now," explained Aku. "This little skirmish was to test the efficiency of our constructs. So far, we are impressed with their performance."

"Is that all there is or is there more?" Cherry demanded then.

"In the next phase, we will upload their brain patterns and knowledge acquired through years of practice into your new friends' robot avatars," Aku continued to explain. "We will keep their superficial charm, but remove their bothersome ethical standards much like that other universe of your new friends which we call the Alternate Toonyverse."

"I hate that universe." Cherry glared as she crossed her arms.

"And they'll be completely under our control!" Mandark grinned. "My idea, actually!"

"This will upgrade their avatars whose beloved images will calm the public during our initial enslavement of their worlds, much like your adventures where you face the one called King Sombra in the Equestrian Realm." Aku added.

"Sombra's kinda old news after Celestia and Luna retired," Cherry shrugged at that. "We're not sure where he went, but it's been quiet ever since that happened and Twilight Sparkle made her School of Friendship and-"

"WHATEVER! No one wants to hear you talk about ponies!" Mandark snapped at her.

"Excuse me." Cherry rolled her eyes at that.

"And then when that phase is complete, we will come together in a vast, super-powered conquering army that will sweep across THIS universe!" Vilgax soon added. "My concept of course!"

"So you just want us to cooperate quietly while you conquer our worlds?" asked Bubbles.

"If these stupid robots are all you can do..." Buttercup began.

"...that will never happen!" Blossom finished.

"Especially not while I'M here." Cherry added bravely.

"A brave sentiment, but it's not like any of you have a choice!" Aku smiled evilly at Cherry and The Powerpuff Girls before pushing a button to show them all something which they were not aware of. "You are aboard the high-tech, brilliantly designed satellite called RoboWorld, situated in a pocket dimension in hyperspace linked by warp portals to each of our worlds." he then added and explained once they all realized where they really were.

"Around it orbits the Deathstare satellite!" Vilgax added.

"Deathstare?" Mike scoffed at the name. "You're kidding, right?"

"Now, let's pretend that the moon is your world for demonstration purposes only," Aku then began to say, pointing out to the far-off moon for them to see. "Vilgax, would you do the honors?" he then prompted.

Vilgax nodded and soon pushed a button. "FIRE!" he shouted as he pushed.

The doomsday device launched a pair of double energy blasts from its eyes, and inundated the moon... before it exploded in a flurry of rock pieces!

This left everyone shocked and dismayed, knowing now that the villains meant serious business.

"You have two options: surrender your minds and bodies and let us imbue our robot army with your consciousness to facilitate enslavement of your worlds." Aku began to say, showing a couple of scales to show the robot clones as well as a group of Earths that represented the worlds that the heroes came from.

"Or watch us destroy them, one by one!" Vilgax added.

"Personally, I'm good with either choice," Aku told the heroes. "Though Vilgax prefers you choose option #2! We'll give you a moment to consider your options."

The villains all smirked and sneered at their respective heroes, eager to carry through with their plan, whether the option that the heroes would choose.

"We can't let them destroy even one world!" Blossom said to the others.

"But we can't let them put MY brilliant mind into those robot bodies either!" Dexter added.

"Ahem! Or any of our minds actually?!" Buttercup retorted.

"Especially my delicate, fragile, regal, princess mind." Lu added, causing Cherry and Mike to roll their eyes.

"The threat of the universe would be too terrible to contemplate." Dexter continued from what he was saying.

"So we choose option #3!" Ben suggested.

"We fight!" Jack added.

"Yeah! Let's blast 'em!" Buttercup cried out.

"But if we fight, they'll blow one of our worlds right now!" Blossom reminded her tomboy sister.

"Aku will have to move the RoboWorld and the Deathstare out of hyperspace first," Og commented intelligently. "That means we have time, not much time, but maybe time enough."

"He's right." Dexter agreed.

"We've defeated these villains before!" Jack reassured the others bravely.

"So Aku and Vilgax are doomed!" Ben added.

