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The events that happen in this trilogy are non-canon to the events that happen in other episodes of Ben 10: Maximum Heroes. However, events that happen in this trilogy are are mentioned in other episodes.

Ben 10/Generator Rex: Villains United Part 1 is the first part of an upcoming sequel to Ben 10/Generator Rex: Heroes United. It is part of the Ben 10: Maximum Heroes' production cycle. It switches between Ben 10 and Generator Rex style animation. It aired on December 23, 2011.

Ben 10: Maximum Heroes
Season 1, Episode 14.25
Air date December 23, 2011
Written by paperluigi ttyd
Directed by paperluigi ttyd
Episode Guide
Previous
War of the Thirteen
Next
Ben 10/Generator Rex: Villains United Part 2

Synopsis[]

When Ben and Lord Gemini accidently teleport themselves to Rex's world, they must team up with Rex to stop Van Kleiss and return to their world. When they try to return to Ben's world, Rex and Van Kleiss accidently get caught in the portal and head to Ben's world. In Ben's world, Van Kleiss discovers an unlimited supply of people to turn into E.V.O.s. He also meets Ben's greatest enemy, Vilgax.

Plot[]

[Zooms in on Rath fighting Lord Gemini]

Rath: LEMME TELL YOU SOMETHING LORD GEMINI. JUST BECAUSE YOU'RE USING STOLEN TECHNOLOGY FOR GOOD, DOESN'T MAKE IT RIGHT.

Lord Gemini: Oh Ben! Just because I'm the star of a tragedy, doesn't mean I stole this. In fact, in this case, I bought it with my own money.

Rath: OH YEAH, WELL, LEMME TELL YOU SOMETHING LORD GEMINI. IT'S RATH TIME! [goes up to Gemini]. POLARIS PILEDRIVER! [Jumps high into the sky and body slams Gemini, who dodges at the last second].

Lord Gemini: Just because you don't like tragedies doesn't mean you can't watch. [touches the machine he's wearing at his chest. A light starts glowing from it].

Rath: WHERE DID YOU GET THAT? [Has a flashback of when he was Diamondhead and Rex tried to cure him as if he was an E.V.O. He specifically notices the light that glows on him]. I SAID, WHERE DID YOU GET THAT? [Runs back up to Gemini and punches the machine, teleporting them to Rex's world].

[In Rex's world, Rex, Six, and Dr. Holiday are fighting the Pack].

Rath: WOW! WHAT JUST HAPPENED? [Runs up to Gemini who steps to the side, sending Rath into Rex].

Rex and Rath: YOU! [Rex gets up and forms the Smack Hands].

Rex: Let's do this. [Rex jumps at Van Kleiss and punches him into the sky. Ben turns into Big Chill and freezes him. Then, Rex uses the block of ice as ammo for the Slam Cannon. He fires Van Kleiss at the rest of the pack, finishing them off. Ben then turns back into his him form].

Ben: Great job Rex!

Rex: Great job Ben!

Ben: Now let's see what we have here [walking over to Gemini]. This time, answer me! Where di you get that?

Lord Gemini: I got it from...

Rex: ...

Ben: Well, where?

Lord Gemini: I got it from Nanite Alpha

[...after the opening sequence].

Ben: What? But how?

Lord Gemini: I don't now what you're talking about. Nanite Alpha is where I get all of my technology.

Rex: ????

Ben: He must have escaped!

Lord Gemini: Look, I have no idea what you're talking about.

Ben: He's telling the truth.

Rex: Then how do we find Nanite Alpha. He could be anywhere.

Lord Gemini: No

Rex: What do you mean 'No.'

Ben: He means the Nanite Alpha is in the...

Lord Gemini: ...Null Void

Rex: So, we just go get Caesar, have him open a portal and go through it.

Ben: First of all it doesn't work that way, there are many other easier ways to get into the Null Void. Second of all, last I checked, there are no prisoners currently in the Null Void.

