John Smith 10: Spacewalker
Season 3, Episode 7
Air date December 20, 2013
Written by Dioga beta
Directed by Dioga beta
Episode Guide
Malware's Revenge
Gaia (episode)


Humungousaur is standing with an army of stone creatures coming forward, charging Terra. Her hands glow with a yellow aura, throwing stone creatures back and forth, slamming them into each other.

Humungousaur/Gaia: Fight as long as you like, Terra. You shall soon be my vessel again. The power to shatter planets, in a small, human form. (Terra throws a stone creature at Humungousaur, who swats it out of the way.)

Terra: You’ve tried and failed for how long now? All your pawns have been defeated. What makes you think this can stop me?

Humungousaur/Gaia: Forms that resist you.

Humungousaur charges forward, slamming his arms into the ground. Terra jumps, and rides on the floating debris, launching the other debris at Humungousaur. Humungousaur jumps, going to punch Terra. Terra jumps off, the fist destroying the boulder. Terra lands, and she thrusts her hands forward, earth hands coming out and grabbing Humungousaur. Humungousaur breaks out, and swipes his tail, hitting Terra and knocking her back. She’s caught by stone creatures, being held by the arm. Humungousaur then turns into Toepick.

Toepick/Gaia: Now, after destroying your mind, it shall be no problem to possess you.

Laser blasts hit Toepick, as he turns. Rook fires more laser blasts, as Cannonbolt rolls up, destroying a stone creature holding Terra. She squeezes that fist, destroying the other stone creature. Cannonbolt rolls by and picks her up, taking her into his shell. He rolls at Toepick, who swings his fist, knocking Cannonbolt to the side, stopping by Rook. He opens up, letting Terra out, who was stumbling from dizziness. Rook catches her.

Terra: Ugh. I think I’m going to be sick.

Cannonbolt: Sorry about that. (Steps forward.) Well, well, Gaia. You finally have a form uglier than you are.

Toepick/Gaia: Laugh all you want, John Spacewalker. But you haven’t even experienced true fear yet.

Cannonbolt: Bring it on.

Toepick’s helmet hisses, as it starts to open. Cannonbolt shifts to Articguana, firing a freeze ray. It hits Toepick’s head, freezing it. Toepick stumbles, the weight on his head throwing him off balance. Articguana hits Toepick’s body with a freeze ray, completely freezing Toepick. Toepick turns into Heatblast, his fire now purple. He burns his way through the ice, shooting a stream of fire at Articguana. Articguana counters it with his freeze ray, the two at a standstill. Heatblast puts his hands on the ground, channeling heat into them. Fire earth hands come out of the ground, grabbing Articguana. He struggles, but can’t break free.

Articguana: Not cool man. (Articguana see Terra and Rook fighting off stone creatures.) Can’t drag this out.

Articguana turns into Goop, slipping out of the earth hands. Goop flies forward, as Heatblast blasts him with fire. Goop reforms, punching Heatblast’s head, the slime putting the fire out. Heatblast turns into Astrodactyl, and swings an energy whip at the Anti-Gravity Projector. Goop dodges, his body taking the blow. Goop morphs his hand into a revolver, firing several shots of slime rapid fire at Astrodactyl. Astrodactyl extends his wings, taking to the air, blocking with a propulsion wave. Goop continues to fire after him, as Astrodactyl dodge. Astrodactyl charges and fires a mouth energy blast at Goop, splattering his body. The Anti-Gravity Projector pulls him back together, as Astrodactyl fires an energy bullet from his arm, hitting the Anti-Gravity Projector. Goop goes down, inert. Goop glows, and disappears.

Astrodactyl/Gaia: (Landing) Now, where’d you go? (A bioelectric blast hits Astrodactyl in the face, squinting.)

Astrodactyl: Ow! That hurt! Rawk! (He shakes his head, eyes glowing purple again.)

