Hero's Challenge

Plot
THIS EPISODE IS BEING PARTLY REWRITTEN.

At Bellwood Prison, a policeman is letting Carl Nesmith, Overlord, out of his prison cell.

(Policeman): You're free to go.

Overlord walks outside of the prison.

(Overlord): Ben 10, I'm coming.

Meanwhile, Ben and co are eating burgers and chili fries at Burger Shack.

(Ben): These will never cease to please my taste buds.

(Kevin): You can say that again.

(Rook): Indeed, these Earth dishes make my fur stand on end.

(Gwen): You have fur?

(Rook): Why, indeed.

Suddenly, Sevenseven bursts in.

(Sevenseven): Ookietaka!

(Ben): Yeah, yeah.

The customers run out.

(Ben): We should take this outside.

He transforms.

(Grey Matter): Grey Matter!

The team runs outside, where innocent bystanders are looking at Sevenseven.

(Grey Matter): You can't catch me!

''Sevenseven shifts his hands into cannons and shoots laser at the heroes. Gwen creates a mana shield to protect them.''

(Gwen): Any time now, guys!

Sevenseven shoots more powerful laser at the mana shield, making it dissipate.

(Sevenseven): Qwertuopfja!

''Grey Matter jumps on his back, smashing his systems. Sevenseven grabs Grey Matter, pulling his Infinimatrix symbol, to no avail.''

(Grey Matter): Stop it, Karate Man!

He transforms.

(Walkatrout): Walkatrout!

Walkatrout slips from Seveseven's grasp, and drops to the ground.

(Walkatrout): Oh, yeah!

He transforms.

(Eatle): Eatle!

''He eats a piece of the ground and shoots laser at Sevenseven. Rook shifts his Proto-Tool into a blaster and uses it to shoot a web at him.''

(Rook): You are under arrest!

(Eatle): What he said.

(Kevin): No fair, I didn't get to do anything!

(Eatle): You got to stand around.

(Kevin, sighing): Fair enough.

''Sevenseven breaks out of the net and flies towards a middle-aged woman, attempting to shoot laser at her and the other bystanders to chase them off, but a speedy figure grabs him and throws him up to the sky. The crowd murmurs. The speedy figure lands from above, revealing to be Overlord.''

(Overlord): Don't worry, folks. Overlord is here to save you!

The crowd cheers, and Eatle's eyes widen.

(Eatle): No. Not him.

''Eatle reverts back to Ben. Later that day in Ben's house, Ben and co are watching TV. The Will Harangue Nation plays.''

(Will): Today marks the return of a true hero, the one and only, Overlord. That's right! He's back, and he's showing Tennyson the real way to be a hero!

(Ben): Seriously? Why did they even let him out of prison?

(Kevin): It's been two years, man.

(Ben): He's gonna start brainwashing Bellwood by making them think he's a hero. I just don't like his angles.

(Gwen): His 'angles'?

(Ben): The way he works.

''In the meantime in the Plumbers' base, various Plumbers are working at their stations. Suddenly, a voice is heard.''

(Voice): They're following me!

The Plumbers look around and see a male human Plumber, with five Petrosapien Tennyson Destroyers following him.

(Plumber Jerry): Stand down in the name of the Plumbers!

The Petrosapiens shoot crystals at Plumber Jerry.

(Plumber Jerry): Ow! Ow! Ow!

(Plumber): Aim for their headbands!

''Various Plumbers start using their weapons to shoot lasers at their headbands. The headbands become loose but don't fall off. The Petrosapiens create a crystal wall in between them and the Plumbers.''

(Plumber 2): Call Ben 10!

(Plumber 3): You can't keep depending on-

Ben and co enter.

(Ben): Whoa! What's going on?

Overlord suddenly crashes from above and punches the headbands off the Petrosapiens.

(Overlord): Don't worry. Overlord is here to save the day!

(Kevin): This is a private area! There is no way you could've entered!

(Overlord): Oh, I get around.

(Plumber Jerry): How could our lasers not shoot the headbands off, but your strength could?

(Overlord): What can I say? I work out.

