Moving what little they had left from their Florida headquarters all the way to their fortress in South Dakota had been a minor trifle for the Forever Knights, who were always prepared for such contingencies. Though they had taken a considerable loss when a black hole had devoured their castle, taking with it their considerable collection of alien technology. It would take another five decades for them to acquire another collection similar or greater.

But it wasn't a total loss. In exchange for losing all their technology, they received something much greater….

Night had already fallen in the South Dakota sky and the golden-masked leader of the Forever Knights stared thoughtfully at the twinkling stars above, hands folded behind his back. Even now, a week after that debacle in Florida, his mind was still replaying the events in his head: the small amphibious alien, the Tennyson invasion party, and the girl….

He was stirred from his musings when he heard a sharp knock from the door behind him.

"Enter!" the golden-masked commanded. He kept his back turned, watching in the reflection of the window, as a similarly dressed knight in an iron mask stepped into his office and saluted. "I trust you bring good news?"

"Yes, Lord Enoch," said the knight respectfully. "Per your orders, my lord, we have tracked down all pertinent information regarding the intruders that attacked our Florida headquarters."

"And?" said Enoch coolly.

"It's just as you suspected, my lord," said the Knight dutifully. "The elderly man is Maxwell Tennyson, 59, a retired Plumber with a long record of alien involvement, most of which has been redacted from official government records. The two children traveling with him are his grandson, Benjamin Tennyson, 10, and his granddaughter, Gwendolyn Tennyson, 10. Neither of them has done anything noteworthy until recently."

"Tennyson, is it?" said Enoch thoughtfully. "I thought he had seemed familiar. That explains so much…. What about the other girl? The one that changed shape?"

"I'm…afraid we don't know, my lord," said the knight hesitantly. "We've searched every database across the planet, but there seems to be no records until her first appearance on a security camera at an auto repair shop outside of Yosemite Park on the first day of summer. There's no birth certificate, no social security, no social media – it's as if she doesn't even exist."

"But she does exist," said Enoch. He turned around and walked up slowly to the knight, who back away, trembling slightly "I saw her with my own eyes. I watched her destroy our ancestral castle; I watched transform into the very creatures we have spent centuries hunting. Someone like that doesn't just fall out of the sky. She had to have come from somewhere."

"I'm…I'm sorry, sir," the knight apologized.

"No...," said Enoch coldly. "I'm sorry."

The unsuspecting knight stared cluelessly at his superior until he felt a sharp pain in his chest. The knight gasped, thin rivers of scarlet spilling from the mouthpiece of his mask, as he looked down at the ceremonial dagger Enoch had slipped between his ribs. The golden-masked leader ripped the dagger free with a flourish and stepped aside, letting the knight collapse on the ground, unmoving. While his former subordinate bled out on the floor, Enoch calmly pulled out a rag from his pocket, used it to wipe the dagger clean, and then dropped it on the deceased knight's head.

He deposited the dagger on his desk with a clatter and returned to starring out at the night sky when a beeping noise came from his right pocket. Enoch retrieved his phone, delighted to see that the caller ID was from his scouting party, and answered:

"Report."

"The Tennyson's have defeated the alien creature called Vilgax and his followers," the scout explained. "The hostile aliens have either been destroyed or sent away. The Tennysons are weak and exhausted from the battle."

"What about the boy with the watch?" asked Enoch.

"He is currently in another one of his alien forms, but he hasn't moved in the last five hours," said the scout. "Sonar listening devices managed to catch snatches of their conversations, but it appears the boy may be trapped in his alien form and unable to move."

"This could be just the moment we've been waiting for," said Enoch pleasantly. "Move in an acquire the target by any means necessary. I will have that girl, no matter the cost…."


Gwen was beyond worried now.

After the battle against Vilgax, Cetanu, and Animo, things had been unnaturally quiet, like the calm before the storm (or whatever could be worse than an unstoppable alien world conqueror.)

Gwen had been sitting on the steps of the Rust Bucket for a while now, not knowing what to do with herself these past few hours. Her grandpa Max had kept himself busying trying to fix the Rust Bucket after Vilgax and Animo had done a number on the RV. Max had plenty of spare tires in the RV storage space in case of emergency, so they could move whenever they needed, and they covered most of the broken windows with cardboard and other supplies, though the paneling and the bumper would need to be fixed at the nearest repair station.

Gwen nearly jumped out of her skin when Max slammed the hood of the Rust Bucket down, snapping her out of her stupor.

"Well, I've done about all I can do," said Max, walking around to Gwen while wiping his oil-stained hands with a dirty rag. "The motor is mostly intact, but some of the sparkplugs look damaged and had to do a patch job on the breaks, so let's try to avoid any high-speed chases until we can get the old girl into the nearest repair shop…."

But when he received no response from his granddaughter, Max frowned with worry. He kneeled down to her level, rested a gentle hand on her shoulder, and asked, "Gwen, are you all right?"

"No…," Gwen spoke softly a first, then furrowed her brow, pushing away her grandpa's hand roughly, and rose to her feet with a furious glaring. "No, I'm not all right! Nothing about this is all right!"

