"Argit!" one of the Vreedles, obviously Pa Vreedle, spat out inside of a hut overlooking a swampland said as the meek porcupine alien sat down adjacent to him. "Thank you for stopping by."

"Well, it's not like I had a choice," Argit said, revealing he was handcuffed to a chair with a grunt as he pulled at the chains.

"Right. Let's get to it. You know my sons, Octagon and Rhomboid?"

"Sure. Sometimes we do business. Sometimes they try to kill me."

"Yep, them's my boys alright. Course, I wants them to have a better life than I had."

"Well, what parent doesn't?"

"So that's why I signed 'em up at that Plumber's Academy."

Argit snickered before he burst out into a massive laughing fit, thrashing in his seat... just before Pa Vreedle slammed his fist down on the desk.

"Only one of us is laughing, boy."

"Sorry. I thought you were kidding."

"The boys ain't doing too good on their exams. I want you to make sure they do do good."

"You want me to be their tutor?"

"I want you to make sure to fix their grades so that they pass! And if they don't, I'm gonna fix you."

Argit only gulped in paralyzing fear.


Ben and Jen drove their cars down a backroad with a grunt as their teammates felt every bump in the road in pursuit of something as the twins gazed down the road intently, Jen rapping her fingers on the steering wheel.

"We're sure that ship landed somewhere close by," Ben said. "Unless the sensors are off."

"Or you set them up wrong," Gwen said with her arms crossed in the DX-Mark 10's passenger seat.

"We didn't set them up wrong," Jen said as Becky placed a hand on her shoulder.

"Unless you got us lost," Ally said.

"We didn't get us l-" the twins chorused before they briefly lost control and they hit the brakes with a shout of effort.

"Or you drive us into a ditch!" Becky shouted.

"Why don't you guys just say what's on your mind?" Ben asked. "Kevin's on the war path and you guys think it's all our faults!"

"Okay, yes! That about covers it!" Gwen shouted.

"Sometimes, you gotta call a spade a spade, guys," Jen said, putting her eyes on the road. "Absorbing the energy from Ben's Ultimatrix has caused Kevin to go a hundred times more crazy than he was when we were kids. It's too late to take him back."

"Now, the only solution to this disaster is to take him down and out. Permanently," Ben said.

"You two don't know that," Ally said. "You can't..."

"STOP!" Becky shouted as the twins slammed the brakes with a shout as they looked over the dashboard to see what seemed to be roadkill in front of them. Then, the dust cleared and they looked up to see Argit sprawled in the road, his body smoking.

They exited the cars and each of the five heroes rose an eyebrow.

"Argit?" Gwen asked. "Why'd you jump in the way like that?"

"Oh, it's okay," Argit said, dazed. "I have another one at home."

"Snap out of it," Jen ordered.

"Right. Snapping. Ooh, I've been looking all over for you guys."

"Kevin's not with us," Ally said. "And we're not buying whatever you're selling."

"No con. Not this time! I'm turning myself in!"

"Uh-huh," Becky said.

"Why would you do that, Argit?" Ben asked.

"Because Kevin's after me."

"...Okay," Jen said. "How about you take it from the top.


*Flashback*

"I needed some equipment for a... project I'm doing," Argit narrated. "So I flew to Earth to see what I could borrow from my old pal Kevin."

Argit's ship landed in the forest near Bellwood and the porcupine-like alien exited and gazed around the area as a mutated figure stepped out of the clearing to greet his old friend and partner in crime.

"Kevin?" Argit asked. "Is that you?"

"It's me," Ultimate Kevin said, gazing up from the shadow of his wing cloak.

"Hey, you don't look so good."

"I'm fine. Taking care of some old business."

"What do you mean?"

"I've decided to get back at everyone who ever did me wrong... which puts you at the top of my list."

Ultimate Kevin shouted out as he blasted a strong bolt of lightning at Argit, who dodged as the lightning vaporized a tree as Argit ran, Ultimate Kevin using his strength to bulldoze through the trees in his way.

Argit climbed up a tree with a scamper as Kevin merely sliced through it with his claws, sending Argit sprawling to the ground and he screamed ou tin fear as he avoided the large chunks of bark.

"Buddy, pal! Wait a minute, I can explain!"

