They were in a pretty bad spot, which was becoming a common occurrence in Ben's opinion.

Here they were: in a maximum security space jail, back pressed against the wall while dozens of creepy, disgusting aliens closed in on them. On one side, Trixie raised her magma fists ready to fight. On the other, Kevin pressed his hand against the wall and absorbed the material onto his body. If it were anyone else, Ben would say that was an awesome power. But considering it's Kevin, it was less awesome.

"Way to keep a low profile, loser," Kevin said to Ben.

"Hey, I'm not the one who started the fight!" Ben snapped.

"Dude, you totally started it!" Kevin retorted.

"Well…you smell," said Ben lamely.

"Could you two please do this some other time?" Trixie complained. "Benjamin, the Omnitrix – "

"No good," said Ben, check the watch, which was still in the red. "Looks like we're on our own."

"What else is new," said Kevin, raising his metal-enhanced fists to rumble.

With Trixie and Kevin using their natural abilities, Ben looked around for something to defend himself with. He saw a pipe sticking out of the floor, grabbed it and tried to pull it out…. Obviously, that didn't work. He was a ten-year-old boy. There was no realistic way that he could rip out a welded pipe with his bare hands.

"Dude, you are so lame," Kevin laughed.

"Shut up!" yelled Ben.

The prisoners advanced on them, but slowly. They were being cautious, their eyes wandering to the Omnitrix wearily.

"Careful," a burly green alien warned. "With that thing on his wrist, he can become any one of us he wants."

"Yeah, but if he knew how to control it, he would have used it again by now," a long-necked alien deduced.

"Gimme that thing!" a Lepidopterran prisoner, flying at the kids.

Kevin moves forward to intercept the bug-like alien and threw a haymaker at its jaw, swatting it away. That seemed to act as a signal the rest of the crowd to attack at once.

Kevin roundhouse kicked a prisoner with a steel plate on his face while Trixie fire blasted a warty multi-armed alien. A worm-like alien with three sets of teeth tried to slither past them towards Ben, but Kevin spun around and stomped on its head. A two-headed prisoner attempted to jump Kevin from behind, but Trixie flew in and punched the prisoner away with her magma fist. The pair then spun around in unison as two more aliens ran at them, sending them flying to double uppercuts.

Ben hated himself for not being able to help. But even if he did, there seemed to be no shortage of prisoners to fight. In fact, it seemed like for every alien Kevin and Trixie knocked out, two more would take their place.

"This is getting us nowhere!" shouted Ben.

"We're outnumbered!" Trixie concurred.

"Anyone got an escape plan?" asked Kevin hopefully.

Thankfully, an escape plan was already on its way.

Over the top of the top, the children saw several bodies being flung into the air and the cause of its was moving closer towards them. EightEight flew through the crowd, punching them out of the way and kicking a particularly ugly Tetramand with only three eyes in the chest before landing next to the children.

"You kids all right?" asked EightEight.

"Whoa, nice entrance!" Kevin complimented.

The Sotoraggian stared at Kevin for a moment, possibly wondering how and why another human child was in a heavily fortified prison. She was pulled from her thoughts when the Tetramand she kicked stood back up and ripped the jetpack off her back. EightEight spun around as the four-armed alien growled and crushed the jetpack like it was a wad of paper.

"Hey, my mother made that!" EightEight complained.

The Tetramand prisoner charged at them, but EightEight was quickly on the draw. She threw out her arm, revealing a hidden gun in her forearm, which shot an electrified net. The net caught the Tetramand around the middle, pinning him to the wall, and zapped him with thousands of watts of electricity before he fell unconscious.

"Okay, you are seriously the second coolest person I've ever met," Kevin said to EightEight.

Unfortunately, there was no time to rest. The prisoners were swarming them again.

Fending them off was easier with EightEight and her vast arsenal of bounty hunter weapons, but they were still fighting an uphill battle.

"How do they know about the Omnitrix?" asked EightEight, hitting a six-eyed prisoner with the back of her pistol.

Funny story, tell you later," said Ben, dodging a bull-like alien than had slipped past. Luckily, the alien didn't seem too bright and Ben was able to effortlessly defeat it by tripping them.

"What are you guys doing here, anyway?" asked Kevin, lifting a large alien overhead and throwing it at an oncoming crowd.

"I could ask you the same thing," said Trixie, frightening the crowd with a wall of fire. "Last time I saw you, you were fighting Eustace on Slix Vigma's ship before it flew off into hyperspace."

"Eustace?" asked Ben, surprised.

"Long story," Trixie answered plainly.

"Well, good news: I beat old McDonald," said Kevin proudly, jump kicking a pirate-looked alien. "Bad news: I accidentally crashed into a Plumber sanctioned ship. And since I was, you know, insane – "

"I get the picture," said Trixie, uppercutting a prisoner that got through the flames.

"So back to you again: why are you in Incarcecon?" asked Kevin, ducking a swing from a fish-faced prisoner and retaliating with a haymaker.

"We have a major problem with the Omnitrix," answered Ben. "The watch is about to self-destruct and we're looking for the creator, Azmuth."