"Gwen, calm down – "

"How can I be calm?!" Gwen shouted, causing Max to step back. "We almost died, grandpa! Ben almost died! He risked everything to save us, and now he's trapped inside that celestia…whatever it is! It's been five hours, grandpa, and he still hasn't come back to us…." She finished pitifully.

"Gwen, everything will be all right," said Max gently, taking her by the shoulders again. "Trixie is a smart kid, and has a connection to the Omnitrix. If anyone can figure out a way to get Ben out, it's her. The best thing we can do now is work together to – "

"Work together?" Gwen repeated angrily, stepping out of his reach. "Working together implies trusting each other. And after everything we've seen today, it's clear that you don't trust any of us."

"Gwen, I – "

"You lied to us, grandpa!" yelled Gwen. "Keeping secrets from us all this time! You knew about the aliens, about Vilgax, and you never said anything about it!"

"I kept those things a secret to keep you safe," said Max adamantly. "It was for your own protection."

"Some protection!" Gwen snapped. "If you had told us about Vilgax before, we could've prepared for him, we could've been ready! Now Ben's trapped and we have no way of knowing if he'll ever get out or not! All because you didn't trust us!"

"Gwen, that's not true," said Max, visibly deflated. "It's – it's complicated. I just – "

"GAH! KRIFF!" Another voice cursed from inside the Rust Bucket.

"That doesn't sound good," Max commented.

Gwen and Max stepped inside the Rust Bucket and checked the room in the back. Trixie was hopping up and down like a monkey, flailing her right hand and blowing on the small electrical burn on her palm.

In the past few hours, the bedroom had been converted into Trixie's personal workshop, the floor littered with all sorts of tools and wads of duct tape. The bottom bunk was concealed under a massive pile of paper covered in complex mathematic formulas indecipherable by Earth standards. Trixie had managed to find a whiteboard and drew a detailed schematic on the innerworkings of the Omnitrix, but a lot of it was either scribbled out or left incomplete. And in the middle of the disaster area was Alien X, leaned against the wall like a wooden plank.

It looked like Trixie tried to use jumper cables to hook up the Omnitrix logo on Alien X's chest to six different car batteries in some crazed experiment. But it apparently backfired and now Trixie was paying the price.

"Stupid Omnitrix with its stupid – " Trixie grumbled, kicking one of the car batteries. Then she started jumping again, holding her foot. "Why did I do that?!"

"No good?" Gwen asked Trixie worriedly.

"I've tried everything I could think of," Trixie answered with a defeated sigh. "But I'm afraid I've exhausted all my options. Benjamin is still trapped in the Celestialsapien."

"Don't you have a deactivation code?" asked Max. "Maybe force the watch to time out?"

"That was the first thing I tried," said Trixie, grimacing. "But the Celestialsapien is a reality shifter. It can bend the laws of the universe to its whims, meaning that if it wants to stay, there's nothing we can do to stop it."

"So Ben's stuck like this forever?" groaned Gwen. "How am I gonna explain this to Aunt Sandra?"

"I'm afraid at this point," said Trixie, "the only person that can save Benjamin is Benjamin."

"...C'mon, doofus," Gwen murmured softly, staring it Alien X's blank eyes. "Come back to us…."


"Ugh…did anyone get the license on that humongous alien that hit me," Ben groaned, holding his throbbing forehead. He tried sitting up…only to realize he didn't know which way was up. "Huh? What the?"

Ben unconsciously did a slow flip forward until he corrected himself and looked around. He didn't know how, but it looked like he was in the middle of deep space. There were billions and billions of stars all around him, but no planets in sight. He panicked for a moment and slapped his hands over his mouth to conserve oxygen, but slowly came to understand that he didn't need to breath. He floated aimlessly through the endless void, searching every direction for an idea of what to do next.

"Whoa, this is so weird," said Ben slowly; his voice echoed like it came from many directions at once. "Where am I?"

"Ooh, look, he's awake. How wonderful."

"You sure took your time, didn't you, boy?"

Ben twist around with a surprised gasp, but used too much force and ended up spinning twice before stopping.

He found himself floating under the gazes of two gigantic green faces; the one on the right was smooth with feminine features and a kindly smile; the one on the left was masculine with deep wrinkles and a perpetual frown.

"Whoa, who are you guys supposed to be?" asked Ben, leaning back with a mixture of awe and uncertainty.

"We are two parts of the whole that makes up the Celestialsapien," said the feminine face.

"And now you're a part of it, too," the masculine face grumbled. "Congratulations, I guess."

"What the heck happened?" said Ben, scratching the back of his head cluelessly. "The last thing I remember is fighting Vilgax and – " he let out a startled gasp. "Vilgax! Trixie, Gwen, grandpa, are they – "

"They are well," said the feminine face kindly. "With our power, we have sent that villain and his followers to the farthest corners of the galaxy."

"You're welcome, by the way," said the masculine face.

"We beat Vilgax? Just like that?" said Ben excitedly, pumping his fists. "This is so awesome! I can't believe Trixie didn't want me using this. This is now officially my favorite alien. Quick, what else can this alien, do?" he added.

