(While driving down the road, Max was finishing up telling the kids about the last time him and an old partner of his, Phil, fought Vilgax.)

Max: "And then, kablamo. No more Vilgax. Or so I thought, until today."

Zack: "So you were like the Earth Secret Service."

Max: "Yeah. We called ourselves the Plumbers. Officially, we didn't exist. We were the guys who fixed the problems no one else could. Extraterrestrial, extrasensory, extraordinary."

Ben: "So, all this time Zack and I've been going hero, we're really been following your footsteps. We're Plumbers-in-training!"

Zack: "Uh, I don't remember signing up for Plumber Ed."

Cass: "And you already knew about the watches the whole time?"

Max: "Not really. Just rumors and scuttlebutt. I was surprised as you guys when it turned up on the boys' wrists."

Gwen: "You always tell us we could tell you anything, Grandpa. Guess you didn't feel the same..."

Zack: [He wraps his arms around Gwen, pulling her into a hug.] "Hey, don't be hard on him. I'm sure he has reasons for not telling us the truth. Besides, I never keep secrets from you, right?"

(Zack gives Gwen a small peck by her temple, bringing a smile to her face, while Kelly and Cass watch in envy. Max pulls the Rust Bucket to the side of the road as several ambulances, cop cars and firetrucks sped by.)

Ben: "All right! Could be a chance for the Plumbers to go 'back to work'!"

Gwen: "Ugh. You should start by unclogging that hairball from your brain, "Mr. Plumber"."

(Zack, Kelly and Cass laughed at Gwen's joke she'd thrown to Ben.)

Ben: "Ahh, you're just jealous 'cause you're not part of the family business!" [He sticks out his tongue.]

Max: "There is no "family business". My hero days were over a long time ago."

(Ben jumps out of the RV with Zack behind him.)

Ben: "Well, ours are just getting started!"

Zack: "I'll agree with you on that one."

Max: "Boys, wait!"

Ben: "Time to XLR8!"

(The brothers activates the watches, turning the dial, and slams it down. They look at themselves in the RV's side mirror.)

Ripjaws: "Aw! Ripjaws?! What a "rip-off"..."

Chromastone: "I dialed Spidermonkey. Ah well, things won't be so bad anyway."

(As a firetruck passes by, the brothers jump on and hitched a ride to its destination. After arriving at what appeared to be hotel, the manager informed the firefighters that some sort of creature was inside. He was interrupted when Ben started using the firehose to stray water everywhere.)

Ripjaws: "Sorry, just needed to moisturize."

(The brothers leap off the truck and head inside. They find the lobby completely trashed.)

Ripjaws: "Okay, who's the punk giving us creature's a bad name?"

(In response, a creature that barely came up to Ripjaws' knees let out a screech in an attempt to be intimidating but just came off as hilarious. The brothers look at each other and start laughing hard at the pint-sized creature. The creature however was not amused and threw a couple of rocks at the boys, knocking only Ben down and the rock just bounced off Zack's forehead with a tink.)

(The brothers proceed to try and catch the little miscreant, but it proves to be a very big nuisance. The two eventually bump into an older man with a blaster, who happens to be Max's old partner, Phil.)

Phil, Ripjaws and Chromastone: "AAH! Who are you?! Who am I? Who are you?!"

(The man quickly blasts Ben back with his laser rifle. He lands in the room service desk. Phil then tries to do the same to Zack, but with as Chromastone, his body absorbs the energy from the shot.)

Chromastone: "Sorry, pal. Energy weapons have no effect on this Alien form."

(Zack then grabs Phil's blaster and crushes it. Phil backs away with his arms up, now defenseless. Suddenly, the little creature from before drops a bookcase on Phil, knocking him out and it goes to devour him, but Zack quickly blasts the creature with his stored energy incapacitating it. Then the brothers' watches timeout and went for the exit and head to the exit to be met Max and the girls.)

Max: "You boys alright?"

Zack: "Yeah, we're alright. Although, Ben was almost deep fried by some old dude."

(Phil regains consciousness and sees the group.)

Phil: "Max?!"

Max: "Phil!"

(Max and Phil embrace each other in a friendly hug.)

Kelly: "Max, you know this guy?"

Phil: "Well, you could say that. We used to be partners."

Outside the hotel...

(Phil stands next to his car while chatting with the group, right after putting the creature in his trunk.)

Phil: "Yeah, she's not much to look at, but it's better than that old rust bucket of an RV you used to drive!"

Max: "So, how are you?"

Phil: "Pretty good, considering I just bagged a Havoc Beast. Seems like old times."

Ben: "You bagged it?! As if! It was Ripj-"

(Max stops him and steps forward.)

Max: "Havoc Beast, huh? I haven't seen one of those since the one we caught terrorizing Denver years ago."

(Phil closes his trunk, with the boxed alien inside.)

Phil: "Yeah, well, good thing I was around. You know, "once a Plumber, always a Plumber". You ever think about getting back in the game, Max? You know, relive the glory days?"

Max: "No thanks. I'm retired. And so are the Plumbers."

Phil: "Yeah, thanks to you! Once you took Vilgax out of the picture, the work just seemed to dry up."

Max: "Eh, just doin' my job."

Phil: "Yeah, anyway... Looks like things are picking back up again. In fact, I'm starting my own freelance Plumber business!"