"Explain what?"

"Pretty much anything!"

"I'm tired of your tricks, Argit!"

"Then maybe you should take a nap!"

Argit fired his quills at Kevin, who merely put up a mana forcefield to block it.

"See? That's what I'm talking about. Always double-crossing me. Betraying me. This is the last time, Argit"

Argit gasped as fire started emanating from Kevin's Diamondhead claw.

"Kevin, don't."

"The last time you do anything."

Argit screamed in fear as he jumped and dodged all the fire and lightning blasts his old friend threw at him. He leaped for his ship, which Kevin instantly blew to smithereens with a single lightning blast, sending Argit flying into the atmosphere, screaming his head off.


"So what do you want from us?" Jen asked, raising an eyebrow.

"Protection," Argit explained. "Lock me up, swallow the key whole, I don't care! Just put me somewhere Kevin can't find me!"

"We're not running a weasel relocation program," Gwen said with a scoff.

"Such an ugly spirit for such a pretty girl."

"Hang on, let me think," Ben said. "What about the lab in Los Soledad?"

"Yeah, cause that place has worked out so well for us in the past," Ally winced.

"No way," Argit said. "That's the first place he'd look."

"We could hide you in the Null Void," Jen said.

"There are too many guys in there who don't like me."

"There seems to be a lot of that going around," Becky said.

"Come on, there's gotta be some place you can put me! Maybe some police protection?"

"Well," Ben said. "We could take you to the Plumber's Academy."

"It is the closest fortified Plumber's facility to Earth," Jen agreed.

"Where they train new Plumbers? For galactic police duty?! Not there! Anywhere but there!"

"Suit yourself," Gwen said. "We could just say screw it and let Kevin have his way with you."

"...Like I was saying, the Plumbers are a fine organization. I'd love to visit their school."

The twins gave each other a nod as they walked off with their teammates following them as Ally shot Argit a death glare.

"Guys, if Kevin figures out that Argit got away from Earth, he'll come after him," Gwen said.

"We'd be putting the entire Plumber's Academy in danger," Becky agreed.

"Actually... we were kind of counting on that," Ben said.

"Think about it, girls," Jen said. "We use Argit as bait and then we'll have the entire Academy there to back us up in the fight."

"And you're okay with this?" Ally asked Argit.

"I only want to pay my debt to society... and not get killed."

The team nodded as Ben and Jen filed into their cars as Jen loaded Argit into the backseat of Pink Angel.

"If I find even one scratch on that upholstery, fuck Kevin. I'm going after you myself," Jen warned.

"Noted," Argit said as the camera panned to a tracking device on his jacket. "Just what Pops Vreedle ordered."

The cars then took off down the road to the Rust Bucket ship.


"This is your captain speaking," Ben said in the pilot's seat. "Welcome aboard Rust Bucket Space Ways. Please keep your seatbelts fastened until it is safe to move about the-"

"Will you just go already?!" Gwen shouted.

Ben rolled his eyes as he fired up the controls and the ship took off towards the atmosphere... with Ultimate Kevin in hot pursuit!

Inside, everyone felt a massive bump behind them.

"What was that?" Becky asked as Jen turned on the cameras to see Kevin following them.

"Bad news bears," she winced.

"It's Kevin!" Argit gasped. "How'd he find us?"

Ben then reached inside Argit's jacket and pulled out the beeping tracking device.

"I don't know. What do you think?!"

"I knew nothing about that! I swear!"

Ally shouted out as she slammed Argit back with a powerful punch as Kevin continued slamming against the side.

"Just let him in or he'll rip the ship apart!"

"I don't get it!" Ben said. "Why doesn't he just use Big Chill's powers to phase through the hull?!"

"Maybe he hasn't read through your instruction manual. Just let him in!"

Jen groaned as she pressed a button to activate the external microphone.

"Doofus! You have the powers of a ghost! Come in already!"

The doors to the cargo bay opened up as the Omni-Team stood ready as Kevin phased through the hull to meet them.

"We just got this thing fixed from the last time you wrecked it," Ben said.

"Don't act like we're still friends."

"Kevin, we are your friends," Gwen said.

"A friend of mine wouldn't protect Argit."

Argit stepped back in fear as Ally stepped up.

