Are you a Back in Action: Alien Universe Fan?
You're reading The Sea's the Limit right now, one of the many chapters of Back in Action: Alien Universe, and if you're a fan of the show, you should show the love by dropping a follow on Twitter @BackinActionAU.

The Sea's the Limit is the fifth episode of the first season of Back in Action: Alien Universe.


After an odd fight with Zombozo, Ben, Gwen, Kevin, and Julie are introduced to an underwater society of civilized, talking sea creatures.

Major Events

Omnitrix Alien Debuts

  • Atomhammer (used by Future Ben) (possibly Omnitrix)
  • Ultimate Wildmutt
  • Cannonbolt
  • Ultimate Cannonbolt
  • Buzzshock
  • Ultimate Spidermonkey


Part I

[Ultimate Wildmutt is running on the side of some buildings at night in Downtown Bellwood, chasing after Zombozo. Trailing behind, Gwen is running on her mana stairs she keeps on a single level after Ben. To her side, Kevin is armored up in stone driving his car. Julie is down on all fours, attached to the roof of Kevin's speeding car with suction cups she created with her shoes and hands.]

Kevin (out the passenger window, to Gwen): Gwen, you sure you don't want to come in here where all the work is coming out of my driving?
Gwen (panting): There's less exercise in that.
Kevin: You've been running for like 3 miles, Gwen! We're not going to be able to catch up with Ben at this rate.
Gwen: Yes, we will. I just need you to push me by moving a little faster.
Kevin: That's not going to work, Gwen. You're going as fast as you can. Just stop for a second and get in!
Ultimate Wildmutt (from about two blocks away, closing in on Zombozo, to Gwen and Kevin): Will you two pipe down? Gwen, just get in so I could get some help over here!
Julie: Gwen, I have to side with Kevin on this one.
Gwen: Oh, you just want to test out your new powers.
Julie: Well, yeah, but...come on, we'll never get to fight Zombozo!
Gwen: Guh! Kevin, pull over.

Focusing on the primary chase between Ultimate Wildmutt and Zombozo, Zombozo is on Ben's hoverboard, which has been customized with 4 rear rocket boosters, all active. In hand, Zombozo has a black sphere featuring 4 Omnitrix symbols on it.

Zombozo (laughing maniacally): I wouldn't hurt a clown if I were you. Haven't you heard the one about the guy with glasses? Well, I don't wear glasses, but my prescription recommends I--
Ultimate Wildmutt: Be quiet and get off my hoverboard! Begins to run faster on the side of the buildings until he's finally right next to Zombozo. He jumps off the building and onto Zombozo, tackling him off the hoverboard and onto his back on the road with Ultimate Wildmutt lying on top of him, holding his arms to the ground as the spherical Omnitrix device rolls away. The hoverboard continues to soar until it reaches the ocean and curves downward into it. Ultimate Wildmutt caught the whole thing. Look what you did to my hoverboard!
Zombozo: I didn't do anything, Mr. Tennyson. I was just riding the stolen means of transportation when you inadvertently tackled me. You should really think about the consequences of your actions as you let me go.
Ultimate Wildmutt: Hmm, let me think about that...

Ultimate Wildmutt's face gets extremely close to Zombozo's pinned-down one, and he begins to snarl at Zombozo. As Ben's hand is raised far into the air to wind up for his attack on Zombozo, Kevin's car drifts to a stop in the background. Gwen is quick to open the passenger door and leap out of the car, sending a gripping mana blast towards Ultimate Wildmutt that encompasses him completely. Julie removes her suction cups and jumps over to Gwen's side.

Ultimate Wildmutt (snarling, growling): Gwen, what are you doing? I have him!
Gwen: Ben, listen to yourself!
Ultimate Wildmutt: I am listening to myself. And I think I'm going too easy on him! Time to make him my food...
Julie runs over to Ultimate Wildmutt, Gwen's grip being removed from him, and roundhouse-kicks him in the face, knocking him over on his back.
Julie: Ben, you're going to stop this.
Ultimate Wildmutt: Who's going to make me?
Julie: I am! Pounds the Omnitrix symbol, reverting Ultimate Wildmutt to standard Wildmutt; then pounds it again, reverting Wildmutt to human.
Ben (wearing his new outfit featuring an Omnitrix similar to the second Ben 10,000's shirt, but with a green hourglass portion; and baggy pants the color of 10-year old Ben's pants; lying on his back, with Julie doubled over him ready to help him up): I'm sorry, Julie. It won't happen again. Is helped up by Julie.
Julie: Good.
Ben: Psyche! Ben backs up and transforms into Streak.
Streak: You really ought to check for people crossing their fingers on an agreement. Phases through the floor of the dock they were standing on, and comes up through Zombozo. Alright, Zombozo, got any final words?
Zombozo: Oh, well, nothing but "Doom Clown."
Kevin (rushing out of the car): Hit the deck!

The spherical device Zombozo was holding, which now lay right next to Julie, and all of its Omnitrix symbols turned red.

Streak: Julie! Transforms.
Cannonbolt: Cannonbolt! Smacks the Omnitrix once more, releasing the four diagonal prongs on the chest-placed symbol.
Ultimate Cannonbolt: Ultimate Cannonbolt! Rolls into a ball, and as Julie stands motionless at the sight of the bomb ready to detonate, Ultimate Cannonbolt comes rolling in to cover up the bomb. Rolled up around the spherical bomb, Ultimate Cannonbolt uttered one thing to Julie. Run.

Ultimate Cannonbolt bounces a bit on the dock as the bomb explodes, releasing a circular wave that spans to a great area around him before beginning to fade into nonexistence, after which, Ultimate Cannonbolt unrolls. The area around the Omnitrix is black from the result of the Omnitrix.

Omnitrix: Chronosapien Age Randomization Algorithm Detected. Threat Averted. Cycling to recharge mode. The Omnitrix flashes red and begins playing its time-out loop. It finally reverts Ben straight back to human.
Zombozo: Well, I'd love to stick around for the emotions to be shared in a few moments, but I really must catch that board of yours. But just in case the doctor can't give you one due to your age, (throws a lollipop at Ben) here's a prize for joining us today. A large white rift opens far along down the street. A speeding creature comes rushing out of it.
Zombozo: No, no, no. Not him! Anything but him! Runs for the edge of the docks and jumps in.

The speeding creature continues to run after Zombozo, eventually reaching the end of the dock and immediately sinking itself into the deep waters.

Kevin: What was that?
Everyone's heads, including that of Ben who lay nearly paralyzed by the impact of Zombozo's bomb, flip to face Kevin.
Kevin: What? Something opens up and I don't even get to see what comes out and I'm supposed to know what it is.
Gwen: Well, kinda. Haven't you seen a white portal open up before and throw an alien out of it?
Kevin: How do you even know it was an alien?
Gwen: I managed to get a sample of it when it was right in front of me, and it definitely wasn't human.
Kevin: Does it look like anything we've seen before?
Gwen: I recognize it from somewhere.
Ben (walking with a limp, one leg up, one arm around Julie's shoulders and his other on his stomach as Julie helped him walk around): Then--ouch--it's definitely someone we know. I say--oowww--we go after him in the water. A little bit of--eeeeow!--Ripjaws should be enough to catch him.
Julie: Ben, I don't think you're okay to go after Zombozo and whoever that other alien was.
Ben: I'm--urgh--fine. I just need an alien that'll (struggles to get the next word out) heal faster than me, or has more than my number of arms.
Julie: But Four Arms and Spidermonkey aren't the greatest swimmers.
Ben: No, but--eek--I've got an alien who can make as many arms as he wants.
Julie: Goop?
Ben: After the incident last week with that purple Goop? No way. I keep thinking about if you...if you had...well...
Julie: I get it. But then who?
Ben: Let me show you. Glows green and Julie walks away from the supposed fast healer alien.
Benmummy: Benmummy!


Part II

[We open back at the docks, where Gwen, Kevin, and Julie are watching Benmummy. His paper-like arms continue to droop over to the floor when he feels weak, but he is quick to heal.]