''He rises back to the surface, and goes through the roof of Max's Plumbing. People cheer. Back in the Plumbers' base, Ben, Gwen, Kevin and Rook are talking.''

(Rook): I believe we should take precautions. This 'Overlord' violated a Plumber rule.

(Ben): Now I know he's planning something!

(Gwen): You're-You're actually sorta right.

Later, Ben and co are walking around town.

(Ben): All I need is for someone to say (mimicking someone in a deep voice) 'Ben 10, give me your Infinimatrix!'

An army of wasps surround the four.

(Ben): Wasps? Oh, I think I know a certain guy who likes wasps.

Clancy arrives at the scene.

(Clancy): Missed me, Tennyson?

(Ben): Not really.

He transforms.

(Spidermonkey): Spidermonkey!

''He shoots a web at the wasps, trapping them. Spidermonkey jumps towards Clancy, repeatedly punching him.''

(Clancy): No fair!

''He summons more wasps. Overlord arrives, hovering in the air with his hands on his hips in a heroic way. A crowd forms. Spidermonkey evolves.''

(Ultimate Spidermonkey): Ultimate Spidermonkey! Guys, handle the wasps!

(Overlord): I'm not-

(Ultimate Spidermonkey): -I wasn't talking to you.

''Gwen traps the wasps in a mana sphere and throws it far up into the sky. Ultimate Spidermonkey runs towards Clancy and repeatedly punches him. Overlord flies towards him and tries grabbing Clancy to have his turn in beating him up, but Ultimate Spidermonkey pushes him away with his spider legs. Ultimate Spidermonkey twists Clancy's shirt and throws him to the ground.''

(Clancy): That was just baby play!

(Kevin): Let me beat him up.

''He touches the ground, absorbing the material. Kevin, now in asphalt form, runs towards Clancy and punches him. Clancy kicks his chest.''

(Clancy): I'm not giving up.

''He summons wasps to carry Kevin up to the sky and back to the ground head first. Kevin slowly gets up, with bits and pieces of his material form now gone.''

(Kevin): Thank goodness I was wearing armor.

(Gwen): Are you okay?

(Kevin): Yeah.

''Ultimate Spidermonkey jumps up and smashes the ground near Clancy, making him fall down. Ultimate Spidermonkey instantly shoots a web at him, trapping him.''

(Clancy): Eh, I knew this would happen.

(Crowd): Ben 10! Ben 10!

Ultimate Spidermonkey devolves back to Spidermonkey and reverts back to Ben.

(Ben): I guess the tables have turned.

Overlord growls.

(Overlord): Raah!

''He flies off. Later at night, Gwen is in her room, watching a soap opera on TV, now in pajamas.''

(Man on TV): No, you can't leave me. Please.

(Woman on TV): I have to. It's too much for me to handle.

She sobs.

(Gwen): Tsk tsk.

''She turns off the TV and pulls the covers over her, closing her eyes and trying to go to sleep. Minutes later, she is fast asleep. A figure from outside watches her, hovering. The figure lifts the window, revealing to be Overlord. He enters and grabs Gwen, covering her mouth.''

(Gwen): Mmrph!

Major Events

 * Carl Nesmith makes his first reappearance.
 * Walkatrout makes his first reappearance.
 * Plumber Jerry makes his first reappearence.
 * Infinite Big Chill makes his first appearance by Ben.
 * Lightstone makes his first appearance.

Characters

 * Ben Tennyson
 * Gwen Tennyson
 * Kevin Levin
 * Rook Blonko
 * Plumbers
 * Plumber Jerry (first reappearance)
 * Jimmy Jones
 * Cash Murray
 * JT

Villains

 * Overlord (first reappearance)
 * Sevenseven
 * Will Harangue (on TV only)
 * Tennyson Destroyers
 * Clancy

Aliens used

 * Grey Matter
 * Walkatrout (first reappearance)
 * Eatle
 * Spidermonkey
 * Ultimate Spidermonkey
 * Big Chill
 * Ultimate Big Chill
 * Infinite Big Chill (first appearance by Ben)
 * Lightstone (first appearance)

Trivia

 * This is the first episode in POTO to air (be finished editing) in 2013.