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Brandon 10: Ultimate Hero
Season 4, Episode 7
Conspirator Diner
Written by Brandon
Directed by Brandon
Episode Guide
The Clone Wars

Conspiracy is the 57th episode of the series, Brandon 10: Ultimate Hero.


The episode starts at a diner on a rainy day; it appears to be a classic-themed establishment with neon signs and a retro-looking exterior. The Venetian blinds are blocking the window but allowing a small view of the inside. Inside the diner, the establishment is mostly empty with only a couple of patrons. One of the waitresses, a brown short-haired girl with hazel eyes, can be seen cleaning up one of the tables. As she carries the items on her tray to the kitchen, she is approached by another waitress.

Waitress: Hey Lisa.

he brown haired waitress looks over at the woman approaching her.

Lisa: Oh hey, Kimmie. What's up?

Kimmie: We've got an order.

Lisa: They might have to wait.

Kimmie: It's that mysterious stranger again.

Lisa: Ah. My regular.

Kimmie: You know he won't order from anyone else. I think he's messing with me and the other servers.

Lisa: Nah, he's a special case that one. You just gotta treat them right.

Kimmie: Heh. Well, you always get the weird ones. I'll leave him to ya.

Kimmie takes off, leaving Lisa by the kitchen entrance. She looks down for a moment, as if pondering something. She then enters the kitchen with her tray of dishes and silverware. The scene cuts to a moment later with some red heels walking off to the left, clanking against the floor. The view raises gently upwards, showing the heels belonging to the waitress, now carrying a plate with a burger in one hand and a malt in the other. She then stops before a booth by the window where a man in a trench coat can be seen looking out of the window. He smirks and chuckles to himself, still keeping his gaze at the window.

Man: You didn't even take my order. I guess that means you know me all too well.

Lisa: Well, you do order the same thing.

Man: Ah, a pattern. The easiest way to identify someone.

Lisa: And what's mine then?

Man: Hm?

Lisa: You always know it's me coming your way and not some other server. How do you do it?

Man: Heh. There are lots of factors involved. There's smell for one thing-

Lisa, looking off to the side: Oh thanks.

Man: It's a pleasant one, mind you. Yeah, a unique aroma.

Lisa: A perfume. Strawberry... Which anyone can wear, mind you.

Man: Alright, your shoes then. High Heels at a workplace like this. Not to impress someone, no. You're showing off. It's subtle but, hey, you know it's there and that's what matters.

Lisa: Heh. Well, you're not wrong about that. But I'm not only one wearing heels here.

The man chuckles, albeit slightly louder than before, even having to lower his head.

Man: You're really pulling my leg here.

Lisa: Someone has to keep you at your wits.

Man: Yes... Well, there's one thing you can't avoid. Something to really gives you away.

Lisa: And what's that?

The man turns, facing her and points his thumb at the window behind him.

Man: Your own reflection.

Lisa: Heh. So that's why you're always looking out of that window. And here I thought, you found a nice view.

Man: I definitely don't need a window for that.

Lisa blushes and looks away politely.

Lisa: Well, I should leave you to your meal. Heh. I wouldn't want it to get cold on you.

Lisa places the burger and malt before the man.

Lisa: I still don't get why you come here and instead of going to one of those popular burger places. You can even get a milkshake from the Juice Shack nowadays.

Man: Consider me old fashioned.

Lisa: (chuckle) Alright then, Mr. Old Fashioned. I'll be back later.

Man: I'll see you then. (smile)

Lisa smiles back and walks off, tending to another table. The man turns back to the window, watching her reflection walk away. His eyes then lower softly before turning away from the window. He then opens up the folded up newspaper at his side and opens it, reading the front page.

Man: That's not right. Misleading... Surprisingly close but still incorrect. Now this... this is interesting. As well as concerning. (grumble) Just when I was enjoying my day.

He places the paper down and turns to his food. The scene cuts again to a later moment with the waitress returning to the booth. She stops before the table and looks around before letting out a sigh.

Lisa: Every time...

The mysterious man is no longer seated there but the plate and glass are empty albeit a few crumbs and remaining malt. She shakes her head but can't help but smile as she starts to clear the table. She then comes across the man's newspaper that he appears to have left behind. She takes it into her hands and opens it, examining the front page.

Lisa: Huh. What a strange man...

She puts the paper down on the table as she continues cleaning. The view then shows the newspaper's front page, as it lays on the table; it shows off a picture of a Conqueror Droid with the headline, "New Security Droids Keep the City Clean of Crime!".

Theme Song

After the titles, the episode continues at the hideout at the abandoned building. Inside, Sarah can be monitoring the news feed on the laptop and Coco is analyzing the lookout system. Brandon lays down on the couch, looking up at the ceiling.

Brandon: Ugh, being on the run is so boring.

Coco: If you want something to do, you can always prove our innocence so we don't have to sleep in an abandoned building.

Brandon: You sleep in a warehouse. How is this any different?

Coco glares at Brandon.

Brandon: I'm kidding. Just... trying to lighten the mood. (sigh) I've been thinking over how we can go about this but nothing is coming up. (sigh) I should have just taken him down right then and there instead of running away.

Sarah: But if you'd have done that, the police would've surrounded you.

Brandon: Then I would've escaped. Just like I already did.

Sarah: But then there wouldn't be anything to prove. You attacked him and that's that. But here... you're innocent and that's something we can prove... we have to.

Brandon: Yeah... Just figuring out how is kinda hard right now. (sigh)

Sarah: Well, it's about to get even harder.

Coco, curiously, turns to Sarah. This also gets a reaction out of Brandon as he lifts his head from the old couch to look over at Sarah.

Coco: Why? What's up?

Sarah turns the laptop so that both Brandon and Coco can seen the screen.

Sarah: Look.

On the screen, there's a detailed article about the launch of the Conqueror's security droids.

Brandon: Those are the Conqueror's Droids.

Coco: So he's really going to launch them then.

Brandon: Can he actually do that?

Sarah: Why not? The public hates us now and with little political figures to defy him, he can get away with anything if he plays his cards right.