"And you thought he'd be in prison?" asked Kevin, drop kicking a rainbow-skinned prison.

"No, but his assistant should be," said EightEight, groaning as she reloaded her pistol. "His's name's Albedo."

"Albedo? That jerk?" Kevin groaned while locking hands with an Appoplexian.

"You know him?" asked Trixie, surprised.

"Everyone knows him – the jerks has the ego the size of a planet and he never shuts up," said Kevin, finally flipping the Appoplexian. "He's always going on about how he's so smart and how he helped build the most powerful device in the universe. It got old really fast."

"Where is he?" asked Ben hopefully.

"He's gone," said Kevin.

"GONE?!" Ben, Trixie, and EightEight shouted in unison.

"There was a riot last week," Kevin explained. "The little twirp escaped in all the chaos."

"Then all of this was for nothing!" Trixie groaned.

While the heroes were dismayed with their unfortunate luck, a small round four-armed alien managed to slip through and grab Ben, lifting him overhead. Ben shouted ("HEY!") and the others pivoted around. They watched as the smaller alien passed Ben off to its allies, carrying him further and Further away from his friends while they fought the waves of prisoners.

"Let go of me! Get your hands off!" Ben shouted, flailing and kicking. And to make matters worse, the Omnitrix started beeping again and a familiar bubble of energy popped out of the faceplate. "Oh man, like I don't have enough problems!"

The Omnitrix released a pulse of energy that blew away everyone around Ben, including EightEight, Kevin, and Trixie. Trixie picked herself up first with Kevin offering her a hand. The pair looked around and saw that everyone had been knocked on the ground, groaning, including Ben.

"Benjamin!" Trixie shouted, running over to help him. Kevin followed her and EightEight joined them shortly after. "Benjamin, are you all right?"

"Mmm…mom, I don't wanna go to school today…," Ben moaned deliriously.

"Sounds fine to me," said Kevin.

"But he won't be for long unless we can figure a way out of here," said EightEight urgently.

As the Sotoraggian hunter helped Ben to their feet, a sudden tremor nearly causes them to fall back down. They searched forward out into the empty space in the middle of the prison, surprised to discover EightEight's ship hovering in front of them. Trixie wondered who could be piloting the ship when she realized there was only one person still aboard.

A spacecraft operated by TwoTwo did not instill her with confidence.

"Does she have a license for that?" Trixie shouted over the roar of the engines.

"No, she does not!" EightEight admitted.

In spite of that, TwoTwo somehow managed to perfectly maneuver the ship around and backed it up perfectly in place. The cargo doors opens and a ramp emerged, inviting the heroes inside.

EightEight moved first, picking up Ben like a sack of potatoes and sprinting up the ramp. Trixie chased after her once realizing what happened, and Kevin, not wanting to be left behind, followed immediately after. A few prisoners were trying to race them to the ramp, but EightEight disabled them with a few well-trained shots to the knees. But the prisoners were the least of their worries as Incarcecon's security system screamed across the PA system.

"YOU ARE NOT AUTHORIZED TO BE IN THIS MAXIMUM SECURITY AREA! EXIT, OR YOUR SHIP WILL BE DESTROYED!"

They weren't just making idle threats. As soon as EightEight and the children were onboard the ship, several hidden turrents on the prison's central spire appeared and started shooting a barrage of lasers at them. EightEight's ship was strong, but it would only be able to withstand the bombardment for a few minutes at best.

One of the prisoners managed to make it on the ramp, but EightEight punched them off, sending the alien plummeting to his death, and shouted, "TwoTwo, get us out of here!"

The takeoff was shaking, which was to be expected when a child was at the controls. Nonetheless, TwoTwo surprisingly managed to navigate around the central spire, circumventing the lasers, and glided into a narrow tunnel, where she took a sharp left into another. But they weren't out of danger yet. Including the criminals that were still clinging to the ramp, two drones emerged from Incarcecon's walls and chased them, shooting their lasers wildly.

EightEight kicked another prisoner off the ramp, ducking just in time as a laser bolt flew over her head, singeing the cargo. That gives Kevin an idea.

While fought off the last of the prisoners, Kevin ran back to one of the cargo crates and pressed his hand against the surface, absorbing the material into his body. He then picked up the crate as if it weighed less than a loaf of bread, carrying it over his head to the ramp. EightEight had just punched the last escapee (a Piscciss Volann wearing a literal fishbowl) when she noticed Kevin walk up beside her and tossed the crate out the ship.

"What was in that crate?" asked EightEight.

"Thermite detonators," said Kevin proudly. "I read the label."

The crate smashed against one of the drones, creating a reacting that burst into a fiery explosion, taking out before drones at once.

"I like your style, kid," EightEight complimented Kevin. She punched the button on the wall, closing the hatch. "Now let's get up to the cockpit. Sotoragg knows what TwoTwo is flying us into."


EightEight and her Earthling passangers arrive in the cockpit as TwoTwo flies the ship through a narrow gap, followed by a loud scratching noise that echoed in the ship. That was sure to scratch the paint. TwoTwo herself looked like she was just slapping random buttons on the flight controls, which immediately caused EightEight to fly into a panic.