Julie: Shouldn't we go after Zombozo, Ben? He has your hoverboard.
Benmummy: I can't go like this. His legs deform, then immediately reform. I'm falling apart.
Julie: Use Goop, Ben. You didn't use Goop, and I wasn't hurt.
Benmummy: But you could've been.
Julie: Ben. C'mon.
Benmummy: I'm not going to risk anything. His stomach opens up and the paper from the stomach droops over on the floor. Benmummy inhales greatly and he heals the stomach as well. Alright. I think I'm safe. Let's do this.
Kevin: Tennyson, you sure a Thep Khufan's the best way to go in the ocean?
Benmummy: Nope. I was hoping you'd turn your car into a sub so we can all go down there.
Kevin: Why does it have to be me? You've got Ripjaws.
Benmummy: But we've also got your car, which is right behind you.
Kevin: Ugh. Let's go. Runs around to the driver's seat of his car, and features of the car transform for underwater-ready conditions. Get in. Benmummy and Julie get into the backseat of the car through the passenger door, and Gwen's the last inside on the front passenger seat.

The back of the car slides left and right, the wheels rotate allowing the car to hover, and Kevin's car's turbo is boosted down the docks and straight down into the water at a 90-degree angle.

[A thousand miles underwater, and dropping, inside Kevin's car, a screen begins to flash blue and green.]

Benmummy: What's that, Kevin?
Kevin: No idea. Taps the screen, and live video of a crowd of aliens and sea animals swimming towards various food stands can be seen.
Benmummy: What are we looking at?
Kevin: And I repeat: No idea.
Benmummy: I'm going to need a swimmer, then. Smacks the Omnitrix symbol and is reverted to human.
Ben: I wanted a swimmer, Omnitrix, not for you to turn me back.
Gwen: Ben, aren't you going to need your Plumber's suit down here?
Ben: Yeah, but what about you, Julie, and Kevin?
Kevin: If I absorb something down here, I should be safe.
Julie: And that helmet you made for me is perfect for being this far underwater.
Gwen: I can make an air bubble around myself.
Ben: Well, the air bubble'll be like an umbrella; you can share with your cousin right?
Gwen: I could...But you've got your aliens to survive down here. It takes a lot out of me to make one.
Ben (muttering, to himself, arms crossed and facing the window): Chelsey would be able to make an air bubble around all of us.
Gwen: What was that, Ben?
Ben (arms no longer crossed): Nothing. Let's just prepare for anythi--
Kevin's car's screen (Deep voice over Intercom): You are entering restricted sea space. Turn back or be destroyed.
Ben: Are we going in?
Kevin: Would I ever thinking of listening to what someone told me to do? Shifts up, and Kevin's car is thrown as if at light-speed towards the restricted sea space.
Kevin's car's screen (Deep voice over Intercom): Restricted sea space penetrated. Engaging lethal force.
Kevin: Hang on, guys. Shifts up once more, boosting forward a bit more.

An onslaught of lasers of all different colors are fired at Kevin's car. Kevin is quick to swerve around all of the blasts, and continues to drive forward.

Kevin (turned around, facing Ben): I'm the best at what I do, no need to compliment.
Ben: I wasn't going to.
Gwen: Kevin!
Kevin (facing Gwen): What?!
Gwen: Look in front of you.
Kevin looks ahead and sees three large rockets coming after the car.
Kevin's car's screen: 4 life forms detected on your vessel. Teleport in progress.

Everyone in the car glows blue and tiny blue particles are left as remains of each of them.

[We are inside a large underwater glass dome. Ben, Gwen, Kevin, and Julie appear in the dome, looking outside the dome. Kevin sticks his hands onto the glass as he watches the missiles fly toward his car.]

Kevin: My car!
Gwen (coming over to pat Kevin on the back): You can get a new one.
Ben: Yeah, you can get the same car which you manage to fix every time the old one's destroyed.
Kevin: Do you know how expensive it is to do that so often?
Ben: What do you mean? It's been weeks since your car last exploded or got damaged.
Kevin: What about when you got back from Galvan Prime? You used Upgrade to drive my car and ended up crashing it down the street!
Ben: Well, that wasn't completely my fault. The road was slippery.
Kevin: You're a horrible driver, Ben.
Ben: You may be right, but--Smacks the Omnitrix.
Buzzshock: I'll help you out using Buzzshock to spark some life back into your car.
Kevin: The pieces of my car and floating out in the ocean over there right now, Tennyson.
Buzzshock: Then I can use an alien to--
Voices from behind everyone: Hands in the air, face this away.

Buzzshock, Kevin, Gwen, and Julie, all original looking out the dome at the shattered remains of Kevin's car being scattered across the ocean, slowly turn around with their hands in the air. Buzzshock is now floating at level with Kevin's head. They all turn to see three Piscciss Volann Plumbers, with golden staffs in hand.

Piscciss Volann Plumber #1: We did not detect any form of Nosedeenian life on your vessel. Explain his presence or be vaporized where you stand.
Buzzshock: You guys don't know who I am?
Piscciss Volann Plumber #1: I can't say I know. Facing the other 2 plumbers. Team?
Piscciss Volann Plumber #2: Don't recognize 'im.
Piscciss Volann Plumber #3: Hmm...the emblem on his chest. Is that a Plumber's badge?
Buzzshock: A badge? This is even better. The Omnitrix begins to glow.
Piscciss Volann Plumber #1: Get down, it's a weapon! Crouching down, each of the three Plumbers begins firing at Ben's team.
Kevin: Don't know what's taking that transformation of Ben's so long, but--

The Omnitrix ceases to glow, and Ben becomes Swampfire.

Swampfire: I was hoping for Water Hazard, but eh. To Kevin, Something about the connection down here made that take way too long, but--Enflames his hand.

Gwen creates a mana bubble around herself, Julie creates two shoulder-mounted rockets, and Kevin absorbs the floor.

Piscciss Volann Plumber #1: You have the right to remain silent!
Swampfire: And *you* have the right to stop firing at us! We're the good guys. One laser phases Swampfire's stomach.
Piscciss Volann Plumber #2 (speaking into his chest badge): Direct hit, Magister.
Swampfire: Think again. Swampfire's stomach cures itself. Maybe I should've used Swampfire for healing.
Gwen: Remember when "Overlord" sprained your arm, Ben?
Swampfire: Oh, yeah. That's why I didn't use this one.
Julie: Guys, let's fight! Runs toward the Piscciss Volanns, dodging every shot. When she gets close enough, she fires her rockets at them, leaving smoke and dust in their place.
Swampfire: Julie, no! You're hurting them!
Gwen: Wait, look!

The Piscciss Volanns appear in floating green bubbles, unconscious.

Julie: I'd never hurt someone, Ben. You know me.
Swampfire: I know, I know. Sorry.
Kevin: Alright, stop with the mooshy stuff. We have to scope this place out.
Swampfire: You're right. I'm going to use Buzzshock to get around this place. Hopefully with Plumbers here they have some cameras I can wire myself into.
Julie: I'll try and get around through the wiring, too, if I can't do this right. Jumps onto a wire on the wall, and as if she's Goop, she melts into slime. See you soon, Ben. Follows the wire through the floor.
Swampfire: Alright. Smacks the Omnitrix, reverting to Buzzshock. He follows the same wire, except floating around his green sparks of electricity.
Kevin: And no one cares what we do.
Gwen: They just had a plan first.
Kevin: I guess we'll just bash through the floors as far as we can. Grows his hand as large as possible and pounds through it. He jumps and can be heard bashing through lower floors.
Gwen: I guess I have to do this. Puts a mana platform in the hole, and places one lower than that, falling lower and lower as if she was on an elevator.


Part III

[We open in the lowest floor of the ocean dome. Buzzshock sparks in through some wires and finds a town populated by water-based aliens and Earth animals alike. Dolphins and sharks with floatation devices or jet packs man food stands as well as guard a tall building that looks to be extending outside of the dome to somewhere in the middle of the ocean. Octopi alongside various other Earth and alien water-based species man stands as well as aid dolphins and sharks. Buzzshock drops down to the concrete ground below, which turns out to be made of a material allowing only certain species to stand on it, leaving Buzzshock forced to hover slightly over it. He starts to fly around observing the town until he accidentally bumps into a shark. This shark has one red robotic eye and artificial arms and hands generated by machines on his shoulders. These hands, though, appearing holographic, are just as powerful as Vaxasaurian fists. The shark lowers his head to Buzzshock's face level.]

