3rd POV

Many Years Ago

BWFOOOOM !

At a nuclear missile control center, three pods are activated and opened up.

RRRRRRWWWWINNN

RRRRRRWWWWWIIINN

RRRRRRRRWWWIIIIINN

Inside, a red alert has been set to indicate the launch of the missiles. A nearby officer immediately orders his operator to abort the launch, he said they aren't launching, it's more like something is pulling them out of their silos.

As the nukes are pulled towards the sky, a ship floats nearby the area.

PEW! PEW! PEW!

Back inside the building, Vilgax enters and his drones shoot the officers to make way. He looks around to see if he can take anything he can use.

PEW! PEW! PEW!

PEW! PEW! PEW!

Someone then shoots down one of his drones, then directly at him.

PEW! PEW! PEW!

"You ...."

" It's Over Vilgax. Your going down!"

" Many have tried, none have succeeded...."

" Until Now ..."

Vilgax identifies the one who shot him as Phil.

" Phil, wait!"

Phil runs after him, but Vilgax jumps up and kicks his helmet off, revealing Phil's true face. As Vilgax holds Phil captive, he threatens the other man in the suit by pointing his weapon at Phil. A nearby drone then activates another missile and Vilgax tells them that it is headed directly to one of the cities on Earth.

Vilgax orders the man in the suit to put his weapon down.

....

....

He does and this lets Phil think that he's lying about not letting him get away.

PEW! PEW! PEW!

He said that this isn't the case and he shoots a laser from his wrist that knocks the gun off of Vilgax's hand. Phil then pushes Vilgax off of him. Vilgax thought that he succeeded with his plan to destroy the city, but the man was able to shoot a rubber-like material directly at Vilgax to send him along with the explosive.

" I'm sending Vilgax out with a Bang."

The man removes his helmet and Vilgax is angered by his tactics on stopping his plans.

" TENNYSON!"

BOOOOOOOOM !

Tennyson is all what Vilgax shouted at the top of his lungs before hitting his flagship and that man is none other than Max Tennyson, in the past.

Ben's POV

As Max finishes telling his story of his past, he concludes that he thought to have destroyed Vilgax, until this day.

" Until you see a body, presume that they are alive," I reply.

Max just slightly smiles.

Right then the RV makes way for the authorities ( ambulance crews and Police).

{ Alert! Alert! Alert!}

Yeah , Yeah ....

SHOOOOM!

WHOOSH !

An red - orange patterned with jagged teeth and a round mouth alien appears and growls / roars at me.

" ROAAAARRR !"

....

....

....

" Hahaha!"

It should have been intimidating but ....

Its like a baby in terms of size.

No, a teddy bear.

The little alien throws a large rock, which would have knocked me over if I didn't dodge.

Aw, it thinks it can get me.

Cute.

The Havok Beast ( That's what its called by the Plumbers Alien Database ) then jumps into the fountain and spits out water straight at me.

WHOOSH !

Again it misses me .

OK , I'm going to have some fun with this.

Outside, Gwen asks an officer if he saw a giant talking fish around the premises. Meanwhile, as I'm about to just grab it bumps onto someone with a large rifle.

On reflex I knock him out.

.....

.....

It was an accident, I swear .

Anyway .....

I'll deal with him later.

It's time to end this.

WHOOSH !

WHOOSH !

WHOOSH !

I eventually topped over a shelving to catch the alien .

SHOOOOM!

I then revertback into Ben.

Later

" Max ...."

" Phil. "

Max identifies the man as Phil Billings when he arrives, his old partner, back at the time when he was working with the Plumbers hugging him.

' I thought Devin was his only partner ....'

Phil takes them to his car and he says that he's happy to see his old partner again. He said that the people should be grateful that he was there to stop the little creature.

That glory hogging.....

Whilst I don't seek fame, I hate glory seeking liars .

Max stops me before I says anything at all .

As Phil offers Max to join the Plumbers once again, he says no thanks and explains that he's retired. Max then gives his goodbye to Phil before he attempts to talk about the Omnitrix as he sees it.

In the RV, Max says that the Omnitrix should be kept a secret. It was better that as few people know about it as possible.

{ Alert ! Alert! Alert! }

Then suddenly, a monitor from the RV's dashboard comes out with a transmission from Phil, he reports that he needs help and that there are Vulpimancers on the loose at the meat processing plant. The distress call makes me more agitated.

Aliens don't appear like this randomly.

There's something at work here ....

