With Greymatter, he was running as fast as he could until he saw his house. “Oh, I never thought I’d be glad to see this place again.” He said in huge relief as he rushed to the door. “Gotta get to my parents! They’ll know how to turn me into a pony again, I hope.” He said as he started climbing up the door and to the nob as he tried to turn it.
But then a flower suddenly turned to him and fired a laser at him. This caused him to drop down from the door knob and fall to the ground. “Whoa!” He yelped as he avoided the lasers. “Oh, great. The security system! Detects aliens outside the home! And I’m one!” He cried as he avoided more of the lasers that came out from the hiding places. “I should’ve learned the security override to this thing!” He cried out before the Omnitrix beeped and he transformed into Krimzon. "Bad timing, I really needed those brains!” He cried as the lasers were about to fire at him.
“Plumber override, R-D 2!” A familiar voice yelled out as the security systems deactivated and retracted back to their positions as Krimzon turned and saw his parents behind him. “You should really learn the security codes, son. The security system didn’t have time to recognize all your aliens yet.” Delta said with a chuckle.
“Mom! Dad!” Krimzon cheered in relief as he hugged his parents, who cringed in pain.
“Ow!” Dust yelped in pain. “What the shards, son.” She said with a forced smile, relieved that their son is okay, but his current form he’s in is painful.
Krimzon turned and saw the others exiting the mobile base. “Guys! Boy, am I glad to see you all!” He said in huge relief as he broke the hug and gave a look to both Tetrax and Eighteight. “Why didn't you two tell me the feature you gave me would prevent me from turning back into a pony!?”
"Why didn't you tell us the truth?!" Eighteight questioned him back. “Grounded in reality, can't believe we fell for it."
“Hey, all I wanted was to go on an adventure and reunite with some old friends! I haven’t had a good time lately you know!” Krimzon said in defense. “Even if I told the truth, you two wouldn’t have taken me!”
"Either way, you should have told us the truth." Textrax told him before he held up his finger as the end of it glowed. He then pressed it against the Omnitrix symbol on his chest as it glowed. “There, as soon as you time out you'll be back to normal."
“And once that happens, Azmuth and Myaxx will fix your Omnitrix and we’re gonna have a talk, son.” Dust said firmly.
“I’m innocent!” Krimzon exclaimed as he turned to his parents before he realized something. “Wait, what's wrong with the Omnitrix?”
"No one is innocent!" A familiar rage full voice shouted before tether latched on to his waist and he was pulled over to the Blue Upgrade.
“Helix!” Azmuth called as the Blue Upgrade aimed at them with her blaster.
“Stay back, Equestrians!” Blue Upgrade ordered as he blasted Dust and Delta back as they crashed into the mobile base.
“Dust! Delta!” Xylene cried as she and the others rushed to him in concern while Tetrax, Myaxx, and Eighteight ready themselves and face the Blue Upgrade. But then the Omnitrix finally beeped red as Krimzon timed out and he transformed back into Helix which surprised her.
"You're an equine?" She asked in confusion.
“Duh! I’ve been trying to tell you that! But that feature prevented me from turning back from even proving it!” Helix called as the Blue Upgrade lifted him up by the latch.
“Then explain your connection to this alien hit squad!” Blue Upgrade demanded.
"Only after you explain your connection to Zenith!" Helix demanded back before the Omnitrix was sparking with the same energy as before.
"Helix, what's going on with your Omnitrix?” Twilight asked with concern as they saw the sparks coming off of it.
“I don’t know! It’s been doing that all day and night!” Helix calls in confusion before Smolder realizes something.
“I think I might.” Smolder said as she, the rest of the Young Six, Spike, Cozy, Tetrax, Eighteight, Misty, and Azmuth rushed to Helix. Just when they were about to reach them, the Omnitrix glowed too bright in a rainbow color as it blinded the others. When it finally died down, they saw the others were gone on all that's left was the completed Omnitrix on the ground.
“Kids!” Twilight cried out.
“What happened to them?!” Delta exclaimed while looking at Myaxx.
Myaxx said nothing as she walked up to Helix’s Omnitrix and picked it up as she looked in shock. “So that’s what the Omnitrix has been doing.” She muttered.
“Been doing what?!” Dust questioned. “Tell us where the children and their friends are! Where is our son!?!”
“Well, they're… inside the Omnitrix.” Myaxx exclaimed while pointing to the Omnitrix as the group looked in shock.
Then somewhere, Hoofwood was in the daytime while the entire city was abandoned before a bright flash appeared and Misty, Tetrax, Eighteight, Cozy, Spike, and the Young Six appeared from it before they were looking around in confusion. “Hello?! Helix?! Anypony?! Ocellus called as they looked around.
“We’re not Equinn experts, but shouldn’t there be creatures around?” Eighteight questioned in confusion.
“Hello?! Any creature here?!” Cozy called out as her echo was heard before a holographic screen appeared between them.
“Environment: Equinn. Primary intelligent species: Equestrians.” An A.I. voices spoke up as they looked surprised.
“Why do I get the feeling we’re not in Equestria or Hoofwood anymore?” Gallus questioned uneasily.
"Because we're not." Smolder said with a concerned tone.
Meanwhile, Helix, Azmuth, and the Blue Upgrade appeared on a planet that seemed to be made out of diamonds. “Oh dear, this is worse than I thought." Azmuth said to himself with a worried tone.
"Where'd you take me/us?!" Helix and the Blue Upgrade questioned as they pointed at each other. "You think I brought you here?!"
“Doesn’t matter! We’re getting out of here!” Helix said as he reached for his wrist.
