The Forever Knights develop a ship they will use to travel to the dragon's home world to destroy all dragons. To make it fully functional, they capture Ship, the alien Upgrade pet Ben and Julie met.

When Ben's parents discover his ability to turn into aliens, they forbid him from using the Omnitrix and later ground him from using it again. Eventually Gwen is grounded too leaving Kevin to stop the DNAliens.

After Gwen receives an S.O.S. from Helen, Ben must go into the Null Void to save her and Manny. Once there, he must find The Wrench in order to stop D'Void, who happens to be Ben's old enemy Dr. Animo