Lord Gemini: Yes, there are, renevations are are over. That must be how Nanite Alpha escaped.

Rex: But he was still compacted into a highly dense sphere.

Lord Gemini: Well, then it must have broke open.

Ben: Gemini is right, we need to chase him down and assume he's still in the Null Void.

Rex: Then what are we waiting for.

Ben: First of all we need to get back to my universe, it wold be much easier to access the Null Void through my world. [looks at Gemini].

Lord Gemini: Don't look at me; my machine is fried.

Rex: Caesar!

[The heroes are about to walk to Providence, but Professor Paradox appears].

Professor Paradox: Hello, children.

Ben: Paradox? How did you get here?

Rex: Who's this guy?

Ben: Paradox, a time traveler.

Paradox: Technically, you can say the two of us go way back? Considering time is infinite.

Rex: ?

Paradox: Don't worry, I'm here to talk to Ben. Ben, you can't go to Caesar.

Ben: Why?

Paradox: I can't tell you, yet. But I can tell you that there is another scientist who is smart enough to create a portal into your world. His name is Van Kleiss.

Rex: What?

Ben: Who's Van Kleiss?

Paradox: It's the sam man you just defeated. Oh my, what has happened to him?

Van Kleiss: What do you mean. Isn't it obvious Charles.

Ben: Charles, your real name is Charles?

Paradox: Oh yes, I do remeber now. Charles, now let's see, what was my last name. Was it Schultz? Sheen? Barkley? Xavier? Oh dear! Rodgers, that's it.

Ben: Charles Rodgers, WOW!

Paradox: Yes, but the time for laughs it later. Right now, we need to fix you Van Kleiss.

Van Kleiss: I do not wan't to be fixed.

Rex: Yeah, he's kind of like a world domination pyschopath.

Paradox: Where have I been for the last few eons.

Ben: Apparently in your own universe. How do you even know Van Kleiss.

Paradox: I came to this universe several years ago... Or was it several years from now? Doesn't matter, anyway... as I was saying, I came here many years ago to stop a crisis. The humans in this universe were messing with the laws of time. They were trying to create machines that would make humans live longer, live healthier, and adapt faster. I had to stop them.

Rex: You tried to stop the Nanite Project?

Paradox: Yes! It was illegal under interstellar law.

Rex: What do you mean 'interstellar law?'

Ben: The Galactic Code of Conduct. There are certain things your not aloud to do.

Paradox: Correct. For example, use technology from even your own planet to cause your species to adapt.

Ben: And that's why we stopped the Flame Keeper's Circle.

Paradox: Anyway, back to my story, when I told your scientists about this they just ignored me. When I tried again, it was your Van Kleiss that told me that the scientists had been cleared by the governments to do this project. Caesar also spoke up. He said that what he was specifically working on would be able to control itself and the other nanites, and thus limit the amount that humans could adapt.

Rex: Nanite Alpha!

Paradox: Exactly. Van Kleiss had the right ideas in this case, which is why you must help us, not Caesar.

Biowulf: My master would never help an insignificant fool such as youself

Van Kleiss: Who says I wouldn't?

Biowulf: Master, you aren't actually- [Van Kleiss cuts him off]

Van Kleiss: No, of course not. Or rather yes.

Rex: Really?

Van Kleiss. Yeah! [pauses a few moment]. Over my dead body! [Runs off along with Biowulf, Skalamander and Breach].

Ben: Well that didn't work out.

Rex: No duh, Mr. 10.

Ben: Then what do we do now?

Paradox: Plan B

Rex: You use your powers to take us their?

Paradox: No, there are things even I am not aloud to do. Plan B is to confront Nanite Alpha.

Ben: Absolutely not!

Rex: No way!

Paradox: I was afriad you would say that. But look at that. [teleports them to the Null Void] We're already here!

Ben: Not for long we're not [transforms].

