Revenge of Kevin Arc

Kevin 11
The group at a hotel in New York City. While Grandpa Max is at the main desk, checking everyone in, Ben spots an area where they are featuring a new Sumo Slammer video game. He runs towards the area, yet he is blocked by a security guard at the front. So he transforms into Ghostfreak and passes through the entrance, but when the guard catches him, they all get thrown out of the hotel.

While Grandpa Max is out trying to get his money back from the hotel, Ben decides to head off by himself in the city and with Gwen following him they end up in an arcade. Here they meet Kevin, a boy that helps Ben after a game eats his money. Kevin sends an energy surge with his hand into the machine, causing it to dispense all the tokens that were in it. But as Ben collects the money, a group of bullies attacks Kevin, calling him "freak", so Ben transforms into XLR8 to save his new friend.

While Gwen heads back to the RV, and explains that he was born with his powers and that his parents abandoned him because of it (although it isn't clear if Kevin's parents kicked him out of home, or if Kevin decided to go away on his own). Kevin then asks to Ben about his grandfather, who was mentioned by Gwen. Ben explains that he was grounded after sneaking in to play a game that has been unreleased. Hearing Ben mention the Sumo Slammer game, Kevin gets an idea and the two head off to a storage warehouse near the docks, where Kevin uses his power to break in the security door and shows Ben that that is the place where the new game is kept. But then they are discovered by the police, and after a failed attempt at escaping, Ben transforms into Stinkfly and holding the other boy he flies away.

After seeing what the younger is capable of, Kevin proposes they become partners and that together they should be able to do anything they wish. Ben agrees, and shakes their hands to finalize their agreement. Inside the subway system, Kevin absorbs energy from a lamp, then walks over to the train track switcher, and uses the obtained energy to activate it. The track switches, and Kevin explains to Ben that this will cause a collision between a money train and a regular passenger train, and tells Ben to take the cash by using XLR8. Ben immediately is against his plan, and says that hundreds of innocent people will be killed in the process. Kevin however doesn't show any consideration for those people and Ben finally decides to stop him, before it is too late. So Ben tries to transform into Fourarms but transforms into Heatblast instead. But Kevin absorbs Heatblast's energy, and uses it to partially transform into Heat Blast himself. Ben manages to save the two trains and escape, and Kevin decides he will get his revenge with the help of the new power.

When Kevin attacks the bullies hideout, Ben arrives and transformed into Fourarms(even though he tried to go Stinkfly) and defeats the other kid even after he absorbs Fourarms energy and turns into it himself. But when Ben reverts back to human and offers Kevin to join him and his family, Kevin attacks Ben again, trying to take the Omnitrix away from him but it releases a pulse that sends Kevin flying away.

Back at the RV everyone is glad everything ended, but as Grandpa Max says Ben will have to earn his trust back and Ben rents what he had done, at the subway Kevin is showed using Heatblast's powers while remaining human and laughing maniacally.

Framed
The episode starts at a city, where the Tennysons wait in a long line to buy a newly released game, a game that Ben refers to as Sumo Slammers 2.1. Gwen infers that he has the game, but he explains that it’s version 2.1, and that there is a big difference. Gwen can’t wait any longer, and insists that they should go somewhere cool from the heat. So, they decide to enter a nearby bookstore. Later, as they come back out of the store, Gwen wonders how Ben’s doing after waiting for so long. The line is no longer there, but Four Arms comes out, and he causes rampage with the police. Gwen and Grandpa Max are shocked, as they interpret that Ben is the one to blame. The SACT arrive, and prepare to capture Four Arms. Before doing so, Gwen runs up to him, and tries to stop him. With no luck, he continues and ends up being shot by the SACT. Unfortunately, Fourarms leaps off, and leaves them behind.

At the RV, Gwen is infuriated by Ben’s recent actions over a video game. Ben appears to be calm and quiet as he plays his new game. While Gwen interrogates Ben, he says that he has been at the RV the whole time. Gwen tries to take the information out of him by showing him a clip of Fourarms destroying the city as evidence. Grandpa Max seems to be on Ben’s side, though Gwen has a good point. So, Ben tries to prove her wrong by going out to the city to find clues to solve the mystery.

