Ben, Rook, and Grandpa Max have their hands full when Phil returns as a half-human half-Terroranchula creature as a side-effect of using the Nemetrix 5 years ago, and starts absorbing all of the electricity and lightning in Bellwood. But when he heads into Undertown's mini power-plant and starts to absorb the Megawatts, they must find a way to stop him. Ben is also suffering terrible luck with his transformations, turning into electric aliens that actually feed Phil's mutated form.

Albedo took out Azmuth's brain through his cerebral vortex. With asistance from Gwen and Kevin, Ben, Rook, Max and Azmuth (whose supreme intelligence has been diminished) and the Plumbers must find a way off Khyber's Place, to get back to Earth and stop Albedo and Khyber from taking over the galaxy by absorbing Azmuth's brain sphere.

After Ben falls for Albedo's trap, Grandpa Max and Rook search all over the galaxy looking for Ben. Meanwhile he's been secretly trapped on Khyber's hidden personal hunting preserve fighting Khyber's new pet that now wears the Nemetrix. But as Ben finds a way out, he has to deal with Albedo. When Grandpa Max and Rook arrive, they find that Albedo and Khyber have Azmuth as their captive.

Albedo (who is disguised as Ben) seeks a device that will finally change him back into his Galvan form. Meanwhile, Ben (who has been disguised as Albedo by Khyber) is locked in Plumber HQ prison. It reveals Khyber has disguised Ben and Albedo as each other for their plan to work. Meanwhile Argit claims to be the hero of Undertown after stopping the Waybads in The Frogs of War.

While attending an intergalactic auto show on Khoros, Kevin, Rook and Argit run into OTTO, an old enemy of Kevin and Argit that stranded them alone in the Null Void. But OTTO and Violent Offenders end up steal some of the most expensive cars, and OTTO turns into a giant robot, leaving Ben having to stop him.

While Rook and Kevin are at an auto show, Ben, Gwen, and Cousin Lucy (who is the first of her kind to become a Plumber) try to find out how Psyphon's thugs are getting Level 7 Plumber technology. Gwen suspects that Lucy is the mole because of her shapeshifting abilities as a Sludgepuppy, and her love of tricks when she was younger, but it turns out that it is an old enemy: Gorvan.

The Forever Knights are back, despite the death of Old George. Led by the new Forever King, Dr. Joseph Chadwick, the group plans to erase all alien DNA on Earth. Jimmy Jones discovers that Will Harangue, whose popularity has nosedived following "The Frogs of War", is helping the Forever Knights. After the Forever Knights are taken care of, Ben might have a fitting punishment in mind for the Harangue.

Octagon and Rhomboid Vreedle once more blow themselves up. After reviving again, they decide to prove themselves to Ma Vreedle by pulling off successful crimes; to ensure success in numbers, they take a Pretty Boy Vreedle to assist them under the belief that Ma won't notice one out of the several others missing. When Ma does discover this (but not that her dumbest sons were responsible), she threatens to blow up the sun if the Plumbers don't find Pretty Boy. Meanwhile Ben tries to hide from his mom so he won't get seconds on the dinner that he hates.

Ben as Gravattack attempts to moderate a fragile peace treaty, but must endure the attacks of tiny alien fleas, which have inhabited his body. Rook shrinks down in attempt to get the fleas off him before the peace treaty is ruined. But it turns out that the Lewodon named Poltroon, sent the fleas onto Gravattack to destroy his core, causing a meltdown in attempt to destroy both the Lewodons and the Appoplexians, therefore causing a war between the 2 species and taking power to destroy his enemies. Now Rook must find a way to change Ben back before they are destroyed and to stop Poltroon.

The Secret Saturdays come to Bellwood to investigate a rash of chupacabra attacks. Ben and Rook assist, finding the chupacabras have been draining aliens of their lifeforce. They soon discover that the chupacabras are being controlled by Dr. Animo, who is an old business assciote of V.V. Argost. Using the alien lifeforce, Animo successfully revives Argost in a mis-matched hybrid body. Now Ben, Rook, and the Saturdays must work together to turn the tables on the alliance of Dr. Animo and V.V. Argost when they plan to make an army of "Franken-Cryptids.