"Get away! Get away! Get away! Get away!" EightEight shrieked, running over and picking up TwoTwo by her nape. She set the child on the floor (TwoTwo crossed her arms, pouting) and EightEight replaced her at the controls. And just in time, too, because they were about to hit a dead end.

"Big wall coming up fast!" yelled Ben.

"We're not gonna make it!" Kevin panicked.

"I think he might have a point," said Trixie.

"If we can't find an exit, we'll just make one!" EightEight declared.

The Sotoraggian bounty hunter pulls a lever sharply, commanding the ship to fire a spiraling missile. The missile exploded against the prison wall, opening a giant gap into deep space. EightEight immediately activated the thrusters, causing the children to topple over one another, but at least they made it through. The Incercecon security feebly tried to shoot them down, but by that time, EightEight had already activated the hyperdrive and they were trillions of miles away from the space prison.

"That was so cool!" Ben cheered. "Let's never do that again!"


Sometime later, Ben was back in the scanning room with Trixie observing the Omnitrix through various tools at once, almost obsessively. Kevin was leaning against the wall with EightEight. The bounty hunter had filled him in on everything that had happened so far.

"So the watch is gonna blow up?" asked Kevin.

"Pretty much," said EightEight candidly.

"How'd you manage to screw yo so bad, Tennyson?" Kevin called him out; Ben scowled.

"Benjamin made a grevious error in judgment," said Trixie, adjusting the lens of observation tool. "And now he's paying the price for his shortsightedness."

"Sounds about right," said Kevin smugly.

"Will you two give it a rest?" Ben complained. "Who knows how long we have until the Omnitrix self-destructs?"

"Less than three days after that last pulse wave," answered Trixie.

"We need to find the genius who created the Omnitrix so he can stop the countdown," said Ben. "Without totally shutting it off."

"Well, that's a problem," said EightEight. "Albedo was our best lead. And his last sighting was in Incarcecon. If he wasn't there, he could be anywhere in the universe by now. Finding Azmuth at this point is a one-in-a-trillion chance."

"You're looking for Azmuth?" asked Kevin. "I know where he is."

"WHAT?!" Ben, Trixie, and EightEight yelled in unison, staring at the boy absurdly.

"How?" Ben questioned.

"That Albedo jerk has the ego the size of a planet," said Kevin, smirking. "Give him a little praise, and he'll sing like a canary. I asked him everything he knew about the creator in case it was useful later. Good thing I did, huh?"

"You are officially my favorite Earthling," said EightEight. "Where is he? Where's Azmuth?"

"Some…weird world with a creepy name…," Kevin hummed thoughtfully. "I think it was called…Xenon?"

EightEight suddenly turned stiff.

"Xenon…," she said wearily. "It just had to be Xenon."

"Why do I get the feeling that Xenon isn't exactly a vacation paradise?" asked Ben, unplugging himself from the observation machine.

"Whatever the case may be, we need to find it fast," said Trixie seriously. "The random energy blasts, like the one on Incarcecon, they're growing larger and more intense."

"Yeah, felt it for myself," said Ben, rubbing the back of his neck.

"They indicate the Omni-Energy inside is building to critical levels," said Trixie. "Eventually – "

"I know – poof – I'm toast," said Ben, grimacing.

"It's worse than that," said Trixie, frowning. "It's not just you who will be caught in the blast radius."

"What are you talking about?" asked Ben curiously.

"Ask her," said Trixie, shooting an accusing look at EightEight. "After the initial analysis, I thought I would compile a data file on the potential catastrophe level of the Omnitrix's detonation…. Only I didn't need to, because EightEight already had the data on her computer."

"What?" said Ben, surprised.

"I thought it was strange why you arrived on Earth so quickly," Trixie said to EightEight, who remained stoic. "A self-centered bounty hunter traveling billions of light years to help a former target? It didn't make sense, until I realized you were doing it out of altruism. You were doing it to save yourself."

"What is she talking about?" Ben repeated. "EightEight?"

The bounty hunter exhaled a exhausted sigh and answered, "If the self-destruct is allowed to detonate, the explosion will cause an energy ripple that will literally rip apart the universe. Including Earth."

"Grandpa! Gwen!" Ben gasped, then glared at EightEight furiously. "I can't believe you knew about this the whole time and didn't tell me!"

"I won't apologize for omitting certain facts," said EightEight unabashed. "To be fair, I thought you'd be more concerned about how this affected you, rather than others."

"What do you mean?" Ben shouted. "I help people all the time with the Omnitrix!"

"That's true, you do help a lot of people," said EightEight observantly. "But ask yourself this: do you help because it's the right thing to do, or for the thrill of being a hero?"

Ben opens his mouth to answer…but nothing comes out. Slowly, his anger fades away and he is left staring at the ground in thought….


Back at Incarcecon, the prisoners were returning to their normal day-to-days, once word of the Omnitrix's escape had been passed around and everyone submitted themselves to hopeless captivity….