Shark: What are you doing here?
Buzzshock: I-I-I-
Shark: You-you-you, what? You run out of cargo already? Just go behind the Krill Haul 'Ems down the road and get the supplies. The truck should be back there, too. And nice Plumber's badge mock-up you got there, but you better keep that away from the dolphins guarding the tower. You know how they are.
Buzzshock: Uh...
Shark: Well, what are you waiting for; an invitation to the Red Sea Awards? Scram, or neither of us will have enough krill to bring food to the table tonight.
Buzzshock: Uh, yes, sir! Flies back and finds a wooden stand with a sign on it reading Raul's Krill Haul 'Ems, with a head-shot of the Shark, winking. Raul has a business with hauling. It's a name-to-job match made in heaven. Flies around back to find some boxes with stickers showing pictures of krill in various colors, as well as some that come in more than one color. Multi-colored krill? Should I even be here, doing this?
Voice from behind Buzzshock: Seeing as it's not your job, probably not. Buzzshock flips around to find three hovering dolphins, donning fish bowl-esque helmets with two water pumps entering through openings on the lower front of each helmet from the jet pack-water tank hybrids on their backs. Each holds a weapon resembling the Ulam K83, the speaking dolphin holding an assault rifle with the red "ULAM" tag on the left.
Buzzshock: You guys are...uh...floating dolphins?
Dolphin Officer #1: Yes, and you've already encountered our kind.
Dolphin Officer #2: Nosedeenian, we suspect that you are in possession of a device capable of transforming the user into other alien species. We also suspect you, alongside a humanoid Galvanic Mechamorph, Human-Anodite, and a Human-Osmoian, are responsible for the injury of three Murmadaan officers.
Buzzshock: Well....wait, what's a Murmadaan?
Dolphin Officer #3 (whispering to #2): He's definitely not from around here.
Dolphin Officer #1: These are the Murmadaans you injured on the Dome's 19th level. Pulls out a circular device much like a Plumber's badge, but in place of the Omnitrix/Peace Symbol face is a white silhouetted dolphin on a light blue backdrop. A hologram bounces off the badge face, showing off video of Julie using her powers to neutralize the Piscciss Volann Plumbers by suspending them in bubbles.
Dolphin Officer #2: Alongside that Mechamorph is you, "Buzzshock."
Buzzshock: You guys, aren't you Plumbers? Don't you know who I am?
Dolphin Officer #3: You're a Plumber?!
Dolphin Officer #2: What Barkk here means is...we're Plumbers, too. Are you?
Buzzshock: Well, of course. Recognize this? Smacks the Omnitrix symbol, reverting to human.
Dolphin Officer #3 (whispering to #1): He truly is a Plumber. He looks to be an air-breather, too.
Ben: Would you guys please stop whispering? As long as I'm not Spidermonkey and can't hear you, I'm pretty sure it's rude to whisper.
Dolphin Officer #3: mind if we call you Shapeshifter?
Ben: I...guess not? I mean I have a--
Dolphin Officer #3: Alright, Shapeshifter, come with us to our leader. He will help you with whatever needs you feel must be met.
Ben: Perfect. I almost thought this would be difficult.

As the Dolphin Officers lead Ben to the tower down the road, other dolphins, sharks, Volanns ("Murmadaans") and various sea creatures in water-pump suits look on. Some occasionally whisper "It's an air-breather", "An air-breather! No way!" or things along those lines.

Ben (to #1): So down here you guys Piscciss Volanns "Murmadaans"? Why not their real name?
Dolphin Officer #1 (escorting Ben): Uhh...preference? Murmadaans were their original names when they were born here.
Ben (to #1): Wow. Didn't know that. That's not in the history books at the Plumbers' Academy.
Barkk/Dolphin Officer #2:'re right, it truly should be.

The Dolphin Officers approach the door to the tower. The three dolphins guarding the tower wear black sweaters encompassing everything below their heads. They have belts with various weapons and tools, as well as a red dolphin on their chests. They also hold special ULAM weapons.

Dolphin Guard #1 (arm extended, fin up, in Dolphin Officer #1's face): Hault. What is *he* (points to Ben, with gun hand lowered) doing here?
Barkk/Dolphin Officer #2: He'd like to see Him.
Dolphin Guard #1: Do you have two forms of proper identification that will grant you access to His domain?
Dolphin Officer #1: Right here, sir. Hands the Guard two tubes, one green, one red, which appear somewhat out of nowhere. The Guard examines it closely. As he examines each tube, they bubble, and faint screams can be heard.
Ben: What are those?
Dolphin Guard #1: You ought to know, Shapeshifter. Hands the tubes back to #1. You three are clear. I'm going to assume the other two aren't disguised fugitives, but just to be on the safe side, the remainder of the escort will be done by myself and Barkk. You two take my shift. I'm sure He will not be displeased with this action. C'mon, Barkk. The Guard puts in a pin at least 10 digits long on the keypad hidden behind him. An elevator door opens behind the second Guard. Guard #2 makes way, and Barkk, the first Guard, and Ben enter.
Ben (in the elevator): So, what's your game, and do you think I should need a water suit up there?
Dolphin Guard #1: I don't give out personal information. And we don't hand out water suits.
Ben: It's alright. I've got my own. Just checking if I need one. The Omnitrix tower pops up, and Ben immediately smacks down on it. The green glow causes the scared Guard and Barkk to swim away into the corners.
Water Hazard: Water Hazard! What's up with you guys? You act like you've never seen me transform before.
Barkk (re-composing himself, halting his panting, and getting closer to Ben again): Uh, yeah, no, I've seen the great Water Hertz transform all the time.
Water Hazard: It's Water Hazard. Are you sure you've seen me? I mean...hmm, then again, now that I think about it--
Dolphin Guard #1: We're here. Shapeshifter, stay quiet until you're introduced and He allows you to speak. The elevator beeps. The number up above seems to be in a language like no other, but judging by the scale of numbers from left to right, it's the 30th floor in the building.
Water Hazard: Fast elevator, where'd you guys--

The elevator door slides open. The Guard puts energy cuffs on Water Hazard, and alongside Barkk, escorts him to the dark figure at the end of the room sitting a rather large seat. As Water Hazard struggles in trying to remove the cuffs, a hand in the darkness can be seen raised, signalling the Guard, Barkk, and Water Hazard to stop in place. With the figure's index finger, it points downwards. Barkk and Guard #1 kneel, and Water Hazard follows. A guard of the highest rank exits from the shadows. He holds a golden staff covered in both black standard alien writing and blue alien writing similar to that of the kind in the elevator. The top of the staff appears to be the face of an Arachnichimp. The guard looks to be of a more humanoid species, but you cannot tell due to the all-black garbs (with another red shark on the chest), golden Arachnichimp helmet, and red cape.

High-Ranking Humanoid Guard: The master welcomes the Shapeshifter and questions your presence. An explanation is necessary, or your demise will be swift and...promptly. As a collective, we call upon Guard to speak.
Water Hazard (to Guard #1): Your Guard? If I hadn't said it already--
High-Ranking Humanoid Guard: Silence! Guard shall speak.
Guard: This air-breather here is a suspect in the case of impersonating a merchant and hospitalizing three Murmadaans, as well as possession of a device granting shapeshifting abilities to its user, represented by the air-breather emblem on his chest.
The elevator is seen dropping behind Guard.
High-Ranking Humanoid Guard: Why has the elevator been called back?
Guard: Likely to keep suspicion away from the rest of the population. If people pass by seeing the elevator missing, someone'll assume we have somebody inside, and you know how people are.
High-Ranking Humanoid Guard: Of course...

The High-Ranking Humanoid Guard backs up into the shadows. Whispers can be heard among three in the shadows. Another guard appears from the same location, this one wearing a helmet with a Piscciss Volann face and holding a staff with a Piscciss Volann face.

High-Ranking Humanoid Guard w/ Piscciss Volann pieces: He would like to see proof of these accusations beyond the forsaken emblem.
Guard: Of course. Pulls out the badge that projected the evidence to Buzzshock before.
High-Ranking Humanoid Guard w/ Piscciss Volann pieces: You are permitted to bring it up.
Guard gets up, but the High-Ranking Guard stops him immediately.
High-Ranking Humanoid Guard w/ Piscciss Volann pieces: Not you. The one you call Barkk.
Guard: Of course. Hands Barkk the badge, and returns to kneeling position on Water Hazard's left.

As Barkk approaches the high-ranking guard, the floor begins to shake. The elevator returns.