“Uh, Helix.” Azmuth started, but Helix saw that his Omnitrix was gone.
“My watch!” Helix cried out before he glared at Blue Upgrade. “What have you done with it?!”
“Nothing. What’s so special about that watch?” Blue Upgrade questioned with her arms crossed.
“It’s called the Omnitrix!” Helix pointed out. “Azmuth and Zenith created it so I could turn into all those aliens!” He added, which made him and Azmuth get tugged by Blue Upgrade as she held them.
“Does one of those aliens include a To’kustar?!” She questioned as she ready her blaster.
“Wait, you think I’m the Way Bad you’ve been looking for?!” Helix questioned.
“Virtually, every alien species I’ve encountered on your planet has been you.” She said while placing her blaster in Helix’s face.
"Okay one, the Way Bad you're looking for is a female and I'm a colt and two…" Helix said before he felt a cold chill in the air. He then noticed something coming their way as he had a concerned look on his face. “Not every alien species…"
"Warning, DNA protocol error." An AI voice spoke out before they saw hundreds of Big Chills flying towards them.
“Necrofriggians!” Blue Upgrade said in shock.
“Whoa, that’s a lot of Big Chills.” Helix said.
“Might I suggest we run.” Azmuth suggested as Blue Upgrade armored up and took off, dragging Helix with her as Azmuth held onto his tail. The Big Chills kept flying after them as Blue Upgrade then started firing at the cold aliens. “Stop! You’re only making them more angry!”
Soon enough, as Blue Upgrade turned a corner, Helix got caught in one of the crystals, causing them both to hit it and fall to the ground as the Big Chills flew past them until they were out of sight as Helix glared at the Blue Upgrade. “Don’t you ever think things through?!” He questioned her.
“This is bad.” Azmuth said in concern. “Necrofriggians aren’t supposed to be here.”
“What do you mean? Just where are we?" Helix asked him.
Meanwhile with the others, smolder casted a spell as a Magic Orb was showing them the completed Omnitrix. "Wait, your locator spell is telling us that we're inside the watch?" Cozy asked in confusion.
“That doesn’t make any sense.” Silverstream said.
“Actually, it kinda does.” Smolder said to them with a shrug before they heard thunder in the distance.
“But thunder on a sunny day?” Misty asked in confusion. “That makes no sense.”
Tetrax and Eighteight stepped forward as they were familiar with the sound. “That’s not thunder.” Tetrax said in worry before the sky turned red.
“Warning, DNA portocoll error.” The AI voice spoke up again as coming out of the corner was an army of Spidermonkeys.
“Spidermonkeys?!” Spike asked in shock.
“Aranichchimps!” Eighteight exclaimed. “Run!” She called as she grabbed Sandbar while Tetrax grabbed Yona as Misty activated her Omnitrix and transformed into her version of XLR8 as those with wings took off at high speed with the Spidermonkeys chasing after them, which surprisingly were fast to keep up with them.
“They're catching up!" Cozy called out with concern.
“Hang on, we’ll try to lose them!” Eighteight called as they kept going as they turned to a dead end between two buildings with the large on blocking their path.
“Why did you lead us down here?!” Smolder questioned the two aliens.
“Give us a break! We don’t know our way around this planet!” Tetrax yelled in defense as Smolder used her magic and lifted the grounders to the side of the building as those with wings flew up next to them to avoid the Spidermonkeys.
“Next time, try having the locals guide you two.” Misty said with a look.
"Is this what you're like with Helix before?" Gallus asked her with a brow. “I'm starting to see why he complained about you."
"Uh guys, Spidermonkey can climb up walls, remember!" Ocellus shouted as the Spidermonkeys started to climb up after them.
“Keep moving!” Eighteight called as she grabbed Sandbar and Tetrax grabbed Yona as Misty ran up the wall as they climbed up while the rest flew after them with the Spidermonkeys before them as they ran to the edge of the building before jumping down.
“Uh, idea other than falling?!” Yona cried out in fear.
“I have one!” Smolder called as she flew forward and ready her magic sphere. “Protalis projectum!” She called as she fired her magic to the ground, creating a portal as they fell through and entered it before it closed as the Spidermonkeys crashed into the ground and disappeared in a glow of a familiar rainbow color.
Meanwhile, Helix was pulled towards the Blue Upgrade by the tether around him. "Enough games, “I want answers now!” She demanded. “Did you or did you not use your Omnitrix to turn into this To'kustar?!" She questioned it before pulling up a projection of the Way Bad in front of them.
"I never did!" Helix answered before she transformed her arm into a blaster.
“You expect me to believe a hundred foot tall alien was running around Hoofwood unnoticed?” She questioned while placing the blaster in his face.
“I don’t know! She just came out of nowhere!” Helix stated.
“Aliens don’t just fall from the sky!” Blue Upgrade retorted before Azmuth heard thunder and they looked up.
“Well, not by normal means.” Azmuth said as a portal opened up and Misty and the others fell out and landed on top of them.
Helix groaned before he saw his friends right on top of the Blue Upgrade while Misty timed out once she landed. "Oh man, am I glad you guys are okay." He said with relief.
"As long as you define okay as in nearly getting eaten alive by a bunch of Spidermonkeys after falling off a building, then yes we're okay." Spike retorted before Tetrax let out a deep gasp when he noticed their surroundings.
"I…I don't believe it…" He said with a surprised tone. "We're on Petropia."
“You mean your home planet?" Ocellus asked as they got up. "But I thought it was destroyed by Vilgax."
“How is this possible?” Tetrax asked in shock as they stood up.
