A flashback from 5 years ago details how Dr. Animo nearly took over Mount Rushmore.
With Plumber agents trapped in Incursean territory, Ben and Rook must employ the services of Rad Dudesman, the roughest, toughest smuggler in the galaxy.
Princess Looma comes to claim 3 items for her wedding with Ben causing Julie and Ester to be involved in the struggle.
Earth has been conquered by the Incursions, and Ben has been banished from the planet. A resistance cell led by Rook, Kevin and Gwen fight to overthrow the Incursions.
The Incursions invade Earth, and the alien population of Undertown is revealed to the world.
Ben and Rook visit Revonah once more only to find the populace acting strange.
Ben and Rook have to escort Vilgax to a maximum-security prison planet along with defending the Earth against the Incursion armada.
When the Gourmand Queen is kidnapped, Ben and Rook must convince the Gourmands from attacking long enough to save her.
Galvan B is destroyed. Ben must deal with a past failure; a deranged Malware launches his final attack in order to obtain the immeasurable energy and power of the Omnitrix and kill Ben once and for all.
The Faction infiltrates Galvanic Prime.