High-Ranking Guard w/ Piscciss Volann pieces: What is the meaning of this?
Guard: I...I honestly have no--

The door of the elevator is broken from the center, being bashed off, sliding up towards the center of the room, stopping immediately in front of Water Hazard, who turns around to see the contents of the elevator. Gwen, ready for battle as indicated by her pink eyes and glowing hands; Kevin, appearing to have absorbed the fine material of the floor outside; and Julie, prepped simply with her battle pose, stand inside staring into the room.

Kevin: This thing went from the 30th floor to the first and back in under 2 minutes. Where'd you guys get that kind of Takion tech?
High-Ranking Guard w/ Piscciss Volann pieces: The same place you'll be buried after this.
Kevin: Is that a threat?
High-Ranking Guard w/ Piscciss Volann pieces: Think about it, tough guy.
Julie: Ben, we're coming!
High-Ranking Guard w/ Arachnichimp pieces (exiting the shadows): Best you not reveal your plans out loud, miss.
Water Hazard: He's right, you know.
Kevin: Let's just get this over with.
High-Ranking Guard w/ Arachnichimp pieces: Alright, but pardon us if we don't battle ourselves. The walls on the left and right sides of the room slide downward, revealing armies of robots resembling the true high-ranking guards. Each one has a unique set of pieces, one with a Pyronite helmet and Pyronite staff; another with an Anodite helmet and Anodite staff; even ones with very large Galvan helmets and Galvan staves. Activation code 908014. Section 0A.
Robots (all in unison, in one voice sounding similar to that of the Arachnichimp-pieced guard's very dark and sinister one): Mission ready.
One Group of 40 Robots: Seeking Human-Osmosian.
Another Group of 40 Robots: Seeking Human-Mechamorph.
Barkk (muttering, to himself): It's a human hybrid?
Last Group of at least 50 Robots: Seeking Human-Anodite.
Gwen: Why doesn't Kevin get the group of 100 robots?
Kevin: You act like taking on more than like 20 at a time would be easy for you anyway.
Gwen: I can handle myself quite well with anything that's thrown at me, thank you very much.
Kevin: Then you can take one hundred of those things. I'll help you when I finish first.
Gwen: Finish first, I don't think so.

The robots begin to march towards Gwen, Kevin, Julie. Gwen can be seen blasting her way through many of them, Kevin using a large mace, and Julie using a rocket launcher that takes the place of her right arm.


Part IV

[Water Hazard is on his knees. He watches as Julie, the last conscious member of the team capable of saving him, takes on the last 20 robots. After blasting through two bots, her nervousness causes her launcher to jam. She manages to manually shut off two more bots with her Mechamorph touch, but a single robot with Galvanic Mechamorph pieces neutralizes her with a tazer on its highest possible setting.]

Water Hazard (forced to watch Julie fall to the floor as her clothes return to normal): No! Glows green, transforming into Buzzshock. The energy cuffs shrink to fit his hands, but when he pulses his energy, the cuffs fade away.
High-Ranking Guard w/ Piscciss Volann pieces: Army, shut down sequence 14, only section 7F. Sonorosian reproduction cycle, engage on shut down devices.

8 of the remaining 16 bots back up into the wall they entered the room from. As the wall shuts, more robots can be seen being created. The new ones can be seen with blank golden helmets, and purely golden balls atop their staves. The remaining 8 that haven't retreated into the walls march towards Buzzshock.

Buzzshock: You know this is going to be a walk-in-the-park, guys! Reverts to Water Hazard.
Water Hazard: Let's wash these underwater robots back into the ocean. Flips over the bots, and from the elevator, he blasts them out of the large window behind the shadows containing the "leader." The robots can be seen getting electrocuted but the water doesn't fall into the room.
Water Hazard: How are you...?
Leader's Voice in the shadows: What is the meaning of this!

Everyone throws their attention towards the Piscciss Volann-pieced guard, who is facing where the window was with his left arm raised towards it. His hand glows magenta.

Leader's Voice: Murmadan, what is the meaning of this?
Murmadan/Piscciss Volann-pieced guard: I'm sorry, Overlord Zyzz.
Barkk: Murmadan? The legendary man whose name was the origin for the species?
Murmadan: In the flesh, Barkk.
Leader's Voice/Overlord Zyzz: Your standing with me is waning, close to withdrawn, Murmadan. Explain yourself with your dying breath.
Water Hazard: What's the issue with him? He just saved you from becoming electrocuted along with anything else out in those waters.
Arachnichimp-pieced guard: It's not just that Dan saved Zyzz's life; it's that he used magic to do so.
Water Hazard: So what's the problem with using *magic* to save your Overlord "Sizz"?
Overlord Zyzz: It's Zyzz, lower specimen. But of course the Shapeshifter who wields Azmuth's greatest invention the Omnitrix is not aware of what his kind did to me. Water Hazard: And what did they do?
Overlord Zyzz: They locked me in this containment suit that prevents me from leaving the depths of the ocean. I haven't seen my home, my family, in 1000 years. And Murmadan's magical ancestors are responsible for this.
Murmadan (reshaping the glass window): My ancestors weren't involved. They are respectable and honorable people. My father is responsible for your entrapment. He passed away 800 years ago, so...
Overlord Zyzz: And so all this time, you knew this and were probably capable of freeing me, but you didn't?
Murmadan: My father had good reason for containing you. Plus, you're the leader of an advanced society immune to the power and supply fluctuations of the rest of the Overworld.
Overlord Zyzz: Precisely the reason I don't enjoy it down here. Sotoragg needs a leader. Who knows what kind of issues have risen in the past millenium!
Water Hazard: Don't hold you breath, Sotoraggian. Chances are this big bad destroyed your world 7 years ago.
Overlord Zyzz: Impossible. Our reinforcements must have been few. After all these years, a civilized army must have been difficult to be self-overseene by our men. 'Raggians are honorable, yet uncontrollable, men. The world must be safe.
Water Hazard: Honorable? I know three of your species who've hunted me for the last 7 years, all siblings!
Overlord Zyzz: Hunters?
Water Hazard: Yeah.
Overlord Zyzz: Hmm...I know who they are.
Water Hazard: Do you..?
Overlord Zyzz: The mercenary family. I knew OneOne when his career'd just started. I can only imagine his children or grandchildren still hunting, but hunting humans? Earth had to have become an open system for that, and it's only a level 1.
Water Hazard: Level? We're level 2, bordering 3. How do you suppose you've been getting your tech if we're a 1? The Forever Knights would be all over anything flying in--especially the Omnitrix.
Overlord Zyzz: Flying things in? The technology we have is manufactured here. It's why the sea floor has become so barren. Had we not come along, Earth'd be wielding around level 4 or 5 tech by now.
Water Hazard: So give us our tech back before I take it from you.

Murmadan flips himself around to control Water Hazard.

Murmadan: My master, Zyzz Vyva, let me redeem myself. Bind yourself to your word; vow not to harm the Earth and its inhabitants, and my partner, and I will begin the process of your release.
Overlord Zyzz (raising his right hand): I bind myself to a Sotoraggian vow, in which I promise not to touch the Earth--or those who have imprisoned me.
Murmadan: Alright.
Water Hazard: And as long as you promise, I'll be off on my way with my knocked out friends until Viva here goes off his promise. Raises his hand over the Omnitrix.
Murmadan: Maggus! The Piscciss Volann-pieced staff in-hand fires a red beam at the Omnitrix symbol. When it hits, molten rock covers the symbol.
Water Hazard: What have you done?! Smacks the rock over the Omnitrix, but immediately pulls it back to blow on his hand. Ow, hot, hot!
Murmadan: By my research, your Omnitrix can no longer carry out any functions.
Water Hazard: Well, I hope you don't think you're getting this thing now.
Murmadan: I don't want it. I just need a few powers of yours. Raises his hand, and Water Hazard unintentionally does it as well.
Water Hazard: Hey!
Murmadan: It's okay, Shapeshifter. You won't have any problems as soon as we're finished here. Tur-bo!

A wave is shot out of Water Hazard's hand. Immediately, the mouth on the head of Murmadan's Piscciss Volann staff opens. Water Hazard's wave perfectly shoots into the Volann staff mouth. With more and more water inside, the staff glows brighter and brighter until the water is visible in its mouth. While the water flies in, Water Hazard is levitated higher and higher. After filling the water in the staff's mouth, which mysteriously disobeyed physics by standing still and not pouring out, Murmadan releases his grip, and Water Hazard is dropped on his hands and knees. The Volann mouth closes, and its glow disappears. The eyes flash from golden to green.