Ben spots Fourarms in an alleyway, and he goes after him. He attempts to activate the Omnitrix to transform into XLR8, though no luck. Ben finds Fourarms at the top of the US Mint building, and Ben decides to go after him. Inside, Gwen and Grandpa Max seem to find Ben anywhere, but they soon find Heatblast attacking the place. Gwen heads to him and insists that he should stop what he’s doing. Heatblast doesn’t seem to be listening to her order. Out of nowhere, Ben appears in front of Grandpa Max behind her. She then realizes that Ben is telling the truth about the alien whose impersonating his alien forms. Heatblast attempts to attack back, but Diamondhead appears just in time to protect her.

Diamondhead prepares to fight Heatblast, but he is stopped by coins that were held in a large container above him. As Heatblast arrives before him, he reveals his true identity. It was Kevin, the teenage sociopath who Ben has met before. This time, Kevin seems to have mastered morphing into a perfect copy that of Ben’s original forms, and Kevin has been using them to ruin Ben’s reputation as a hero.

Kevin transforms into Stinkfly, and flies away, leaving Ben behind with the authorities. Diamondhead tries to explain that he is not the one responsible for such actions. They don’t seem to believe him, and Gwen comes by to back his story up. So Ben has no other choice but to fight. As he runs off, Diamondhead looks for an area to hide. To soldiers find him, and shoot him, but Diamondhead counters back by knocking the platform down. As Diamondhead continues to find a way out, he is again detected, but this time, he is trapped between. To make matters worse, the Omnitrix is about to lose power. As he brainstorms for an idea, he jumps down, and he transforms back to normal just in time. He fakes an act by appearing to protect himself from Diamondhead.

As Ben returns back to Gwen and Grandpa Max, Gwen is relived to see Ben again. The SACT leader, Steel, somehow is suspicious of Ben’s watch, though he lets them through, but orders his troops to follow them, just in case. In the RV, they discuss with each other with what’s happened so far. Gwen finds news headlines on the Internet, and it seems that Kevin has been busy using Ben’s alien forms to wreak havoc in major cities. All of a sudden, a trolley train is shown heading down the street, and Ben decides to help out. It seems to appear that Kevin is using Upgrade to take control of the car. As Ben tries to transforms into Upgrade, he changes into Wildmutt instead, but there is no other choice but to use what he has now. As Wildmutt runs to the rescue, it seems that the SACT has also been tracking them.

Inside the car, the driver tries to stop the car, but Kevin pulls it out, which makes their situation worse. Wildmutt is behind them, and eventually gets on top of the car. Kevin finds him, and tries to get him off, though Wildmutt was able to get inside the car. Behind the car, Grandpa Max pilots the RV, transformed into its aerodynamic form. Inside the car, Kevin was able to get Wildmutt down, and he tries to get away with it by leaving and flying off with Stinkfly. The car continues to move, and it is headed to a nearby pier. Grandpa Max gets close enough and tells Ben to get on the RV to throw a grappling hook to put on the car. Grandpa Max did all he could do to brake the movements. Before the car fell to its doom, Grandpa Max and Wildmutt were able to save everyone inside it.

Later at night, the RV stops in a parking lot, and Grandpa Max and Gwen come out. It seems that they were there to pick Ben up after the incident. In an unfortunate situation, the SACT was there to take the Tennyson family down, after seeing that they were involved with the alien business. The leader continues to be suspicious of the Omnitrix, but before doing anything else, they receive a report that there is a crystal alien on the loose. The Tennysons get away at this time, though he says he’s not over with them yet.

While Lieutenant Steel gets down to the bridge to deal with Kevin, he’s no match for him, and he beats him up. Fourarms was there in time to save him. As he begins to fight Kevin, the SACT readies their weapon. Gwen says that they should not, because it might hit her cousin also. Steel gives an order to his troops not to shoot until on his command. As Diamondhead is no match for Fourarms’ strength, he turns into Heatblast, which he was able to have a slight advantage. However, Fourarms was able to knock him into the air, but he turns into Stinkfly. Before Stinkfly was able to attack Fourarms, he transforms back into Kevin. Fourarms comes up to him, readying a punch, though Ben did not want to destroy him. He says that he was not worth it, and he never was. With that, Kevin somehow felt something, and he immediately transformed into a freak, a mixture of the different aliens. This time, Kevin had the advantage, but Steel commands his men to shoot Kevin. With this, they successfully take him down, and he falls from the top of the bridge, down to the deep ocean water. Steel realizes that Fourarms is not an enemy, and Fourarms leaves him behind.