Coco: And so far, he has.

Brandon: This can't be good. Those things are programmed to hunt me down. Probably the whole team now.

Coco: So we can't show our faces like at all. And it's only a matter of time before they start searching more thoroughly. I'm talking interiors. Plus imagine the firepower on them now that they're government-issued.

Sarah: Well, I've been checking the news feed to see what people are saying about us. But, there's only an APB on the two of you.

Brandon: But not you?

Sarah: Yeah... It's like the police suddenly dropped their interest in me.

Coco: But not me?

Brandon: Could be something the Conqueror is planning.

Coco: Or maybe he just hates us. After all, we're the kids who kicked his butt the first time around.

Brandon: Yeah... there's that too, I guess. Well, we can't just hang around here. I know the security droids are launching but that just means we have to work harder and find a way to get to the Conqueror before they launch. Which is...

He pauses and pouts awkwardly before swirling over to Sarah and finger gunning her.

Brandon: When's the launch again?

Sarah: Tomorrow.

Brandon: Right... That's- that's not good, is it?

Sarah: No. It isn't.

Coco: (sigh) Why can't this stuff ever be easy?

Brandon: We'll still find a way through this, guys.

Sarah: Well, if the police aren't actively looking for me, I should be able to go out; gather some more resources and maybe even some intel on the launch of these security droids.

Coco: Sounds good but be careful. Just because the police aren't look for you, doesn't mean the public isn't. Just don't bring any unwanted attention to yourself.

Sarah: Come on, I'm not like you guys.

Brandon and Coco glance at each other.

Brandon: Ouch.

Coco: What do you mean, Ouch? She's talking about you, Mr. Alien Hero.

Brandon, getting up from the couch: She clearly said guys. That's plural, man.

Coco: Whatever. Where are you off to?

Brandon: I'm gonna go meet up with Lucy. I promised her we'd do some hero training.

Sarah: That's nice but can we really afford to spend time training her?

Brandon: Not particularly. But it's mostly just me while you guys put the effort into cracking the Conqueror's defenses.

Coco: How is that fair?

Brandon: I'd help if I could. Trust me. But this is the best way to use our time efficiently.

Sarah, looking over at Coco: He's not wrong. He can't exactly go out like me or analyze the system you hooked up.

Coco: (sigh) Yeah alright... But don't get caught or all this would be for nothing.

Brandon: When have I ever gotten caught?

Both Coco and Sarah glare at him. Brandon sheepishly starts to leave.

Brandon: Alright... You don't actually have to answer that.

He then heads out. The scene cuts over to a back alley where Brandon can be seen climbing over a fence. He drops down awkwardly and looks around.

Brandon: Lucy? ...This was the right back alley, right? I'm not about to walk into some dark arts shop or something?

Lucy silently drops down behind him on a fire escape and looks down curiously.

Lucy: Hiya!

Brandon flinches, obviously startled, and turns around, holding his chest.

Brandon: Don't. Do. That. Ever. Again.

Lucy: Sorry, just wanted to catch you off guard.

Brandon: Why?

Lucy: Because it's fun?

Brandon sighs and looks away, starting to calm down again.

Lucy: So you talk to yourself too? Is that like a genetic thing?

Brandon: Maybe. How many questions about genetics do you have?

Lucy: I don't know. Like... (looks up thinking) 30... give or take.

Brandon: Oh my- Look, can you ask them like sparingly. We won't get through hero training if you keep asking me where babies come from.

Lucy: Where do they come from?

Brandon: Yeah, I walked right into that one, didn't I?

Lucy: I'm kidding. It's like a pod thing, right?

Brandon: Um, yeah. So, hero training. Let's start with your powers. It looks like you have the same abilities as most of my aliens.

Lucy: Yeah, the discharge from the Ultimatrix must've contained enough DNA particles to merge with my genetic material while I was in the cloning machine.

Brandon: Okay... that sounded smart.

Lucy: Melinda says that most of my DNA comes from you and the Ultimatrix.

Brandon: Oh!

Lucy: But I think my intelligence mostly came from Sarah.

Brandon: Oh.

Lucy: ...Sorry.

Brandon: (sigh) Well, that aside, you're pretty good with your powers but since they're limited, you're going to have to work around that in order to take full advantage.

Lucy: Wait, is this combat training? I've done combat training before. In fact, I have the skills of an elite fighter programmed into my DNA.

Brandon: Yeah but being a hero is more than just fighting. It's about maneuvers and stuff.

Lucy looks at Brandon oddly.

Brandon: Look, I'm not a professional explainer.

Lucy: Well, what about the hero code.

Brandon: The hero code? Well, a hero has to know what they're capable of before going into something too extreme.

Lucy: I think I can handle extreme.

Brandon: Alright, well then let's see what you're made of.

Lucy: You want to fight? Like right now?

Brandon: Yes.

Lucy: Are you sure?

Brandon: Well, practice fighting. You know hand in the fist sort of thing.

Lucy: Oh. I think I see what you're saying. Alright, I'll go easy on you.

Brandon: Fight didn't start yet and I'm already taking hits left and right. (sigh) Alright then, let's get started.

Brandon activates the Ultimatrix and spins the dial. He then stops it at an available transformation and smacks the face plate down. He then transforms into Crusher.

Crusher: Crusher!

Lucy: Crusher, huh? I think I'll just use a rock punch then!

Lucy raises her arm, as it transforms into one covered in a dense, rock-like structure similar to Rocks. She then strikes ahead with Crusher holding out his hand to block the attack.

Crusher: Nice try but Crusher is pretty much made of rock too.

Lucy: R-Right. So attacking with the same element is a tactical disadvantage.

She then backs up and reforms his arm back to normal.

Lucy: Then how about this!

Lucy spins around and shifts her leg into one similar to Astro. As she delivers her energy kick, Crusher interrupts it with a basic block.

Crusher: Your blast won't do much against my durability.

Lucy: Ugh! I will discover your weakness!