"We are one of the most powerful beings in the universe," said the feminine face serenely.

"Because we are the most deliberative," continued the masculine face.

"I am Serena, the voice of love and compassion," said Serena, floating around Ben's right side.

"And I'm Bellicus, the voice of rage and aggression," said Bellicus, getting straight up in the boy's face, causing him to lean back awkwardly. "You're supposed to be the voice of reason."

"Uh, are you sure you got the right guy?" Ben grimaced, floating back from Bellicus. "Trixie always says I'm unreasonable."

"Bellicus and I have been locked in eternal argument," said Serena. "But now that you're here, we can finally settle matters."

"What do you mean by that?" asked Ben.

"It's not rocket science, genius," said Bellicus rudely. "We deliberate on every decision and decide by vote. Now you try it."

"Um, okay, well…," Ben hummed thoughtfully. "I wanna know what happened to grandpa, Gwen, and Trixie."

"Seconded," Serena chimed in.

"Motion carried," announced Bellicus.

Ben flinched as a ray of light suddenly e plodded in the space between Serena and Bellicus, using his arm to shield his eyes. Squinting, Ben slowly moved his arm out of the way and gazed deep into the light –


Trixie hauled the now-useless car batteries out of the RV using her Appoplexian DNA and threw them fifty feet into the woods; she heard a tree snap in the distance and saw a flock of birds fly away. Trixie clapped her hands clean and deactivated her transformation before stepping back into the Rust Bucket.

She saw Max at the front, trying to make the Rust Bucket's engine turn over, while Gwen was trying to move Alien X out of the bedroom. Given that Alien X was twice her size and three times as heavy, she wasn't making much progress. Gwen tried pushing him from behind, but that only resulted in Alien X falling backward, nearly landing on the redheaded girl. Her next attempt involved dragging him across the floor by his feet, but Alien X got caught on the corner and remained stuck, despite Gwen tugging furiously at his leg.

"Come on – dweeb – work with me here," Gwen grunted. She gave up on the foot, stepped over Alien X's body, and tried pushing him by the shoulders. It didn't work. "Just – bend or something!"

"What are you doing, Gwendolyn?" asked Trixie curiously.

"What does it look like?" said Gwen with an irritated groan. "I'm trying to get Ben out of here so I can go to bed. I'm exhausted from fighting Vilgax and Animo and I don't want him staring at me while I'm sleeping like some kind of creep."

"Your cousin is trapped in one of the most powerful beings in the universe," said Trixie in disbelief, "and you want to take a nap."

"Hey, I'm just as worried about Ben as you," said Gwen, resting her fists on her hips. "But it's like you said, there's no way we can help him now. So until Ben figures out how to get himself unstuck, I'm gonna sleep."

"I think we could all do with a bit of shut-eye after the day we've had," said Max, still trying to turn over the ignition. "If I remember right, there should be a motel nearby that we can stay at for the night. Once we're all rested, we can take the RV into town to get her fixed up. Then we can focus on figuring out how to help Ben out of his situation."

"Is it a secret motel that you have secret meetings with your secret friends?" asked Gwen heatedly, crossing her arms with a deep frown. "Or is that a secret, too? Is anything you've been telling us the truth? Are you even our grandpa?"

"Of course, I'm your grandfather, Gwen," said Max, looking slightly hurt by the accusation. "Believe me, I never wanted to – "

"Believe you? I don't even know what to believe in anymore!" Gwen snapped. "You've been lying to us the whole time, even after Ben and I found Trixie and the Omnitrix! You could've told us. You could've trusted us!"

"Gwen, I – "

"Quiet, you two," Trixie interrupted, jumping between the two with her arms outstretched.

"Out of the way, Trixie," Gwen demanded. "I need a word with my grandpa – "

"No, I mean, be quiet," said Trixie urgently. "Do you hear that?"

Once Max and Gwen had gone silent, they both realized that they could indeed hear something. It was the unmistakable sound of car engines, and they sounded like they were coming through the woods. After a few moments, the sounds were getting louder and moving closer to their position. Max's brow furrowed seriously as he reached underneath the steering wheel and pushing a secret button. A secret compartment opened on the dashboard, from which Max pulled out a futuristic-looking silver gun with a neon-purple battery. He cocked the gun and the weapon hummed with energy.

"How many secrets are you hiding in this RV?" asked Gwen disapprovingly.

"You think it's good idea to tell a bunch of overeager children about hidden alien weapons?" Max countered, standing up and approaching the door cautiously. "Stay inside."

Gwen and Trixie exchanged glances as Max stepped outside; they already knew neither of them was going to listen.

The sound of the engines was getting closer as Gwen – clutching her Lucky Charm – and Trixie walked out of the Rust Bucket behind Max. The retired plumber stood ready as the roar of the engines reached its peak, but he was not prepared when a full dozen military-grade armored jeeps burst through the trees. The armored vehicles formed a tight circle around the Rust Bucket, their tires screeching across the ground as they came to a sudden stop. Their doors immediately flew open and no less than fifty men dressed in steel armor stepped out, scrambling into formation. The soldiers formed another ring around the Tennysons and armed themselves with energy swords and laser rifles.