Nanomech flies around Astrodactyl’s head, firing more bioelectric blasts. Astrodactyl tries to hit him with an energy whip, but Nanomech dodges. Astrodactyl then turns into Chromastone, absorbing a bioelectric blast. He fires an ultraviolet ray, which Nanomech dodges.

Nanomech: Nothing I can do against him in this form. Have to become visible.

Nanomech turns into Rumble Knuckles, charging forward. He dodges ultraviolet rays, and punches Chromastone, sending him skidding back across the ground. His chest is cracked, and Chromastone looks at the crack. Rumble Knuckles charges forward, punching Chromastone again. The fist connects, a pile of debris falling in the spot.

Rumble Knuckles: And that’s how we do it. Stone fists. (The debris reforms into Bloxx, as he stretches his arms, grabbing Rumble Knuckles.) Huh?

Bloxx lifts Rumble Knuckles, slamming him headfirst into the ground. Rumble Knuckles groans, grabbing his head, as Bloxx broken arm reforms, stretching again. Rumble Knuckles digs into the ground, dodging. He breaks out of the ground, shattering Bloxx, who reforms instantly. He stretches after Rumble Knuckles, who glides to dodge. Bloxx curls up and rolls after him, getting in front and forming a wall. Rumble Knuckles collides with the wall, shattering it and causing him to fall. Bloxx gets above him, slamming his fist into him. 

Rumble Knuckles hits the ground, shifting to Mummy Dusk. Bloxx stretches his fist, and Mummy Dusk dodges, punching the arm, shattering it. Mummy Dusk extends his bandages, wrapping around the block debris, throwing them back at Bloxx. Bloxx expands his body, forming a dome around Mummy Dusk. Stone creatures come out of the ground, as Mummy Dusk grabs them. He spins, slamming them into Bloxx and sending them flying.

Bloxx turns into Terraspin, jumping and spinning. Mummy Dusk grabs the ground, trying not to be sucked in. A loose bandage gets caught, and he is ripped from the ground, and sucked into Terraspin’s body, being torn apart.

Terraspin/Gaia: Even you can’t handle my power. Agh! (Terraspin is electrocuted, as Buzzshock comes out of the ports on Terraspin’s stomach.)

Buzzshock: Hahahahahaha! Nice try. Play again! (He fires a stream of electricity, knocking Terraspin out of the air, paralyzed.)

Terraspin gets up, shifting to Feedback. Feedback gets up, sucking energy from Buzzshock. Buzzshock falls to the ground, reverting.

John: (Panting) Energy loss. Dangerous. (Feedback fires an electric blast, and John extends two fingers forward, absorbing the lightning. He motions his fingers down his body, and spins, firing the lightning back, Feedback absorbing it. John falls over, gasping in pain.) Another thing on the “Don’t do again list.”

Feedback fires electric blasts, and John turns into Stinkfly, shooting a jelly slime, which takes the attack. Stinkfly takes to the air, shooting slime at Feedback. Feedback dodges, firing more electric blasts. Stinkfly dodges, and encases Feedback in slime. Feedback then screams in pain, his body burning.

Feedback: Ow! Acid! Ow, ow ow! That hurts!

Feedback turns into Echo Echo, multiplying and firing sonic screams at Stinkfly. Stinkfly lands, holding his ears. He then turns into Echo Echo, multiplying and firing sonic screams at Ben Echo Echo. Both sides stare each other down.

Terra throws a stone creature, seeing the Echo Echos staring each other down.

Terra: Why aren’t they do anything?

Rook: (Flipping over a stone creature.) They are both immune to sound based attacks. They are probably waiting for the other to move first. 

Ben Echo Echo/Gaia: What’s wrong? Not afraid to attack, our we?

The Echo Echo clones merge together, as John Echo Echo shifts to Sonic Boom, dashing at Echo Echo and curling up. Echo Echo turns into Big Chill, and turns intangible. Sonic Boom rolls through Big Chill, freezing over.

