John Smith 10: Spacewalker
Season 3, Episode 2
Air date December 13, 2013
Written by Dioga beta
Directed by Dioga beta
Episode Guide
A Little Like Home
Knights of the Earth


Overlord fires a laser at John, who raises his arms, flinching. Then, Julie in Ship’s battle armor comes forward, taking the attack unharmed.

Overlord: You!

Julie: Nice to see you remember me.

Julie charges forward, punching Overlord several times. Overlord punches back, knocking Julie back. He fires a laser, Julie taking the attack. Julie launches several missiles, Overlord using his jet shoes to dodge. Julie jumps into the air, and punches Overlord out of the air. He hits the ground, and the two interlock.

Julie: Now, Ship! 

Ship: Ship, ship! (Ship covers Overlord’s armor, coming off Julie. Overlord screams, as he’s ejected out of the suit. He lands in front of Julie, who kicks him in the head, knocking him out cold. Ship comes off the battle suit, which breaks apart afterwards.)

Julie: Good boy Ship! (She pets Ship, who’s wagging his tail. Julie looks over at John, her eyes concerned.)

John: There’s that look again.

Julie: What look?

John: The look everyone is giving me! Disappointment, pity, upset that I failed them. (John looks over at Overlord.) Just like him. Exactly what I felt when he went rogue.

Julie: That is not what they mean.

John: Yes it is! You don’t see what I see! I’ve failed everyone! I’m not worthy of being a hero! Even you think I’m nothing now!

Julie: That’s not true! You’re letting this all go to your head!

John: You saved me! I was helpless against him! I am nothing now! Weak!

Julie: Well, if you’re such a failure, then why don’t you just leave?!

John: Fine! (John walks off, when Ship rubs up to Julie. Julie pets Ship, then looks back over at John, concerned.)

Julie: John, wait!

John: Abeo Exorior Alternis Regnum! (John slams his hands together, releasing a mana wave which sucks him in.)

John shoots up from a nightmare, on a couch. He looks around, panicked. The lights are off.

John: Right. Ben let me sleep on his couch. I need to walk.

John goes out the door, walking down the street, lit by street lights. 

John: Julie was right to be angry with me. I was taking all my frustration out on her. This year has been painful without her. I wonder how long it’s been for her? (He stops, and turns, seeing that he was standing in front of her house.) Am I really wrong, or was I just saying the truth she didn’t want to admit? Fighting monsters and villains are easy. Relationships are hard.

A large vibration occurs, and John struggles to keep his balance. An Incursion ship flies overhead, shaking everything. More Incursion ships fly by, as XLR8 runs past. He comes back to see John.

XLR8: Well? What are you waiting for? (XLR8 dashes off. John turns into Sonic Boom, and dashes after him.)