"It's the medieval weirdos that kidnapped Trixie," Gwen gasped.

"The Forever Knights," said Max, scowling.

One of the knights broke rank and ran back to the armored jeeps, opening the door while bowing respectfully. That was when Enoch stepped into the open, his hands folded behind his back like a stereotypical villain. The golden-masked leader casually slipped between his soldiers and approached the Tennyson family; Max pushed Gwen and Trixie behind him while keeping his laser trained on Enoch. The leader of the Forever Knights stopped ten feet away from them, locking gazes with the elderly man.

"Ah, Max Tennyson, the legend himself," Enoch spoke in mock appreciation. "I must say, when I learned that it was you who aided in the destruction of our southern headquarters, I was conflicted. Naturally, I was upset over the loss of our collection of alien technology, but I admit I am quite an admirer of your work. Your battle against the alien forces that threaten our world is something to be admired."

"Always nice to meet a fan," said Max, leering.

"Great," Gwen scoffed, annoyed. "So the bad guys know more about you than your own grandkids."

"Not the time, Gwen," Max muttered out of the corner of his mouth.

"Who are you?" Trixie asked Enoch, glaring behind Max. "What do you want?"

"Forgive my rudeness," said Enoch, bowing politely. "I am Enoch, second-in-command of the first faction of the Forever Knights. For centuries, we have been at war with beings from other worlds who have sought to conqueror our planet. In the pursuit of protecting the Earth, we have dedicated ourselves to collecting alien technology by any means necessary."

"Through extortion, blackmail, and murder," said Max, leering.

"Necessary evils for the good of the mankind," said Enoch calmly.

"Yeah, that's what all bad guys say," Gwen scoffed.

"What do you want with us, Enoch?" questioned Trixie.

"After you destroyed our castle, we've been monitoring you closely ever since," Enoch explained, his voice low and ominous. "In that time, we have witnessed the young boy, Ben Tennyson, battling against evils from both Earth and space with help that miraculous device on his wrist: the Omnitrix.

"Imagine, a weapon with the ability to transmutate a person's DNA with that of millions of aliens from across the universe. True, unlimited power. And it's stuck on the arm of a boy who wastes in on trivial nonsense like trading cards and childish pranks."

"Wow, these guys really did their homework," said Gwen.

"But, if we were to acquire the same power," Enoch continued, "the Forever Knights would be unstoppable. No one – human or alien – would stand in our way."

"So you're after the Omnitrix," Trixie summarized. "Well, good luck with that. The Omnitrix is attached to Benjamin on a genetic level. It's pointless to try and steal it."

"We are well aware," said Enoch casually, catching Trixie by surprise. "As fruitless and messy of endeavor that would likely be, I do not favor my chances against whatever arsenal he quite literally has up his sleeve. Fortunately, there is another available option – one much more viable." He raised his hand dramatically before pointing at Trixie. "You."

"Me?" Trixie repeated, taken aback.

"I saw the footage of you changing back from that small alien we had captured before," Enoch explained. "Unlike Ben Tennyson, you do not appear to possess a tool necessary to activate these transformations. Which leads me to believe that you possess the ability to naturally shift forms. If we could replicate that ability, the Forever Knights could have its own Omnitrix.

"So I will only say this once," Enoch continued threateningly. "Surrender the girl and your lives will be spared."

"Over my dead body!" shouted Max.

The retired plumber moved to pull the trigger on his blaster, but Enoch was quicker. The golden-masked leader reached behind his back, whipping out his own laser, and then fired at Max. The laser blasted Max's gun to pieces on the ground, throwing Max on his hand clutching his hand, which was slightly burned from the blast. Gwen cried out to her grandfather, kneeling by his side with Trixie. All three of them looked up as Enoch pointed his laser at them, staring down with no sign of emotion.

"You're getting slow in your old age, Tennyson," said Enoch coldly. "Don't make this any harder on yourself…."


While things were escalating on the outside, Ben felt a flutter of fear in his chest as he watched his grandfather fall on the ground, his hand injured, and his cousin and best friend being at gunpoint.

"They hurt my grandpa!" Ben cried to Bellicus and Serena.

"Well, what do you expect when you pick a fight with guy who has his own army?" said Bellicus grumpily.

"I think he did his best, don't you, Ben?" said Serena pleasantly.

"Who cares?!" yelled Ben urgently. "Those freaks in armor are gonna hurt my family!"

"Your so-called family can take care of themselves," said Bellicus indifferently. "Let them pull their own weight for once."

"Now you're just being contrary," Serena pointed out.

"Says you," Bellicus huffed.

"Let's just make a decision, okay," Ben suggested quickly; his nerves were already shot and he needed to help his family somehow. "That's what you guys do, right? Decide things?"

"But we're not finished deliberating," said Serena.

"No, I need to help now!" said Ben irritably.

Since these two were going to be of any help, Ben decided to take matters into his own hands. Thankfully, it looked like the Omnitrix was fully charged after his battle against Vilgax. He pushed the activation switch to pop up the trigger plate, though it didn't show any of the icons like it normally did. Since he couldn't see what he was choosing, Ben slammed down the trigger plate and hoped for the best….

