Max exits the Rustbucket, with Gwen shortly behind, looking out into a frog-filled swamp somewhere in Florida "Aah! Looks like we beat the crowd!" Gwen looks out to see no sign of any social activity "Yeah... You sure we're in the right place, Grandpa?" Max Nods "Tomorrow this place will be crawling with Gator-Fest fans!" Max wanders off while Gwen looks around, stepping off the RV into a muddy puddle, and finding it gross "Eugh!" Gwen sees something rustling in a bush and gulps before walking off. (Y/n) leans against the RV, fiddling with the charmnitrix using a screwdriver, as Gwen rounds the corner "What are you doing?"

"Just trying to see how this thing works" Gwen raised an eyebrow "You shouldn't mess around with that thing, (y/n). You're just asking for trouble" (y/n) just continue to fiddle with the watch "oh come on Gwen it wont be that bad" max Walks up to the girls "Gwen's right, (y/n). Now I want you to promise me you'll take it easy on the charmnitrix" she sighs "okay grandpa" Max Walks back to the r.v "Now, don't stay up too late. Tomorrow's a big day" Max Heads back in "Good night" As he and Gwen leave, (y/n) doesn't listen and continues prying until she pulls the faceplate right off of the charmnitrix "oh no" she Sees the effect she's caused on the charmnitrix, its face rotating and sparks fly out, a blinding light emanates from the charmnitrix.
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(Y/n) sits on the floor rubbing the back of her head after the pink flash "Aw, man! I am gonna get so busted if anybody sees this" she walks over and grabs the faceplate, off of the seemingly scorched ground "(y/n)?" Max and Gwen head out of the RV over to "(y/n)"

"What was that?" (Y/n) pauses briefly to think of an excuse "Uh, lightning?" Max looks up at the sky puzzled "There's not a cloud in the sky" Gwen raised an eyebrow "Uh, lightning got rid of them?"

"She's up to something, Grandpa" (y/n) brush it off Oh, "you are so paranoid. She's just trying to get me into trouble!" Max sighs "Okay, that's enough let's go, both of you. Bedtime" Max and Gwen head to bed, leaving (y/n), she heads in too, looking guiltily at the faceplate in her hand and unknowingly leaving a glowing pink patch of ground where the faceplate of the charmnitrix landed. It starts to react strangely tentacles-like worms spawning out of the swampy soil. As the night's moon progresses to the next day, (y/n) quietly heads out of the RV while with glue on her hand. She walks around the RV, looking back inside through the window before pulling out the faceplate in her pocket and taking putting the glue on the dail, sticking it together "There, good as new" Gwen startles (y/n), causing her to flinch "What's good as new?"

"Oh...nothing" she nervously smiles "I think the Florida heat has fried your brain!" The two head off and as they walk past the front of the RV, they see that the festivities of Gator-Fest have already begun "Whoa!" The two Tennysons see dozens of people buying and selling green, Gator-themed merchandise, including hats and cups, and a Gator-Fishing pool for children "Ha ha. Told you. Let the Gator-Fest begin" the girls share an apprehensive look before entering the festival with Max. All the while, a pair of huge red blinking eyes look out from the swamp water.

As the Tennysons make their way in, they pass a multitude of alligator-themed things for them to do, from toys to games, food and refreshments, novelties and collectables. They pass a man as he picks out strange worms from his bucket and shows them to a friend "Hey, Larry! Check out these weird worms I found!" The worms have mutated to take on the appearance of Stinkfly, with their heads looking like the alien's. "...Freaky"

People gather around a nest of three eggs, watching them from a short distance "You know, I think you kids are gonna enjoy this. It is a rare event" The hatchlings come out of their shells and head into the water, to everyone's adoration. The Crowd Cheers, Gwen smiles "Aw, they are kind of cute" Suddenly, the three babies head back out of the water and hide in a nearby grass, (y/n) raised an eyebrow "What are they running from?" Max looks where the baby hid "That's very odd. What do you think would make them do that?" Gwen Points to the swamp "I'll give you one guess... and it goes "ribbit!" A giant mutant frog leaps over the crows into the festival.

