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Ben, Gwen and Grandpa Max arrive in Bismarck, North Dakota for its annual celebration of bee pollination, bringing them face-to-face with Queen Bee and a bold new scheme, forcing Ben to conquer his new fear of bees!.
Ben and Gwen learn a rumor of an alien invasion happening at the park they are camping at, but when they investigate, they discover a preserve containing a host of mutated creatures engineered by Animo!.
Team Tennyson looks to take in the sights of the Shoshone Falls, but when they arrive to find Steam Smythe siphoning off the water, it is up to Ben, Grandpa Max and Gwen to shut down the hydropower plant and save the Falls.