…but nothing happened.

"Hey, what gives!" Ben complained.

"Alien X doesn't do anything until it's put to a vote," said Bellicus. "We already cut you some slack by sending away Vilgax because you're new. But that's the procedure."

"Fine," Ben groaned, rolling his eyes in annoyance. "I move that you let me use the Omnitrix and beat up the bad guys."

"Is there a second?" asked Bellicus, looking to Serena. But when the voice of love and compassion remained silent, he said, "Motion defeated."

"Good vote/Good Vote!" Serena and Bellicus said together.

"You see, until you showed up, Alien X was always in a deadlock," Serena explained to Ben. "But now we finally found a tiebreaker. How could we ever let you go?"

"Got that, genius?" said Bellicus. "You're never changing back."


Enoch stepped closer to Trixie, who backed away from the golden knight, eyes moving between his mask and the laser pointed at her face. The green-haired girl hit her back against the Rust Bucket, leaving her with no place else to go. But before Enoch could move in to take her, Gwen suddenly stepped in between them with her arms outstretched to block him off.

"You can't have Trixie!" yelled Gwen. "She's not some object for you to take! She's a living being!"

"She is the key to unlimited power," said Enoch coldly. "I will have no trouble running you down to get to her."

"Oh, that's real chivalrous of you," Gwen scoffed.

"Gwen, get away from him," said Max, wincing from his burn.

"Gwendolyn, now's not the time to play the hero," Trixie warned her. "Just get into the recreational vehicle. I can take care of myself."

"No way, I'm not moving," said Gwen defiantly. "You're my friend Trixie. And there's no way I'm gonna let these knights of the round table wannabes take you away."

"Such bravery in the face of certain death," said Enoch admirably. "You would have made an excellent knight. But sadly," he raised his gun until he was pointing at her between the eyes; the golden-masked knight was mildly impressed that she did not flinch away "I have to cut your life short."

"Gwen, no!" Max yelled, jumping to her defense.

No one but Gwen noticed her charm necklace lit up –

At the same time, there was a twenty-foot tree leaning dangerously with a massive hole in its trunk resulted from the battle between Ben and Vilgax. So far, it had managed to hold itself up. But just as Enoch was about to pull the trigger, a red cardinal landed on one of the farthest branches to settle. The extra weight turned out to be all that was needed to break the last of the tree's support, snapping the trunk in two, and causing it to fall over.

Enoch stopped just short of pulling the trigger when the sound of breaking wood and turned sideways in time to see a tall tree falling his way. The Golden Masked leader threw himself out of the way and Gwen instinctively took a step back, narrowly dodging the tree by inches. When the tree hit the ground, one of its branches broke off and went flying at one of the knights, somehow stabbing him through the socket of his mask in a one-in-a-million chance. The knight screamed bloody murder and unconsciously pulled the trigger of his rifle, sending stray bolts flying everywhere. One of these bolts bounced off two car mirrors before striking at the exposed gas tank, once again defying impossible odds. The jeep exploded in a fiery blaze, knock dozens of Forever Knights off their feet and causing a chain reaction that destroyed half off their vehicles in seconds.

By the end of it, more than half of the knights were lying on the ground, groaning in pain, and the rest were in a daze.

"I still hate magic," Trixie remarked, looking at the destruction in awe, "but now I have a healthy respect for it."

"They won't stay down for long," said Max. "Everyone, back in the RV."

They didn't need to be told twice.

Gwen practically sprinted back inside the Rust Bucket and Max followed behind her. Trixie was about to walk in when a heated laser flew past her face, dinging the Rust Bucket's panels. Some of the Forever Knights had gotten back to their feet and started shooting before waiting on Enoch's orders.

"Accessing Petrosapien sequence!" announced Trixie.

Due to the electrical feedback she received when they attempted to rescue Ben from Vilgax's ship, Trixie's powers had evolved again. Her eyes turned into topazes, her black-and-green hair turned into a curtain of diamond shards like a chandelier, and both of her arms were coated in the same green silicon as Diamondhead.

Petrosapien-Trixie slammed her fists into the dirt and sprouted a wave of silicon that attacked the Forever Knights from below, sending them flying through the air.

"Get in!" Gwen yelled at Trixie from the door.

Trixie hesitated momentarily as several knights started to pick themselves up, but decided it wasn't worth the risk and threw herself into the Rust Bucket, closing the door behind her. Once she was inside, Max slammed the pedal all the way to the floor and the Rust Bucket took off with screeching tires and an ominous thumping in the engine.

Enoch picked himself up off the ground in time to see the Rust Bucket making a breakaway through the forest, headed toward the main road.

"After them!" he commanded, and the knights scrambled to their remaining jeeps.


Ben sat (or floated, as the case may be) cross-legged with his arms equally crossed, his brow furrowed in annoyance. The viewing window observing his family was still active in the background, so he was relived to see that Gwen, Max, and Trixie had managed to escape. But it also showed him that the forever Knights were in pursuit of them.