As the Tennysons drive off to their next destination, Lieutenant Steel stops them to have a talk with them. He wonders why aliens show up all of a sudden when they are there, but he lets them go. As they drive off, Kevin’s status is unknown, as the dark ocean shows a small area where he fell(and the water starts bubbling).

Tournament
The episode starts in the middle of an open field with modern windmills. In the street, Ben's Grandpa Max and Cousin Gwen are semi-conscious inside their overturned RV. Ben, as "Diamond Head", is fighting Kevin, who is still in his mutated form of combined, Omnitrix, aliens(from an earlier episode). Before Diamond Head can counterattack, Kevin squirts a greenish fluid(using Stink Fly's ability) to distract him. Kevin carries him up to the air, then drops him, knocking one of the windmills down. Diamond Head responds by throwing the windmill blades at Kevin. Realizing that they match each other's powers, they prepare to attack "normally" by running towards each other. Suddenly, a red beam appears from above, enshrouding them, and they seem to disappear. Gwen and Max get out of the RV, and find Ben missing. In a dark room, the red beam releases Diamond Head, and a spotlight hits him. As he scans the area, an announcer says the "challenger" comes from planet Earth; it seems that he has been transported to a fighting arena complete with a variety of alien spectators. While Diamond Head is distracted by his unfamiliar surroundings and situation, a droid attacks him from behind. The droid has two scythes for appendages. Viewed from overhead, the arena is separated in sections, each containing fighters against a similar droid. Diamond Head is able to destroy one scythe, but the droid is strong enough to crack through his crystalline body. Diamond Head realizes that it’s time to become serious, so he slices through the robot’s legs, which seems to disable the machine. As the crowd cheers, it seems that someone has been watching his every move.

Meanwhile, Kevin is in the same situation in an adjacent section, and does the same. He uses different powers to defeat the droid. In a flash, he is victorious, and the crowd cheers for him. It seems that the same person has been watching his every move, as well. As Diamond Head gloats, the Omnitrix deactivates, and the audience is surprised by the transformation. The damaged droid is able to get on top of Ben, but Ben is fast enough to use one of the detached scythes to severely puncture and terminate the droid. In an holographic projection overhead, the mysterious being who has been watching them announces his plans to use them for subsequent, staged battles for profit. As the wall between Ben and Kevin opens up, Kevin blames Ben for their current situation, but before Kevin can attack the now-defenseless Ben, they are teleported somewhere else.

Kevin and Ben continue to quarrel, but are stopped by hovering robot guards with stun lances. The robots then attach a device to each of them. Ben and Kevin discover that they are on an intergalactic spaceship, in a room with aliens from various planets, who appear to be in the same situation as themselves. Ben insists they should find a way home, but one alien says that the ship is their home, and there is no way out. Still angry at Ben, Kevin grabs him, but the implanted devices create an electrical discharge between them, forcing Kevin off Ben.

An alarm sounds off, and an alien says that it is meal time. The ceilings open and release a gooey, purple-colored substance. Ben doesn’t have the appetite for the alien glop, but the aliens urge him to eat, because "Technorg" will take their food. The sound of heavy footsteps is heard from the background, and a large, orange, alien appears. It is Technorg. As he approaches the aliens, they kneel down to him, while he takes their food. Kevin, still sitting at the table, sneakily uses his "XLR8" tail to throw one of the trays on Technorg’s face, and blames the act on Ben. Technorg grabs Ben, and throws him aside. To match his power, Ben transforms to "Four Arms", and returns the attack. Out of view, the mysterious alien continues to watch and be intrigued by Ben’s talents. Ben and Kevin are then transported to another area, where the alien identifies himself as "Slix Thigma", who decides to link Kevin and Ben using an electronic shackle, telling them that what happens to one will happen to the other. Slix then transports them to the arena, where they are to fight Technorg.