Murmadan: The first step in the restoration of Zyzz Vyva to the population--
Murmadan and Arachnichimp-pieced guard (in unison): Complete!
Arachnichimp-pieced guard: Engage the second step.
Murmadan: Confirmed. Engage.

The Arachnichimp-pieced guard slightly raises his golden mask revealing a freckled white face and red lips. He pulled the skin of his human face, which turned out to be an ID Mask.

Water Hazard (on all fours, raising his head to observe the blue glow left by the Arachnichimp-pieced guard's transformation): You' Upchuck?

The Arachnichimp-pieced guard revealed himself. He was of Upchuk's species, the Gourmand, but his eyes were blue (over Ben's green), his Omnitrix symbol of course missing, and spots covering his lighter stomach area.

Arachnichimp-pieced guard (true form): I am *not* an Upchuck. Now prepare to be destroyed! Picks up a chunk of the ground and eats it. This blue fin glows, and he fires at Water Hazard, who begins to yell before checking the results of the blast.

Water Hazard (eyes closed): Aaah!
Arachnichimp-pieced guard (true form): Open your eyes.
Water Hazad (opening one eye at a time): You...melted the rock? Jumps up on to his feet. Boy, have you made the biggest mistake of your life. Raises his hand over the Omintrix and smacks it. As the green glow engulfs Water Hazard, the Arachnichimp-pieced guard and Murmadan begin chanting a spell.

Murmadan and Arachnichimp-pieced guard (true form) (in unison): Technus Fixidge Cimmia!

Water Hazard glows until the transformation is complete.

Spidermonkey: Chroma-Spidermonkey...? Well, thanks, Omintrix. Couldn't have gone with any better alternative?
Murmadan: I'm afraid the work of that transformation is our own. The spell we just used forced your Omnitrix into its current state. Now, just controlling you...
Spidermonkey: You can't control technology, though! It's too much for any non-Anodite.
Murmadan: Well, pardon me, but I am an Anodite. ow to control you! Repetani! Murmadan gets down on all fours, and grows a tail similar to Spidermonkey's. As the altered Murmadan body moves, the real Spidermonkey is forced to follow suit. Spidermonkey's tail was raised, facing the Gourmand guard.
Spidermonkey: Stop this!
Murmadan: No!

As Spidermonkey attempts to go against Murmadan's bidding by moving his hands towards the Omnitrix, Murmadan grips the floor, forcing him to do the same thing.

Spidermonkey: Well, Mermaid Dan, there's one flaw in your plan.
Murmadan: And what would that be? I know how to control every known alien species that exists in this universe.
Spidermonkey: Well, that just happens to be the flaw. You don't know how to control the *Ultimate* forms in the Omintrix, or my lower arms! You've only got two arms!
Murmadan: Duo Emme Spectrus! Two webs fire out of Spidermonkey's tail at the Gourmand Guard, which the guard catches in the mouth of its Arachnichimp staff's mouth.
Gourmand Guard: Only one more, Dan!
Murmadan: Calling any of your aliens "ultimate" isn't enough for my power.
Spidermonkey: Oh yeah? Moves his lower right hand over the Omnitrix and smacks it. Four prongs shoot out of the corners of the symbol, and Spidermonkey's extra hands retreat into his body, and exit as four spider legs on his back. His stomach becomes much larger, and the spider legs beg into hold him up. His tail shrinks away, his head becomes bigger, and his color scheme transform to black and purple. As a large, Spidermonkey has become--
Ultimate Spidermonkey: Ultimate Spidermonkey!


Part V

[Ultimate Spidermonkey is standing before awestruck Murmadan and the Gourmand Guard. The unconscious bodies of Gwen, Kevin, and Julie are lying on the floor right behind Ultimate Spidermonkey.]

Murmadan (standing up): What...what is this? Who is that alien?
Ultimate Spidermonkey: You like him? He's a little present from an old enemy.
Overlord Zyzz's voice in the shadows: Murmadan! Gooron! Will you be able to get the specimen or will I have to dive in myself?
Murmadan: Of course we will. You'll just have to give me a moment to figure out the anatomy of the creature no one's ever seen before. Closes his eyes and begins to meditate while hovering in a sitting pose.
Ultimate Spidermonkey: Now I wouldn't say nobody, Dan.
Gooron/Gourmand Guard: Shut it, Shapeshifter. Eats another chunk of the floor beneath him, and spits it right out at Ultimate Spidermonkey, who narrowly dodges the blast.
Ultimate Spidermonkey: I don't think so, "Gooron."
Murmadan (meditating): Cereba Overra! Murmadan's eyes fly open, pink sclera and pupils, and a wave of magenta energy is exerted from his stomach. When the wave hits Ultimate Spidermonkey, he glows magenta.
Overlord Zyzz: Hmm...
Gooron: Murmadan, are you sure you know what you're doing?
Murmadan: Technus Fixidge Genis.
Ultimate Spidermonkey: What are you doing?!
Omnitrix: Safeguard 2 bypassed. Timeouts disabled.
Ultimate Spidermonkey: No!
Omnitrix: Safeguard 3 bypassed. Hacked bypass feedback disabled.
Ultimate Spidermonkey: Someone's going to get hurt if you keep going, Murmadan!
Murmadan: Yes, and that someone is you. I'm going to guess Safeguard 4 contains the secrets I need?
Ultimate Spidermonkey: You don't want to bypass safeguard 4! It's there for a reason!
Murmadan: Then your fate is sealed. Technus Fixidge--

A hole in the wall behind the elevator is broken open. A flash of green light can be seen, and Ben's hoverboard comes flying in, knocking Murmadan onto his back. Ultimate Spidermonkey's glow fades.

Overlord Zyzz: Alien extrabreed, how are you controlling this device?
Ultimate Spidermonkey: I swear, that's not me.

The sound of the speedy alien whizzing by plays constantly in Ultimate Spidermonkey's ear, as Ultimate Spidermonkey watches Gooron get tied up in what looks like toilet paper.

Overlord Zyzz: Who's doing this? Show yourself, extrabeed accomplice.
Ultimate Spidermonkey: I swear, I don't know who's doing this, but I know I recognize them. They passed by me before I came down here.
Overlord Zyzz: Which makes them just as much of an accomplice as they were before.
Ultimate Spidermonkey: An accomplice to what?
Overlord Zyzz: To the invasion of our underwater civilization, ownership of that device that was supposed to allow my escape from this retched place, and once again, the hospitalization of three of my Murmadaan men.
Ultimate Spidermonkey: That's not my fault. You should've sent out the A-game or had them at least explain something about down here. Plus, it was my friend that decided to get close enough to your dome to get us teleported down here and nearly blown up in the process.
Speedy Creature: Will you two shut up? Rushes over and starts tying up Murmadan as he lies unconscious on the floor.
Ultimate Spidermonkey: Hey, I recognize that voice.
Speedy Creature: You ought to, tiger.
Ultimate Spidermonkey: Karin?!

The Speedy Creature comes to a stop, sliding to a stop right in front of Ultimate Spidermonkey.

Karin/Speedy Creature: Nice to see you, too. Did you put on weight?
Ultimate Spidermonkey: Oh, haha. Meanwhile, if I were to ask you that, you'd ask to date me just so you can break up with me for saying that in the first place.
Karin: One time, Ben.
Overlord Zyzz: Will you two some blathering on! Barkk, seize the Shapeshifter and the fast one called "Karin."
Ultimate Spidermonkey: Not so fast!
Karin: Hey, I was about to use that one!
Ultimate Spidermonkey (sticking his tongue out): Too slow.

Barkk starts rushing over to Ultimate Spidermonkey, so he immediately opens his mouth and spits webs at Barkk's feet, sticking him to the floor in his steps, causing him to trip over on his face.

