If All Else Fails

If All Else Fails is the thirty-fourth episode of Ben 10: Alien Force.

Air Date
November 6, 2009

Plot
The X-Men travel to 1969 to find out who killed Martin Luther King Jr., and it was James Earl Ray. But James sacrificed himself to help a man use Starro, causing the X-Men to be sent 50 years later. They see a destroyed X-Mansion, caused by Starro, who the X-Men later see in the sky. To Be Continued...

An earthquake wakes a Highbreed officer, who was put into stasis and only to be awakened if the Highbreed lost the war. Per his orders, he triggers a weapon of last resort meant to destroy Earth. Mind-controlling seeds take over Grandpa Max and five others, using them as the brain for a living bomb that will end all life on the planet. The Highbreed officer refuses to believe Ben's claims of peace, and won't divulge how to stop the creature. While Gwen and Kevin try to slow it down, Ben enlists the aid of Reinrassic lll to get the Highbreed officer to cooperate. Unable to stop the monster from the outside, Ben, Gwen, and Kevin sneak inside the monster to destroy it within. They manage to save the human beings used as its brain, and the Highbreed officer sacrifices himself to dispose of the creature safely.

Characters

 * The X-Men:
 * Cyclops
 * Jean Grey
 * Spyke
 * Rogue
 * Shadowcat
 * Nightcrawler
 * Martin Luther King Jr.
 * Ben Tennyson
 * Gwen Tennyson
 * Kevin Levin
 * Max Tennyson
 * Reinrassic lll
 * Highbreed officer
 * Ship

Villains

 * Faceless Hunter
 * Starro
 * James Earl Ray
 * Highbreed Tree Monster

Aliens used

 * Spidermonkey
 * Humongousaur (selected alien was Way Big)
 * Jetray x2
 * Brainstorm
 * Diamondhead
 * Diamondhead