“Sorry to burst your dream come true thing, Tetrax, but this isn’t your home planet.” Azmuth spoke up to him. “This is just a computer simulation inside the Omnitrix.” He explained.
"You mean like how we weren't in Hoofwood before?" Sandbar asked before a holographic screen appeared in front of them.
“Environment: Petropia. Primary intelligent species: Petrosapiens.” The AI voice spoke up.
“You see. It is a computer simulation inside the Omnitrix.” Azmuth confirmed.
“Azmuth, what does that mean?” Helix asked in confusion.
“Helix, the Omnitrix scans alien DNA.” Azmuth started. “And that DNA is placed on its species' original homeworld in a simulation to work in their own habit environment, kinda like your animal zoos. One of the Omnitrix’s malfunctions must’ve downloaded us inside. But the DNA protocols are having an error, which is why the Necrofriggians were in Petropia and not in their home planet.” He explained.
“You mean like the time we ended up in that Celestial Knight game?" Helix asked excitedly before he frowned at realization. "But this time we're trapped in here, aren't we?"
“Unless I could find a way to fix that error or Myaxx do some physical repairs outside, we’re stuck inside the Omnitrix with random aliens coming from the wrong place.” Azmuth said to him. “And without Zenith with me since she did most of the programs, it could take me a while. We're gonna have to make our way to the Omni-Core to defrag now that we're inside.”
"Okay…" Helix said before he was pulled into the air by the Blue Upgrade since he was still connected to the tether around his waist.
"You are not going anywhere!" She told him.
“Put down our friend, you Upgrade wannabe!” Smolder demanded as she used her magic and trapped the Blue Upgrade in her magic bubble as Helix was dangling i the air before Tetrax used a diamond boomerang and cut him free as he fell before Silverstream caught him as they landed on the ground as Smolder lower Blue Upgrade down a bit.
“You think you can hold me here?” Blue Upgrade questioned tauntingly as she tried to teleport, but she was still trapped in the magic bubble as she looked in shock. “Why won’t this teleporter work!?” She questioned in rage as she slammed on the bubble.
“Will somebody please tell me what's going on?!" Helix asked before he looked at the Blue Upgrade in the bubble. "Starting with you! Who are you and why have you been chasing me all around the world?! And what does this have to do with Zenith?!"
"Fine…" She said before she reverted back. "Zenith is my daughter."
This made everyone look surprised while Azmuth's eyes widened in realization. “Zenith’s mother is an Upgrade?” Cozy questioned.
“I guess she takes after her father.” Spike said with a shrug.
“No. I met her mother before. She’s a Galvan like Zenith and I.” Azmuth said as he walked up to Blue Upgrade. “You’re using the Prototype Mechamorph Armor, aren’t you?”
"And there's a reason for that." She replied. "As you know, Azmuth, I haven't seen her in thousands of equestrian years. She'd abandoned Galvan Prime so she could focus on the project you gave her even though she was still heartbroken after what you did. But then one day, both of you suddenly returned. You remember?"
“I did.” Azmuth said in guilt. “I didn’t mean for Zenith to be away from those she cared for that long. I just wanted to make amends for the mistake I made. Like how I forgave my father after abandoning him for so long.”
"And you both said that you met someone who reminded you both of the importance of home, family, and forgiveness." She added.
"You mean, me?" Helix asked in a surprised tone.
“I suppose Zenith never really thought about how much she hurt the people she left behind.” Blue Upgrade said with her head down.
“I know what that's like. Including when my friends went their separate ways.” Helix said sadly as his friends gave him sympathy looks.
“So, when she, Myaxx and you Azmuth suddenly leave on some urgent mission to Equinn, I couldn’t bear to lose her again.” Zenith’s mother said sadly. “I tried to contract you three, but this was the only transmission I managed to get from Zenith.” She then replayed the video of Zenith’s crash and the Way Bad appearing. "And that's when I knew that I lost her for good." She said with a sad tone.
"No…" Helix gasped after watching that video.
“It became my mission to track down this To’kustar, and make her pay for taking Zenith’s life.” Zenith’s mother continued as she gave a serious look. “I’d followed the energy signal you three have been tracking, Azmuth, to the town known as Hoofwood. I tried to stop the culprit from escaping in her ship, so I shot it down and tracked the energy signature around the planet.”
"But you shot down our ship by mistake!" Tetrax told her.
"It was no mistake." She replied before pointing at Helix. "My tracker led me straight to him."
“No, it led you to that Way Bad! I didn't even look like her when I transformed into her species!” Helix explained to her. “But she’s gone now! I saw it happen.”
“Uh, Helix?” Misty asked in concern. “How exactly did you beat this Way Bad?”
Helix trailed off as he thought for a moment. “Well, I didn’t do much. I was fighting, but before I was about to use the Omnitrix, there was a weird noise and a flash from it, and then she just disappeared.” He explained. “That’s all I know.”
"What if the Omnitrix didn't make her disappear, what if it downloaded her just like it downloaded us?" Cozy asked as Eighteight saw something very concerning with the ground.
"Uh guys…" She said as she saw the ground beginning to crack.
“Well, if that’s true, wouldn’t it also have downloaded…” Sandbar started.
“Helix’s homework, report, and his textbooks?” Misty asked slowly as she pointed to the ground and saw Helix’s books, his homework and report paper in the crystals.
Helix’s eyes widened in horror. “So, that would mean the Way Bad…” He trailed off.
“Guys!” Eighteight yelled as she pointed ahead as the ground started shaking.
“Warning, DNA protocol error.” The Omnitrix AI spoke up while coming out of the ground was the Way Bad as she gave a rageful roar before she looked down at the group and gave another roar at them.
