Though Ben's team fails to stop the DNAlien Fleet from arriving, re-enforcements arrive, but this battle can't be won on Earth. A small group goes to the DNAlien home world to force its leaders to stop the invasion.

Vilgax has beaten the heroes of ten planets and taken their powers as his own. Now he's looking for Ben.

Ben, Gwen and Kevin race to collect the Omnitrix's missing forms and make it to the battle with Vilgax on time. Meanwhile, Kevin discovers that his new transformation has some benefits.