"We're trying to protect you."

"You're making a mistake," Jen said.

"No, helping Argit is a mistake. Trying to stop me is a mistake. And stealing my car?"

Everyone looked to see Kevin's car in the cargo bay.

"Big mistake."

"Come on, Kevin," Becky said. "We weren't stealing your-"

She suddenly trailed off at the sight of Ultimate Kevin trembling in anger. He grabbed a shelf and shouted out as he brought it down, only for Gwen to put up a mana shield to block it as Ben and Jen transformed into Jetray and Heartbreaker as they glared up at him.

They both flew forwards and tackled him to the ground as Jetray blasted him with lasers from his tail as Heartbreaker got up and sent forth a ton of shadowy lasts from her hands. Ultimate Kevin, however, simply brushed them off as he moved forwards.

Becky looked beside her to see a lever as she looked to the rest of the team.

"Hang onto something!"

Everyone nodded as Becky ran for it and pulled the lever down with a shout as the cargo bay door opened, sending a rush of air out of the ship. Everyone inside braced themselves against the heavy winds rushing out as Jetray and Heartbreaker flapped their wings with all of their might.

And then, Kevin's car started rolling backwards and slammed into him, sending them both hurtling out of the Rust Bucket. Kevin caught himself with his wings just in time and flew down to catch his car before it blew to smithereens.

Ally flew forwards as she lifted the lever back up, causing the door to close and Jetray and Heartbreaker collapsed against the ground, transofrming back to human.

"Why'd you do that, Becky?" Ben asked.

"Because you two couldn't stop him," Becky said. "Because he was too strong... because he was going to kill us."

"Exactly," Jen said with a serious nod. "We just wanted to hear you say it."

Becky looked down, starting to see the twins' point as Gwen and Ally saw her twiddling her thumbs.

"What are we gonna do now?" Argit asked as the team started going back to the ship's control room.

"Get away," Ben said. "And fast."

Soon enough, Ben put the Rust Bucket into warp speed as it sped towards the Plumbers' Academy. Upon arriving, he stopped the ship at the entrance bay, which shot a tube out to allow the ship's occupants to exit into the facility.

The twins looked out at the cadets inside with a nod.

"Look at you five all grown up," one of the instructors said upon noticing the Omni-Team.

"Nice to see you, Magister Coronach," Jen said, shaking his hand.

"Thanks for letting us drop in on such short notice," Gwen said.

"Ah, anything for a Tennyson. How's your grandpa?"

"He's on Galvan Prime still recovering from an injury from Aggregor," Ben explained.

"Ah, Max Tennyson is tough as nails. He'll be back on his feet in no-"

Coronach trailed off as he noticed Argit standing behind the Omni-Team.

"What's he doing here?"

"The twins are using him as bait," Ally explained.

"To catch who?"

"Kevin Levin," Jen said. "He's kind of gone completely batshit insane."

"So you two decided to turn my academy into a war zone without asking me?"

"No! Well, sort of," Ben said. "...Okay, yes."

"Anything for a Tennyson, right?" Jen reminded with a nervous chuckle.

"Argit, you're going into a cell."

"Sure thing. What time's the breakfast buffet?" Argit asked.

A cadet grabbed Argit by his tail and dragged him away to his holding cell.

"You five, in my office. Now."


In the halls, Argit gave a mischievous smirk and then groaned out in obvious fake pain.

"What's the matter with you?" the cadet asked.

"Must've... eaten something on Earth that... didn't agree with me," Argit groaned.

"Let's get you to your cell and I'll call a medic."

"You don't understand! I gotta use your facilities!"

"Uh, what?"

"Your latrine. Your lavatory. Your little boy's room! And hurry or this hall... gets a new color scheme! Oh! I'm gonna burst!"

"H-hang on. It's just around the corner."

The cadet led Argit to the men's restroom and the door closed behind the porcupine alien, who then groaned out in obvious false discomfort.

"You okay in there?"

"Oh! Oh!"

"I don't get paid enough for this," the cadet said as he reopened the door... only to be met with two quills to the chest, knocking him out instantly as Argit walked out and brought him into the bathroom to take his badge.


"This is not a prison or a battlefield," Coronach said to the Omni-Team as they sat in his office. "This is a place of learning."

