Albedo Ben has stolen the Ultimatrix (an upgrade to the Omnitrix) from Azmuth and has used it to kidnap Gwen and Kevin. Ben goes to face Albedo Ben and rescue his friends when he quickly discovers that Albedo Ben has been working in conjunction with Vilgax. Ben is defeated by the pair and gives up the Omnitrix to save himself and his friends. Powerless, Ben goes aboard Vilgax's ship and faces off with Vilgax to stop his invasion of Earth in their final battle!
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