Big Chill/Gaia: Attacking too hastily is not a good trait. (Big Chill flies over to Rook and Terra, using his freeze breath on them, freezing all but their heads.) Now, where was I?

Terra: Getting your butt kicked!

Big Chill/Gaia: Doubt it.

Heatblast then breaks out of the ground, uppercutting Big Chill, knocking him into the air. Heatblast releases his flames, melting Rook and Terra.

Heatblast: What’s wrong, Gaia? Not interested in fighting me anymore?

Big Chill/Gaia: You are getting tiring. You use the same aliens over and over again.

Heatblast: And yet, I’m not using them now.

Big Chill turns into NRG, firing a radiation beam at Heatblast. Heatblast throws a fireball,  colliding with the radiation beam. Heatblast turns into Lodestar, and releases his magnetic pulse waves, stopping NRG in his tracks. 

Lodestar: Don’t find me very attractive now, do you?

NRG/Gaia: Urgh! Free me! (Stone creatures come out of the ground, grabbing on the top of the suit, opening it. NRG’s true form comes out of the suit, flying up into the air.)

Lodestar: Of course. (NRG fires a radiation blast, hitting Lodestar head on. When it fades, Clockwork is standing outside the impact area.)

Clockwork: Let’s see how long it takes to cut through your half life. 

NRG fires nuclear balls, as Clockwork fires time rays, breaking their centers and dispersing them. NRG flies down, as Clockwork places his hand on the ground, waiting. NRG flies down lower, and Clockwork extends his time ray across the ground, a time shadow catching NRG. He spins his protrusion and fires a time ray, hitting NRG. The surroundings turn green, and NRG goes in reverse, flying up into the sky, then back down into his armor. He is sealed up, and time reverts to normal. 

Clockwork: Simple fix.

NRG turns into Diamondhead, shooting crystal shards at Clockwork. Clockwork is knocked back as he shifts to Wildvine. Wildvine stretches his hands, wrapping around Diamondhead, who cuts his way out. Diamondhead shoots crystal shards at Wildvine, exploding on contact. Wildvine barely gets out, and Diamondhead slices Wildvine’s head off. Wildvine regenerates, as giant crystal pillars come out of the ground, crashing into Wildvine. John flies out of it, moaning. Diamondhead stands over him, blade to his throat.

Diamondhead/Gaia: Nowhere to go now. Any last words. (John’s body morphs, and Gwen appears in his spot. Diamondhead looks confused, pulling back.)

Diamondhead: Gwen? What?

Gwen: What are you doing, doofus?! Letting this monster control you?

Diamondhead: Well, at least I’m not a dweeb. Agh!

Diamondhead/Gaia: No! I have the power! I can destroy you all!

Gwen: Come on Ben, fight it. The greatest hero in the universe would never give up this easily. You can’t give in. So fight it!

Diamondhead: Agh! (Grabs his head) Get out of me! (Diamondhead hits the Omnitrix, reverting. Ben screams, as mana mist comes out of his mouth. Gwen then turns into Sludge Blob, reverting.)

John: Got you. (John thrusts his palm forward, a burst of wind blowing the mist away. Ben collapses, as the stone creatures retreat into the ground. Rook and Terra rush over.)

Ben: Ugh. What happened?

Rook: Gaia wormed into your head and took control of your body.

Ben: Oh, man! So disgusting!

Terra: You’re telling me. I’ve been keeping her out of me for a while now.

Rook: What now?

John: We get out, and close this thing. If this is where she’s originating from, we can stop her completely.



  • Gaia (possessing Ben)
  • Stone Creatures


By Ben

By John


  • This episode has 25 different aliens used, the most used in a single episode in Spacewalker.
  • Ben had access to the Master Control while possessed by Gaia.
  • Terra returns.
  • Rumble Knuckles uses a quote of Knuckles from Sonic Battle, "Stone fists."
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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