As Technorg attacks, Four Arms and Kevin run in opposite directions, forgetting that they are now linked. The mistake allows Technorg to grab a hold of the link and throw both of them down. At that moment, the Omnitrix powers down and Ben is returned to his normal form. Kevin tries to get rid of the once again, helpless Ben, forgetting that if Ben is injured or dies, the same will happen to Kevin. Technorg tries an aerial punch, but Kevin is able to dodge the attack. Kevin then runs away from Technorg, dragging Ben on the arena's dirt floor. Kevin continues to humiliate Ben, but Ben attacks Kevin back by tripping Technorg on top of Kevin. Ben insists that if he and Kevin work together, they can defeat Technorg, but Kevin refuses to accept. Instead, Kevin tries to prove that he can win the battle by himself, by alternately shooting "Stink Fly's" goo and "Diamond Head's" diamond shards at Technorg, which does virtually nothing to the seemingly indestructible Technorg. As Ben finishes his pleas for Kevin's cooperation, Kevin uses "Heat Blast’s" fire balls, which explosively ignites Stink Fly’s goo. He tells Kevin to try that combination of powers. It works, with Technorg forced off his feet from the explosions. Ben tells Kevin to use a different combination, and with two powerful punches, Technorg is knocked out. Slix orders Kevin to finish him off, but before he can do so, Ben stops him. Kevin continues to fight with Ben, but are stopped by guards. They are given the title of "Champion", and are taken back to the holding cell.

The imprisoned aliens now pay homage to Kevin and Ben. Technorg appears with a tray of food for Ben, who he is honored to serve, not only because he bested him in battle, but for sparing his life, as well. Ben doesn’t want to be Technorg’s master, and asks if he knows a way off the ship. Technorg says that they have all tried, but it is impossible. As the ship is being prepared to travel to another galaxy, Ben declares that together, they can escape.

A few moments later, as Ben slumps in a corner of the cell, he signals the others to start the plan, and they relay the signal to Kevin who pretends to act out of control. As the robot guards watch, the aliens pile on Kevin, and a flash appears. Ben, now as "Gray Matter" has managed to sneak inside a robot guard, and disable their control devices. Everyone escapes out of the holding cell. Still linked together, Kevin and Gray Matter try to look for the controls for the emergency escape pods, but Slix is able to track them down, and his drones are well-armed with giant axes. Slix was able to capture the other escapees, and use them as hostages, if they tried to escape again. Kevin and Gray Matter fight the drones to escape and save the aliens from the clutches of Slix, but Ben transforms back into his human form, once again. As the aliens outside are tortured, more robot drones come after Kevin and Ben, who must get to the arena to rescue Technorg from being dropped into a pit of vicious beasts.

Distracted while watching the aliens being tortured, Slix is overcome by Kevin and Ben. Ben insists that Kevin should not destroy Slix, who appears to be an intelligent droid. Kevin, ignoring Ben, is about to destroy Slix, when Ben transforms to "Upgrade" and merges with Slix. Upgrade explains that the droid is actually the main command center for the entire ship. He then finds the control console, and breaks their electric shackle link. As Technorg falls from the platform, Upgrade sends a flying platform to catch him. Slix seems able to regain some of his control, but before he can peel Upgrade off, Technorg knocks him out. Upgrade then teleports the imprisoned aliens and themselves to the escape pods.

As Upgrade activates the escape pod doors, every alien escapes successfully, but Technorg insists on staying with Ben. Upgrade pushes him into the pod. Just as he is ready to leave, the Omnitrix deactivates, revealing Slix Thigma as a robot, grabbing Ben to destroy him. Kevin destroys Slix, saying that he wanted the fun of hurting Ben, himself. He hurls Ben against a wall, and, using Stink Fly's goo, attaches him there. Ben tries desperately to activate the Omnitrix, and, just in time, he changes into Cannon Bolt. Kevin is surprised by the new-to-him alien form. Cannon Bolt bounces off the walls battering Kevin to the floor. He then enters a pod to escape, but Kevin holds the door open, but is stopped by Technorg who has returned to the ship to defend Ben. Ben says they are now even, and as he jettisons off the ship in his escape pod, Kevin feigns a meek smile as Technorg approaches, presumably to bash him for his treachery. The ship, having been previously programmed by Slix, disappears into hyperspace, sending Kevin and Technorg far away.