"Obviously, you've never seen our high school," Ben said.

"Those cadets out there aren't ready for this. They're rookies! You put them in the line of fire! I have half a mind to lock you up too. What do you say about that?"

"...Did we ever mention that we saved the universe a few times?" Jen asked nervously.


"Come on," Argit said as he walked down the halls. "There's gotta be a record's room. A data center. Something!"

Two cadets suddenly walked up into Argit's path and he gasped nervously as he held the badge.

"Space cop. Totally legit, nothing to see here."

Just as they passed, Argit noticed a few shadows cast down the path.

"Come on! Don't these guys ever go to class?"

Leaning back, Argit suddenly stumbled into an opening doorway and then opened his eyes to see that he had arrived at the Academy's mess hall.

"Hey, Argit!" a familiar hillbilly voice called.

Argit looked to see Octagon and Rhomboid Vreedle standing there with shaved buzzcuts, wearing Plumber Suits and having a pile of sludge in front of them for lunch.

"The Plumber's Academy strikes one as a somewhat improbable place to find an reprobate such as yourself," Octagon remarked.

"Keep it down, will ya?! You guys aren't exactly model citizens."

"Are too," Rhomboid corrected. "Octagon and me are what y'all call probational cadets."

"We're attempting to, what you call, improve ourselves and make our daddy proud so he doesn't have us whacked."

"Again."

"Unfortunately, our particular kind of intelligence isn't the sort that correlates to test scores."

"We're flunking out."

"Today's your lucky day, Vreedles," Argit said."Your dad sent me here to fix your test scores."

"That changes the complexion of our dilemma considerably!" Octagon shouted.

"Woo-hoo!" Rhomboid cheered. "We ain't-a gonna flunk no more!"

Argit turned his head around worriedly to see the cadets staring at him with raised eyebrows.

"Hold it down, will ya?!" he ordered. "Now if anybody asks you, you didn't see me and you don't know me."

"Ain't seen ya."

"Don't know ya."

"Exactly. Just play dumb... scratch that. Be yourselves."

With that, Argit took his leave as the Vreedle Brothers went back to their lunch.

"It's gotta be here somewhere," Argit said, running through the halls. and opening various doors. "Nope. Wrong. Pardon me, sir. Is this where they keep the cadet's test scores?"

"Why, yes it is."

"Oh, good," Argit said as he fired his quils out to knock the instructor unconscious and walked into the room containing the data terminal.

Taking a seat at the terminal, Argit typed in the results for Octagon and Rhomboid to see they had scored a big fat zero."

"Wow. The even spelled their own names wrong."

He then fixed their scores so they got a perfect score.


"Long-ranged sensors are picking up something coming in fast," a cadet told an instructor resembling Magister Gilhil.

"Unidentified spacecraft, please identify," the instructor ordered. "Unknown spaecraft, please identify."

"What kind of ship is that?'

"It's not a ship."

The cadets got a closer look at the screen to see Ultimate Kevin coming in hot. Unsurprisingly, they sounded the alarm, calling everyone in the academy to action.

Octagon and Rhomboid, however, looked at all the discarded food they had left behind.

"Well, we seem to have fallen into good fortune, grub-wise," Octagon said.

Also, the Omni-Team heard the alarm in Coronach's office and Jen and Gwen put their hands to their temples to sense the mana of who was coming.

"It's Kevin," Gwen said.

"Yeah, no shit," Becky said.

"This is your mess, Tennysons," Coronach told the twins as he exited the office with his weapon in hand. "I hope you got a plan to clean it up."

"Us too," Ben said.

As the chaos was breaking out in the academy, Argit was still at work in the terminal.

"100% on their essays? Nobody's ever believe that. How about a... 92%"

Then, the alarm went off and Argit ran out with his hands raised in surrender.

"Okay, you got me, but I can expla-"

His surrender fell on deaf ears as the cadets ran past him.

"I mean, I could... if I had to."


All of the cadets lined up at the entrance with their weapons trained and ready to go.

"Hold your fire until I give the order," Coronach said. "You got that?"

"Yeah," Ultimate Kevin said as he suddenly phased up from the ground. "But I'm bad at following orders."