Then the outerwall suddenly exploded, creating a gaping hole into space. A single ship casually glided through the hole into the prison and the front ramp slowly opened, revealing two shadowy figures – one child-sized and the other a giant.

Incercecon's warning sirens wailed and their laser defense sprang to life, but none of that matter as the child threw their hands out, shooting a large bolt of electricity at the central tower. The bolt set off a chain reaction, causing multiple explosions that completely engulfed the tower in flames. The sirens faded away and the drones that had been launched to intercept shut down at once, dropping like flies.

The two figures jumped off the ramp and landed, revealing themselves to be Vilgax and Fina. The pair were quickly joined by a small army of Bioids armed with lasers.

"Scan the area!" Vilgax commanded and the Bioids spread out, scaring back the inmates with their rifles. "This was the last known coorindates! Find it!"

"My lords," one of the Bioids approached them, carrying a tablet. "We did another scan for the Omnitrix's self-destruct signal. It appears they are no longer on Incarcecon – "

"WHAT?!" Vilgax snarled. He grabbed the robot by the neck, lifting it into the air. "You had better be certain, or there will dire consequences."

"P-Please, my lord," the Bioid stuttered, holding up the tablet and showing him the screen. "Their current trajectory indicates that they are headed into the Hugopata Quadrant."

Vilgax narrowed his eyes furiously…then tossed the Bioid over the edge, sending it plummeting towards the bottom.

"Well, this was a massive waste of time," Fina complained, flexing her fingers, which sparked with electricity. "What was the point of coming here?"

"Patience, Fina," said Vilgax calmly. "Clearly they know something we don't. But…someone bothers me about their movements."

"You mean how can they move through space so fast when Earth's technology is nowhere capable enough?" said Fina.

"Precisely," said Vilgax. "They have help. But from whom?"

"So you decided to show your face again, runt!" Fina turned around to whoever was addressing him, giving a dry look to the three-eyed Tetramand still holding the folded remains of EightEight's jetpack. "You aren't running away this time!"

Fina shook her head disinterestedly as the Tetramand prisoner charged at her. He never had the chance to reach her before Vilgax lifted him off the ground by his throat. The Tetramand gasped in fear, trying to pry the warlord's arm away with three hands., but his strength paled in comparison to Vilgax.

"You've seen this child before?" Vilgax questioned him.

"Y-Yeah, they were here – a-about a varga ago," the Tetramand stuttered.

"That's little over an hour in Earth time," Fina informed.

"They were with someone," Vilgax growled. "How was it?"

"I – I don't know, I swear!" the Tetramand cried.

In the midst of his struggling, the Tetramand dropped the crumpled jetpack on the floor. Curious, Fina moved forward and picked it up.

"What's this?" asked Fina, looking it over.

"Wait! Let me see that," Vilgax demanded.

She offered the twisted hunk of metal to her partner. Vilgax coldheartedly threw the Tetramand over the edge to his death and took up the broke pack, scanning it with interest.

"Well…this is a surprise," Vilgax hummed. "I did not expect her to be helping Tennyson."

"You know who it belongs to?" asked Fina.

"Yes," answered Vilgax with a slight humor in his tone. "This will quite an…interesting reunion."


Back on EightEight's ship, Trixie was affixing a small panel on the underside of the Omnitrix, tongue sticking out in concentration.

"This containment unit should deflect the energy fluctuations back into the Omnitrix," Trixie explained, "while still allowing you full access to the control dials."

"Lotta' good it does me if I can't go hero anyway...," Ben complained.

Trixie raised her head from the observation tools, looking ready to lecture Ben, when a loud thud suddenly rocks the ship. EightEight and the Earthlings flee the scanning room and race into the cockpit. TwoTwo was slapping the flight controls in a panic until her big sister picked her up by the nape again, set her down on the floor, and took the controls again.

"What's happening?" asked Ben.

"According to the navi-charts," said EightEight, "we're in Xenon."

Ben narrowed his eyes and peered out the observation window…but he didn't see anything. Only darkness. And not the normal kind of darkness you see in the vacuum of space. This was a kind of…advanced darkness, where all light disappeared entirely. EightEight activated ships headlight (and Ben learned that spaceships had headlights!) From what little they could see, there was a field of wrecked ships floating in their path.

"Okay…where?" asked Ben.

"Kevin, did Albedo say anything about this?" Trixie asked him.

"Yeah, he said that Azmuth created a device that absorbs all the light at this quadrant," said Kevin. "That's why it's darker than normal outside. He also complained a lot about how he came up with some calculation and that Azmuth never gave him any credit – I can't blacked out after that."

"Anything else?" asked Ben.

"He also said Xenon is surrounded by an asteroid belt," said Kevin.

"Which we can't see because Azmuth removed all the light," Trixie realized.

"Exactly," said EightEight, turning the ship slightly, narrowly scrapping the side of their ship against a large piece of wreckage. "And these are the failed attempts. And we might be one of them soon. Even someone as skilled as I can't drive blind."

"How are we supposed to get to Xenon if we can't see it?" asked Ben.

"I might have a solution," said Trixie, "but you're not going to like it…."