Zenith’s mother got free from her bubble as she looked up at the Way Bad. “That’s the alien that devoured my daughter!” She yelled before turning to Helix. “So you were telling the truth.” She said in surprise as they all dodged out of the way.
“I was telling the truth the whole time, well except for you two." Helix told Tetrax and Eighteight. "But I apologize for it?!"
Ocellus then quickly put on her Techno Armor as Zenith’s mother went into armor mode as she flew straight towards the Way Bad. “This is for Zenith!” She yelled before a magic wall blocked her as she turned and saw the kids as Smolder is using her magic to block her.
"Trust us, you do not want to pick a fight with her!" Misty told her with a concerning look.
"Stay out of my way!" Zenith's mother shouted before she fired a bunch of belts connected to a single cable right at them.
Misty and Helix got caught with each other, Yona and Sandbar got caught, Silverstream and Gallus, Smolder and Ocellus did next, and Cozy just got drag as they slid to the ground and fell to the ground as they slid on the crystals walls until they landed on the ground while Azmuth held onto Helix’s mane. They soon fell down a hole as they slid on the crystals before reaching the bottom.
“Well, that armor really pumps up her adrenaline.” Azmuth commented as he got up. "Not to mention their aggression as well. It is the prototype."
"And it's all my fault." Smolder said with a guilty tone, which got the others' attention.
“Wait, how is this all your fault, Smolder?” Ocellus asked.
“I think I know why the Omnitrix keeps downloading stuff.” Smolder said with a frown.
“Then what caused it to have an error, young dragoness?” Azmuth questioned with a frown and his arms crossed.
“Well, guys, remember that dismantling spell I did on that tank the other night?” Smolder asked with a sheepish look.
“Yeah. We were there.” Sandbar told her.
“I think when that spell combined with Helix as Upgrade, it caused a malfunction in the Omnitrix.” Smolder said with a frown, which made their eyes widened in realization. “You all heard those error messages. I must’ve messed up the entire Omnitrix DNA protocol by mistake.” She said in guilt.
"Yes, this is why you must think before you act." Azmuth told her.
“And now we're all stuck here, forever." Gallus mentioned as they looked around.
“I didn’t say that earlier.” Azmuth reminded him.
“You didn’t have to, Azmuth.” Gallus said in defeat. “Other than you, the only other person who can fix the Omnitrix is Zenith, and right now, she’s being digested by that Way Bad.”
“And even if you could, that thing will get us eventually." Silverstream added.
“There is always a way.” Misty said as she went up to the crystals and tried to pull them away.
“What’s the point?” Helix asked helplessly as he looked down in defeat as the others turned to him in surprise. “All I wanted to do was be with my friends, together. Go on adventures together, save the universe. It’s just like my father just said, I wanted to go out and have fun adventures with the others and those I loved, like Manny and the girls, but I ended up losing my home and family instead. Again.” He said sadly. “I just wanted us to be together.”
"The Helix Watch I knew is arrogant, obnoxious, stubborn, and--” Misty tried to finish before Silverstream elbowed him.
“Can you skip to the part where it will make him feel better?” Silverstream asked with a brow.
“Right, sorry.” Misty said before she turned to her cousin. “But Helix Watch is not a quitter! So you can either stay here and hear you feel sorry for yourself, but we’re gonna find a way out of here!” She called as she used her crystal shard she was holding to break free from their bindings. She then activated her recharged Omnitrix and transformed into her version of Jetray.
Misty then flew up as the others were about to follow as the flyers took off while Smolder used her magic to lift Yona and Sandbar up as Ocellus remained with Helix and Azmuth. “Helix, we missed you too. But you shouldn’t give up hope. There’s always a way.” She said to him.
“They’re right, kid. So either just give up and remain trapped in the Omnitrix, or keep being the hero you are and fix everything.” Azmuth said with a small smile.
Helix looked down for a moment before he gave a determined expression as he gave a determined smile. “I’m gonna fix this.” He said as Ocellus and Azmuth smiled before Ocellus carried the two in her arms as she took off after the others. “So, how do we get out of here?”
"I was thinking, if my magic plus Upgrade is what caused all this, maybe the same combination could fix it but this time with a negating spell this time.” Smolder theorized. "Enough to get us out of here."
“That might not completely fix the Omnitrix, but it should be enough to get us out of it.” Azmuth said to them.
“Well, one problem, Misty is Jetray and I don’t have the Omnitrix while inside it.” Helix said to them.
"Well we won't need the Omnitrix for an Upgrade considering we already have one, most likely an Upgrade armor." Ocellus pointed out as Zenith's mother flew overhead.
“Come on! Fall down already!” Zenith’s mother yelled as she kept firing at the Way Bad before being grabbed as the Way Bad yelled at her while Tetrax and Eighteight were on the ground a Eighteight kept firing before Tetrax made a diamond boulder that made the Way Bad tripped over.
“Run!” Eighteight called as she and Tetrax tried to run for cover. But Smolder came flying by as she caught the two in her platform before the Way Bad fell as the group circled back to Zenith’s mother.
“Hey, Zenith’s mom! We need your help!” Sandbar called out. “You’re our way out of the Omnitrix!”
"Not until I have my revenge!" She shouted while aiming her blasters at the Way Bad.
"Discombobulus negatum!" Smolder casted the spell before hitting Zenith's mother with it, which caused her armor to malfunction.
“What did… you… do… to me!?” Zenith’s mother cried in pain as they all grabbed hold of her.
“Hang on!” Ocellus called as the Way Bad roared and reached her hand out to them.