Lucy kicks off from Crusher as he throws his arms out. Lucy then lands, blasting herself forwards. She then shifts her legs back to normal as she flies ahead- soon forming her arms into metallic claws similar to Shredder. She then slashes at Crusher several times, starting to chip at his exterior. Crusher holds firm, pushing against Lucy's attack, as she continues pushing herself. She starts to breath sparingly while still going full throttle with the slashing. He then punches Crusher back into the brick wall behind him and forms her arms into a different form; one similar to Hydro-Man. She then blasts water jets at Crusher, knocking him back even further. She then stops and throws her arms back in order to run ahead.

Lucy: And now to finish this!

She then forms one of her arms into a drill hands and activates it as she comes down on Crusher. However, the drill hand soon reverts as a pulsing pain visibly surges through her arm. Lucy then grunts out in pain before slamming her actual fist against Crusher's body. A cracking noise is then heard as she yells out in pain. Crusher then catches his breath and turns to Lucy who lays on the floor, holding her arm.

Crusher: L-Lucy?

Crusher smacks the Ultimatrix symbol and transforms into Heal X.

Heal X: Heal X!

He then hurries over to Lucy and kneels down next to her. She then holds her arm and administers some medicine from his fingers. The broken arm then soon mends but not without some pain as Lucy grunts along the way. Heal X then sighs and looks at Lucy.

Heal X: How does that feel?

Lucy: ...Embarrassing.

Heal X: I was mostly talking about the arm.

Lucy: I know... (sigh) Better, thank you.

Heal X helps up Lucy who holds her arm.

Heal X: It's no longer broken but it needs to heal up. My medication may be apart of some advanced alien genetics but you should at least rest for a few hours. 

Lucy: But what about training?

Heal X: Even if you didn't break your arm, there wouldn't be any more training for today.

Lucy: What? Why? I almost beat you!

Heal X transforms back into Brandon.

Brandon: Beating me wasn't the point. I wanted to see what you were capable of. But you reached your limit and pushed back that when you shouldn't have. You overexerted yourself, Lucy.

Lucy: ...It's not the first time this happened either.

Brandon: What?

Lucy: Look, I had everyone on Planet X train me with my powers but I spent most of that time trying to get back to this dimension. I know basic things but everything else was self-taught. It took me a whole day just to learn how to fly really.

Brandon: So you really were just on your own for a whole week then.

Lucy: Please, I need a teacher. You're the hero here. You know everything about the Ultimatrix. I can learn, I just-

She moves closer to Brandon but steps back and holds her arm.

Brandon: (sigh) Go home, Lucy. I'll- teach you some other time, I promise. But right now, you need to rest.

Brandon walks off, leaving Lucy by herself in the back alleyway. She then looks down, discouraged and kicks a can. The scene then cuts over to the diner once again, now in the daytime. Sarah can be seen entering and looking around the place. She keeps her head down as she takes a seat at one of the booths. Lisa then walks up to her booth, a menu in hand.

Lisa: Welcome to Stumper Diner. Are you new here? I don't believe I've seen your face around here before.

Sarah: Yes, I'm just stopping by for something to eat.

Lisa: Well, a diner is the best place for that. I'll get your order ready right away, Miss. So what'll you have?

Sarah: Four burgers and some drinks please. Whatever you have available, it doesn't really matter.

Lisa: Sure thing...

Sarah: Sorry, if it seems like a strange order.

Lisa: No thing to worry, Miss. I'm used to having strange customers.

Lisa heads off with the menu, leaving Sarah at the booth. She looks out of the window, cautiously, then glances up ahead for a moment; seeing a man in a trench coat, doing the same. His face is well hidden by his collar and fedora. She then stares ahead, curiously, as the edges of the view become darker and more blurred.

Voice: That man... He's dangerous... Don't trust him... Don't trust anyone...

Sarah holds the side of her head, turning more so to the window. She opens her eyes briefly, showing how they're overcome with pink energy. She then shuts them abruptly as another voice echoes faintly.

Another Voice: Miss. Miss?

The voice soon becomes clear enough so Sarah can hear as the blurred, dark edges return to normal.

Another Voice: Miss? Are you alright?

Sarah opens her eyes again; they're now as normal as they were before. She then lets go of her head carefully and turns to the side, seeing Lisa standing at her booth. Before her is a tray with four burgers and various drinks on it.

Sarah: Yes. Um- Sorry, I just got a headache, I think.

Lisa: Probably the hunger talking. I mean you did order four burgers.

Sarah: R-Right. Uh- Sorry, I forgot to mention that I wanted to take these to go.

Lisa: Ah. That makes a lot more sense, Miss. No problem. I'll bag it up for you.

Sarah: Thank you.

Sarah smiles softly as Lisa walks away. Sarah glances off to the side, sighing in relief. She then glances up ahead again, noticing that the man is no longer at his booth. She then stands up and looks ahead, gaining a better view of the booth. However, he is still no longer there. Sarah slowly begins to take her seat again with she is bumped from behind. She throws her hands out to catch herself from falling into the table. Sarah then looks ahead, seeing a note on the table now; it looks like it was made from newspaper clippings. She reads it carefully and it says, "Going out, huh? Pretty risky. Let's meet." Sarah's eyes widen before she pushes off from the table. Her eyes dart to the door where the man in the trench coat can be seen walking outside. Sarah gasps and reaches for her phone. Elsewhere, Brandon can be seen walking through the back alleys when his phone rings. He reaches into his pocket and answers it.

Brandon: Sarah?

Sarah, over the phone: Brandon, are you still out?

Brandon: Yeah, I'm heading back to the hideout, why?

Sarah, over the phone: I think someone noticed me. A man in a trench coat. He left a note warning me, I guess. He might be heading your way.

Brandon: Where are you?

Sarah: The Stumper Diner.

Brandon: Alright, I'm on my way.

Sarah: Just don't get caught.

Brandon: I'll figure something out.

Brandon hangs up, quickly placing his phone into his pocket before dashing down the back alley. He activates the Ultimatrix and smacks down the face plate. He then transforms into Leap Frog, who hops down the back alleys.

Leap Frog: LEAP FROG!