"And Mandark!" Dexter added with a glare.

"And Mojo Jojo!" Bubbles concluded.

"Me, Lu, and Og might not face villains like you guys do, we've faced pirates and the Cuzzlewitz, so we're gonna pull through for you guys." Mike vowed.

"We are?" Lu asked wearily as Mike and Og looked determined.

"And I'm gonna help." Cherry soon told the heroes.

"Not quite," Aku smirked as he faced the perky goth. "Someone has very special plans for you."

"Lemme guess; King Sombra?" Cherry deadpanned. "Talk about beating a dead horse."

"Not quite, but you've outlived your usefulness!" Aku smirked as he pushed a button, summoning a trapdoor below Cherry's feet and suddenly sent her somewhere else, further away from her new friends as she cried out due to the suddenness of that. "Let's just say you got THREE STRIKES!"

"Cherry!" The others cried out in concern for their new perky goth friend.

"We've gotta keep fighting!" said Ben as he turned into Four Arms. "We'll blow up Roboworld!"

"And destroy the Deathstare!" added Jack.

"Even if it means we never, ever get home!" Bubbles added. "But what about Cherry? Not to mention... Mojo Jojo?"


MEANWHILE...

"This is not good! Not good at all!" Mojo said.

"You sound like that Inez kid that Cherry once told me about." Lionel remarked.

"Mojo Jojo is right though." Double D commented.

"Maybe, maybe not, just play along," Eddy whispered to his friends as he suddenly had an idea. "Vilgax can't wait to blow up a world! And since no one is there to stop him, whose world will go first?!" he then added in a panic.

"Well, I'd say our world, but I don't know about that." Ed replied, trying to make sense out of this unlike his old self.

"No! mine!" Mojo clarified urgently. "Vilgax will use it as an example! Not that I could stop him for I am marginalized and shunted aside and Vilgax will destroy my world and it will be gone and I cannot rule if it does not exist..."

"Unless maybe you can stop him!" Double D suddenly suggested.

"YEAH!" Eddy agreed. "You're a genius, ain'tcha? Then think a' something!"

"You are RIGHT! Which is to say, you are correct!" Mojo exclaimed. "The shift into the area known as real space will take time and energy... perhaps there is a way to properly disrupt that!"

"That's using your oversized noodle!" Lionel said, before he clutched his chest and shuddered. "...whoa, I just got some bad vibes."

"It's probably nuthin'." Eddy shrugged off.

"Eddy, what did we say about you ignoring important feelings that might come back to bite you later?" Double D reminded his shorter and greedier friend.

"Ah, okay, okay," Eddy shrugged. "What's wrong, Lionel? You okay?" he then asked.

"I just got a pretty nasty feeling that Cherry might be in bonafide trouble." shuddered Lionel.

"Ah, don't worry about her," Eddy shrugged yet again. "What could happen."

"What indeed." Lionel noted to himself.

"Though I am a great villain, I am going to stop Vilgax who is more evil, so that makes me one of the heroes now!" Mojo remarked to himself before his right eye suddenly twitched in realization. "That is a very disheartening development."

"Cherry, what's going on?" Lionel wondered to himself before everything froze again.


MEANWHILE...

"Hey! Where's the bathroom on this ride?!" Cherry complained as she was sent through a strange portal that seemed to be designed with blue with swirls and tunnels. "Where am I anyway? What IS this?" she then added as she looked around, seeing new cartoon characters being created that resembled some older cartoon characters such as Johnny Bravo with Anne Maria, Robin Snyder with Mac and Bloo, Jen Masterson and Jamie with Mike as they all seemed to be an orphaned group of siblings, the Eds who were dating Mike Mazinsky, Juniper Lee, and Dexter's sister Dee Dee, and the figure appeared to be mostly human, but she also had fangs that were visible and she was sent through a door that said "C&C". "Oh, no, you don't!" she then glared as she went to go after the creation in the door and the door closed behind both of them as a song began to play.