Clockwork: CLOCKWORK! Let's go Rex [blasts at Paradox who deflects the beam without even moving. Clockwork them runs up to Rex and picks him up, carrying him across the Null Void].

Rex: Uh, I think you're going to need someone faster than this to escape a time traveler.

Clockwork: Right [transforms]

Fasttrack: FASTTRACK! [runs across the Null Void with Rex in his arms. The two eventually find a portal out of the Null Void that fortunately takes them to Kevin's garage]. Hey look, we're back! [turns back into Ben.]

Rex: So this is what you meant by parallel universe [sits down on Kevin's car]

Kevin: [walks into the garage]. Hey! Who's this guy sitting on my car?!?!?!?

Gwen: Kevin...

Rex: Sorry, amigo.

Gwen: Ben, where have you been?

Ben: Do you want the short or the long explanation?

Gwen: ... [suspiciouslly glares at him].

Ben: I was in a parallel universe. Oh yeah, and that's Rex.

Rex: Hello! I'm just gonna assume that you and Ben are boyfriend-girlfriend.

Gwen: No! We would be what you call cousins.

Kevin: Yeah smart one. I'm her boyfriend.

Rex: Right! Gotcha! Ha ha ha...

Gwen: [looks at her Plumbers badge]. Ben, there's trouble in the city. You can bring you friend if he can help.

Rex: Oh I can help all right [forms the Ax Hands].

Kevin: Wow, and I thought Grey Matter had a lame power.

Rex and Ben: Hey!

Gwen: Come on guys, let's just go.

Rex: So, what's your power?

Gwen: This! [shows Rex her powers by shooting a ball of Mana into the sky].

Rex: Oh!

[Ben, Gwen, Kevin, and Rex walk into the city. When they get to the city, they find everyone running away from a suspicious figure].

Ben: Whio's that. I don't think we've fought him before.

???: BEN TENNYSON!

Ben: Vilgax?

Rex: Who's this creep?

Vilgax: Who you calling a creep, creep? If I had met you before I would have killed you. But what am I talking about? I'm going to kill you, and Ben Tennyson, anyway. [Grabs his sword and slash it at rex, sending a wave of fire at him. The, he jumps up into the air a tries to slam punch Ben].

Ben: Not going to happen Vilgax! [transforms]

Humungosaur: HUMUNGOSAUR! [Catches Vilgax and throw him up into the air. When he comes back down, he punches him across the city. Meanwhile, Rex forms the Block Part which absorbs the fire slash. He unbuilds the Blcok Part and then building the Hoverboard and the Big Fat Sword. He rides over to Vilgax who knocks Rex away. Humungosaur is then about to punch Vilgax when he turns around and steps to side. Vilgax stomps on Humungosaur's back, without noticing that Kevin has absorbed the pavement and is about to punch him. He punches him a few times but them is knocked away and caught on a mana platform by Gwen. Rex then gets up and engages Vilgax in a sowrd fight].

Vilgax: It's impressive that the new guy is a better fighter than you.

Humungosuar: Right now he might be. But once I'm done with this sentance he won't be... [transforms]

Ultimate Humungosaur: ULTIMATE HUMUNGOSAUR! [Runs up to Vilgax and punches him. Before he can get to Vilgax again, Vilgax activates a warp machine that sends Ben back to Rex's world. Rex, Gwen, and Kevin then follow him. When they get there, they find that Van Kleiss has conquered the world.]

Rex: How is this possible?

Ultimate Humungosaur: Well you were the only one who was ever able to stop him, so, I think he took advantage of you leaving [detransforms].

Kevin: ..and conquered the world. Who does this guy think he is? Vilgax?

Rex: We've got to stop him!

Ben: No! We have to get to Paradox.

Paradox: I heard my name...

Ben: If that's even who you are!

Paradox: What are you talking about?

Ben: You're not Paradox. You're not Gwen! And you're not Kevin!

Rex: What are you talking about?

Ben: They're shape shifing, reality-bending aliens.