"Uh, explain to me again what I'm doing out here," asked Ben, tilting his head out of the way to duck a piece of scrap.

Ben had thought it would be cool at first when Trixie made him pull on a space suit and told him to go for a walk on the top of the ship. But now that he was out here, in the middle of pitch darkness where anything could come flying at him, he was starting to think it might not be such a good idea.

"The Omnitrix has a built-in homing device," Trixie said over the comm link. "If Azmuth's workshop is on Xenon, We should be close enough for it to guide us through the asteroid field."

"Should be?" EightEight joined in.

"It's not like we have better options," said Trixie.

"Okay…this is way creepy," said Ben, looking back and forth nervously; not that he could see anything.

As they continued flying forward, a large piece of debris slammed against the side of the ship, knocking it off-kilter. Ben is nearly thrown off the ship until the magnets in his boots activate and keep him firmly locked onto the metallic hull.

"Benjamin, pay attention!" Trixie yelled. "You have to direct us or the ship will be torn apart!"

"Oh, great," Ben groaned "No pressure."

The Omnitrix suddenly chimed, drawing Ben's attention to his wrist. The core popped up and started emitting a green pulse wave that spread throughout the darkened sector like a sonar. The furthest right button on the Omnitrix lit up green and the faceplate began to tilt sideways. Just by looking at it, Ben could imagine the Omnitrix being a compass.

"It's working!" Ben cheered.

"That's good," said EightEight optimistically. "Should we turn to starboard, or to port?"

"What?" said Ben dimwittedly.

"She means right or left, dingus," Kevin added his two cents.

"Why didn't she just say so?" Ben complained. He checked the Omnitrix as the faceplate turned counterclockwise. "Go to the right."

The ship begins to tilt towards the right…straight into two massive pieces of space debris.

"I MEAN LEFT! GO LEFT!"

The ship makes a sharp turn in the other direction, but not before the debris scratches the underside of the ship.

"If my ship ends up joining this graveyard," EightEight threatened, "I'll reconsider the bounty on your head."

"This is why we don't give him the map when we drive," said Trixie, making Ben slump with a groan.

Determined to make up for his blunder, Ben put all his attention into observing the Omnitrix's dial. He carefully directed the ship around the debris, gradually coming to understand which direction the Omnitrix was pointing. There were a few bumps in the proverbial road, such as when a sharp piece of shrapnel snagged against the side of the ship. But they eventually overcame it and the debris field started to thin out.

That's when the Omnitrix suddenly charged up and shot a green beam of energy into the darkness. Ben stared in awe as the dark shroud suddenly fell away, revealing the ship graveyard, the orbiting asteroid belt, and most importantly, the craggy green planet.

Xenon.

"I did it!" Ben cheered.

"Nice job, kid – "


"Now get back inside so we can – " EightEight instructed when a sharp warning sirens screeched through the cockpit, making Trixie and Kevin jump. EightEight tapped several buttons and activated a hologram grid, displaying several red blips. "Uh-oh."

"Why did she say 'uh-oh?'" Kevin asked Trixie worriedly.

"Obviously it's not good," said Trixie.


Ben walked across the top of the ship when a large shadow loomed overhead. A giant piece of metal was flying towards Ben, about to crush him. Ben raised his arms over his head to brace himself…when the metal debris was shattered by three gigantic drill-tipped tables. The drills jab the ship's hull and quickly dug in. the tremor they created caused Ben's magnetic boots to fail, sending him flying out into the void of space.


Trixie gasped as she witness Ben flail past the viewport.

"Benjamin!" she cried. "We've got to save him."

"First we need to save ourselves!" EightEight groaned. She opened video feed on the camera's hull, revealing several drones descending down the cables who begin burning away at the ship. "They're going to breach the hull!"

"Who's out here trying to mess with us?" questioned Ben.

His answer came immediately as a familiar ominious voice echoed through the cockpit's audio frequency.

"Surrender the Omnitrix and your deaths will be swift. Except, of course, for the Tennyson boy..."

"Vilgax…," EightEight hissed, her voice surprisingly dripping with venom.

"If Vilgax is here, then that means…," Trixie gasped in realization.

"I know you're in there, Trixie!" a younger voice cackled wickedly. "Time to settle the score!"

"Okay, who was that and why does she sound like you?" Kevin asked Trixie.

"Fina…," Trixie grimaced.

"Okay, second question: who's Fina?" Kevin continued.

EightEight opened the comm link to Ben's suit and said, "Kid, hang on, I'm sending a gyropod!"

"I'll just go Jetray and fly back," said Ben.

"No, we can't afford to accelerate the countdown! I'm sending the pod!" said EightEight insistently. "Trixie, I need you and the new kid to disconnect us from Vilgax's ship."

"I have a name, you know," said Kevin.

"Just come on," said Trixie exasperatedly, pulling her best friend by the wrist.

EightEight pressed a button on the console –


- and a interstellar pod was jettisoned from the bottom of the ship, curving around the debris while honing on on the Omnitrix's signal.