Ultimate Kevin shot his swampfire arm out and blasted a wave of flames at the cadets, sending them all flying back and setting the entrance on fire.

"Get off my station!" Coronach shouted, blasting out lasers from his weapon that simply deflected off of Ultimate Kevin's thick hide.

Unamused, Ultimate Kevin morphed his Diamondhead arm into a Goop-like material and shot it out, ensnaring Coronach and lifting him up to Ultimate Kevin's level.

"Not a problem. As soon as I get Argit, I'm out of your hair."

"This isn't about Argit, Kevin!" Ben said as he and Jen stepped out and glared intently at their former friend. "This is about us and you."

"Don't flatter yourselves. Your turns will come."

"Hey, fella," Coronach shouted. "Don't look away from me. I was talking to you."

Coronach stuck his blaster into Kevin's Goop arm, blasting it apart before Kevin shot out a blast of water to send him flying away, only to be caught by Apex as she flew up and set him down.

"You were right, Magister," Jen admitted as she got her fisticuffs ready. "But this is our fight. So we're going to finish it."

The twins then pressed their Ultimatrix cores down to transform into...

"Humungousaur!"

"Rockette!"

"Not impressed."

The twins rolled their eyes as they pressed the cores on their chests to become...

"Ultimate Humungousaur!"

"Ultimate Rockette!"

"How do you like us now?" Ultimate Humungousaur asked.

The three charged at each other with furious shouts, causing a massive THUD! to ring out throughout the Academy, startling Argit as he walked through the halls.

"That can't be good," he said.

Argit turned a camera screen on to see the fight as Ultimate Humungsousaur and Ultimate Kevin pushed each other back with grunts of effort before Ultimate Rockette flew in and then delivered a rising kick to Ultimate Kevin's chin, sending him flying back into the camera, stopping the feed.

"He's here! Kevin's here!" Argit shouted as he ran into the mess hall again. "Octagon, Rhomboid!"

"Pardon me more," Rhomboid said. "Do we know you?"

"What?! Of course you know-"

"No siree," Octagon said with the most smug grin imaginable. "We ain't never had the pleasure of meeting that particular individual."

"Oh, for crying out-"

Rhomboid stopped him as he gave a subtle wink. "We're, what you call, 'playing dumb.'"

"Ugh, new rules! You do know me!"

"Well then, howdy."

"So what's going on?"

"Kevin's here on the station! You gotta help me!"

"That's 'you got to help me, provisional cadets," Rhomboid corrected.

"Whatever! What kind of weapons do you have?!"

Octagon set down a duffel bag that was filled with weapons.

"That could work."


Rockette shouted out as she sent multiple powerful energy blasts at Ultimate Kevin from her guitar that sent him back a bit before he roared in fury as he socked Ultimate Humungousaur in the face several times.

Ultimate Rockette then flew up, intending to fly forwards with her axe to the throat, only for Ultimate Kevin to grab the neck and swing her into her brother, sending them crashing in a heap as they transformed back to human form, unconscious.

Ultimate Kevin then grabbed them with his two left arms and opened his arm, glowing with radioactive energy.

"For old time's sake, I'll make this quick."

That was when several red energy blasts and mana balls sent him back as he saw Lucky Girl and Apex floating in the air.

"Don't you dare!" Lucky Girl shouted.

Apex flew forwards as she gave out several massive punches to Ultimate Kevin before giving him a rolling uppercut to send him flying back into the rim of the station's wall.

"You two? I thought you cared about me!"

Ultimate Kevin blasted out a radioactive blast at the girls, sending them back as Gwen was knocked unconscious as Apex looked up, looking concerned of what had become of her brother.

That was when Argit ran in with the Vreedle Brothers and pointed at the mutated Osmosian.

"Get him! Get him! Get him!" Argit shouted.

Octagon blasted out... some kind of metal ball that landed on the ground at Kevin's feet.

"What is that?"

"That is what you call a nuclear fusion grenade," Octagon said.

"All to blow up Kevin real good," Rhomboid chuckled.

"Not to mention this whole space station and everyone in it!" Huntress shouted, aiming her crossbow outwards to Ultimate Kevin.

"...I had not considered that there possibility."

Ben and Jen held their heads as they woke up and then their eyes widened as they saw the grenade beeping, about to go off.