Leap Frog then pounces upwards and sticks to the side of the wall of a building. He then looks out at the street, seeing many citizens passing by. The man in the trench coat then moves out from the crowd and moves into the alleyway. Leap Frog's eyes then squint and he lets out a croak. The man in the trench coat continues walking down the alleyway, hands deep in his pockets when he suddenly stops. His head lifts up slightly; face still obscured by his collar and hat. He then jumps out of the way, rolling against the ground as a long tongue lashes out from above- nearly grabbing hold of him. He then turns back and looks up, seeing Leap Frog sticking to the side of the building. The man grunts and runs for it. Leap Frog leaps from the building and sticks his tongue out, wrapping it around a balcony. He then swings down to ground level and reels his tongue back. He then leaps ahead and lands on top of the trench coat man.

Leap Frog: Gotcha! Now who are-

The man then raises his arm, spraying Leap Frog with some sort of gas. He then coughs and hacks as the man in the trench coat crawls out from underneath Leap Frog. He then turns back at Leap Frog and chuckles; actually revealing that he's wearing some sort of blank mask. 

Man in Trench Coat: Try and catch me now.

The man turns and sees Sarah blocking his way.

Sarah: Ventus Ictu!

She then summons a wind spell of some kind that blows away with gas. Leap Frog then lashes out his tongue, wrapping it around the man in the trench coat. He struggles as Leap Frog makes small hops to get closer to the man and Sarah.

Leap Frog: Phanks.

Sarah: What?

Leap Frog: Phanks!

Sarah: Oh. You're welcome.

Leap Frog: Fo Fho phis this fiy?

Sarah: I don't know. But we won't get much done if you keep having your tongue out like that.

Sarah reaches for the man's mask.

Man in Trench Coat: No! S-Stop. Don't touch my mask. My identity can not be known.

Sarah: Talk and we'll let you go.

Man in Trench Coat: I'm here to help you. Why else do you think I asked you to meet me?

Sarah: Then why did you run away?

Man in Trench Coat: A giant frog attacks you in a back alley. Who wouldn't run away?

Leap Frog: Phe's fot a phoint.

Sarah glares at Leap Frog.

Sarah: (sigh) Alright, let him go. But if you try anything, I won't hesitate.

Man in Trench Coat: I have no doubt about that.

Sarah nods to Leap Frog who loosens his grip and reels his tongue back in. Leap Frog then transforms back into Brandon. The man then straightens out his trench coat and dusts himself off.

Man in Trench Coat: You know this thing is dry clean only, right? It's an antique too.

Brandon: I'm sure it is. Look, let's take this guy back to the hideout.

Sarah: Can we trust him?

Brandon: Look at him, you really think a guy like this is gonna report us?

Sarah: (sigh) Alright, fine.

Man in Trench Coat: Wait, you have to pay for your meal. I won't have a dine and dash on my consciousness.

Brandon: Seriously?

Sarah: I've already covered the tab. But we do need to pick up the actual order. I've seen you at the diner? Are you connected to it in some way?

Man in Trench Coat: No. Just a concerned customer... that's all.

Brandon glances at the man suspiciously before leading him away from the back alley. The scene then transitions over to the hideout later on. The man in the trench coat is seen observing Coco's monitoring system.

Man in Trench Coat: Interesting design. Amateur, for sure, but sufficient.

Coco: Amateur? Like you can do better?

Man in Trench Coat: If I had my resources, I'd prove you wrong right this instance. But now isn't the time to be cocky. There's something we need to discuss. Something important for both our sakes.

Brandon: Hang on a minute, we should be the one asking you questions. Why did you want to meet up with Sarah? Were you following her? How do you even know her? And who actually are you?

Man in Trench Coat: You want answers but what I want is something different, often associated as the same thing though; the truth. I want to find the truth in the shadiest corner, the most open place and the deepest vault imaginable. That's who I am. A gatherer of the truth.

Sarah: So you believe we're innocent then.

Man in Trench Coat: There's a possibility. I'll admit things did seem odd when a world-renowned super hero attacked a politician out of the blue. But then again, this could all still be apart of one massive plot.

He says this as he paces back and forth in the room, finger on his chin.

Brandon: What?

Man in Trench Coat: Think about it. By attacking the Councilman, it makes him appear as a more relatable figure for those oppressed and affected by the damages of alien incursions and unfair treatment. Thus, improving his ratings.

Brandon: But he hates me. We're like enemies.

Man in Trench Coat: So there is a correlation. Interesting. That's leads into theory C24; where the two of you had interacted in a negative direction. Yes, yes, I can see it now. There was a falling out and you attacked him. The following consequences were unforeseen but surely you had a plan for dealing with your own repercussions.

Brandon: Well-

Man in Trench Coat: No, of course. Look at you. You don't have a plan. You're hiding out in an abandoned building, you have no food and this place has a terrible odor.

Coco: Now that mention it...

Man in Trench Coat: You're lacking resources, you're not supported by anyone and you can't even keep your head down low enough to not stir up attention. Therefore, this situation was dumped on you and not the other around. So, you're being set up and taking the fall for the Councilman's actions without choice. And probably plotting to strike against him.

Brandon: Yes!

Man in Trench Coat: Well, that's just theory B19. But I suppose I can follow it until I gather more information...

Coco: Gosh, this guy sounds like a walking conspiracy theory. Are you sure he's not bad news?

Sarah: Just because he follows conspiracy theories, doesn't make him a bad guy. We just need to know more about him.

Man in Trench Coat: (scoff) That statement could not be any truer. I don't follow conspiracy theories. I am the conspiracy theory. I create the theory in hopes of others piecing together the clues to unlock the truth. But it's not regular definition of a conspiracy theory, no. That too was corrupted by the modern beliefs of society. The true definition of a conspiracy theory wasn't to blame a hidden organization but to string up enough hidden information to answer the questions that people don't dare to ask. The questions that society should be asking. Questions like who exactly is Councilman Conner Kore and what is he planning?

Brandon: So you're up against him too.

Man in Trench Coat: Like I said, we have a lot to discuss.