Ben was spinning helplessly in circles; he would have been sick if he knew which was up or down. He exhaled a sigh of relief as the gyropod came flying his way. Ben reached out his hand and grabbed on to the top of the pod as it zoomed under him. His hand nearly slipped as he reached for the latch, but was quick to catch himself –


Meanwhile, the drones had finally breached through the hull of EightEight's ship. They drilled a hole in the ceiling, then blasted it open with a miniaturized explosion, which seemed unnecessarily excessive. As the pressurized air began to spill out and the warning sirens wailed, a tangent of Bioids dropped into the corridors in two verities – the common foot soldiers and the bulky tanks.

Vilgax and Fina (wearing a yellow spacesuit) dropped in behind them. Fina's eyes shimmered as she raised her hand to the hold behind them, fabricating a wall of crystals to plug it shut. Fina let out a sigh as she removed her helmet, grinning up at Vilgax before following him down the hallway –


Ben managed to pry open the hatch and dropped inside, handing face down in an uncomfortable metal chair. He flipped himself around, finding himself surrounded by an assortment of buttons, levers, and tubes. The worst part was that none of them were labeled!

"Great, and me without the instruction manual," Ben groaned, flipping himself upright in the chair. "Oh well, how hard can it be?"


A troop of Bioids were searching the corridors, opening every door they passed with their laser rifles raised and ready to shoot on sight. So far, they had not come across anything of interest – just a few empty rooms, a jetpack simulator, and a galley. They cautiously opened a door into another hallways, waited for any signs of movement, then pressed forward.

They were unaware that EightEight was observing them from above in that very corridor, hiding in a small ventilation space.

EightEight waited until the squad was in the middle of the hallway before whipping out am handheld device from her belt and jamming her thumb on the button. The klaxon warning sirens caused the Bioids to jump, but they had no time to react before the walls suddenly closed in on them like a trash compactor, crushing them flat.

EightEight jumped down from the vent and ran into the next hallway –


Ben didn't know how he was doing it, but he had barely managed to avoid crashing into several asteroids while pulling every lever and knob he could find. There was no obvious tool for steering like a car or a plane, so he was just playing it by ear.

Weirdly enough, one of the buttons he pressed was a drink dispenser that gave him a metal mug filled with what he could only describe as poisonous green mud.

"I did not need to see that," Ben groaned in disgust. The pod suddenly rattles and Ben looks out the window, realizing that he was about to ram into the side of a massive spaceship. "Aw man, where's TwoTwo when you need her?"

Ben was pounding the console furiously as he was flying closer to the debris. But after a few seconds of realizing that his attempts were doing nothing to help, he raised his arms to brace himself again –

Not noticing that a pair of holographic cuffs suddenly materialized on his arms.

Suddenly the pod turned sharply to the right, narrowly avoiding the debris. When he realized that he hadn't crashed yet, Ben opened his eyes and finally became aware of the holographic controls. He flexed his arms a few times to test them out, and the pod turned slightly in either direction to match.

"Oh yeah, now I got it!" said Ben, grinning. With a few turns of his wrists, he swerved the pod around the wreckage with ease. "This isn't so tough once you've figured it out."

Once he was clear of the wreckage, Ben turned the pod around and headed back towards EightEight's ship. Unfortunately, Vilgax's defenses immediately pick up on the pods signal and fires its laser turrets while releasing several drones after him.

"Oh crud," Ben groaned, spinning the ship out of the way, and pressing random buttons again. "C'mon, c'mon, this thing has to have a super cool ray gun or something."


Another troop of Bioid scoured the upper decks of the ship, knocking over boxes and opening doors with their laser rifles. Meanwhile, Trixie and Kevin pressed themselves against the wall just around the corner from them. The pair waited until the Bioid moved on before running to the room across the hall.

Kevin sealed the doors shut behind them while Trixie opened a cabinet in the wall, pulling out two pairs of suits.

"What're you doing?" asked Kevin as Trixie tossed him one of the suits.

"We're going outside," Trixie explained, opening another panel and pulling out a pair of soldering guns. "We need to free ourselves from Vilgax's ship."

"Outside? In space?" said Kevin, clearly not too happy with the idea. "Uh, yeah, no. I prefer to keep my feet on solid ground, thank you very much."

"Suit yourself," said Trixie, testing the tool. "But if we don't clear those tethers by the time we hit Xenon's gravitational pull, both ships will be destroyed in reentry."

"…Well, when you put it that way," Kevin quickly changed his tune.


Vilgax hissed in annoyance as he bended down to fit through the cockpit's door, glowering at how Fina could walk in so causally. The deadly duo searched the cockpit. Vilgax stomped towards the controls while Fina checked around the other consoles. For a moment, the blonde clone thought she heard a shuffling noise behind her and spun around, only to find empty space. Fina frowned and rolled her eyes towards the ceiling…giving TwoTwo a chance to crawl underneath the console behind her unnoticed.

"Can't believe they left the controls unguarded," Fina commented. "We could just as easily take over the ship and fly it into the nearest star."