Back in the real world, the group are inside the mobile base as Myaxx is working on fixing the Omnitrix with some tools. “So wait, you mean to tell us our friends are trapped inside the Omnitrix?” Flash asked in shock while Myaxx worked.
“Yeah. Apparently, it downloaded them inside.” Myaxx said to them. “This thing is really overloaded with that energy.”
“Well, can you fix it and find a way to get them out?” Dust asked as she and Delta and the other adults were concerned for the children and their friends.
“What do you think I’ve been doing?” Myaxx questioned them. “I’m doing the best I can with the tools I have. Azmuth and Zenith did some of the work. And so far, I don’t even know if I could defrag the Omnitrix without their help.”
"So in other words, it's going to take longer.” Rainbow complained before the Omnitrix suddenly lit up.
“Uh, Myaxx, is this what you're doing?” Fluttershy asked nervously.
“Uh, no.” Myaxx said as the Omnitrix then started shaking. “I think something is about to come out!”
"It does have that exploding look about it.” Flash mentioned nervously. “Run?"
“Yup. Everypony out!” Twilight said as they all ran out of the mobile base before it exploded, causing them to duck in cover before a green light flashes up before appearing from it was the Way Bad as it gave a mighty roar before clutching her head.
They heard coughing coming from the smoke as they looked to see the others emerging from it. “Mom! Dad!” Helix cried out as he and his friends rushed out of the smoke.
“Kids!” The adults cried out as they rushed to them and gave the young a hug in huge relief.
“Is this the real Hoofwood?” Ocellus asked as Helix looked at his wrist and saw his Omnitrix back onto his wrist.
“Yes. It’s all real.” Helix said with a smile.
"Thank Celestia." Sandbar sighed.
"What just happened?" Zenith's mother asked before they heard the Way Bad let out another roar into the sky. She then started to make her way into the city before Zenith's mother switched to battle mode. "Vengeance will be mine!" She declared with rage before she flew after the Way Bad.
“Forget vengeance! It’s time for hero justice!” Helix called as he was about to activate the Omnitrix.
“Helix, wait!” Both Azmuth and Myaxx called before Helix’s Omnitrix then started glowing in rainbow energy again as it gave a flash before aiming towards Dust and Delta.
The two Plumbers realized that they were glowing. “What’s going--” Delta tried to say before he and Dust suddenly started transforming. The others gasp in shock before they are blinded by a familiar green light and when it died down, Delta had transformed into Heatblast while Dust suddenly transformed into Swampfire as neither of them had an Omnitrix symbol on their chests.
“Mom! Dad!” Helix called out as the others looked in shock. “Now what happened?!” He questioned Myaxx and Azmuth before the others suddenly moved aside before Delta charged at Helix, who quickly avoided a fire punch before he was swatted down to the ground as Helix's suit was a bit burnt. “Hey! That’s my favorite suit!”
“I work hard on that design!” Rarity cried out before they dodged a fireblast from Dust.
“Wanna bet I get blamed for that?” Helix questioned with a brow.
Meanwhile, the Way Bad had made it to the city as Zenith's mother caught up to her and started firing at her. She roared in anger as she did her best to block the blast before trying to grab Zenith's mother. She managed to dodge her before firing a bunch of missiles which created a large smoke cloud before she was grabbed by the Way Bad. The Way Bad glared at her before tossing her away, which made Zenith’s mother crash through some buildings.
Back with Helix and the others, they avoided Dust and Delta as best they could as Tetrax formed a diamond wall from Delta before the Heatblast turned alien tackled him as Swampfire was about to send another fire beam at Helix, but he was protected by a magic shield by the others as Eighteight then started fighting Dust.
“Mom! Dad! Stop! It’s me! Helix!” Helix pleaded.
“What is wrong with them?!” Rainbow questioned. “And why are they attacking us?!”
“Don’t they recognize us?” Pinkie asked as Tetrax tossed Delta away.
“They must be extremely disoriented from the DNA transformation.” Azmuth theorize.
"So disoriented that they don't recognize their own family or friends." Cozy said with realization.
"So?" Gallus asked with a brow.
“DNA protocol error. The Omnitrix might not just be downloading things, it’s uploading them as well.” Cozy said to them. “That might be why it transformed your parents.” She added to Helix.
"What are you saying?" Helix asked her.
“What I'm saying is, what if Zenith wasn't killed by that Way Bad but was transformed into that Way Bad?" Cozy explained.
“Our ship was near where you three first encountered that To’kustar!” Myaxx called out.
“It was cloaked as a chariot for us to blend in.” Azmuth said to Helix.
“Chariot?” Helix asked before his eyes widened in realization. “You’re right, guys. The Omnitrix turned Zenith into Way Bad! It even did that weird energy thing, just like it did before it transformed Mom and Dad.” He said while looking at his Omnitrix.
“Which means if we don’t fix your Omnitrix soon, Equestria will be overrun by crazed aliens!” Sandbar cried out in horror.
"And one of the ones who can fix it is being hunted down by her own mother!" Smolder added.
Delta was knocked back as Dust fired another fire beam as the shield gave out as she sent another at the group, but Tetrax formed a diamond wall as he and Eighteight rushed up to them. “We’ll handle your parents, Helix.” Eighteight told him. “You and your friends have to stop Zenith and her mother from destroying the city, and each other.”
"How are we going to do that?" Silverstream asked.
"By giving them two new targets!" Helix answered before he nodded to Misty in agreement. They both activated their Omnitrixes as a big flash of a green light appeared before Way Big and Giantess stood up.