Brandon: Right...

Man in Trench Coat: I'm sensing a lack of trust.

Brandon: Can you really blame us? You're wearing a mask.

Man in Trench Coat: This mask conceals my identity. I am the mystery and unleashing the mask will reveal my secrets.

Brandon: Even your name?

Man in Trench Coat: You can call me the Conspirator.

Sarah: A schemer.

The Conspirator: Something like that.

Coco: That doesn't exactly make you trustworthy either.

The Conspirator: What do you want from me? My birth certificate. Are you we going to discuss or not? I can easily take my business elsewhere.

Brandon: Alright, talk. What do you want from us?

The Conspirator: Your team and I have a lot more in common than what meets the eye. We're both hunted down by law enforcement and considered a menace to society. And now we both have a common enemy, the Councilman.

Brandon: Why is he your enemy?

The Conspirator: Same reason as yourself. I was blamed for things I didn't do.

Brandon: So you want to prove yourself innocent?

The Conspirator: I don't care much for that. The only thing I can for is the truth. And society will soon know what it smells like.

Coco and Sarah meet each other glances before looking back at the Conspirator.

Coco: So what does this have to do with us?

The Conspirator: We're both making our own plans to move onto his defenses, however, we won't get far starting tomorrow.

Sarah: The launch of the security droids...

The Conspirator: Exactly. If the Councilman launches those droids, they'll be able to search every nook and cranny for us and anyone else who plans to stand in his way. We have to take down those droids before they launch otherwise we become targets forever and have to live a life watching over our backs every other second. Believe me, it's not a fun feeling.

Brandon: So what do we do? You seem to have a better idea than us.

The Conspirator: Indeed, I do. According to my information, the droids are being created at a production line. It's already too late to halt production but we still have time before they get into launching position. With our combined skills, we should be able to stop the launch.

Brandon looks over at his team members who have similar looks of discomfort on their faces.

Brandon: We'll think about it.

The Conspirator: Think about it? I don't think you heard but the launch is tomorrow.

Brandon: So we'll figure it out.

The Conspirator: Look, this isn't one of your orchestrated stunts or field day experiments.

Brandon: Excuse me?

The Conspirator: Just... another two theories of mine.

Brandon: Well, your theories won't hold up any water. In fact, they just lessen your credibility.

The Conspirator: Lessen my credibility, huh? Well, let's move away from theories and onto facts then. Your friend there has powers, right? Her powers often cause her headaches?

Brandon: What?

Sarah: You don't know what you're talking about.

The Conspirator turns to Sarah.

The Conspirator: Oh, don't I? How long have you been having these headaches? Are you keeping something from me? How do you expect me to be open to you when you won't return the favor!

The Conspirator moves closer and closer to Sarah until Coco stands before her, pushing the Conspirator away.

Coco: Yo, back off! Accusing her of stuff won't win you any points.

The Conspirator: Gah! That's the point in itself! There are no favors being won here. There is only the truth! That's all I want. And if you three won't help me find it then I'll just return to finding it on my own. Now if you'll excuse me.

The Conspirator fixes his attire and corrects the angle of his hat before walking out.

The Conspirator: Good day.

Brandon turns to Sarah.

Brandon: Are you alright?

Sarah: Y-Yeah...

Brandon huffs and gets up, following the Conspirator out.

Brandon: Why did you attack Sarah like that?

The Conspirator: The same reason you attacked me earlier. I want to know the truth.

Brandon: And what you pressure people into telling you everything they know? That's not cool.

The Conspirator: You think I'm trying to be cool? That I'm trying to fit in? I'll get my information no matter what, no matter the cost. Using every method available to me.

Brandon: You said you had your own resources...

The Conspirator: I have a workshop, yes. Constructing gadgets that help me... get into certain places.

Brandon: Wait, you break into places?

The Conspirator: Did I say that? That's your mind leaping to assumptions like a lemur in the spring time.

Brandon: It's not a leap. It's a step in the right direction. You wear a mask, you pressure people into giving you what you want and you break into places. Next, you'll tell me you steal.

The Conspirator is silent.

Brandon: Of course you do.

The Conspirator: I have a good reason.

Brandon: No. You're a criminal.

The Conspirator: And you're not.

Brandon: I'm being framed! What's your excuse?

The Conspirator: My excuse? I need to expose the truth.

Brandon: There are better ways to do this. The right way.

The Conspirator: Right. Wrong. Two sides of a coin that's no longer currency. I have my way and I'm sticking with it.

Brandon: Then I can't let you walk away.

The Conspirator: Still playing the hero role then.

Brandon: It's not a role. It's who I am.

The Conspirator: Please. You're nothing but a fake. You may have power but just because you fooled the public into loving you once, don't think you'll be able to do the same thing again for me. I see through your facade. You're not interested in the fame and glory- you just like the power it gives you. So, in the same instance, I should ask- what really makes you different from the Councilman after all.

Brandon grabs the Conspirator by the lapels and shoves him into the wall behind him.

Brandon: You have no idea what he's capable of.

The Conspirator: He's not the one pinning me to the side of a building.

Brandon looks at his hands and lets go of him.

Brandon: Sorry. I don't know what came ov-

The Conspirator punches Brandon in the face, knocking him down to the ground. He then adjusts his gloves and gets into a fighting stance, similar to that of a boxer. Brandon rubs the side of his face and looks ahead.

Brandon: Dude!

The Conspirator: You want to start something, you'd best be ready to finish it?

Brandon: I'm not going to fight you.

The Conspirator: Scared to use that power?

Brandon, getting up: I will if I have to.

The Conspirator: Can't take me as a man?

Brandon, throwing up his fists: What to find out?

Suddenly, lights flash over them as they turn their attention to the street. Before them, police cruisers are parked with officers pointing their weapons at them.

Police Captain: Freeze! We have you both surrounded! Looks like that anonymous tip pulled through after all. We have both the infamous Brandon 10 and the allusive Conspirator in our sights.

The Conspirator: (grumble) This is what happens when I let my guard down.

Brandon: You started it.