Ultimate Spidermonkey: You're running out of men, Vyva.
Overlord Zyzz: Then it's time I brought out my secret weapon.
Ultimate Spidermonkey: Would that happen to be the ugly face all of your species has to bear?
Overlord Zyzz: You'd be one to talk, extrabreed.
Ultimate Spidermonkey: Will you stop calling me that? For the amazingly high and smart leader of an entire underwater civilization for over 1000 years, you ought to know be able to tell that I've simply evolved. Sure evolution couldn't have occurred down here in that time, but you still ought to know.
Overlord Zyzz: Oh, pipe down. Or rather, bow down. Chucks a circular grenade-like object Ultimate Spidermonkey's way, which conveniently lands right between Karin and Ultimate Spidermonkey. And unless you two have some more reinforcements, I believe this is "checkmate."
Ultimate Spidermonkey: How so?
Overlord Zyzz: Observe. In the shadows, a red glow can be seen.
Karin: What's that?
Overlord Zyzz: The button that will end the both of you. Goodbye. Presses the button, covering the red glow. The object he tossed begins to glow red now, and wires are shot out of it as Karin and Ultimate Spidermonkey try to run from the area, only to be caught and pulled back towards it. Wrapped up in the red wires, they are pinned to the ground next to the lined up bodies of Kevin, Gwen, and Julie.
Ultimate Spidermonkey (struggling to escape): Let--us--out--of---here!
Overlord Zyzz: Or better yet, how 'bout I not. The sound of the button being pressed another time is heard, and more wires are fired at Murmadan and Gooron. These wires zap the toilet paper wrapping that Karin used on the two guards, which causes the paper to fall off their bodies, and both Gooron and Murmadan return to full power. Continue with the restoration process, my minions.

Murmadan, as if a nerve is struck at that very word "minions", sends out yet another magenta wave. This time it hits Overlord Zyzz in the shadows. Overlord Zyzz no longer is a part of the shadows. He is levitated over to clear view in the middle of the room, where he wears armor similar to that of the original Forever King with a few differences being his three green eyes orientated like the points on an equilateral triangular shape, the armor being red, and lack of the cape and Forever Knight symbol on the chest. Just like the original Forever King suit, though, Overlord Zyzz is bulky and muscular.

Murmadan: I'm tired of you referring to us as your minions! His eyes turn magenta.
Ultimate Spidermonkey: I think the minion's gone berserk.
Murmadan: Stop calling me that! The floor beneath him cracks, and a gleaming white light emerges from it.
Overlord Zyzz: Release me, lower breed!
Murmadan: You act so amazing, as if you have complete control over everything, as if you have powers like those who imprisoned you. But that just names another reason why you should be in there! At least in there, you seem as if you've got some power. But in reality, in there or not, you have none! If anybody's got any real power, it's me and Gooron here. We can take you on together. But knowing him, he'll try and defend you before I take you on my own instead.
Gooron: Murmadan, stop!
Overlord Zyzz (limbs bending and cracking in uncomfortable manners): PLEASE! STOP!
Murmadan: I don't think I will, "master!"

Overlord Zyzz remains levitating in the air, nearly at the level of the high ceiling. At floor level beneath him, a white rift with grey swirls within opens.

Murmadan: I doubt you have the power to escape this. A true master would be able to escape. It's a check with only one legal move left. If you can escape, you can throw me in there. If not, have fun wherever that leads.
Ultimate Spidermonkey: Stop! You have no control over portals like that, Murmadan! That's Plumber--
Murmadan: PIPE DOWN! It's Murmadan's time to shine, not Ben Tennyson's! As a matter of fact, it won't ever be Ben Tennyson's time again! I'll remove your Omnitrix when this is all over and throw you in there as well! Sonos! A hologram of himself takes his place, and the real Murmadan steps over to Ultimate Spidermonkey, Any last words before I (bends over and parts the wires covering the Omnitrix) disable the 4th safeguard?
Ultimate Spidermonkey: If you disable the fourth safeguard, none of us will be safe, Murmadan.
Murmadan: I'll be safe no matter what happens. I'll leave to Ledger if what you say is true.
Second Speedy Creature: Hopefully the last time we hear it...Pipe down! Another speedy creature comes whizzing by, smacking Murmadan back. Nearly dropped into the portal, Murmadan holds the floor by three fingers. The speedy creature tears through the red wires covering Ultimate Spidermonkey. When he stops to face the portal, he's shown to be a cloaked Kineceleran.
Ultimate Spidermonkey: And who are you?
Cloaked Kineceleran: Don't you recognize me? I haven't changed much since the original when you were 10. Removes a piece of the cloak covering his chest, revealing--
Ultimate Spidermonkey: An Omnitrix? You wouldn't happen to be, well...
Cloaked Kineceleran: In the flesh. Super Ben, meet the future you.
Ultimate Spidermonkey (standing up on his spider legs): No way! So, wait, even after going through a second future me, I still use XLR8 to get around all the time?
XLR8 (future Ben) : Well, he's a classic. Fourth alien we ever used.
Ultimate Spidermonkey: And first speeder.
XLR8 (future Ben): I still use Heatblast a ton now, too, but I've got another guy you'll unlock soon enough who I probably use a ton times two when compared to Heatblast. Murmadan (hanging by only one finger now): HELP!
Overlord Zyzz (still being twisted by the holographic Murmadan copy): Don't help him! He deserves to be thrown overboard!
Ultimate Spidermonkey: Since when did you become Captain Zyzz? By the way, future me, tell me something about this guy. Smacks the Omnitrix, reverting to Spidermonkey, then smacks it once more to transform into Swampfire.
Swampfire: Swampfire! Enflames his hand.
XLR8 (future Ben): His name is Zyzz Vyva. His two minions may or may not win this battle. I can't decide which side will win for you. When I was in your position, I let my young self choose.
Swampfire: That made so little sense, but I'm going to guess you're telling me to decide then. So I'll save...the master.
XLR8 (future Ben): Good choice. That was mine, too.
Swampfire: Then I'm going to turn into you?
XLR8 (future Ben): Can't say for sure. There's still a ton of things in the future that you'll have to decide for yourself, such as sticking with the name Super Ben, or changing it to something else. You won't believe how many other Ben's we've met that have the craziest of unoriginal names. I'm not allowed to say, because it will effect your future, whether you decide on my name or not.
Swampfire: "My name"? So it's going to change?
XLR8 (future Ben): I didn't say that.
Swampfire: But you didn't not--
XLR8 (future Ben): Oh yeah. Removes his cloak, revealing an altered color scheme, the same as the original Ben 10,000's XLR8 as well as a white belt with many tools and two Plumber's badges in some pounches. He smacks the Omnitrix becoming Big Chill, who looks different in many senses. His wings are much larger, his chest and stomach are mainly black with a few blue spots, and his Omnitrix symbol is much larger. He is also noticeably taller and more muscular.
Swampfire: Woah, I don't even want to see what Humungousaur or Swampfire look like with that future tech upgrade.
Big Chill (future Ben): Are you sure? I mean, they look pretty amazing thanks to some help from--oh wait, can't risk altering the future by telling you. A number of Ben's used a number of methods to get this way.
Swampfire: There's a lot that can change your past then.
Big Chill: Less talk, more action. Flies over to the hologram Murmadan, becomes intangible, and punches it, which causes the real Murmadan in the portal to disappear, and the hologram to become tangible as well as the real one. The portal closes, and Overlord Zyzz is dropped to the floor.
Overlord Zyzz (rubbing his head while sitting on the floor): I have no power, eh, Murmadan?
Big Chill: Let the Plumbers handle this, Zyzz.Dodges a mana disc shot by Murmadan Due to the fact that any idiot can tell you'd try and wreak havoc on the rest of the Earth if you're liberated (freezes Murmadan's head, but the ice is immediately melted by Murmadan's hands), Plumber law requires us to send you, Murmadan Arkvarius, to an interdimensional prison that is unaffected by both time and space. Prepare for your 20-year sentence. Smacks his Omnitrix symbol.

In the background, Swampfire and Overlord Zyzz are facing off. Zyzz is showing that his suit has a few abilities, as they fight right next to Karin, who simply went to sleep after not being untied by Ben.

Swampfire: Of course Karin went to sleep. You know, Zyzz, today was just not the right day to take me on, because you're doomed now that you're taking on Swampfire!
Overlord Zyzz: You are at a disadvantage as well, as your alien is just perfect for your own demise. Because you see, this suit comes with a built-in featuring for repelling blasts from your species. It was built long before I was locked down here underwater, back when the Methanosians posed a threat to me. They're bound to have forgotten our rivalry by now.