(Phil looks over at the brothers and notices their arms.)

Phil: "Wow. Cool watches! It looks so familiar..."

Ben: "It ought to, it's the Omni-!"

(Zack quickly slaps his hand over Ben's mouth, shutting him up and whispering in his ear.)

Zack: "Shut up, bro. We can't expose ourselves."

Max: "Oh, look at the time. Well, we need to go. Nice catching up with you, Phil. Happy plumbing."

Back in the RV...

Ben: "I don't get it! How come you didn't tell Phil about the watches?"

Max: "That's on a need-to-know basis only, Ben. The less people know, the better."

Gwen: "Guess that's your answer to everything, isn't it, Grandpa?"

Zack: "Come on, Gwen. There's no need to hold a grudge about it right now. Plus, I don't trust that Phil guy somehow. I know he was your partner, Grandpa, but I had a feeling he runs me a wrong way. The way he was staring at mine and bro's watches."

Cass: "I agree, we should stay away from him."

Ben: "Aw, come on. Don't be a bunch of lame-os."

(A screen suddenly pop out from under the cup holders with Phil on the screen.)

Phil: "Max! If you're out there, I need help! Two Vulpimancers, tearing up a meat processing plant on Highway 44!"

Max: "Vulpimancers?"

(The Rust Bucket makes a U-turn and drives down the other road.)

Ben: "All right! The Tennysons and friends are back in plumbing business!"

(When they made it to Highway 44, the doors are torn off and the roars of the Vulpimancers can be heard from the inside. When they enter the plant, two adult Vulpimancers enter the room and roar at the group.)

Ben: Wildmutts! Maybe I can talk with them!"

(Before anyone can stop him, Ben transforms into Wildmutt, which noticed by Phil.)

Phil: "That's why I recognized that watch... It's the Omnitrix!" [Turns to Zack] "And that must mean you have the Ultimatrix!"

(Ben jumps toward the Vulpimancers and appears and talk to them. But one of them attacks Ben.)

Kelly: "What did you say?"

Max: "Vulpimancers never were big on small talk, even with their own kind!"

Zack: "Okay, you know what. These things need to learn some manners."

(He activates the Ultimatrix and transforms into Rath.)

Rath: "Rath! Lemme tell ya something, Vulpimancers! I'm about to teach you freaks some manners for attacking my home and it's going to be really, really painful."

(Zack leaps onto one of the Vulpimancers, tackling it away from Ben as he deals with the other one. The Vulpimancers tries to attack Zack, but he quickly grabs the creature by the leg and whips it around, slamming it into the ground hard. But the beast quickly recovers, but not fast enough. Zack jumps on top of it, using his bulk and size to give the creature into a headlock before performing a Ophiunchus Suplex, KO'ing the creature out.)

(Zack returns to the group to see that Phil has some sort of device that appears to be causing both Ben and the other Vulpimancer pain.)

Phil: "Sorry about that, Ben. Only way to bring down the Vulpimancers."

Rath: "It'll also work if you can outmuscle it."

Phil: "Yeah, I suppose there is that too."

Max: "Yeah. Lucky for us, you had a Sonic Pitch Whistle with you."

(Eventually, the Omnitrix times out and Wildmutt turns back into Ben, still holding his ears.)

Phil: "So...all the stories are true. The Omnitrix and the Ultimatrix really does exist. And boys, pretty good moves out there! You remind me of your grandfather back in the day...!"

Ben: "Really?"

Max: "Phil! Look out!"

(The Vulpimancer that was still conscious starts to thrash and knocks Phil down, immediately crushing the Sonic Pitch Whistle.)

Rath: "Why don't you pick on someone with more meat on his bones?!"

(Zack charges at the Vulpimancer and shoulder charges it into a meat locker. Once inside, Kelly runs up and presses a button, closing the door. After dealing the Vulpimancers, Phil takes everyone back to his hotel room. But Max was suspicious about three aliens popping in one day and leaves to investigate something while Phil in tow, leaving the kids at the hotel.)

Cass: "Why do I get the feeling that something isn't right?"

Zack: "I know, right. I've had that feeling ever since meeting Phil. I think we should go and follow them."

Kelly: "I agree. Come on, Ben."

Ben: "No way. I'm not passing up free room service."

(Zack and the girls share a smirk.)

Gwen: "You're right. I mean, it's probably just some secret Plumbers' mission and I know you love being part of one!" [Ben perks up] "Better if we just stay out of it..."

(Cut to Ben and Zack explodes out the door with the girls. As they look around the parking lot, the Rust Bucket and Phil's car are nowhere to be seen.)

Gwen: "No Grandpa."

Ben: "And no Phil. But where would they go?"

Zack: "If Grandpa thinks that alien weasel and those space mutts are connected, there's only one place to check out around here."

Cass: "To Mt. Rushmore!"

Kelly: "We better get over there quick!"

(Transforming into Fasttrack and XRL8, the brothers carried the girls with them and arrive at Mt. Rushmore, where they finally see Phil is a two bit con man, fighting a Wigzelian Org beast and chasing after him on the freeway. Phil's defeat comes when he tries to send the brothers to the Null Void. However, he ends up sending himself into that hellish prison. After returning all the escaped aliens to the Null Void and placing the Null Void projector back where it belongs, the group gets back on the road.)

(Fade to black.)