The Conspirator: Shut up.

Brandon: We should head back to the hideout.

The Conspirator: No.

The Conspirator quickly reaches into his pockets and throws out small marble-like device. They explode on contact with the ground, letting out a smoke screen. Brandon coughs and covers his face while the Conspirator grabs him by the back of his jacket, pulling him away from the smoke.

The Conspirator: Come on!

Brandon soon gets his bearing again and runs on his own, besides the Conspirator. The Police Captain turns and sees them running down the street.

Police Captain: They're getting away! After them!

The officers head back into their cruisers and start to give chase of them. Both Brandon and the Conspirator race down the street and turn off to the side, jumping over a ledge. The Conspirator then stops and pulls down his sleeve, activating a specially-designed watch. An electronic-wave then fires from the watch, disabling the police cars behind them.

Brandon: What was that?

The Conspirator: Electro-magnetic pulse.

Brandon: From a watch? Are you some sort of super spy or something?

The Conspirator: We can talk later. Right now, we gotta move.

Brandon: R-right!

Brandon and the Conspirator keep running ahead but police cruisers block off the other side of the clearing. Soon enough, officers start to surround them again.

The Conspirator: We're surrounded! Got any tricks up your sleeve?

Brandon: As a matter of fact.

Brandon activates the Ultimatrix and smacks down the face plate. He then transforms into Portal.

Portal: PORTAL!

Police Captain: Stop! Do not move!

Portal activates a green portal around both him and the Conspirator, allowing them to fall through and teleport away. The officers fire at the portal before it diminishes. The police captain raises his hand into the air.

Police Captain: Hold your fire! They're gone... again. Gah!

On a rooftop, a green portal appears and both Portal and the Conspirator fall through, landing on the rooftop. The portal soon closes behind them.

The Conspirator, getting up, holding his back: Rough landing, much?

Portal: Sorry. I didn't exactly have a destination in mind. Just be glad we didn't end up somewhere worse.

The Conspirator: It doesn't matter. We're away from the cops. (sigh) We're actually close...

Portal: Close?

The Conspirator: Can you take us down to the street level? The alleyway like three streets down.

Portal: Why?

The Conspirator: If I tell you, it wouldn't be a surprise.

Portal looks over at the Conspirator.

The Conspirator: What? Still don't trust me?

Portal: The police did get that anonymous tip.

The Conspirator: So I reported myself as well?

Portal: No. It's just- Look, this isn't easy.

The Conspirator: How do you think I feel? This place... it's important to me. Look, if I'm setting you up, you can punch me or something.

Portal sighs then opens up another portal.

Portal: After you.

The Conspirator hesitates for a moment before stepping into the portal. Portal follows after him. The two then arrive in an alleyway. The Conspirator looks around.

The Conspirator: Not bad, kid. You've got a good aim.

The portal closes behind them as Portal transforms back into Brandon.

Brandon: What are we doing here? We should be heading back to the hideout.

The Conspirator: If we head back, the police will follow us back there. Your friends will be exposed as well as your hideout location. By moving away from there, we're giving them as a chance at remaining hidden.

Brandon: ...So where are we anyways?

The Conspirator walks over to a hatch and kneels down. He waves his watch over it and it lights up momentarily before opening before them. Brandon steps back in surprise as he watches the opening appear before him.

The Conspirator, standing up and looking straight down into the opening: You have your hideout. Welcome to mine.

The Conspirator steps into the hideout. Brandon looks both ways before following the Conspirator inside. The hatch then closes after them, sealing in place. In the hideout, it appears messy, cluttered and yet organized in a sense. There are sleeves with books, articles scattered on the tables and tacked to the walls, old looking furniture and a coat hanger at the side of a wool futon. Brandon looks around as the Conspirator takes off his worn trench coat. He then hangs it on the coat hanger and sits on the edge of his futon. A sigh can be heard from underneath his mask.

Brandon: So this is your place then. I guess that means you trust me.

The Conspirator: It's not that I trust you. But I believe in you. I have to if we're going to work together. There are so many theories in my head about how things can work out. But the best thing I can do in this case is listen to my instincts, my heart. Otherwise, I wouldn't be any different from those who use numbers and statistics to determine people's lives.

Brandon: Sounds personal.

The Conspirator: You have no idea. Being the Conspirator wasn't a sudden thought that just popped into my head. It's a mantle passed down from my father and his father before him. The Conspirator's words would reach all ears, even ones that didn't want to hear. The words carried truth and sentiment in order to warn the people of impending danger that they would blindly welcome. The Conspirator has been passed down for generations, going back to the early 20th century.

Brandon: Whoa... 

The Conspirator: Yeah. This duty... it's a big responsibility. A burden I must carry, not for my sake, but for the sake of others. To help where I can and deliver the truth to those who need it.

Brandon: So you actually care about people.

The Conspirator: I wouldn't do this if I didn't. My father died helping people and I intend of finding the truth behind his death and exposing those responsible. But I can't succeed in my mission without putting an end to the Councilman's reign.

Brandon: He's actually called the Conqueror. He's one of my greatest enemies. Those security droids? They're actually government-issued variants of his own design that he used to attack the city time and time again. Then he mutated and upgraded those models. Thinking back at the design, it seems he's going classic with these things.

The Conspirator: The Conqueror, huh? I should've seen it sooner. Although, that was quite similar to theory D48.

Brandon: How many theories do you have? Actually, don't answer that. Can we stop the launch?

The Conspirator: I'm more than just a pretty face. I have master skills in electronic-interfaces, mechanical expertise and know coding systems up to a tee. I should definitely be able to infiltrate his system. But combat isn't one of my greatest fields, I'll admit. At least, when it comes to bullets and lasers.

Brandon: I've got you covered but we can't do this alone.

The Conspirator: Well, I did plan on letting you all in on this operation but we can't exactly risk your friends stepping out of that abandoned building and getting spotted by any patrol cars.

Brandon: Don't worry... we've got backup.

The Conspirator turns curiously to Brandon. The scene cuts over to a production facility with the name, "Auto-sembly" at the side of the building. Brandon and the Conspirator climb up onto a ledge and look out at the production facility in the distance.