Half of the Young Six are on each giant alien while Azmuth rode on Way Big as the two went into town.
In the city, Zenith and her mother are still fighting each other in the city. Zenith’s mother was smacked down before Zenith gave a mighty roar that shattered the glass around the buildings before she stepped on her mother with her foot and gave another roar before she was grabbed by the shoulders.
“Why don’t you pick on someone your own size?!” Way Big called out as he and Giantess were holding Zenith pulled Zenith off her mother, who got squished by a piece of road. The three giants walked back and they accidentally tilted the buildings that came down like dominos.
"Okay, we're going to have to be extra careful around here." Giantess suggested.
“Try telling that to Zenith, cous!” Way Big said as they glared at Zenith. “Because I don’t think she’s in her right mind to be careful! So that means it’s Celestial Knights time!” He called as he took a stance.
“Smolder, how about a shield for each of us?!” Gallus called out.
“On it!” Smolder called as she gave each of her friends a magical shield before the three giant aliens then charged at each other.
They both grabbed hold of Zenith before she threw them back into a building before punching them both in the face, which caused them both to fall to the ground. "Whoa, she's stronger than she looks!" Silverstream commented.
“To’kustars are known for their intense strengths! And Zenith isn’t usually a fighter!” Azmuth called as Zenith tackled Giantess and Way Big as she grabbed their heads and slammed them down.
“Get off of us!” Giantess yelled as she pushed Zenith off and Way Big stood up.
"Come on, Zenith, how about a time out?" He asked before crossing his arms which made a laser beam shoot out and knocked Zenith back. "Whoa, I didn't know we could do that!"
“You didn’t know To’kustars can send energy beams through their hands when they cross?” Azmuth asked in surprise.
"And apparently, neither did Zenith!" Smolder called out as Zenith stood up and crossed her own arms. A red beam was then fired at Way Big before he countered with his own beam. The two beams collided with each other, which created a shock wave that sent them flying back and falling down to some buildings.
Zenith then got up as she glared at them before giving a roar as the three aliens fought before Giantess and Way Big grabbed her and flipped her over as she crashed the buildings and layed there.
“Sorry, Zenith. But you’ll thank us later.” Way Big apologized to her.
“If she forgives you for turning her into that mutated version of me.” Giantess told him.
Then on the ground, Zenith’s mother managed to get out from the rumble as she reformed and looked at Giantess and Way Big. “Two more To’kustars?!” She questioned, not realizing it was Helix and Misty before she armored up and started firing at the two as they groaned in pain before Zenith’s mother flew in front of them and armed all her missiles. “I WILL DESTROY ALL ALIENS!!!” She yelled in rage as she fired her missiles at them, which caused Way Big and Giantess to be knocked down to the ground.
"Wait, these two are Helix and Misty!" Cozy called out.
"Where's the other one?!" She questioned while looking around. "I need to avenge my daughter!"
"The other one is your daughter!" Way Big told her.
“No! You’re lying!” Zenith’s mother yelled as she aimed her blaster at them, but Zenith came out from behind and gave a mighty roar, which caused them to turn to her. She glared at them before Zenith’s mother charged at her and started firing. But Way Big quickly caught her in his hands while Giantess quickly tackled Zenith when she tried to pounce on them.
Then Way Big felt his hands as Zenith’s mother was trying to break free as he kept a tight grip on her. “Let go!” She called before she got free and flew towards Giantess and Zenith and started firing at them. “I will have my revenge!” Way Big quickly stood in front of Zenith as her mother continued firing.
"Stop, your daughter was transformed by a malfunction in the Omnitrix!" Azmuth called out before pointing right at Zenith. "That To'kustar is Zenith!" She let out another roar as her mother stopped firing.
“You don’t deserve to say her name!” Zenith’s mother yelled as she flew up and teleported away as Zenith grabbed a building and smacked Giantess and Way Big with it. She knocked them down and trapped them in another building as Zenith’s mother appeared behind her and continued firing as the mother and daughter took the fight to the park.
“It’s not gonna work!” Way Big called out. “The only way to take down a To’kustar is to aim for the frills! Everyone knows that!” He yelled.
“And now she knows it too, Helix!” Smolder yelled out.
“Thanks for the tip!” Zenith’s mother called as she ready her stun blasters at Zenith’s frills, which Way Big quickly pushed her out of the way before his frill was hit, which made him stun and froze in place.
“Helix!” Giantess called out as she rushed to him.
“What’s wrong?!” Ocellus cried out.
“I… can’t… move…” Way Big gritted.
"That's bad." Yona commented before they heard familiar beeping.
"And that's worse." Giantess said as both the Omnitrixies were beeping red. Both of them timed out as their friends began to fall out of the sky.
“Guys!” Helix called out before those with wings flew up while Smolder used her magic to create a platform for Azmuth, Yona, and Sandbar to land on as they sighed in relief. “We need to stop them! And we don’t have time for these watches to recharge!”
“I have an idea that might snap Zenith out of it.” Azmuth said with a thoughtful look. “Can you do a clearer mind spell?” He asked Smolder.
"I will, but we're going to have to get close enough to do it." Smolder mentioned as Zenith's mother flew closer to her daughter and continued firing. She was about to shoot her right in the frills before a magic barrier blocked her and the others flew up on Smolder's magical platform.
"I don't want to shoot all of you!" She told them with a threatening tone.
"Then give us a chance to prove that thing is your daughter!" Helix replied before they nodded to Smolder.
Smolder then closed her eyes as some magic came out of her as they entered Zenith’s head, which caused her to groan in pain. “What are you doing?” Zenith’s mother questioned.