End Scene

XLR8 and Sonic Boom make it to the edge of a cliff, having gotten in front of the Incursion fleet. XLR8 and Sonic Boom revert.  Ben: How did the Incursions get past the Plumber shields?! John: It seems like you’ve had more experience with them than I do. What’s the plan? Ben: The lead one is most likely where Attea is. We’ll board it as it comes over, and take her out. (Activates Omnitrix.) Astrodactyl can make it up there with ease. (Slaps down Omnitrix.) Crashhopper: Crashhopper?! That’s not who I wanted! John: Glad I don’t have that problem anymore. Come on, I’ll give you a boost. The lead Incursion ship flies over them, and Crashhopper jumps into the air, releasing a shockwave. John turns into Cloudnine, and flies up after Crashhopper. Crashhopper falls short of the ship, and starts to fall. Crashhopper: Aaahh! (He lands softly on Cloudnine.) Cool. (Crashhopper jumps, being rocketed up and rams through the ship’s hull, crashing into the wall of the hallway. Crashhopper reverts, as he falls down, almost falling through the hole.) Ben: Ah! That was close. (Blaster fire occurs, and Ben hits the ground. He sees Incursions approaching.) I guess I should’ve seen that coming. Ben slaps down the Omnitrix, turning into Bloxx. He’s hit by blaster fire, his body instantly reforming. He stretches his arm, punching through the Incursion soldiers. Cloudnine comes through the hole, and sees Bloxx charging at the Incursions, who were starting to run off. Cloudnine: Ben! Block off their escape! Bloxx’s body expands, forming around the wall. He travels across the wall, and forms a wall in front of the Incursions. They fire their blasters at him, but Bloxx instantly reforms. Cloudnine turns into a gaseous state, and flies over, enveloping the Incursions. The Incursions hit the ground almost instantly, fast asleep. Bloxx reverts, as does Cloudnine. Ben: That guy is so cool. How come I don’t have him? John: Are we going to have to fight the leader, or is there a chance we can talk to him? Ben: Her. And I might have an idea. End Scene <p class="p2"> On the bridge, Incursions are running the controls. A female Incursion was sitting in the command chair, her eyes glowing purple. Attea/Gaia: We are almost to our destination. Soon, I shall be truly free from this prison! Voice: Hey, hey, Attea! (Attea looks at the doorway, seeing a muscular Incursion, with a black and green suit, green sunglasses and the Omnitrix symbol on his upper chest. Attea is shocked, her eyes reverting to normal.) Attea: Bullfrag? What are you doing here? Bullfrag: Just about to ask you the same thing. I thought you agreed to leave Earth alone. Attea: Yeah, but. (She groans, grabbing her head. Her eyes glow purple again.) Attea/Gaia: Enough of this. Ben Tennyson. Jorgen. (A large, muscular Incursion jumps and lands in front of Bullfrag.) Jorgen: I’m Jorgen Von Strangle, toughest Incursion in the galaxy, personal bodyguard of Empress Attea, scion and teen supreme of the deathless Incursion empire, keeper of the Conquest Ray, all living beings bow before her radiancy, Bullfrag: I thought Milleous had a long title.  Jorgen slams his arms into the ground where Bullfrag was, who hopped out of the way. Bullfrag hops at Jorgen, landing on his arm and kicking him in the head. Jorgen stumbles back, but hops at Bullfrag, who hops and dodges. Attea/Gaia: Surely you won’t leave all the heavy lifting to Ben Tennyson, will you John Spacewalker? (Attea extends her tongue, hitting an invisible Espionage, turning him visible.) Espionage: Ew! That’s just wrong. Attea/Gaia: Annihilate him!  