But of course, Ben couldn't do anything to help them because he was stuck playing arbitrator between two cosmic forces that acted like an old married couple.

"Bellicus, Ben's upset," said Serene, taking note of the human's displeasure. "Let's at least go back in session."

"Aw, Ben, Ben, Ben," Bellicus griped. "Why don't you worry about me for a change?"

"Oh, you know I do," Serena replied sweetly.

"Can we at least take a vote on saving my family from those armored freaks?" asked Ben desperately.

"That's new business, kid," said Bellicus. "We still got old business from before you showed up."

"Well, hurry," said Ben, grimacing.

"Of course," Bellicus complied. "I would like to vote on tabled motion number eighty-million-and-three: to save the dinosaurs from extinction."

"What? Dinosaurs? Seriously?" groaned Ben, throwing his arms up exasperatedly.

"He's against it," Serena whispered into Ben's ear.

"Just listen," Bellicus said to Ben interestedly. "I'm sure I could win you over."

Ben ran a hand down his face, ready to physically hurt himself if he had to listen to eighty-million-and-three pointless arguments. But then, an idea popped into his head; one that would hopefully speed up the process.

"I say we switch to new business until my family isn't in danger," Ben proposed, glancing sideways at Serena. "I mean, helping others in danger would be the most compassionate thing to do, wouldn't it?"

"Ooh, you're right," said Serena kindly. "I second the motion."

"…Motion carried," Bellicus grumbled.

"Okay, so here's what I'm thinking," Ben jumped in quickly, taking the chance while he had both Bellicus and Serena's nonexistent ears. "I say we teleport the Forever Knights a billion miles away. Yes or no?"

Bellicus and Serena exchanged quickly glances and came to the same answer: "No/No!"

"Disable all their tech?" Ben suggested again.

"No/No!" the two cosmic forces repeated.

"We have to do something!" Ben cried desperately.

"Well, we haven't heard arguments yet," Serena noted.

"Did you ever decide anything before?!" asked Ben, his temper quickly skyrocketing.

"Well…/Well…" Bellicus and Serena answered with uncertainty.

"Oh man…," groaned Ben.


The Rust Bucket barreled through the shrubbery, sailing several feet off the ground before swerving onto the main road, the tires leaving skid marks on the pavement. Six jeeps filled with Forever Knights swarmed onto the road after them. Enoch was in the front seat of the leading vehicle, glaring a hole in the back of the beat-up RV, and commanded the driver, "Faster."

Inside the Rust Bucket, Trixie and Gwen were trying to stay on their feet as Max was driving like a maniac. Some cabinets flew open after Max made a hard right and dropped a set of pots and pans on Gwen's head, knocking her to the floor with a high-pitched squeak. Trixie was thrown across the table, hitting her back against the window, which created a spiderweb of cracks on the glass. And in the back of the RV, Alien X was flying around the room hitting the bunks, ceiling and cabinets without any response.

"Grandpa, slow down!" Gwen cried, using a pot to protect her head when a book ricochet off it. "You're gonna get us killed before they do!"

"The Forever Knights was an organization of ruthless thieves and killers," said Max seriously, swinging the Rust Bucket to the left. "They would even kill their own men to get what they want."

"And how do you know that?" questioned Gwen moodily. "Oh, wait, that's probably a secret, too, huh?"

"Is now really the time for – Maxwell, look out!" Trixie screamed.

Up ahead in the road, a blockade of Forever Knights was waiting for them with their mounted turrets aimed at the Rust Bucket.

Max quickly slammed on the breaks, bringing the RV to a screeching stop while also throwing Gwen, Trixie, and even Alien X to the front, all three slamming against the windshield. The three barely flopped onto the floor before Max shifted gears and hit the throttle in reverse. The blockade started shooting the Rust Bucket, managing at least four shots on the hood before they were out of range. Unfortunately, the Tennysons didn't make it far before they hit the other blockade formed by the Forever Knights behind them with Enoch standing at the front.

Max hit the breaks again, shifting the Rust Bucket into drive, and turned the wheel to the right, deciding it would be better to try their chances offroad. Unfortunately, one of the Forever Knights on Enoch's side stepped forward with a rocket launcher and shot the Rust Bucket from the side. The RV was knocked off its wheels and collapsed sideways with a smoking panel while most of the RV was surprisingly intact.

Enoch raised his hand and both sides stopped shooting. The area had gone deathly silent while the Forever Knights waited for any sign of movement from the Tennyson party. After a full minute of inactivity, Enoch turned his attention to his right hand.

"Inspect the wreckage," he commanded. "But be cautious. I doubt that would be enough to kill them."

"Yes, Lord Enoch," the soldier responded with a salute before gesturing for his men to follow.

The Forever Knights slowly approached the Rust Bucket, forming a tight circle around the downed vehicle. Those who had laser rifles holstered them and withdrew their energy swords; it reduced the risk of friendly fire at close range. One of the knights climbed on top of the Rust Bucket and threw open the door…and then he was sent flying into the woods when a silicon fist uppercut him.

Enoch watched his man disappear into the trees with no concern for his safety before turning his attention back to Trixie, who had climbed out of the Rust Bucket, slamming her silicon fists together in a threatening manner.