"We gotta get rid of it!" Jen shouted as she and Ben transformed into...

"Echo Echo!"

"Soundwave!"

The pair then ran forwards and multiplied themselves into four copies as they ran forwards and out their sonic screams in a circle around the grenade, which then started to overload more intense than their screams as they slapped their Ultimatrix symbols to change into...

"Ultimate Echo Echo!"

"Ultimate Soundwave!"

The pair then let their sonic discs surround the nuclear explosion before flying outwards to push it through the glass window and out into space with a metal shutter closing behind it. Then, they tossed the sphere into the vacuum of space and then let their discs loose as the explosion expanded outwards, illuminating the entire area in an ugly orange light.

As the light faded, Argit gasped as Ultimate Kevin approached behind him.

"Kevin, cut me some slack, will ya? R-r-remember all the good times we had?"

"No. But I'm gonna remember this!" Ultimate Kevin smirked as he lifted Argit up and then started beating and kicking the ever-loving crap out of his old con man friend. He then sent Argit flying into a computer, which exploded behind him as the porcupine groaned in absolute pain.

"No more. No more," he begged. "Please."

Ultimate Kevin picked him up and then brought his hand back, allowing it to glow with mana energy.

"KEVIN!" Apex shouted as she and Lucky Girl flew up. "That's enough!"

"...You're right," her mutated brother said as he tossed the unconscious and beaten Argit back.

"How... how could you?" Lucky Girl asked as Huntress aimed her crossbow at him beside her. "He was your friend."

"Yeah. He was," Ultimate Kevin said as he approached the girls.

"Just surrender, Kevin," Huntress said. "Don't make us-"

She was interrupted as Ultimate Kevin kicked her back into the wall, slumping down in a heap as Lucky Girl and Apex simply stood in front of him with a glare as he brought his fist, coated in nuclear energy back and shot it in front of them... before stopping before it could collide. Ultimate Kevin then let the energy fade before getting into their faces.

"The only reason you're still alive is because of what you used mean to me."

Ultimate Kevin then used his intangibility to phase through the floor and flew away far into the distance of space.

Tears fell from Lucky Girl's eyes as Apex laid a hand on her shoulder with a nod. Huntress recovered as they saw Coronach holding the twins.

"Ben? Jen?" she asked.

"They just came back through the airlock," Coronach explained. "They're pretty banged up though."

The twins then changed back to human form as they groaned outwards.

"We'll live," Jen said.

"It's more than Argit can say."

Indeed, Argit lay in a heap on the floor, battered and bruised beyond belief.

"You can get up now," Ben said.

"He's dead, son."

"No, he's playing possum," Jen said. "Come on, Argit. Show's over."

Argit weakly opened an eye as he coughed out some blood and then winced at the team weakly.

"Is... he gone yet?"

Jen then tossed him to the ground with a huff.

"Hey, if I hadn't shut off my pulse, he would've kept hitting me."

"Shut off your pulse?" Lucky Girl asked.

"Duh," Ben said. "How do you think a species that obnoxious managed to survive so long?"

"Huh! Well, if you excuse me," Argit said walking off.

"Not so fast," Coronach interrupted. "We have some unfinished business."

"Such as?"

"You assaulted two of my cadets, not to mention the fourteen warrants for your arrest! Or did you forget?

"Actually, I sort of did."

"Lock him up," Coronach said as he tossed Argit to Octagon and Rhomboid.

"You ain't serious!"

"Oh, yes, we is," Octagon said. "Or... are."

"Now that we is genuine cadets," Rhomboid said.

"Or are."

"I am having a very bad day," Argit lamented as the Vreedle Brothers carried him away.

Ben, Jen and Becky looked to see Gwen and Ally looking out the window at space, no doubt thinking about their boyfriend/brother.

"What happened with Kevin?" Ben asked.

"He got away again," Gwen said.

"But maybe it's not too late," Ally suggested. "Maybe we can still help him."

"Maybe we can't," Jen said as the team looked out the window. "But at the end of the day, Ben and I gotta do what we gotta do."

The three girls hung their heads as they looked out into space, wondering where Kevin would strike next.


Next time on Ben and Jen 10: Ultimate Alien-

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