Incursion soldiers open fire at Espionage, who raises his hands, wind spirals occurring, sweeping all the Incursion soldiers into the air, slamming them into the ceiling, and allows them to drop to the ground. Espionage then throws mana shuriken at Attea, who hops over and dodges. She charges Espionage, going to kick him. Espionage blocks it, and makes a hand sign with his other hand, creating a mana vortex, launching Attea away. Jorgen chases after Bullfrag with punches, when Bullfrag reverts. Ben slaps down the Omnitrix, as Goop takes a punch. Goop: Oh, man! I wanted Four Arms! (The Anti-Gravity Projector flies forward, as Goop slams into Jorgen as Jorgen punches at him.) Espionage shifts to Xylofreeze, as Attea punches at him, Xylofreeze blocking it with his arm. Xylofreeze thrusts his palm forward, Attea going flying into her throne. Attea/Gaia: You are too late, John Spacewalker. Soon, this vessel shall free me, and you shall know the true meaning of defeat! (Xylofreeze holds his arm out, as Attea glows with a green aura. Xylofreeze swings his arm down, slamming Attea’s head into her arm rest. She releases a groan, as she falls to the ground, a mana mist coming out of her mouth, disappearing.) Xylofreeze: You talk too much. Goop takes more punches, then he reverts. Ben dodges a fist as he slaps down the Omnitrix. Spidermonkey: I can work with this. Ooh-aah! (Spidermonkey stands in the ready position.) Give me your best shot, Jorgen. Jorgen: Very well. Jorgen charges Spidermonkey, who moves out of the way, Jorgen running into a wall. Spidermonkey fires webs from his tail, pinning Jorgen to the wall. Spidermonkey: Come into my web, said the Spidermonkey to the fly. (Spidermonkey reverts, and joins John, who has taken to the controls.) Ben: What are you doing? John: Taking this thing off Earth, and activating the hyperdrive. We need to make sure they stay gone. Ben: How are we going the rest of the fleet to follow us? (John turns into Sludge Blob, then taking the form of Attea.) Sludge Attea: How about this? Ben: A sludgepuppy? Awesome! (Sludge Attea picks up the microphone.) Sludge Attea: This is Empress Attea, scion and teen supreme of the deathless Incursion empire, keeper of the Conquest Ray, all living beings bow before her radiancy, and, well you get the drift. We are leaving the planet immediately. Leave the planet’s atmosphere and initiate the hyperdrive. I repeat, leave the planet’s atmosphere and initiate the hyperdrive. (Sludge Blob returns to his sludge form, and reverts.) John: I’m setting the hyperdrive to activate in three minutes. (Types on command board.) Can you make it so they can’t stop it? Ben: Leave it to me. (Jorgen appears behind Ben.) Huh? Jorgen: No one defeats Jorgen Von Strangle, toughest Incursion in the (He hit by a burst of wind, knocking him away. John jumps in front of Jorgen, releasing streams of fire at Jorgen.) John: Your title’s too long. Jorgen tries to charge forward, but is kept back by streams and whips of fire. Ben activates the Omnitrix, going through the playlist. He slaps it down. Jury Rigg: BREAK BREAK BREAK BREAK BREAK! (He starts tearing through the control panel.) John forms a fire whip, forcing Jorgen backwards. John then turns into Wildvine, and extends his fingers, wrapping around Jorgen. He then tosses him to the side, vines wrapping around Jorgen as he’s let go. Jorgen hits the ground, trapped in vines. Jorgen: Ugh! Let me go! You cannot defeat Jorgen Von Strangle, toughest Incursion in the (Wildvine throws a seed bomb, which explodes in Jorgen’s face. Jorgen’s head drops, instantly asleep.) Wildvine: Wow. These guys are really vulnerable to sleep gas. Jury Rigg: All done! (Wildvine looks over, seeing the control panel messed up. Jury Rigg reverts, as does Wildvine.) Ben: How much time do we have? John: Just enough. (Attea starts to wake, grabbing her head.) Attea: Ugh. My head. Huh? Ben? John: (Grabbing Ben’s shoulder.) Andata! (John and Ben glow, teleporting away. The flagship takes off into hyper space, and the other ships follow.) John and Ben teleport to the cliff edge from earlier, when Rook driving the Proto-TRUK arrives. Rook: Ben! (He gets out.) What happened? The Incursions broke through our shields. Ben: Don’t worry. We handled it.