The Conspirator: There it is. The production facility.

Brandon: So we attack there?

The Conspirator: No. That's where your focus is. Mine's is the system next door.

Brandon: Wait, if this facility is producing the security droids then we should be focusing on them. I thought we were working together.

The Conspirator: We are but this Conqueror of yours has been simulating many companies and creating fronts. He doesn't care about the people involved, he's just using whatever resources that can be used to help him succeed in his mission.

Brandon: But if you attack those systems, the innocent people working there will be affected.

The Conspirator: Yes but think about the many more that'll be affected if we don't act. These are the choices we're forced to make. Sometimes we have to do something wrong in order to do something right. They made us into criminals but we're proving them wrong by being better. Because criminals help themselves, we're helping others.

Brandon: ....Alright. But promise me, you'll look out for these people when this is all over.

The Conspirator: You have my word, Hero. Now where's this back up you called for?

Brandon: Probably trying to catch us by surprise!

Lucy drops down besides them.

Lucy: You're no fun.

Brandon: How's your arm?

Lucy: Better and I'm ready for action.

The Conspirator: This little girl is your back up?

Brandon: She packs a punch. So what's the plan?

The Conspirator: I'll infiltrate the other building's security and other systems and exploit them. They'll be vulnerable and then that's when I can access the system that authorizes the launch. However, they'll be gunning for me in order to make sure the launch goes off.

Lucy: So we keep you safe by holding them off.

The Conspirator: She's sharp too.

Lucy: She's also standing right here.

Brandon: Alright, we'll cover you.

The Conspirator: Just watch for my signal. Good luck.

The Conspirator dashes off, leaving Brandon with Lucy.

Lucy: He seems... interesting.

Brandon: You can say weird.

Lucy: Nah, we're weird. He's... super weird.

Brandon chuckles.

Lucy: Look, I'm sorry for freaking out on you back there. This is just really important to me. I want to be a hero like you. That's the choice I made. But if my body cramps up every time I overuse my powers then what good am I as a hero?

Brandon: Well, just don't overuse your powers. We all have limits for a reason.

Lucy: You don't. You can change into aliens all the time and you can stop all sorts of bad guys.

Brandon: Yeah but that's me now. When I started, I had all sorts of problems. I could only change into one alien at a time and then I had to wait for the watch to recharge. Oh, I remember the waiting. That was a pain. And the bad guys were older, stronger, sometimes smarter than me. It was a challenge at times.

Lucy: Well, how'd you overcome it?

Brandon: With help. With determination. With experience. A lot of things got me to this point but the important thing isn't when you get there but how you get there. It's a journey. I'll be honest, you won't be at my level by the time we face the Conqueror but you won't need to be. You're a capable fighter and a super impressive person. You don't have to be like me. Just be your own hero at your own rate.

Brandon rustles her head again and she shakes him off of  her.

Lucy: Stop! My hair...

Brandon, laughing: Sorry, couldn't help myself.

Lucy fixes her hair while looking away, angrily. Brandon looks off at the factory, awkwardly. Lucy glances back at Brandon but looks away again, her stern gaze loosening up a bit.

Lucy: Hey uh- thanks for that... 

Brandon looks back, seeing Lucy still facing away from him- fixing her hair. Brandon smiles and turns back to the factory. The scene cuts over to the Conspirator who sneaks over to the side of the adjacent building. He hugs the wall as two security guards pass by having a conversation. He then catches the door they leave from with his foot and makes his way inside. He then waves his watch over a nearby computer screen and it scrambles with various code appearing on it. He then types onto the keyboard.

The Conspirator, quietly, to himself: Alright, time to infiltrate.

He continues typing against the keyboard and soon a prompt comes up on the screen. Behind it, various files and profiles are seen. He sighs, looks away for a moment, then turns back to the computer- accepting the prompt. The lights around the building then shut down. Lucy looks over at the building, curiously.

Lucy: Is that the signal?

Brandon turns to the building.

Brandon: Hm. I dunno.

Back with the Conspirator, he continues typing against the keyboard until he accesses a new screen, viewing hidden files and coding.

The Conspirator, accessing the coding: Bingo. Now I can really get to work.

However, as the Conspirator works through the coding, the coding begins to rewrite itself and counteract his own coding.

The Conspirator, typing rapidly: Alright, the coding is fighting back. This might be tougher than I anticipated.

Outside, a series of surveillance droids- which appear to be bigger and more fortified Conqueror Droids fly out from the production line, approaching the adjacent building. Brandon looks ahead, surprised.

Brandon: Okay, that's definitely the signal. (turning to Lucy) You ready for this?

Lucy: It'll be a challenge but I'll take it at my own rate. Besides, I have you with me. We can take these guys.

Brandon nods. He then activates the Ultimatrix and scrolls through the available transformations. He then smacks down the face plate and transforms into Telecraft.

Telecraft: TELECRAFT!

He turns to Lucy.

Telecraft: I'll take them out from above.

Lucy: And I'll knock them down to the ground.

Telecraft nods and flies up, towards the squad of surveillance droids. They fire lasers at him but he flies around them, firing a laser from his own brain- taking out a few of them. Lucy runs across the ground and forms her back into generators similar to Electrix. She then charges up with electricity surrounding her. Telecraft looks back, concerned.

Lucy: If I can hold this charge long enough, I can knock them all down from here... but Brandon- he's there for me- and I have to watch my limits. So I can go beyond them later and truly excell as a hero. So I'll fight with this power, one percent at a time!

Lucy then releases her charge and shoots out her arms, firing electric bolts from the ground up into the swarm of surveillance droids, knocking down only a few. Telecraft smiles and turns back to the squad of the droids.

Telecraft: Plenty of scrap metal in the air. From the destruction, comes creation.

He then uses his telekinesis around the destroyed bits of surveillance droids and starts to form something. The rest of the surveillance droids approach him, firing lasers. He then creates some kind of large lens from the remnants of the destroyed surveillance droids which refracts the lasers fired at him. The lasers bounce off the lens, firing back at the surveillance droids.

