The Omegastar (Part 2)

The Omegastar (Part 2) is the fourth episode of the second season of Ben 10: Aliens Unleashed.

Plot
Ben and Kevin team up in an attempt to take down Gwen's Anodyte form, which is under Darkstar's control. When they are unable to do so, however, Darkstar absorbs all of Gwen's Anodyte power and renames himself "The Omegastar". The Omegastar easily conquers both Ben and Kevin after he tires out both heroes during a climatic battle over Gwen and her life, but The Master soon appears and betrays Omegastar, absorbing the power he had previously given him for himself and nearly killing the now completely-human Omegastar in the process. When The Master goes after Gwen, Omegastar uses the last of his strength to save her. The Master flees once again, and Ben, after seeing Omegastar risk his life to save his cousin, forgives him and allows Omegastar to join their team after transforming into Alien X to restore both Omegastar's life and powers. Omegastar now a part of the team and unable to thank Ben enough for his forgiveness and the gift of a second chance, he reverts to his original name of Michael Morningstar and vanishes into the night to await the moment where his services are needed again.