"You want me?" shouted Trixie. "Come and get me!"

"Retrieve the girl," Enoch ordered calmly, "but bring her back alive. She's no use to us if she's dead. And dispose of Tennyson and his spawn while you're at it. Less trouble for us in the future."

Trixie jumped down in middle of the first wave and slammed her fist into the ground, sprouting a circle of crystals that shot the Forever Knights into the air and collapse back on the road with heavy thuds. The part-Petrosapien raised her arms to defend herself as the firing squad started shooting her.

That's when Max, armed with another alien weapon, popped out of the Rust Bucket and shot back. Max's gun fired a blue circle of energy that was naturally attached to the Forever Knight's weapon like a magnet, coating it in blue energy before they overloaded and exploded in their hands. Once they were unarmed, Trixie charged forward and pounded away at them with her silicon fist, knocking them down one after the other before they had the chance to react. The human Omnitrix created a column of crystal that launched her in the middle of the air, landing her in the middle of the next wave of knights, and repeated the process.

Max took aim on the next group of Knights to support Trixie when his weapon suddenly exploded in his hand, creating another set of burns in his palms. The retired plumber grimaced and looked to his right; Enoch was holding his smoking gun aimed at Max, indicating that it was him who had destroyed Max's weapon again. And now that he was disarmed, four Forever Knights climbed on top of the Rust Bucket, forcibly dragged him out of the RV, and threw him on the road.

"Oh, my back," Max groaned, cringing in pain.

Trixie knocked out two Forever Knights with a single crystal spike when she heard Max's pain moaning and turned on her heel, finding her grandfather-figure surrounded by armed knights.

"Maxwell!" Trixie cried. She sprinted to his aid, but was cut off by none other than Enoch himself. The golden-masked knight towered over Trixie with his arms folded behind his back like he was superior. "Out of my way, you creep!"

Trixie lunged at Enoch, but the golden-masked leader effortlessly sidestepped her fist. As she flew past him, Enoch raised his own fist and slammed his armored knuckles into the side of Trixie's jaw, throwing her facedown on the road. The force of the punch as well as the location of his strike was enough to knock the human Omnitrix unconscious instantly. Trixie collapsed facedown on the asphalt and her body regressed back to its natural form.

"An impressive attempt to be sure," Enoch complimented, reaching down and lifting the unconscious girl by the back of her dress. "But clearly untrained and undisciplined. I will make sure that your talents don't go to waste."

"Let my friend go, you jerk!"

Enoch hummed curiously as he turned his head to the side. Gwen had managed to get out of the Rust Bucket undetected and was running up to the man in the golden mask with an exaggerated battle cry. She jumped at him with a flying kick…but Enoch casually slapped her aside. Gwen hit the ground on her side and rolled onto her back with a pained grimace. Before she could sit up, several Forever Knights surrounded her and pointed their energy sword and her face.

"You put up a considerable effort despite your strongest weapon unavailable," said Enoch respectfully, speaking directly to Max. "I expected nothing less from the fabled Max Tennyson. You trained your grandchildren well."

"Yeah right," Gwen scoffed quietly. "Like he would tell us anything."

"Please, Enoch, you have to let her go," Max pleaded desperately. "Trixie is just a lost little girl. She doesn't know who she is or where she came from. Please…."

"Oh, how the mighty have fallen," said Enoch tauntingly, raising Trixie's unconscious form into view. "Don't worry, I promise to take good care of her in your absence…. Dispose of them. Leave no evidence."

Enoch walked back to the jeeps with his prize in hand as the Forever Knights raised their swords to strike down Max and Gwen –


- and Ben could only watch helplessly as his family faced certain death through the viewing screen.

"No, they can't do this!" Ben yelled angrily at Bellicus and Serena. "You have to do something."

"We're still deliberating," said Serena placidly.

"We can't do anything until it's put to a vote," said Bellicus. "Haven't you figured that out by now?"

"This is a load of crud!" shouted Ben, then he pointed at Serena. "You're supposed to be love and compassion! How can you let innocent people die?!" He then turned to Bellicus. "And you're supposed to be anger and aggression! How can you let bad stuff go unpunished?! How can you both be so useless?!"

"Useless?!" Bellicus roared in outrage.

"We're the most powerful being in the universe," said Serena defensively. "We change the very nature of space and time."

"You don't do anything!" said Ben indignantly. "People's lives are at stake and you're like 'Oh, the procedure!'"

Serena sniffled and then openly sobbed despite having no eyes or tears to speak of.

"Now look at what you did!" roared Bellicus angrily. "All right, I move to save your family! Happy now?!"

"No! Just let me out of here!" Ben demanded. "I've got ten other aliens who are way more useful than you!"

"…That's hurtful…," Serena sniffled pathetically.


Enoch carried the unconscious Trixie to the jeep as one of his followers opened the door for him. He paused for a moment and looked back at Max and Gwen, wanting to witness their demise before takin his leave; it always pays to confirm and never leave anything to chance. But as his followers started to swing their swords, an explosion of green light erupted from the Rust Bucket. Everyone stopped what they were doing and turned toward the RV curiously….