Rex: I was going to say that they're E.V.O.s.

Ben: No, these are definately aliens. [At this point, the aliens shapeshift into their normal form which is a humanoid completely white forms with a slightly darkened facial area. The aliens have no eyes or mouth, yet they can see and talk in this form].

Alien #1: You are correct, Ben Tennyson.

Alien #2: Rex helped, too.

Alien #3: You have passed our tests.

Ben: Tests? What tests?

Alien #1: Well, you figured out that we were not Gwen, Kevin, and Paradox.

Alien #2: I'll I want to know is how you knew.

Ben: Paradox only started losing his memories before he learned how to time travel. So, he wouldn't have been able to tell Van Kleiss his real name.

Paradox: Absolutely correct!

Rex: Is it really you this time?

Paradox: Yes, as a matter of fact it is.

Alien #3: Anyway...

Alien #1: Since you have passed, let me explain myslef. The three of us are the Galactic Keepers of Time and Space. We make the rules about what this guy [points at Paradox] does and other space-time laws.

Ben: So basically you guys wrote the Galactic Code of Conduct.

Alien #1: Yes, and this time, we're interfering. Normally, we would let you solve your own problems. But this time, we're going to give you what you need to beat Van Kleiss, return to your world, and beat Vilgax. Also, we will need you to investigate a suspicious break out at a prison in the Null Void.

Rex: Yeah, Alpha escaped.

Alien #2: So you know!

Alien #1: Yes they know. Now, here's what you need. 5 things; One, Ben, we need to see your Ultimatrix. We're going to unlock your complete Master Control. Don't worry, Azmuth gave us permission. Two, Rex, we're going to help you make some new builds. Three, we need to make sure that no one leave's this universe, and I mean no one leaves this universe. Four, we will make sure that Van Kleiss doesn't make any incurable E.V.O.s Lastly, we need to do this quickly. We have about 6 hours before the other universe is destroyed by Vilgax. That is a rule we never break. We never reverse time.

Lord Gemini: Is there anything I can do to help.

Alien #2: Yeah, help us defeat Van Kleiss.

Lord Gemini: Let's do this!

[after a short pause]

Alien #1: Ben, let me see you wrist. [Ben shows the alien his wrist and the alien presses some buttons on the Maximatrix].

Maximatrix: Master Control Activated. Resequncing Sets. Activation Complete!

Rex: Okay then, where are my new builds?

Alien #2: I'll be doing that. I've just got some suggestions... How about an Ion Cannon, a set of Hammer Claws, and a Turbo Jet Pack with a Missile Launcher.

Rex: Awesome! I can imagine it now. [Now that the heroes are ready, they are about to go when the first alien stops Ben].

Alien #1: Ben. I need a word with you.

Ben: Sure.

Alien #1: I won't be with you for much longer but I need to tell you this. When you return to your world you will meet a Galvan named Horizon. Trust what he says. Now I'm must be off.

Ben: Wait, what's his name?

Alien #1: Bye, Ben.

[The heroes run off to Van Kleiss who is in the middle of the city. Rex is about to form the Smack Hands buts stops to form the Hammer Claws, after a short animation sequence].

Rex: Sweet!

[Now, Ben fiddles with his Maximatrix. When he can't decide what alien to go, the Maximatrix activates a search feature which allows Ben to search for alienss based on there powers].

Ben: Maximatrix, search for an alien with super strength.

Maximatirx: Search Commencing. Searching for Super Strong Aliens. Search Complete. Maximatirx has found over 1,000 aliens with super strength. Those that have been unlocked are at the top of the list.

Ben: Let's see; Fourarms, no; Humungosaur, no; Waybig, no; Ah who's this. As I always say, it's Hero Time! [A transformation is shown that shows 2 new heads growing on his chest and 2 extra sets of arms and 3 tails. His body also grows a significant amount].

Cerebrus: CEREBRUS! Awesome!