Lucy: Ha! Nice one, Brandon!

Lucy reforms her arms back to normal as more surveillance droids come down at her. She leaps up, kicking one over and pushing off from one. She then lands on top of another, flying around at fast speeds. Telecraft hovers the lens in the air around him, refracting more laser blasts, when he turns his head- seeing Lucy on top of a surveillance droid coming for him from behind.

Telecraft: What are you doing?

Lucy: Improvising! If I can't use my powers all the time, then I'll have to use my other skills.

Lucy then opens up a panel at the back of the droid and disconnects some wires. She rearranges them and jumps off as the droid dives into the remaining group of surveillance droids, exploding against them. Lucy falls through the air but her descend becomes more and more graceful as she hovers in place. Telecraft lowers from above and hovers next to her as they both lower down to ground level.

Telecraft: That had plenty of risk involved in it. You actually called that a plan.

Lucy: I called it improvising. I knew you'd be there for me so I counted on you saving me.

Telecraft: And that wiring you did? Where'd you pick that up from?

Lucy: I dunno. It just sort of came to me. It came in handy when building that pod that got me here. Maybe I got it from you. Some of your skills and memories passed down to me too, y'know.

Telecraft: Yeah, I guess so.

Telecraft then transforms back into Brandon and Lucy drops easily onto the ground. She stands by him as they look at the production factory. Some more droids are coming out when they suddenly become deactivated, dropping down and breaking upon impact. Lucy sighs in relief.

Lucy: Nice. Looks like he stopped the droids from launching.

Brandon: Yeah. Maybe he's not as bad as I made him out to be.

The scene fades ahead to later with Brandon and Lucy making their way to the back of the hideout.

Brandon: Alright, I'll try and get another lesson in soon. It's actually a lot of fun showing you the ropes.

Lucy: Thanks.

Brandon: Don't mention it.

Lucy: No really. Thanks, Brandon. I've been overworking myself day after day just so I can meet your expectations. I want to be as great as you are. I want to be the best that I can be. But you taught me that I can just be myself and that's okay. So thank you.

She hugs him and he hugs back after a brief moment.

Brandon: Alright, you should head back. My folks are probably gonna get worried knowing them.

Lucy disengages from the hug and starts to walk away.

Lucy: Yeah, you're probably right. Besides, tonight's pasta night.

Brandon: Pasta night? Dang it... Well, anyways, I'll see you around. And no sneaking up on me. You're not a ninja anymore.

Lucy: Please?

Brandon: Lucy.

Lucy: Ugh fine. I won't sneak up on you anymore. Maybe...

Lucy moves out of sight. Brandon looks as if he wants to say something but sighs instead.

Brandon: What am I going to do with her?

Voice: You can continue training her, for one thing.

Brandon, startled, jumps back and turns around; seeing the Conspirator leaning against a wall.

Brandon: Where have you been? We looked all over for you.

The Conspirator: I... don't do well with goodbyes.

Brandon: So the launch is stopped, right?

The Conspirator: No. The coding behind the launch is intense, to say the least. This Conqueror of yours have gone through great lengths to ensure his resources are the best of the best. You might want to take his example... I've done what I could and inflicted just enough damage to set him back. So the launch of the surveillance droids has been delayed, at best, but that should give us more than enough time to strike against him.

Brandon: Us?

The Conspirator: What I meant was- our two forces to strike. Sorry, kid, but I work alone. It's best that way. The path I walk is a dangerous one and my company is one that many who stray from. I make no time for anything other than my mission.

Brandon: But Sarah said she saw you at the diner.

The Conspirator: Well, I have to eat somewhere. Restaurants are just scams by increasing prices with lower portions and fast food chains use chemicals to brain wash you into enjoying their products so you can order more. But, at last, that's just a theory. (gazing off) A very probable theory....

Brandon: So the diner is just a good spot then.

The Conspirator: Yes, that's it. No other reason.

Brandon: I don't know. You might hide your face but you can't hide your words. I think there's something else going on there.

The Conspirator: (sigh) You saw right through me. Alright, I might... be interested in someone there. She understands me, she's perfect in every sense of the word. But I can't reach out to her. I can't bring her into my dark and revolving world of mystery and sorrow. Besides, my mission is more important.

Brandon: I'm pretty sure your father had time to spend with someone he cared for rather than with the mission all the time. Living life will definitely make it all the more worth saving.

The Conspirator: Maybe, you're right... There does seem to be truth in your words after all. Well then, 'till we meet again, Hero.

The Conspirator lifts his fedora and bows as he backs off into the dark alleyway, vanishing from sight. Brandon smiles as he walks back into the hideout, with the view raising up to the night sky above.




Aliens Used


  • Brandon's comment about winding up in a dark arts shop by going down the wrong alleyway was a reference to Knockturn Alley from Harry Potter.


  • Originally, the episode was planned on having the Conspirator being more of an anti-hero with his actions towards the end actually putting innocent people in danger and with Brandon having to convince him that there is still good in society; showing off his more hopeful and optimistic nature as a hero. Ultimately, this was scrapped from the episode is exchange for having the Conspirator more as a vigilante figure and his actions being morally questionable at best.
  • Originally, Lucy wasn't planned on being in this episode with the focus mostly going towards the Conpirator. However, with Lucy as a new addition to the team, ignoring her completely wouldn't be right for the character. So a side plot was created to give her the proper training and oppertunity to learn that she needed.
  • Electrix was planned on being in this episode but was scrapped because there were too many aliens.
    • However, Lucy was able to use Electrix's DNA in her own attacks.
  • Rather than Leap Frog, Wildpup and Loch Ness were considered for the scene where Brandon hunts down the Conspirator. However, Leap Frog had not appeared as much and his move set were useful as seen in the episode so his appearance was kept in.
  • Instead of having Brandon transform into Heal X, Lucy was planned on doing it and applying medication to herself. However, since using her powers cramped up her arm and caused her pain, it was decided to have Brandon do it instead because that seemed like the most logical choice.
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