"No way! I recognize that croaker! That's Dr. Animo's frog!" The mutant frog attacks the crowd with its tongue, sending people running and screaming. (Y/n) rolls out of the way "This is so not my idea of leapfrog" she doesn't seem to notice as the faceplate drops off of the charmnitrix As (y/n) looks up, she sees Animo is standing in front of him, wielding giant metal, gorilla-like arms and red goggles "Dr. Animo! How did--" Animo finishes her thought "...I find you? it wasn't difficult to track your... alien exploits when you insist on helping people all the time! You thought you were such a big shot after stopping my mutated creations! But they were merely the beginning. I will not be denied my place in history!" He Calls to the frog "Destroy him!" She dodges the frog's attack as Max and Gwen run to her side "You're going back where you belong, Animo!"

"Never!" Animo fires a laser bolt from his gorilla-like glove at Max, who dives, causing Animo to miss "Okay, party's over!" She pauses momentarily as she primes the watch, but pushes the plate-less face of the charmnitrix back down, summoning an alien as Gwen, (y/n) and Max look on "oh...my stars" (y/n) covers her mouth, fourarms or stinkarms has stinkfly's wings and eyes "eh? What the??" Oh..he has stinkfly's voice to, he Shook his head and leaps around the frog, and notices the faceplate laying on the ground. As it jumps on top of him, Stink Arms finds that he can't lift the mutant frog as he struggles to hold him up "You--you gained weight since last time, or I'm not as strong as I used to be!" He Mutters a "Waah!" as he gets flattened.

The frog leaps again. Stink Arms holds his head, recovering. He tries to fly backwards but finds he can only hover a few feet off of the ground "Ah, I'm too big to fly" The frog knocks him back into the waters, causing the alligators to take notice of Stink Arms and snap at him. Stink Arms leaps, aided by his wings, but not taking flight. He passes the faceplate as a tiny crab crawls towards it.

Stink Arms hover-leaps back at the festival stalls and grabs a nearby novelty alligator, hitting the mutant frog and sending it crashing towards Animo. As the doctor is sent backwards onto the ground, Animo notices the faceplate beside him. He looks on to see the charmnitrix's faceplate mutate the DNA of the small crab, transforming its body with alien DNA, giving it Stinkfly's eyes and wings. Dr. Animo Picks the plate up and studying the crab "Well, well... What do we have here?" Animo looks to Stink Arms and mounts the Frog "Let's go!" As stinkarms reverts back into the watch, (y/n) looking to see the faceplate on the charmnitrix missing "oh no..."

"(Y/n).. explained Why did fourarms turn into some freaky alien combo platter?" She Sees the sparks off of the charmnitrix and shouting at her "What did you do to the watch?"

"I-I can fix it!" She looks down on the ground only to find it missing "It was right here. I saw it just before Dr. Animo and froggy hopped out of-" she has a look of realisation "...Uh oh!"
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Bats fly through the dark swamp, past an abandoned observatory where Animo inserts the face of the charmnitrix into a giant device, retrofitted from a telescope "Fascinating DNA-based, yet with a power source unlike any with a power source unlike any I've ever imagined" A bat lands opposite Animo "Eptesicus fuscus; What a perfect guinea pig. You shall be the first in a new world order, courtesy of (y/n) Tennyson, and Dr. Animo" He tests it on a bat, firing it with a giant flash "Yes, give my creation life!"

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The Tennysons ride down the swamp river in a small motorboat "We've been at this for hours!"

"We have to keep looking. If the good doctor can figure out how to tap into the watch's alien DNA, who knows what could happen?" Gwen gives (y/n) a quick look "I saw that! Go ahead, say it. You know you want to" Gwen raised an eyebrow "Say what?" (Y/n) Sighs "You know, the big "I told you so" speech about messing around with the watch and how you were right all along and if I'd listened to you, we wouldn't be in the trouble that we are in right now!"

Gwen looks away "I didn't say a word" (y/n) look at her, confuse "Yeah, but you're thinking about it. Admit it there's no way I'm waiting. Just go ahead and say it now and get it over with!" The red head ignorse her "I don't know what you're talking about, Rose" a loud roar from behind interrupts "I don't like the sound of that" The bat that Dr. Animo experimented with flies across the sky, now having grown massive in size and has taken on the molten appearance of Heatblast "Hold on!" Max drives the motorboat faster and douging the bat "Gee, do you think Animo has figured out the power in that piece of the watch?" (Y/n) Takes out the blaster gun "I'll take care of this hot head" Max Reacts to a blast of fire "Everybody, duck!" They douges the fire, The boat rocks and (y/n) falls backwards, The Heatbat swoops down and nearly grab the girl from the boat "Could this get any worse?" She Sees the Heatbat swoop towards her again "I had to ask!"

