When Ben uses Upgrade to merge with the TV so that he can watch his favorite TV show 'Xingo', lightning strikes and Xingo comes out of the TV into the real world, ready for some mischief.
The episode starts off with Ben watching Xingo. Max is confused as to how Ben can sit around and watch that all day, when there’s a whole Grand Canyon to explore. Max and Gwen both leave, and Gwen questions if they really should be walking around the canyon while it’s a thunderstorm. Max however, is still ready for adventure. As Ben continues to watch TV, the storm outside causes the TV to act up. In order to fix it, Ben transforms into Upgrade to fix it. He upgrades the TV and satellite. Lightning strikes, and it hits the RV and Upgrade. Ben times out, and Xingo pops through the TV. Xingo exists in the Rustbucket, and explores the new world he’s in.
Xingo stretches his neck and goes with Ben to have fun, but a lightning bolt strikes him and turns him to ashes. Ben worries but Xingo is reborn from the ashes and says that lightning does not strike the same place twice, but immediately several lightning strikes him. In his agony, Xingo asks Ben to hold his hand, Ben does so but Xingo electrocutes him. Ben tells him that this is not funny but Xingo agrees, then says that it was very funny and starts laughing like crazy. Xingo further picks on him, and Ben transforms into Four Arms to fight him. Xingo then spots Max and Gwen walking by, and he drops a bunch of anvils on them. Four Arms jumps down to protect them. Afterwards, Four Arms begins to strangle Xingo, but another lighting bolt strikes the both of them. Ben times out and the Omnitrix begins to charge. Max and Gwen go to comfort Ben, and Gwen questions how Xingo got out of the TV. Ben tells them that it was an accident, and transforms into XLR8 stop him. XLR8 passes many obstacles as he chases Xingo around the Canyon.
He eventually winds back up next to Max and Gwen again. Gwen explains that he’s fighting an unrealistic opponent, realistically. She then asks exactly what he did to bring him here, and Ben explains that he used Upgrade to upgrade the TV, and a lighting bolt struck him. Then Xingo popped right out of the TV. As Ben continues to explain, his body acts more cartoonish. Gwen makes the observation that the Lighting strikes “Xinged” his watch. Essentially, giving him Xingo powers. Ben then decides to fight fire with fire by using Heatblast. They both use their cartoon physiology. Eventually, they both make constructs out of different objects, and begin crushing each other. First Heatblast crushes Xingo with a car made out of fire, then Xingo crushes him with a bus, then Heatblast again with a ship, then Xingo with a truck, then Heatblast delivers the final blow with a giant train made out of fire
Xingo claims that this is “too kooky” for him, and retreats back into the TV as the Tennysons proceed to follow him. However, he makes it back to his own world. Ben times out and loses his Xingo powers for good. The Tennysons look around and notice the busted TV. Ben yells and Max tells him that they will have to have fun like he did back in the day, and starts singing. Ben is terrified of this and calls out Xingo's name one last time.
During his transformation sequence, Heatblast does the "Spooky Scary Skeletons" dance.
The episode is similar to Game Over from the original series. In Game Over, lightning hits the satellite dish of the Rust Bucket transporting Ben and Gwen into a video game world. In this episode, lightning hits the satellite dish of the Rust Bucket bringing Xingo into the real world.