The escape pod lands on Earth, and Ben tumbles out as himself, apparently overcome by the shock of the rocket travel. Gwen and Grandpa have left the damaged RV and seem no worse for wear. They are glad to see that Ben is okay, as he is them. Gwen asks where Kevin is, and the episode ends with Ben saying that Kevin has found a new "playmate", and that they probably won’t be seeing him for a while.

Return
A space ship flies by a asteroid belt, and a large block of ice is being taken into the vessel. Inside, aliens speculate the massive rock, and Kevin jumps down and recaps his previous battles. He’s been told of Vilgax, over and over again. He places his hand onto the giant ice, and it melts to reveal Vilgax’s frozen state. The aliens step back after seeing Vilgax, knowing that he is the most feared in the galaxy. Kevin says that they were both after for the same thing. The boy who wields the Omnitrix, and the one who has defeated them both in battle.

The Tennysons speculate the amazing sights of the Niagara Falls, hoping they would find another great summer day. Unfortunately, Gwen finds Ben tweaking around again with the Omnitrix. Ben claims that there might be some way to gain better control of it. As he continues to play around with it, the Omnitrix reacts and starts rotating through different alien silhouettes, making Ben think that he must have gone and busted the Omnitrix again. Ben says Upgrade, and he transforms into Upgrade. With amazement, he tries other commands, and he figures out that the Omnitrix also reacts to thoughts. He has found the master control of the Omnitrix, and he has gained the advantage to use it.

Ben, as Wildmutt, looks down into the river, and he looks back at one of the tourists, asking if they could take a picture of him and his wife (the tourists). He falls overboard, and Ben changes into Ripjaws to come to the rescue. After picking him up from the water, he immediately transitions into Stinkfly to fly them back into the ship, safe and sound. Gwen and Grandpa Max are amazed by the sight they just saw. Back at the ship where Kevin is, he looks at Vilgax, saying that he looks like any other alien he’s fought. Vilgax immediately reacts and fights back, giving him a specific message telling him that he should have never said that. Vilgax throws a pillar straight at Kevin, and pushes him out the window, bringing both of them down into the old Megacruiser battle arena. Kevin says that Vilgax should be grateful for saving his life, but Vilgax gives no allegiance to no one. After closer inspection Vilgax realizes that Kevin is a "Mishappen chaotic amalgam of aliens from the Omnitrix" discovering the connection between Kevin and Ben they decide to team up against him.

Gwen and Max relax to a nice afternoon snack, Stinkfly is up in the trees, and with Ben’s personality, expect him to create more of his crazy jokes unto Gwen. He spits slime into her pudding, and laughs. Ben is happy that he is able to stay alien for as long as he likes. He throws the profit money he’s gained for giving the tourists a ride. Gwen and Max both are very aware of the new feature of what the Omnitrix can do, but they both claim that it might have its consequences. Grandpa Max tells Ben to come to him for a small chat. Stinkfly transforms to XLR8, and instead of listening to what he has to say, Ben runs off with his pudding.

Vilgax analyzes Kevin’s DNA makeup, and he explains that his pattern is the same as Ben’s using this in tandem with Vilgax's already vast knoledge of the Omnitrix he can devise a machine capable of removing the Omnitrix from Ben. Kevin’s impatience lets him talk back. They both admit that they lost to a little boy, but Vilgax says that with his knowledge, and Kevin’s connection with Ben, will give them the victory they need. Kevin immediately wants to get the situation over with, but they can only find Ben if the Omnitrix is active. They find the signal shortly after.

The Tennysons continue to enjoy their day, and Grandpa Max decides to take some pictures. Wildvine comes out of nowhere, and decides to dive into the water and bungee himself back up. In a series of photo shoots, Ben continues to play around with the alien forms, and in the lift, he decides to be embarrass himself in front of a few tourists. In a few moments, Vilgax and Kevin arrive, only to go after one thing. The Omnitrix.