“It’s a magic spell. I’m trying to access her mind to get through to her.” Smolder said as she opened her eyes as they glowed pink before she stopped as they avoided a swipe from Zenith, who clutched her head as she felt pain going through her head. "Okay Azmuth, try talking to her."
“Zenith, honey, please!” Azmuth called out to her. “You have to remember! You aren’t well! We have to repair the malfunction inside of the Omnitrix!"
"Om…ni…trix…" She said through her pain.
"Zenith?" Her mother gasped in shock when she responded.
"Mother…" Zenith said before her eyes widened with realization. She then quickly swiped and grabbed the others as they all yelled when she did.
“No!” Zenith’s mother yelled as she flew after them as she flew around her daughter, but Zenith grabbed her and brought her near the kids as some of the Upgrade armor was then being absorb into Helix’s Omnitrix. “Zenith! Please! It’s not his fault! Don’t make me hurt him!” She pleaded.
“She’s using you… as a weapon?” Cozy questioned.
“No. As a tool kit.” Azmuth corrected with a smile, realizing what Zenith was doing. “She’s trying to fix the Omnitrix!” As soon as the absorption was pulled back, the Omnitrix glowed red before covering Zenith with the same glow.
After the flash, the young group then started falling as those with wings started flying while the rest landed on Smolder's magic platform while Zenith’s mother flew up as they looked around for Zenith. “What did you do?” Sandbar asked Zenith’s mother.
"I didn't do anything, she did." She replied before pointing to where Zenith was. They quickly looked around and wondered where she went before they heard a familiar voice coming from below.
"You know Azmuth, maybe we should reconsider letting him keep the Omnitrix plan.” They all look down to see Zenith back to her Galvan form.
“Zenith!” They all called in joy as Azmuth jumped down and quickly hugged his love as she returned the gesture with giggles.
“You’re okay!” Helix said in relief as he picked up both Azmuth and Zenith.
“Yeah, well, no thanks to you.” Zenith said with a brow as she tapped Helix’s Omnitrix. “Your Omnitrix was so overloaded with mana, Azmuth, Myaxx and I could pick up the readings from halfway across the galaxy!”
“Overloaded with what?” Smolder asked in confusion.
“They haven’t told you yet?” Azmuth asked Smolder in surprise. “Eh, you’ll find out soon enough.” He shrugged.
“So we flew all the way to Equinn to defrag the Omnitrix, and then a few seconds after landing, you turned me into a mutated raging To’kustar!” Zenith yelled as Helix gave a sheepish look while the others chuckled in amusement. “I should’ve stayed in bed.”
"In my defense, I had no idea what was going on with the watch at the time." Helix mentioned.
"Zenith, I almost vaporized you." Her mother spoke up. "How could I have been so blinded by rage? I'm a terrible mother."
"I… haven't been exactly the best daughter either, mom." Zenith replied while looking down with a sad look. "Ever since back then, I've always been letting inventions come before family."
"Speaking of which, we probably should have warned your mom to stay away from the Prototype Mechamorph Armor." Azmuth mentioned.
“Yes. We should've.” Zenith said with a sheepish chuckle. “I can fix that.” She said as she tapped on her staff, which caused the Mechamorph armor to dissolve and intp a sphere before it shrank down into a cube to reveal a young female Galvan wearing a dark purple suit.
"Huh, so that's what she looks like." Helix mentioned after seeing her.
"Uh, quick question: why does your mom look younger than you?" Cozy asked Zenith as they noticed that as well.
“Kids, you all have a lot to learn about Galvans and their aging process.” Azmuth said with a smile.
“Could you ever forgive me, sweety?” Zenith’s mother asked her daughter in remorse.
“Can you forgive me for skipping out on you?” Zenith asked her mother.
“Oh, dear, I already have.” Zenith’s mother said with a smile.
Azmuth and Zenith then jumped down. “Then let’s call it even since we all make mistakes.” Zenith said with a smile as Azmuth took the armor cube.
“And let this be a lesson, never mess with mechamorph armor prototypes." Azmuth added. "All it does is pump up the wearer's aggression. Turns them into a single-minded weapon of destruction."
“Tell me about.” Helix said in agreement since he saw Zenith’s mother in action with that armor even with different alien forms he was in.
“I’m glad my armor doesn’t have that error.” Ocellus said in huge relief.
“That’s because you have the finishing model.” Azmuth said with a smile. “You are a lucky case.”
“Now let’s go home before anyone breaks something.” Zenith suggested.
“Uh, about that…” Helix spoke up as the others gave sheepish smiles.
“Zenith, how about we fix one more problem.” Azmuth said to her, which made Zenith stop.
“What happened?” Zenith questioned with a brow.
“My Omnitrix sorta turned my parents into aliens.” Helix explained with a sheepish tone.
"Oh boy…" Zenith sighed with an eye roll.
Back in Helix’s place, the others are still trying to contain Helix’s parents as Delta then starts attacking Dust. “Dust! Delta! No!” Xylene called as the group tried to separate them, but they were swatted back.
And then, they heard a sound as the group turned and saw the young group, Azmuth, and the Blue Upgrade. The two cousins put their hooves with their Omnitrixies on them together as the Blue Upgrade grabbed hold of them as it morphed them into some sort of Omnitrix cannon. "Mechanae discombobulus!" Smolder casted the spell and energized the cannon before firing right at Delta and Dust.
They kept pouring in power as Delta and Dust yelled as they were covered in rainbow energy before they transformed back to normal as the group stopped and Blue Upgrade let go of the Omnitrixes.
"Nice." Sandbar said while Delta and Dust held their heads.