Swampfire smacks him in the face, to which he responds by pressing a button on his rest. Swampfire goes off balance, and unable to stand up straight, he accidentally throws his hand, launching seeds over to Murmadan. The future Ben completes his transformation. Dropping down to the ground is an alien with the build of the original Ben 10,000 in human form, but he is covered in grey armor, with a biker-type helmet with green visor on the front. On his chest, the Omnitrix appears, followed by the gray armor stretching over the Omnitrix creating an X-shaped green barrier to cover it. In the meantime, Murmadan has been tied up by Swampfire's vines.

Future Ben's new alien: Atomhammer!
Swampfire (still off-balance and wobbling): Whoa, when'd you unlock that guy? Is punched through the ceiling by Overlord Zyzz, then pulled down and thrown down onto the floor just next to Julie's head.
Atomhammer (future Ben; deep voice similar to Eon's): I repeat, "less talk, more action." Fires a green ray at an immobile Murmadan. Looks like you're having issues with your plants. I can get a good gardener for you. I'll make sure I pay him while you're in jail. The X-shaped barrier over the Omnitrix as well as his green visor turn blue. A final blast at Murmadan opens a portal on Murmadan's forehead that he is sucked into. The vines wilt and die in their position immediately. Need some help, Super Ben?
Swampfire: Kinda! Overlord Zyzz holds him by the neck as a laser in his other hand charges up. He's gonna fry me, and I don't think I'll be able to regenerate fast enough to prevent damage to Ben.
Overlord Zyzz: For the last time you'll be able to hear this, Ben Tennyson, pipe down.

The laser fires. Overlord Zyzz and Swampfire blink at the moment it goes off. Swampfire keeps his eyes close, but after moments of not being injured, he opens them. He sees the laser approaching him ever-so slowly, possibly never being capable of hitting him.

Swampfire: What in the...No way, you're controlling...Swampfire looks over to future Ben, who is now a familar black and white alien with three horns popping out of his head.
Alien X (future Ben): I took control of him a long time ago. You've only got the basic control so far.
Swampfire: Basic, but I managed to get Bellicus and Serena to save the universe and transform me back in a few seconds time.
Alien X (future Ben): But you didn't manage to get them to talk, now did you?
Swampfire: Err...not exactly.
Alien X (future Ben): I thought so. Flashes green, reverting to XLR8.
Swampfire: Wait a second, why didn't you just revert to human?
XLR8 (future Ben): Like I said, there's some things I'm not allowed to show you. One of them's my human form, because it could change how you run your life. Dashes over to XLR8 and puts him down. Another one of 'em being that if you don't use Streak right now, you're not going to turn into me.
Swampfire: Well, what have you done to be so special? I want to know what I'm working for by turning into Streak. I mean, he nearly hurt Julie earlier.
XLR8 (future Ben): I can't say, Ben. If you want to find out, you have to use Streak.
Swampfire: Are you sure it's the only way?
XLR8 (future Ben): I went through this same conversation with me when I was your age. I had to do what had to be done. And one day, you'll get a great enough grip on Streak that you'll feel the urge to want to try your hand on both Ghostfreak and Alien X.
Swampfire (sighing): I will? Smacks the Omnitrix.
Streak: Streak! Time to take out the trash.
XLR8 (future Ben): Just do it already.
Streak: Well, aren't you pushy now? Scratches a portal onto the side of Overlord Zyzz's armor. You're going to have to bring time into play now.
XLR8 (future Ben): Alright. Smacks the Omnitrix, becoming Atomhammer.
Streak: Wait, but didn't you use Alien X to freeze time?
Atomhammer (future Ben): I did not. I used Atomhammer. Paradox warned me that freezing time with Atomhammer when I did could lead to two different outcomes, one of them causing you to go down a different path than my own past. In the case that the other outcome had occurred, I would've needed Alien X to stop--well, you'll find out when Paradox tells you. Atomhammer! His visor and X-shape turn blue and he fires a blue ray towards Overlord Zyzz, which returns time to its normal speed. The ray that Zyzz had fired at Swampfire hits the ceiling, and Zyzz starts flipping around frantically trying to find Swampfire. When he finally spots Atomhammer and Streak next to each other, he enters an increasingly high state of anger.
Overlord Zyzz: How did you do that, lower breed?
Atomhammer (future Ben): I think it's time you stopped calling us lower breed, and time you joined your "minion" in Chronospect.
Overlord Zyzz: What in the--(looks down at the portal on his side, and just then, he's sucked in, his head falling in last with his last words being) this isn't the last you've seen of me, Shapeshifter! Disappears, and Streak closes the portal, and reverts to human. Atomhammer approaches Ben (where the height difference of about two feet is noticeable), puts his hand on his shoulder, and says:
Atomhammer (future Ben): Boy, do I miss being your age. It was a ton of fun back then. But now it's more serious than possible.
Ben: With Kevin and Gwen at your side, though--
Atomhammer (future Ben): They aren't always around, Ben, not as much as they are now. So enjoy your friends and family while you can. The serious is stuff is yet to come.
Ben: So can you wake my friends up, then?
Atomhammer (future Ben): Oh, of course. And I'll need to take those staves that Gooron and--oh man, Gooron's still here isn't he.
Gooron: Yeah. But I've decided. I don't want to be a bad guy anymore; I want to be on the side of good. It's caused me nothing but trouble to be on Zyzz's side. Can I join you, all powerful Shapeshifter?
Atomhammer (future Ben): Of course. His color scheme becomes gray and red. He fires a red ray at Gwen, which bounces and also hits Kevin, Julie, and Karin. They should be awake in a few. I'll take Karin with me. Gooron, take this. Tosses one of two Plumber's badges from his pouches Gooron's way. When that goes off, you've been initiated for Plumber's training. Smacks the Omnitrix, returning to XLR8. He grabs Karin, salutes Ben goodbye from right in front of the hole in the elevator, and dashes out at sonic speed. A green glow can be seen at the roof of the sea dome, recognized as future Ben teleporting away using an Omnitrix command.
Gwen (getting up): What happened?
Julie (rubbing her forehead): Did we win?
Ben: We sure did.
Kevin: But my car...
Ben: Don't worry; Upgrade can solve this.
Julie: Can I do the honors, Ben?
Ben: You still look hurt from what happened earlier, and you know my sole concern is you. Julie smiles at this, and Ben smacks the Omnitrix.

[Our focus moves to XLR8, who at super sonic speed, is rushing through black nothingness with Karin in-hand. Nanochips encompass Karin, reverting her to Elena, who wakes up in XLR8's arms.]

Elena: So I went through with your plan, future Ben. Now tell me why you helped me and my team to one day take over the Earth?
XLR8 (future Ben): The deal was I'd the whole story if you did the mission without getting caught, but you nearly did get caught.
Elena: What are you talking about? I did just as you said and was asleep most of the time.
XLR8 (future Ben): Yeah, but when you were sleeping you transformed back to Elena mid-battle. My past self almost caught you, and if that happened my future would be made work for nothing, and I would no longer be the main timeline Ben. You're lucky I saved you by taking control of your nanochips using the device I put on your wires while I was cutting past me's.
Elena: Oh, c'mon, I wasn't caught, though.
XLR8 (future Ben): No way, I'm dropping you off on the Commander's vessel and heading back to my time before anybody notices me. Comes to a full stop within the ship's prison room, way at the back of the room where no cells are inhabited and the last numbers are "999" and "1000." Here's your stop. Puts Elena down on her feet.
Elena: So you drop me off on the Commander's vessel's prison room? The one place where I can shoot you, drag you into a cell right now, and nobody will ask any questions? I guess you must be Ben Tennyson, because only he would be stupid enough to trust me with that.
XLR8 (future Ben): I'm not stupid, Elena. You know you wouldn't put me in jail. The fact that even now you still love me is obvious.
Elena: It's not like you're much older, Ben. You're only 22. Another five years you can tick onto the time you spend heroing without me.
XLR8 (future Ben): No more time to talk. 22 or not, you won't hurt me. Now I need to head back to my time. The Mrs. is waiting. Smacks the Omnitrix reverting to Atomhammer.
Elena: Mrs. Ben Tennyson? Would her first name happen to start with an "E"?
Atomhammer (future Ben): Absolutely not. Teleports away, with green particles left in his place.
Elena (sighs): Must I be in love with the one who doesn't love me...

[In the Thep Khufan Commander's main room, Scarogus is talking with the Commander at his chair.]