Paradox: Never seen that one before. Or have I?

[The heroes run the rest of the way to Van Kleiss and starts attacking him].

Van Kleiss: How you guys get back so quickly [at the exact same time he deflects a punch from the Hammer Claws. He is about to Punch back at Rex but Cerebrus uses one of his arms to smck Van Kleiss across the city. Rex rides over on the Rex Ride and slash the Big Fat Sword at him. Then, Van Kleiss runs over to a person and turns them into an E.V.O. Rex starts battling the E.V.O. and after knocking him across the face a few times with the Fun Chucks, he cures him. Meanwhile, Cerebrus uses his three heads to breath dark fire on Van Kleiss, which burns him and makes him fall to the ground. Rex reforms the Rex Rides and rides into Van Kleiss before Cerebrus picks him up and chews him in his mouth for a few moments before spitting him back out. He doesn't go down to the ground yet but he merely calls for Biowulf, Skalamander and Breach to help him. Skalamander and Breach start attcking Rex while Van Kleiss and Biowulf go for Ben, who quickly transforms].

Shocksquatch: SHOCKSQUATCH! [He sends an electrical bolt at Biowulf, who sides steps but then gets caught by Shocksquatch who throws him into Van Kleiss]. Hows that's for an alien, huh? [He runs over to Rex who had formed the Ax Hands to fight Skalamander and Breach. He had already beaten Breach when Shocksquatch knocks over Skalamander who crashes into a building]. Oh yeah!

Rex: Finally!

Van Kleiss: I will not be beaten, yet. [He is about to press a button in his hand when Lord Gemini rounhouse kicks him].

Lord Gemini: Not today, VK!

Ben [who had detransformed from Shocksquatch]: Great work guys! Now, Van Kleiss, take us back to our world!

Van Kleiss: And why would I do that?

Rex: Because you don't want Gemini over here to kick you again.

Van Kleiss: OK, here you go! [Touches a button on another device which opens a portal. Ben, Rex, Lord Gemini and Paradox head through the portal. After waiting a lttle bit, Van Kleiss goes into the portal, chuckling, and eventually laughing maniacally].

Ben: [once they arrive in Ben's world]: Ah, it's great to be back.

Rex: And it's not great to leave.

Lord Gemini: I'm going home Ben, I have other plans, if you know what i mean.

Ben: Yeah, we'll just get you some other day.

Horizon: Ben Tennyson! Come over here!

Ben: Who? What? Where? [looks at Horizon] Hahaha.

Horizon: Don't ask, Azmuth sent me. You are going to need this. [snaps fingers and Ascelon appears].

Ben: Ascelon?

Horizon: Yes, combine it with your Maximatrix.

Ben: And how?

Horizon: You will need need Nanite Alpha!

[shows Van Kleiss in the Null Void]

Van Kleiss: Are you out there Vilgax? Vilgax?

???: No, but I'm here!

Van Kleiss: You!

Nanite Alpha: Yes, me!

End of part 1

Major Events[]

  • Ben returns to Rex's world
  • Lord Gemini and Paradox first go to Rex's world
  • Rex and Van Kleiss first go to Ben's world, a world without nanites
  • Van Kleiss meets Vilgax
  • Many people mention Nanite Alpha, and he eventually appears at the very end of part 1.

Confirmed Aliens[]

  • Humungosaur
  • Ultimate Humungosaur
  • Big Chill
  • Rath
  • Fasttrack
  • Clockwork
  • Shocksquatch
  • Cerebrus

Confirmed Builds[]

  • Smack Hands
  • The B.F.S.
  • Rex Ride
  • Ax Hands
  • Hoverboard
  • Fun Chucks
  • Hammer Claws
  • Ion Cannon
  • Turbo Missile Launcher Jet Pack

Trivia[]

  • The false Paradox says his name is Charles Rodgers.
  • Just like Azmuth, Albedo, and Kennith, Horizon is named after a science term.
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