They arrive at the plant and they hear growling from within. They meet up with Phil inside and they spot the Vulpimancers that are on the loose.

SHOOOOM!

Ben identifies them as "Wildmutts" and he transforms into Stinkfly, hoping to confuse their senses on them.

Unfortunately, In the process, Ben reveals the Omnitrix to Phil. Wildmutt's plan immediately works as Max explains that Vulpimancers don't cooperate with others, not even with their own kind the Vulpimancers pinned each other down to in confusion and disorientation from the smells .

RRRIIIIINNNNG!

Phil then takes out a device that emitted sonic waves called a Sonic Pitch Whistle that causes the Vulpimancers to submit.

' Adding that to the equipment list ,' Ben thought.

Suddenly, one of the Vulpimancers was able to swipe the device and the other crushes it.

VROOM

Max, however, was able to use a forklift to push them into a meat locker where they were trapped inside when they closed the door. Phil is happy to team up with someone he knew for so long, and he asks again for a new partnership with Max. Max, however, seems to be bothered by it.

In Phil's hotel room, Ben digs into some shrimp. while joining Max looks around the house with suspicion, thinking how much money it would have cost. Phil then changes the subject and makes a deal with them, to try and re-establish the Plumbers again. As Max thinks, he questions how three aliens in one day come to Earth all of a sudden, and all in the same general area of South Dakota. Max's suspicions lead him to go out and investigate more. Phil, however, has been thinking that Max may know something about what's going on. Phil tells the kids to order whatever they want from room service. Ben at first decides to take advantage of the room service privileges but later, agrees with Gwen, on the other hand, to go check out what is going on between Phil and Grandpa Max.

SHOOOOM!

Ben transforms into XLR8 and the two of them head out to look for Phil and Max.

At Mount Rushmore, Max finds that a specific device is gone from where it belongs. Phil appears behind him, who seems to be holding the device, called the Null Void Projector. Max's suspicions were correct and Phil is using it to release the aliens they captured and re-capture them for profit. Phil admits his conduct and he's not surprised that Max would eventually find out about his plan. Phil decides to release another alien to kill Max, a Wigsilian Org Beast. Phil was planning to tell Max's grandkids that he wanted them to follow in his footsteps as Plumbers.

WHOOSH !

Luckily, XLR8 arrives in time to save Max from the Org Beast, a grotesque beasts, with the upper part of their body slightly resembling a diseased frog's and three rotten black claws on each hand. They have black lips, black razor sharp crystal shaped spikes on their shoulders, and have four bacteriophage-like legs after finding out about Phil's plan.

As Phil leaves them behind, XLR8 gets busy fighting with the Wigsilian Org Beast, while Max looks for something. Max eventually finds the device, only after XLR8 is knocked out by a large piece of the floor and he reverts back into Ben, and it defeats the alien.

They now set out to track down Phil in the RV.

VROOM !

BOOM !

The RV powers up and in a flash, they travel at high speeds with the help of rocket thrusters built into the back breaking the sound barrier in the process.

Meanwhile, Gwen snuck into Phil's car earlier and spots the Null Void Projector, trying to take it. Phil sees her in the rearview mirror and tries to take it back, not paying attention to the road. Up ahead, he was about to be hit by an oncoming truck, though he was able to dodge it.

He then sets the car to auto-pilot and continues to wrestle Gwen over the Projector.

Which was sad that a ten year old girl was strong enough to make him struggle.

While they fight over it, they activate it and Phil sees the RV behind them. The Projector releases a Null Guardian.

SHOOOOM!

Ben thinks about what alien to into in order to stop it, but the Omnitrix AI after calculating the best form for the situation transforms him into Grey Matter .[1]

Grey Matter then runs up the Null Guardian's tentacle and grabs the quills on its back, which he uses to control the creature.

' I love this watch ! ' Ben thought.

He directs it to Phil's car, which leads it to crash into a bridge. Again, Phil insists Grey Matter to join him, though Grey Matter declines the offer.

Phil decides to try to trap him in the Null Void instead. Luckily, Gwen throws Grey Matter an energy force mirror and uses it to reflect the beam back on Phil, causing him to be s.u.c.k.e.d in the Null Void.

They use the Projector to trap the aliens Phil released. They return the Null Void Projector at the Mount Rushmore hideout. Gwen reminds Max about Phil, but Max suggested that his former partner is better off forgotten and continue on with their road trip.

Damn , that's cold Grandpa ....

Brrrrrr.

No seriously, he basically sent him to hell.

Just .... Damn.