Elena is in her lab thinking how to get rid of Julie, she gets the idea of sending Vilgax with her nanochips to defeat Julie. She sends it.
Meanwhile, Ben and his team are following Dr Animo, Animo uses his gun and zaps Gwen and Kevin. Ben transforms into Fasttrack and speeds up and catches Animo. Ben transforms into Armodrillo and punches Dr Animo knocking him on the ground He then tells the plumbers to arrest Animo. But they tell him that Vilgax is creating havoc in the city, He calls them to come here. Ben and his team reach their an see Vilgax heading for his home. Ben transforms into Rath and attacks Vilgax, Vilgax and Rath keep fighting when Vilgax uses his sword and defeats Rath and goes ahead of Ben's house. Ben thinks where is he going, then he sees that he is going to desroy Julie's house. Ben transforms into Swampfire and throws fire against Vilgax, he beats him. After getting beaten by Swampfire, Vilgax runs and disappears.
Julie Yamamoto hears the noise and gets out of the house and sees Ben. Ben tells her that Vilgax was trying to kill her.Elena sends another Nanochips Vilgax to get her out of the way. Vilgax again arrives and uses his rays to blast Julie's house. Ben gets out of hiding and transforms into Terraspin and uses his wind power to make Vilgax weak. He then battles hand to hand combat with him and beats him. Vilgax suddenly disappears leaving a Nanochip. Ben guesses that Elena is sending all these to kill Julie. So he goes to her lab and transforms into Eatle and smashes the door.
Elena uses her chips and makes it go into his lungs. Ben is unable to breathe, Tack uses his gun and keeps firing on her. Eatle manages to take out his lungs and attacks Elena knocking her on the ground. Elena traps him with her chips and Ben hanges back to his normal form. Tack uses his trap tool and traps Elena. Ben transforms into Scorch and burns all the nanochips including Elena. All the nanochips are burned and Ben goes to his home.