A column of flames sprang up from the open door and molten figure in a hero's crouch on the road, his feet burning the asphalt. It was Heatblast.

The Forever Knights backed away from the Pyronite, some of them trembling in fear, finding themselves unable to hold their weapons steady. Even Enoch gave his full attention to the magma alien, suddenly feeling the first hint of doubt for the night.

"Mind if I cut in?" said Heatblast, balling up his fists. "I've got a lot of aggression to burn off."

"Don't just stand there!" Enoch commanded. "Destroy him!"

Several of his Knight floundered their energy rifles and one even dropped it on the ground, but all of them managed to fire off their weapons. Heatblast, however, just stood and took it. The lasers were bolts of pure heat, which Heatblast painlessly absorbed and fueled his own energy. The Forever Knights lowered their weapons when they realized they were doing no damage, and Heatblast punched his fist into his palm threateningly.

"You chumps done playing around?" said Heatblast. "Cause it's my turn now."

The Pyronite stretched his hands out in opposite directions, pausing for dramatic tension, before clapping them together and unleashed a wave of intense heat. The heatwave melted the Forever Knight's weapons into puddles of metallic goop on the ground, rendering them defenseless. The knights shuddered in fear, staring helplessly at their empty hand, then back at the angry lava monster stomping their way. And in no time at all, the Forever Knights ran away screaming like little girls, throwing themselves off the road and disappearing into the woods.

"That's right, you better run!" Heatblast shouted after them.

"It appears the battle is no longer in our favor," Enoch spoke calmly in spite of his men fleeing like cowards. "Time to move to plan B."

Enoch reached inside the jeep and pulled out a device that resembled a gun with a large needle and a glass phial inserted in the back. Enoch stabbed the needle into Trixie's arm, which caused her to flinch and she slowly began to stir. The phial rapidly filled with Trixie's blood, but unlike normal human blood, Trixie's was bright-green with a thick, mucus-like texture.

"Fascinating," Enoch murmured, inspecting the blood sample he had drawn.

"Ugh…wha…," Trixie mumbled disoriented; Enoch swiftly hid the blood sample behind his back. "What happened? Why am I – Benjamin?"

Heatblast stood a short distance away from Enoch, holding his hands up and manifesting a pair of fireballs in his palms.

"All right, king creep, put Trixie down," Heatblast demanded, "or I'm gonna flambé your butt."

"You can have her," said Enoch, casually tossing Trixie at Heatblast. "I have all that I need."

The Pyronite stumbled and cradled the green-haired girl in his arms, making sure to lower the temperate so he didn't burn her. Both of them stared bewildered at Enoch. The knight in the golden mask tossed the blood sample into the jeep and took a step in himself, but paused and turned his head to Heatblast.

"Until we meet again…Ben Tennyson," he said ominously.

And with that, Enoch stepped into the jeep and commanded his follower to drive. They turned in a donut and sped down the road until disappeared around the bend.

As they were calmly driving away, Enoch removed the phial from the device and inspected the sample he had collected from the strange girl.

"Send word to our scientists at central headquarters," Enoch told his driver. "They have a lot of work ahead of them…."


Heatblast and Trixie watched the leader of the Forever Knight drive away, their brows furrowed in suspicion and disbelief. Neither of them doubted they would be seeing Enoch again. But that was a problem for the future; no point in concerning themselves about it now.

Heatblast settled Trixie back on her feet before reverting back to Ben in a flash of red light.

"Welcome back, Benjamin," Trixie greeted with a soft smile.

"It's good to be back," said Ben, glancing down at his watch. "Now I get why you didn't want me turning into that alien. I promise I'll never use Alien X again for the rest of my life."

"Good idea," said Trixie. "Perhaps we should find a way to lock it in storage – "

"Ben!" The Omnitrix wielder turned and nearly fell over in shock when Gwen ran up and hugged him with all her strength. Though hesitant for a moment, Ben returned the hug just as Max joined the group. "I thought we had lost you forever…." Then she pulled away and punched him in the shoulder. "Don't ever scare us like that again, doofus."

"Ow, geez," Ben moaned, rubbing the sore spot.

"We're just glad to have you back to your old self again, Ben," said Max, sighing in relief.

"So what was it like?" Gwen asked curiously. "Going all Alien X like that?"

Ben hesitated for a moment, looking down in deep thought, before answering, "I felt powerful, like I could do anything in the universe…but it wasn't worth the price. I almost lost you guys because I couldn't do anything."

"Well, the important thing is we're all okay," said Max optimistically. But his smile quickly deflated as the children exchanged uncertain looks with one another, sharing a silent message. "What's wrong?"

"…Grandpa, we need to talk," said Ben apprehensively.

Max took a deep breath, taking a moment to collect himself, and then replied, "Yes, I suppose we do…. You've all earned that much…."


And that's the end of season 1! This is the first chapter I've written all on my own. I tried to match it to Red's style as much as possible. Tell me what you think. As a noob, I'm open to constructive criticism. I want this story to be as great as possible to see the original dream of this story carried out.

Next episode: Truth