"No…," Vilgax hummed thoughtfully. "It's not that easy…not with this particular bounty hunter." He pressed a button on the controls, bringing up an image of the outside. Vilgax narrowed his eyes when he caught Trixie and Kevin trying to cut the cables. "It seems your quarry has been busy. Stop them."

"With pleasure," Fina grinned wickedly, slapping her helmet back on and running out the cockpit.

Once the clone was out of the room, there was another soft shuffling noise that caught Vilgax's attention. The titanic tyrant turned towards the noise, leering at a small panel in the corner, barely noticeable. Inside, TwoTwo was doing her best to remain still while trying to make herself smaller to fit in the crammed space. She stiffened as the floor vibrated with Vilgax's heavy footfalls, stomping towards her hiding spot.

Vilgax stared at the panel, considering it for a moment, and slowly reached out. At the same time, EightEight dropped from the vent above and landed silently behind Vilgax. She ripped a laser-edged hunter's knife from her belt, quietly tiptoeing behind her prey. She raised the knife overhead –

Until Vilgax suddenly spun around, swinging his fist across EightEight's helmet, sending her spiraling across the room and slamming into the wall, leaving a sizable dent in the metal.

"EightEight, I'm disappointed in you," said Vilgax mockingly, watching the hunter slump to the floor.

"You sound just like my old man," EightEight groaned, pushing herself back up. "Evil snark and all."

"I find it humorous that you would turn against me after all the missions you took under my employ," said Vilgax. "You and Tetrax."

EightEight whipped out her pistols, and screamed furiously, "Don't you dare say his name!"

"Struck a nerve, have I?" Vilgax taunted with a cruel, malicious chortle.

EightEight roared in anger as she charged at the heartless monster –


Ben gritted his teeth as the pod rattled ominously. Vilgax's drones were catching up to him, their lasers scraping dangerously against the edges of the ship. The drones were purposely avoiding the killer shot – Vilgax wanted him alive, after all. But that didn't make it any less terrifying.

Ben swerved around the floating wreckage around Xenon, narrowly managing to slip through a narrow gap between two pieces of damaged spaceship. The Mechadoids followed his trail with only one miscalculating the angle and blowing up. He flew over EightEight's ship where he spotted Trixie and Kevin still at work trying to disconnect the cables.

"Benjamin, get back to the ship!" Trixie called over the comm link.

"I'm trying, but these dumb robots won't get off my tail!" Ben responded, going back to his tried and true method of punching every button in front of him.

Fortune finally favored him when he discovered two bright green buttons on either side of the console and slapped them both at once. The ship fired a pair of green lasers that destroyed a nearby asteroid. A piece of the broken asteroid bounced off Ben's pod and flew back into the Mechadroid swarm, crashing into one of them.

Ben smiled like a kid in a candy shop. Now we're talking!

Ben twisted his wrists, spinning the gyropod around in a 180 degree turn so that he was facing the Mechadroid. He started slapping both green buttons repeatedly like he was mashing an arcade controller (then again, this was essentially a real life game of space invaders.) He obliterated one…two…three…all four Mechadroids! New high score!

"This is awesome!" Ben cheered. His celebration was cut short when he was suddenly hit from the side. He turned the ship around and spotted another swarm of Mechadroids flying his way. "Less awesome! Less awesome!"


EightEight grunted in pain as she was slammed into the floor – hard.

Her one pristine armor was littered with cracks, electricity arcing up and down her body, and a chunk of her helmet had broken off, revealing the grayish-blue skin and yellow eye underneath. EightEight pushed herself weakly to her hands and knees, only to be punted by Vilgax in the stomach and thrown into the wall. When the bounty hunter was too weak to stand on her own, the malevolent warlord picked her up by her head, forcing EightEight to her feet, and slammed his fist into her abdomen.

EightEight collapsed face down on the floor, moaning weakly. Vilgax stood over her with a disappointed leer.

"You should never have turned against me, wench," Vilgax hissed.

"Go…go stick your head…out the airlock…jilvogue," EightEight insulted feebly.

Vilgax narrowed his eyes dangerously…then raised his foot and stomped on EightEight's back, bending the metal underneath her. The Sotoraggian bounty hunter cried out momentarily, but then went limb and quiet. Vilgax removed his foot; she didn't move.

"Worthless scum…," Vilgax hissed.

"EightEight! EightEight, do you read me?" Trixie called through the comms. Vilgax looked back at the monitor and saw that the children had broken off one of the cables. "We managed to release one of the tethers, but Benjamin is in trouble! You need to open the rear ramp so he can land in the cargo bay."

The alien warlord searched the other monitor tracking his archenemy's situation. The boy was flying around the wreckage in circles being closely pursued by his Mechadroids. He could just as easily wait for them to catch the boy – his luck would have to run out eventually, and he could always send more drones. But…that wasn't neaely as satisfying as ripping the Omnitrix from the boy's wrist himself.

"EightEight? EightEight, are you there?" Trixie called again when she received no response.

Vilgax slammed him fist over the intercom to silence the girl's shouts. He looked over the control panel and tapped the button that lowered the ship's rear ramp, just as Trixie requested. Vilgax then took out a handheld communication device.