Ben, Gwen, and Max were surprised that Vilgax and Kevin were still alive and well, especially after the major incidents that occurred upon them. Ben attempts to escape as Grey Matter, but Vilgax was able to grab him. Little did Vilgax know that Ben knew how to use the Omnitrix more to his advantage. He transforms to Diamondhead to escape Vilgax’s clutches. With double the problem, and double the enemies, Ben knows that he’s up for a challenge. Vilgax and Kevin both fall down the waterfall while Ben flies Gwen and Max into safety.

Vilgax and Kevin survived the long fall, and Vilgax attempts to track Ben’s whereabouts. He comes down as Cannonbolt. At the RV, Max opens up yet another hidden stash in the RV, and it reveals the device they’ve seen before: The Null Void Projector. Max says that it’s the only way to stop Vilgax and Kevin from coming back to bother them.

Kevin tries his way of luring Ben out of hiding, but Vilgax insists that they do it his way. He says that they should be able to get Ben out by using Grandpa Max and Gwen as bait. Their plan as using them worked, though Max was able to defend by using the Null Void Projector to open up the portal to the null-void. Unfortunately, Diamond Head was dragged in as well, and there is no way to get back, unless the one who holds the projector gun.

Kevin is unfamiliar of the place. Vilgax explains that the null-void is an alternate dimension of the galaxy, where the evil are banished forever a long brawl ensues between Vilgax, Kevin and the residents of the void against Ben. Outside, Max attempts to enter the realm himself to get Ben, but Gwen insists that he doesn’t as he's the only one who knows how to operate the projector. Instead, she decides to head in herself.

Inside the Null Void, Heatblast is being carried by one of the aliens controlled by Vilgax. Ben uses strategy to survive the attacks ordered by Vilgax. Outside, Gwen prepares herself. She wears the Plumber suit as armor and arms herself with a large array of plumber weapons. Inside, she encounters danger, but luckily, Gwen has things to prepare herself.

Kevin and Vilgax continue their search for Ben, while Max continues to hold up the portal. He says that Gwen needs to hurry as the projector only has limited power and is begining to falfunction. In an instant, Ben and Gwen find each other, and realize that they need to get out of there. Kevin was able to grab a hold of Gwen before they reached the portal that leads them out of the area, and to make it worse, they're surrounded. Ben had no other choice but to give up and save his cousin’s life by giving up the Omnitrix to Vilgax and Kevin, but resets the watch to make things difficult for Vilgax to use. Ben thinks that it would be a simple trade, but Kevin in an instant tossed away his cousin and used a giant device that was used to painfully tear off the Omnitrix from his wrist. The device was held in a spherical container, and Kevin grabs it for himself, saying that he should be able to use it instead of Vilgax. With a large fight amongst themselves in who would get the Omnitrix, Ben and Gwen were just about able to get out of the null-void. Vilgax and Kevin manage to catch up to them and block their way out before they could get there. They use the 'Omnitrix' to distract Vilgax, and Ben decides to face off against Kevin so Gwen can escape. Ben is able to trick Kevin and get out of the Null Void before the portal finally closes, leaving the two villians still trapped inside.

When Ben and Gwen emerge from the portal, they are embraced by Max. Gwen says that she has a present for Ben. At first he thought it was something that they would argue about, but it was something more valuable than that. It was the ball that held the Omnitrix. Gwen said that Ben may be dumb enough to throw it away, but she's not. In the Null Void, Vilgax and Kevin were going after a decoy, which eventually exploded followed by getting attacked by a large worm alien.

In an instant, Ben feels the aliens flow back into his body, and he becomes once more as the boy who was given the power to change into the alien heroes. Grandpa Max tells Ben that he owes Gwen a big-time thanks, but Ben had something else in mind. He transforms into Grey Matter and realizes that he zeroed out the master control. The episode ends with Gwen and Grandpa Max laughing.

Dream Land
A dream version of Kevin appears in Perfect Day, as a hall monitor of a dream version in Ben's school. In the dream, Kevin was human but then changed into his mutated form (which appeared uglier than it used to be probably a exaggeration of Ben's fear of Kevin) and fought Ben. When Ben takes control of the dream, he is able to defeat the dream version of Kevin in one fell swoop.