“Helix?” Dust asked in confusion while rubbing her head.
"What happened?” Delta asked with a brow.
“I'm just glad you both are okay." Helix said with a small smile.
“Okay?” Delta asked in confusion.
“Did something happen to us?” Dust asked.
“Let’s just say the Omnitrix had an error that affected you two. But it’s fixed now.” Flash said with a smile.
"Well in that case, I hope you're ready to go fishing with your friends." Dust said with a smile which surprised them.
"You mean, I'm not grounded?" Helix asked them.
“Grounded?” Delta asked in confusion while Dust rubbed her head.
“I don’t remember grounding you? Do you, Delta?” Dust asked as Delta shrugged and walked back to their home as Helix sighed in relief.
“Hey, Xylene, where’s the mobile base?” Delta asked as Xylene got nervous when she looked around at the remains of the mobile base that was destroyed when Helix’s Omnitrix blew it up.
“Ooh, uh…” Xylene muttered, trying to think of an excuse.
“You parked it around the corner picking the others up?” Delta asked with a smile as Xylene gave a sheepish smile and gave a thumbs up.
“I think that DNA upload may have scrambled their memories a bit.” She whispered to the others from the side of her mouth.
"Well at least it was good for something." Helix whispered back as his parents entered their home.
“Well, we don’t know what you did, but thanks.” Twilight said as she and Blue Upgrade shook each other hoof/hands before the Blue Upgrade dissolved to reveal Zenith. Smolder then held out Zenith's mother with a smile.
"Twilight Sparkle, Azmuth has told me a lot about you." Zenith mentioned with a smile.
“Zenith?” Twilight asked in surprise.
“Boss, you’re…” Myaxx tried to say.
“Yeah, I know.” Zenith waved off with a smile. “The kids will tell ya the whole story.” She said as Azmuth and her mother jumped down to her. “We got a home and families to get back to.”
“Mind giving me a ride too since our ship was destroyed.” Myaxx asked with a hand on her hip.
"How?" Zenith asked with a brow while her mother gave a sheepish look.
"I'll tell ya later." Azmuth said before he gestured for Myaxx to come along.
“Well, it’s good to know you’re all safe.” Flash said with a smile.
“But, it looks like nobody's going fishing this weekend.” Xylene said while gesturing to the remains of the mobile base. “How are we gonna explain this to Delta and Dust?”
"This is all my fault." Both Helix and Smolder said at the exact same time. "Your fault? How is this your fault?"
“My Omnitrix blew up the mobile base.” Helix said to her while gesturing to his Omnitrix.
“All because of my spell.” Smolder said as they started arguing as Zenith sighed.
“Oh, for the love of…” Zenith said as she stopped and turned to them as they stopped. “Do you two ever stop arguing?!” She questioned.
“I used to be like that with Helix.” Misty said with a shrug as Zenith merged with the Mechamorph Armor again and merged with the remains of the mobile base and fused them back together as she repaired the vehicle as she separated from it.
Zenith then stood up with Azmuth and her mother on her shoulder as Myaxx came up next to her and placed her hand on her other shoulder. “Now let’s go home, my love, mom, and friend.” She said to the three as they smiled before they teleported away from the group as the group waved to them goodbye.
"Huh, something that I need to remind myself now and then with my own armor." Ocellus mentioned with a smile after seeing what Zenith just did.
“Speaking of home, I almost lost mine for good." Helix said as he looked down with a frown.
“Now that you’re in the clear with your folks, we supposed there’s still room in the Mobile Base for a weekend road trip.” Rainbow said with a smirk.
“No, Rainbow.” Helix said, which surprised the group. “I never should’ve ran out on my parents. No point in saving the universe if you lose your family. I just wanted to spend time with my friends and reunite with my old ones to spend more time with them. I’ve learned my lesson.”
"Hey, even so, you learned your lesson even though it was the hard way." Twilight mentioned with a smile. "You deserve a little break now and then." Helix smiled before he got an idea about his history report for class on Monday.
Soon Tetrax's ship was repaired as it lifted off from the forest and flew off into space. "Imagine you have the opportunity to travel to Strange New worlds… and encounter alien life forms none have ever seen before. Just imagine leaving the world you know behind, embarking on a dangerous journey from which you may never return from."
Helix stood in front of the class with a proud smile on his face after telling them that. "I know that sounds like science fiction, but that must have been like during the finding of Equestria back then. So ask yourselves this question: Would you choose to leave home, family and friends in exchange for an adventure of a lifetime? I know I would." He said with a smile as his classmates and his teacher gave interesting smiles while Misty gave a proud smile at her cousin.
“But only during summer vacation. And I still want some friends and family by my side.” Helix finished as time skipped forward to next summer as the group are in the mobile base with Manny, Helen, Attea, Zs'spoocy, and Lolaxx with them. The mobile base drove on down the road before a giant mutant frog suddenly landed in front of them, causing them to stop. They then noticed Dr. Test standing on top of said mutant frog.
"You and your friends are going to wish you stayed home this time, Helix Watch!" Test declared as he was out for revenge.
The group exited the mobile base as they all gave confident looks and ready themselves as Misty and Helix looked at each other before they ready their Omnitrix and they both slammed their cores down as they were engulfed in a green light.
In a garage somewhere at night before the summer had even begun, lights flickered as a young red earth pony colt with a red and black mane was tuning something on a workbench. He then held up a red glowing crystal and put it in something he was working on. The lights started to dim down as he had a smirk on his face while a red glowing X shined in front of him. "Now we're talking." The colt said before he was engulfed in a red light.