"Break off your pursuit," Vilgax commanded as he exited the cockpit. "I shall dispense with the boy myself."

Once the door shut behind Vilgax, TwoTwo pushed the panel open and sprang from her hiding spot. She ran over to her big sister and gave her a shove. EightEight was unresponsive. TwoTwo tried shoving her again, but her big sister didn't move. The little Sotoraggian chirped sadly, hands over her helmet as if she were crying -


"EightEight!" Trixie kept shouting through the comm link, but only received static. "Why isn't she answering?"

"She's probably busy fighting off all those creeps inside," said Kevin as he took the soldering tool to the second cable. "You know, like we should be, instead of standing outside where we could get hit by a runaway meteor or something."

"When did you turn into a coward?" Trixie argued.

"I'm not!" Kevin shouted indignantly. "I just don't want to get hit by a runaway meteor!"

Trixie shook her head, sighing exasperatedly, then touched her helmet again and said, "Benjamin, can you hear me? What's your status?"

"I think I'm finally getting the hang of this thing," said Ben brightly, zooming over Trixie and Kevin's head to prove his point. "Finally managed to ditch those dumb robots. I guess I'm just that good."

"Save the ego trip for later," Trixie scolded him lightly. "Do you see the hanger door opening."

"Yeah, I see it," Ben confirmed.

"Get inside and help EightEight clear out the intruders," Trixie instructed. "Kevin and I will finish off the remaining teathers."

"Do we have to?" Kevin groaned.

"Got it," Ben agreed. "See you both inside."

"All right," said Trixie, rounding to her best friend. "Let's hurry up and – "

The green-haired was cut off as a bolt of lightning struck her from the side. Trixie's magnetic boots briefly short-circuited, which would have sent her floating off into deep space if Kevin had surged forward and grabbed her hand at the last second. Kevin pulled her back onto the ship just as her boots came back on line and magnetized her to the hull.

"You all right?" asked Kevin, worried.

"I'm fine," Trixie reassured him.

The pair turned their heads as Fina lifted herself out of the ship's hatch, grinning maniacally and hold up her hand, electricity arcing between her fingers.

"Hey, Trixie," Fina greeted wickedly. "Did you miss me?"

"Fina!" Trixie glowered.

"Whoa, you have a twin sister?" said Kevin, staring openmouthed between his best friend and the Forever Knight clone.

"Not exactly," said Trixie shortly.

"I've come a long way for this," Fina told her, punching her electrified fist into her palm, sending sparks flying in every direction. "I still need to pay you back for leaving me in the Null Void."

"Kevin, you finish releasing the tethers," Trixie instructed him while maintaining eye contact with her doppelganger. "I'll handle Fina."

"No way, I want in on this action," said Kevin eagerly.

"Can you absorb matter through that suit?" Trixie questioned.

"…No," Kevin admitted, deflating.

"Who's your friend, Trixie?" asked Fina, only just noticing a third party. "Is he your boyfriend. He's cute."

She emphasize with a flirty wink in Kevin's direction. Trixie felt the urge to vomit. Kevin? Cute? Maybe some girls would think so, but that was definitely out of the question for her. The green-haired girl turned toward her best friend…and was horrified to see him smiling bashfully.

"Really? You think I'm cute?" Kevin chuckled sheepishly.

"Yeah, you totally have that whole 'bad boy mullet' thing going on," said Fina flirtatiously. "It's pretty hot, not gonna lie."

"Yeah, well, you're not so bad yourself," said Kevin, grinning from ear to ear.

"ARE YOU HITTING ON MY EVIL TWIN?" Trixie screeched.

"Wha – no! I was just paying a compliment!" Kevin sputtered, waving his hands defensively.

"Just get those tethers loose!" Trixie shouted, throwing her soldering tool at his helmet. The boy wisely ran away before he ticked her off any further. Trixie rounded back to her dark-skinned doppelganger, cracking her knuckles intimidatingly. "If I didn't want to hurt you before, I most certainly do now. Accessing Pyronite and Petrosapien sequences!"

Fina did a double take as Trixie right arm transformed into magma while her left became green crystal.

"You can use more than alien at a time?" asked Fina, surprised.

"I've learned a few tricks while you were away," said Trixie, raising her fists.

"Then show me what you got!" Fina challenged, smirking confidently.

Trixie and Fina ran at each other, swinging their fists with matching battle cries –


Don't ask him how he did it, but Ben managed to land the gyropod safely into the hanger without crashing and burning. As the hanger doors closed behind him and oxygen levels returned to normal, Ben removed his helmet with a relieved sigh….

Which lasted for about four seconds before a mosterous claw ripped through the pod's window, clenching his chest, and pulled him out. Ben was thrown several feet in the air and landed hard on the ground, his head throbbing when forehead collided with the metal floor.

The wielder of the Omnitrix sat up, soothing his sore temple when he felt the ground tremble behind him. Ben turned around and fell back with a terrified gasp as he stared up at the colossal form of his greatest enemy.

"Hello…Ben," Vilgax greeted maliciously.

TO BE CONTINUED