Flashback Only Characters



Used by Ben

Used by John


  • Due to the contents of the episode, it takes place after the canon episode The Frogs Of War: Part 2.
  • Ben reveals a new alien, Bullfrag.
  • Jorgen Von Strangle makes his first debut since Primus Again. However, this time it is from another dimension.
  • John mostly uses the aliens that Ben doesn't have access to.
  • The flashback series of how John started his dimension hopping finishes in this episode.
  • John compares himself to Overlord as a failed hero.
John Smith 10 All Related
John Smith 10 | Galactic Battle | Distant Worlds | Phantom Watch | Ancient Times | Spacewalker | Kingdom Hearts | Omniverse
Spin-off Series
Earth-68 | John Smith 10: Final Fantasy | Jane Smith 10 | Ryder 10 | Samurai Tales | Argit 10 (franchise) | John 23: Megaman | Ya-Mi-Oh! | Omnimania | Fan-made Video Games
Major Characters
John Smith (Omni) | Julie Yamamoto | Gwen Tennyson | Kevin Levin | Eirene | Rook | Kairi (Xion) | Elektra
Secondary Characters
Eddy | Kai Green | Yenal | Wes Green | Sunder | Azmuth | Professor Paradox | Ship | Pierce Wheels | Helen Wheels | Manny Armstrong | Tack | Brago | Xylene | Andreas (Earth-68) | Eunice | Ahsoka Tano | Lucy Mann | Charmcaster | Hex | Ultimos | Tini | Synaptak | Sir George
Dr. Animo | Dr. Eggman | Vreedle Brothers (Octagon Vreedle, Rhomboid Vreedle) | Argit | Winston | Prometheus (Earth-68)
Main Enemies
Vilgax | Rob Lucci | Forever Knights | Albedo | Zs'Skayr | Diagon | Eon | Aggregor | Separatists | Zombozo | Darkstar | Phantom | New Chess Pieces | Kronos (Earth-68) | Gaia | Phoenix King | John's constituents (Darkside, Phantom X) | Organization XIII | Black Hawks | Incurseans (Milleous, Attea, Raff (Earth-68), Jorgen Von Strangle, Trumbipulor, Dr. Psychobos, Sang-Froid) | Intellecutary | Lenopans | Puppet Master
Mummy Dusk | Upgrade | Shocksquatch | Big Chill | Ditto | Eatle | Goop | XLR8 | Terraspin | Ripjaws | Diamondhead | Wildvine | Wolf Bane | Grey Matter | Four Arms | Cannonbolt | Buzzshock | Fasttrack | Jetray | Alien X | Chromastone | Brainstorm | Rath | Nanomech | Echo Echo | Wildmutt | Clockwork | Vicktor Stein | Water Hazard | Ghostfreak | Way Big | ChamAlien | NRG | Heatblast | Humungousaur | Articguana | Stinkfly | Spidermonkey | Armodrillo | Upchuck | Swampfire | AmpFibian | Gravattack | Lodestar | Jury Rigg | Spitter | Eye Guy | Kickin Hawk | Feedback | Slapstrike | Pacifista | Goat Foo | Malem | Crashhopper | Sludge Blob | Ball Weevil | Bloxx | Xylofreeze | Quilscade | Desert Storm | Gymosis | Granodite | Grey Meteor | Diagoneir | Cloudnine | Davy Jones | Sonic Boom | Rumble Knuckles | Battle Tails | Light Cream | Royal NiGHTS | Big Shot | Chaos Reign | Espionage | Shadow Lance | Super John | Will-o-Wisp | Blaze Spear | Astrodactyl | Toepick | Bullfrag | Mole-Stache | Pesky Dust | Eon | Darkside | Walkatrout | Portaler | Atomix | Whampire | Gutrot | Rustcharge | Silver Wind | Elaskimo | Inspector Gadget | Guardian Angel | Ssslither | The Worst | Green Skull | Gold Digger | Necromancer
Ultimate Forms
Ultimate Wildmutt | Ultimate Ripjaws | Ultimate Terraspin | Ultimate Rath | Ultimate Shocksquatch | Ultimate Ghostfreak | Ultimate Big Chill | Ultimate Fasttrack | Ultimate Cannonbolt | Ultimate ChamAlien | Ultimate Humungousaur | Ultimate Heatblast | Ultimate Armodrillo | Ultimate Chromastone | Ultimate Swampfire | Ultimate Spidermonkey | Ultimate John | Ultimate Clockwork | Ultimate Echo Echo | Ultimate Way Big | Ultimate Brainstorm | Ultimate NRG | Ultimate Water Hazard | Ultimate Xylofreeze | Ultimate AmpFibian | Ultimate Grey Matter | Ultimate Articguana |Ultimate Diamondhead | Ultimate Gravattack | Ultimate Mummy Dusk | Ultimate Alien X | Ultimate Ditto
Nemetrix Aliens
Crabdozer | Tyrannopede | Buglizard | Mucilator | Slamworm | Omnivoracious | Time Panther | Vicetopus | Terroranchula | Basilisk | Hypnotick | Vulpibat | Slimpilosa | Magnutops | Seismic Constrictor | Panuncian | Xangoose | Root Shark | Leviathan | Iron Emperor | Thunder Log | Chomper Ram | Fell Wygic | Diomedes | TKV | Muck Rock | Skuromank | Pallorfang | Anubi Serket
Crossover Only Aliens
Jack Assassin | Weather Wonder | Plantsplosion | Equinox | Atomix | Darkflame | Overflow
Omnitrix | Ultimatrix | Unitrix | Warmatrix | Neontrix | Nemetrix (Earth-68) | Dueltrix
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