The Ben 10 trio rushed towards the huge skyscraper-like building. Agregor had gotten loose again and they weren't going to let the chance of stopping him slip away. When the trio walked inside they were struck with shock. It was just an ordinary building, nothing special about it. They were all wondering why they were sent here, and why in the world Agregor would be there in the first place. It was pretty late and all the lights were off so you could barely see anything.

"Ok now what?" Kevin broke the silence, "Why would Agregor even be here anyway?"

"I don't know..." Ben spoke slowly. "But we're gonna find out c'mon!"

Kevin and Gwen followed Ben as he walked towards a door. They all braced themselves in case Agregor was behind it. Ben waited a few seconds, then instantly slammed the door open.


No one was there, there was only a few bookshelves and a desk. Ben proceeded forward while his friends followed him until he stopped at another door. They were all ready to attack if anything was behind it. Ben slammed the door open again.

Empty. Again.

"Nothing... where could Agregor be...?" Ben questioned aloud.

"I dunno," Kevin stepped forward. "But if you keep slamming doors like that I bet even Agregor could hear you, wherever he is..."

Gwen also stepped forward, "He's right Ben, we're trying to find Agregor, not let him find us."

"Ok, ok sheesh, I'll be a little quieter..." Ben rolled his eyes.

"Thank you." Kevin and Gwen replied in unison.

Gwen moved towards a switch on the wall. "First, lets get a little light in here shall we?" Gwen flicked the switch and the whole room lit up instantly.

"Heh, good idea," said Kevin heading in Gwen's direction.

"Yeah, I was just thinking of that idea myself," Ben replied, following him.

"Sure Ben, sure!" Gwen said, rolling her eyes at him.

The trio kept going, finding more doors then realising there was nothing there. All of the rooms were brightly lit, the switch Gwen turned on must have lit the entire building, not just that one room. They went up flights of stairs but they still weren't at the top of the building, and they still hadn't found Agregor. By now all three of them were tired out.

Ben got his breath back and spoke up. "Where is he already? How many rooms have we been through now, 500?"

"Hmph, for a hero, you really don't have much patience do you Ben Tennyson?" Gwen stared at him.

"C'mon, we gotta get moving, we have to find Agregor, we haven't checked all the rooms yet and we're running out of time, it's seriously late now. We have to find him, before he's gone." Kevin walked past Ben and led the trio to another room. Like all of the other times, there was nobody there. They were almost at the top of this skyscraper and Agregor was getting closer and closer.

After countless efforts of trying to find Agregor in this place, they had reached the final room.

"Well, there it is, the last room, the only one we haven't checked." Gwen stated.

"Agregor's gotta be in there," Kevin replied.

"Well, lets find out shall we?" Ben walked towards the door, all three of them bracing themselves for Agregor, and opened it...

...And there he was. Agregor. Ben, Gwen and Kevin had been waiting for this, they were finally going to stop him, once and for all.

Agregor slowly turned to face them. "Oh, look who's arrived finally: Ben Tennyson and his little friends, I knew you would show up, eventually..."

"Agregor!" The trio shouted.

"It's no use, you wont be able to stop me. I'm stronger than ever before..."

It was strange, Kevin was thinking. He thought it would be impossible for Agregor to get stronger, besides, he had took away his powers, the powers he took from their five friends. How could Agregor get any stronger than he was back then? It seemed a rhetorical question since Kevin couldn't answer it. All three teenagers stared at Agregor, watching his every move, waiting for an attack to come at any moment.

"It doesn't matter if your stronger or not, I'm still gonna stop you! Time for Cannonbolt!" Ben then slamed down on his Ultimatrix and transformed.

"Aww, what?" A blue figure emerged. "Not Big Chill! Stupid Ultimatrix! Oh well, I guess this could work to my advantage..." Ben charged at Agregor, only to be hit by him and knocked down to the ground.

"Ben!" Gwen shouted, then shot magenta disks at Agregor.

Agregor turned to face her, "Is that the best you've got...?" He raised up his weapon, charging with red power, and shot that power straight at Gwen. The power sent Gwen crashing into a wall behind her, then down to the ground.

"Gwen!" Kevin yelled, but Gwen didn't move. He started to get angry. He crouched down and touched the floor, then his whole body turned into it. Then he made a charge for Agregor, his hand changing into a wrecking ball.

Agregor dodged Kevin's attack, then knocked him back. It wouldn't stop Kevin, he charged again and landed a direct hit which sent Agregor stumbling back.

Ben slowly found his surroundings and got back up. "Hm, you may have hit me once, but that'll be the last time!" Ben threw his hand down on the Ultimatrix again, and transformed.

"Ultimate Big Chill..." The new fiery alien breathed getting ready to fight. He joined Kevin and tried to knock Agregor down as much as he could so he could use Big Chill's powers against him.

As Kevin tried his best to dodge all of Agregor's attacks, he looked back to Gwen. She still hadn't moved from where she was. As Kevin stared at her, he didn't notice Agregor behind him, and got hit. He was sent flying and smashed against a wall. Despite the new pain he was just about ready to get back up and fight again. He opened his eyes and realised Gwen was lying right next to him. He needed to know if she was okay. He reached his hand towards her, then a figure came crashing against the wall, almost crushing Kevin's arm.

The figure then transformed back, to the teenager. Ben lay on the ground, in between Kevin and Gwen.

"Ben?" Kevin got up, Ben didn't move. He picked up Ben and shook him till he came to his senses again.

"HEY! I'm OK, I'm OK, just put me down!" Ben yelled, struggling to get free.

Kevin put him down, "You okay?"

"Yeah, just fine thanks!" Ben replied sarcastically.

"Listen, you handle Agregor a sec OK? I gotta get Gwen back to her senses again," Kevin walked over and crouched down beside Gwen.

"Got it! Let's go Spidermonkey!" Ben transformed again, and another alien emerged... just not the one he wanted. "Oh come on! Ampfibian, really? Grrr, fine..." The alien rushed at Agregor.

Meanwhile Kevin was still crouched beside Gwen, trying his best to wake her up. "Gwen? Gwen! Can you hear me? Gwen!" Nothing happened, Gwen didn't move. Kevin was starting to believe there wasn't much hope left. "C'mon Gwen, please?"

The girl was still motionless.


It was no use, she still wasn't moving. Kevin turned a little, about to stand up.


Kevin spun around instantly.

"Gwen? Y-You're okay, you're okay!" Kevin bent down to hug Gwen. He couldn't be happier as this moment.

"Whoa! Uhh, Kevin, a little help heeeree?" Ben called back to Kevin, he was still dodging Agregor.

Kevin turned to Ben, nodded, and turned back to Gwen. "Stay here, ok?"

Gwen wanted to get up and help them but she looked to Kevin and saw the look in his eyes. She trusted Kevin, so she nodded and stayed where she was. Kevin smiled in her direction and got back up to help his friend.

Hits after hits were taken, but Agregor still wouldn't go down.

"Ugh, I've had just about enough of you pests!" Agregor reached and grabbed something. The trio had no idea what it was, it looked like a remote switch of some sort with a red button in the middle. He then raised his spear-like weapon, which looked like it was glowing red with fury, and pointed it at Ben, Kevin and Gwen. "Take this!" He growled, then a red wave of power went through the entire room, knocking the teenagers back against a wall.

"You may have found me once," Agregor continued, "But lets see if you can see if you can find me when I push this..." He pointed to the button on the thing he was holding. "Heh heh heh, I'll be at the top of this very building. Goodbye Ben Tennyson!"

Agregor pushed the red button, then Ben, Kevin and Gwen were gone...