Scarogus: We've spent the last Earth week here. Who knows what type of progress Ben Tennyson has made in his plans.
Thep Khufan Commander: You know we cannot win this battle without the next piece in the puzzle?
Scarogus: We can win it with what we have. We have a sufficient supply of Cyogen crystals. The inhabitants of Pyros will prove to be no match for the Below Zero temperatures.
Thep Khufan Commander: We mustn't be overconfident, Scarogus. Be patient. When we are ready--
The sliding doors that lead to the room open. Albedo and Elena walk in.
Thep Khufan Commander: And what progress have you two made?
Elena: A future for the current Ben Tennyson still exists. He is aged 22, and still uses the Omnitrix he uses now. He has full control over it, and access to aliens capable of stopping our underwater distractions.
Thep Khufan Commander: So he's neutralized Zyzz and Murmadan? A darn shame. 20 years in Chronospect doesn't spell good things for them.
Elena: Chronospect? What exactly is that?
Thep Khufan Commander: I will explain later. Albedo, to what do I owe your return?
Albedo: The last crystal we need to take over Pyros has been found.
Thep Khufan Commander: Marvelous. Set the course?
Albedo: About that, we have bantam issue with its location.
Thep Khufan Commander: You said you've found it. Did you or did you not?
Albedo: I did, but...its location is...well...
Thep Khufan Commander: Spit it out, before I spit you out through airlock.
Albedo: It's...on Pyros, Commander.
Thep Khufan Commander: How brilliant. The most abundant supply of what's needed to take down the planet, hidden on the planet that needs to be taken down.
Albedo: what shall we do with the plan now, Commander?
Thep Khufan Commander: There's Thep Khufan DNA in your transformations, correct?
Albedo: Yeah...?
Thep Khufan Commander: You and Ms. Validus will disguise as Thep Khufans and go with Scarogus to infiltrate Pyros. If you must, utilize the one called "Big Chill" to neutralize the locals, but don't let them get a hold of your Cyogen.
Scarogus: Albedo has Cyogen, why don't we use him?
Thep Khufan Commander: Because he, unlike Ben Tennyson, isn't an infinite supply. Albedo is also a necessary part of our plan, isn't that right, Albedo?
Albedo: Yes. Scarogus doesn't know?
Thep Khufan Commander: In due time...
Elena (transforming into a female Thep Khufan, with the true difference between a male's being her hips similar to that of any female humanoid's): So when shall we leave, and (like any Thep Khufan capable of speaking English, her voice boasts an ominous echo similar to an Anodite; her voice also begins to sound much like Myaxx's) how shall we get down there?
Thep Khufan Commander: Get down there immediately. Impeding the plan's schedule will hurt us greatly. Take the Takion Cruise X in the west hangar. Set it to auto-pilot and use the training room within the cruiser to get you ready.

Albedo transforms into Benmummy, his polar opposite trait to Ben causing his eyes and glow within to be red. As three lined up Thep Khufans, Albedo, Elena, and Scarogus salute the Thep Khufan Commander, and head out through the sliding door that leads to the exit.

Benmummy (Albedo): Let's go men.
Scarogus: Don't think you're leading this mission, Albedo. My position as second-in-command lands me as leader here.

The three continue running down the hall into the west hangar, and when they find the large Takion Cruise X, we watch from a distance as they enter it. Due to Benmummy (Albedo) and Scarogus fighting over who would pilot the ship, Elena (Thep Khufan form) takes control and blasts off as the two fight near the cockpit.




  • Overlord Zyzz Vyva
    • Leader's High Ranking Humanoid Guards
      • Murmadan
      • Gooron
    • Leader's Dolphin Guards
      • Guard
      • Barkk
    • Piscciss Volann "Plumbers"
  • Zombozo (confirmed arrested offscreen)
  • Elena Validus
  • Albedo (Endgame only)
  • Scarogus (Endgame only)
  • Thep Khufan Commander Tersce Tenebrosi (Endgame only)

Neutral / Mentioned Only

Aliens Used

(by Ben)

  • Ultimate Wildmutt (first re-appearance)
  • Wildmutt (first re-appearance) (forcibly reverted from Ultimate Wildmutt by Julie)
  • Streak (x2)
  • Cannonbolt
  • Ultimate Cannonbolt (first re-appearance)
  • Benmummy (first re-appearance)
  • Buzzshock (x3) (first re-appearance)
  • Swampfire (x2) (first time: accidental transformation, selected was Water Hazard)
  • Water Hazard (x2) (first re-appearance)
  • Spidermonkey
  • Ultimate Spidermonkey (first re-appearance)

(by Future Ben)

(by Albedo)

  • Negative Benmummy (Albedomummy)

Disguises Used (by Elena)

Spells Used

(by Murmadan)

  • Maggus
  • Tur-bo
  • Technus Fixidge
    • Technus Fixidge Cimmia
    • Technus Fixidge Genia (unlocked through meditation)
  • Duo Emme Spectrus
  • Cerebra Overra (unlocked through meditation)

(by Gooron)

  • Technus Fixidge
    • Technus Fixidge Cimmia


Go to this page and review this episode, followed by including your signature! Your reception will immediately appear below. Then, come here and rate it on a scale of 0-5 using the poll (feel free to include your own scale of rating on your review).


The episode title is a reference to the phrase "the sky's the limit," as some would use to inspire people to reach their goals no matter what they are.


  • It's revealed that Piscciss Volanns are called "Murmadaans" (a play on Mermaid) by the population of the ocean dome. The name actually stems from Murmadan, who is said to have been a part of the ocean dome population and whose father passed 800 years ago.
  • A Nosedeenian is revealed to work for Raul, also sharing Buzzshock's black, green, and white color scheme.
  • This was the first full episode not to feature Rath (the previous 4, as well as the next 1, episodes used him).
  • Future Ben's Alien X was only able to speak because he had come to an agreement at the time with Bellicus and/or Serena.
Back in Action: Alien Universe --COLOR (TCF)
Episode Guide
Season 1
Infernosphere - Limited - Magikfest - No Strings Attached - The Sea's the Limit - Hit and Miss - Dial Z for Zombified - Ten Plus Twenty - Happily Never Happened - Missing Link - New Girl - Revelation - Man in the Stone Mirror - Threat or Menace - The Alternative - Why Am I Here? - Love Stuck - Ultimate Solution - Overcoming Adversaries - Ledger Recon - Welcome to Chronospect - Prelude of the Unleashed - Ben 10: Alien Universe Unleashed
Season 2
Meet the Replacements - Hooking Up With the K's - The Armaggedroid - Fate of the Helpers - Madame Regle - Leaked - Shades of Dawn - Foreverlasting
Canon Aliens
Original Series
Heatblast - Wildmutt - Diamondhead - XLR8 - Four Arms - Stinkfly - Ghostfreak - Ripjaws - Upgrade - Grey Matter - Cannonbolt - Wildvine - Benwolf - Benmummy - Benvicktor - Way Big - Upchuck - Eye Guy - Ditto - Buzzshock - Spitter - Articguana
Alien Force
Swampfire - Echo Echo - Humungousaur - Jetray - Big Chill - Chromastone - Brainstorm - Spidermonkey - Goop - Alien X - Rath - Lodestar
Ultimate Alien
Water Hazard - Terraspin - NRG - Forge (Armodrillo) - AmpFibian - Clockwork - Fasttrack - Jury Rigg - ChamAlien - Eatle - Shocksquatch
Omniverse (regrettably)
Feedback - Bloxx - Gravattack - Crashhopper - Ball Weevil - Walkatrout - Pesky Dust - Molestache - The Worst - Kickin Hawk - Toepick - Astrodactyl - Bullfrag - Radius - Gutrot - Whampire
Ultimate Forms
Swampfire - Spidermonkey - Big Chill - Humungousaur - Cannonbolt - Echo Echo - Wildmutt - Way Big - Grey Matter - Articguana - Gravattack - Jetray - Benmummy - Upchuck
Unique Aliens
Season 1 Additionals
Obsorber - Nigester - Plastikitee - Anos - Streak - Bugbite - Muckslide - Autosassin - Boomchomp - Abstallion
Season 2 Originals
Alkamine - Brawnoceros - Combustiball - Cardstruct - Dreadsense - Frisbit - Plasmodic - Seismix - Wavelength
Season 2 Additionals
Atomhammer - Hindsight - Starhavoc
Community content is available under CC-BY-SA unless otherwise noted.