Ben has a brand new alien: Shock Rock! And he's going to need it to stop Vilgax and the Weatherheads' latest plan to take over the world.
The episode starts with the Tennysons at a desert area. There a mudslide occurs and Ben attempts to transform into Hestblast but instead, he gets Omni-Enhanced Four Arms. OE Four arms stops the mudslide with a shockwave, and saves everyone from a falling building. Max then talks about the recent upgrades to his aliens as unpredictable and unsure if Ben could handle it. Ben states that he can handle it and says it's not him. He was then interrupted when Vilgax appeared. Vilgax explains about the dangers of the Omnitrix and Ben ignores him. He attacks Vilgax trying to punch him. Vilgax moves causing Four Arms to miss. The punch on the ground causes an extreme force. Ben eventually times out. Vilgax says he came to protect him from the Omnitrix and explains about the powerful blue energy being to much for the earth to handle. He explains that ben is the threat. Ben ignores him again and transforms into Omni-Enhanced Heatblast. Vilgax dodges the attack and snow begins to appear, freezing everyone. Afterwarda, Vilgax tells Ben that he has already done enough damage and Ben times out again. Vilgax unfreezes everyone.
Vilgax tells Ben to hand over the Omnitrix and Ben doesn't believe him. Gwen then tells Ben that the Omnitrix has been doing weird things recently. Then a new alien shows up. Vilgax tells him not to activate the alien but Ben transforms onto him anyway. The alien, soon to be named Shock Rock, appeared to be made entirely out of that energy that was making the Omni-Enhancements. This lead into a battle with Vilgax. Vilgax continues to explain the dangers of Shock Rock. After the fight, Vilgax leaves telling Ben that he fears for himself and everyone else.
In the desert, Ben thinks to himself. Gwen tries to see what's wrong with Ben. He states that if he gives the Omnitrix to Vilgax, he's going to take over the world. However, if he keeps using it, he might destroy the world. Gwen tells him that he needs some guidance. The two go out into the open desert to test Ben's new alien. They then see Tevin and Melvin again. They soon find an area where there is no people. Ben transforms into Shock Rock. He tests out some of his energy powers, starting off simple. He soon tries to go bigger. It then starts raining. Gwen suggests that its a coincidence. Shock Rock agrees and forms a blue energy boomerang. The rain stops, and then snow falls down. The snow begins to melt, do the temperature suddenly rising. Shock Rock shoots an even bigger energy blast into the sky. Gwen and Shock Rock celebrates due to mastering the alien. A tornado suddenly appears out of no where, and picks up some of the spirit walkers. It then pulls Gwen and Shock Rock into it, ending of the first part.
Vilgax: We have our differences, boy, and there will come a reckoning, but not today. Today, I come not for battle, but to protect you from the Omnitrix. Ben: What are you talking about? Vilgax: Your talent to harness the DNA is admirable, but the Omnitrix was never meant for humans, especially not a child. Ben: Child? Double digits, ugly. Vilgax: Look at what your powers have wrought. Soon the Omnitrix energies will become too much for you to handle. The biggest threat to your beloved planet is you.
Shock Rock: "I know exactilly what I've done."
Gwen: "He's made entierly of that blue energy stuff!"
Shock Rock: "Yeah you're---Woah!"
Shock Rock: Go, go, bluemerang!
Elder Ben: And then I never use the Omnitrix ever again.
(Kids Throwing Stuff And Booing At Old Man Ben) Elder Ben: NO, OW OH, MY HEART!!
While the town was frozen by Hail-O to make it look like it was Omni-Enhanced Heatblast, it is actually a conflation of both them and Vilgax. Of course, the Weatherheads started the "ball rolling".[DR 1]