"I'll clear the path!" (Y/n) attaches herself to the front of the boat, and uses her blaster gun pointed outwards to smash any oncoming trees, stumps. and debris blocking their path "Grandpa! Hard left!" Max banks the boat once again and narrowly avoids hitting the tree. The boat continues on through the swamp "Where'd he go?"

"Over there!" The Tennysons find themselves at a dilapidated observatory building, and approach it "Looks like an old observatory" (y/n) look up in confusion "what's an observatory doing in the middle of a swamp?"

"Without the lights from a city, the stars are brighter and can be seen more clearly" Max slowly steers the boat into the flooded observatory, as they look around at Animo's modifications "Animo's been busy" Out of nowhere, the mutant frog jumps onto their boat, smashing it into pieces. The Tennysons are knocked up and back onto the ground "You really should have knocked. It isn't polite to sneak up on someone like this" animo dramaticly said "You've got something that belongs to me, and I want it back!" Animo tells them that he'll put the charmnitrix's faceplate's DNA to good use "Ah, yes! Interesting piece of technology. Its potential power is virtually unlimited. I will put its alien DNA to good use" Max raised an eyebrow "What do you mean, good use?" Animo smirks "With this telescope, I'll be able to bounce my transmodulator signal off of a satellite and blanket the planet with its power, creating a new, more interesting, world order"

"We wont let you do this!"

"Oh, but it's just beginning. In fact, you should feel privileged to be the first human test subject" he Laugh, Animo directs the Transmodulator towards (y/n) by inserting his giant robotic appendages into the device and activating it, shooting a green blast directly at (y/n) "(y/n)!" The flash of light heads towards her, but Max pushes her out of the way at the last second and ends up being struck, becoming mutated with Stinkfly's DNA, resulting in him turning into a maggot version of Stinkfly, completely immobile and drooling.
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Max lays helpless as (y/n) and Gwen look at what their grandpa's become "If I'd just listened to you about messing with the watch, None of this would have happened"

"Forget about that! Right now we need a plan" Gwen told her "A successful test, indeed... But as a scientist, I must be sure" He points at (y/n) again, and she dives out the way of the blast, but finds herself between the giant frog and the Heatbat, the two of them surrounding her on the walkway. Gwen Sees (y/n) activating the charmnitrix "You're going to summon an alien again?" The white hair girl lands on a siloet "If I don't, we'll both get turned into that" As the Heatbat screeches at her, (y/n) press the watch down and summon a new fusion "Ripjaws? Ripjaws now with marks of Heatblast on his body "sweetheart?...what happened?" He looks down on his body "Well, well. What do we have here? A walking fish-fry?" Ripjaws or Heat Jaws relised what going on and Prepars to shoot fire "Turn my Grandfather in law back to normal! Or so help me-" he gestures as though to fire a projectile, but nothing happens, to his disappointment "Ah! Looks like you're the one who's going to need help"

Animo shoots the ray at (y/n) but Heat Jaws quickly used his body as shield to protect her. After the flash Animo removes his glasses to see his work. Heat Jaws Removing himself off of (y/n). Instead of modifying his DNA, Animo decides to end Heat Jaws' life instead "Your altered state seems to have made you immune to the effects of my ray. Pity! Instead of giving you a new life, I will have to settle for ending your old one! Finish him, my pets!" With a point, he orders the frog and bat to attack. The frog knocks heatjaws into the claws of the Heatbat, who flies with him, building momentum, and lets go, knocking him into a wall. Heat Jaws Getting up to his feet "All right I'll fight fire with fire!" He lets off a blast, only to achieve nothing but sweating. The Heatbat retaliates, blasting him to the floor and almost landing on him. He dodges and is able to bring the Heatbat down and into the water by knocking it with a snapped-off spike of wood. Before he can catch his breath he's ricocheted around by the frog's tongue, knocking him around and back onto the floor "Oh, man. I don't like this ride" The frog tries the same thing again, but heatjaws able to use Heatblast's hands to burn the tongue, causing the frog to let go. Heat Jaws Gasps out "...Need water!" Gwen and (y/n) runs up the stairs encircling the observatory interior, as Animo catches sight and aims the ray at them "...Welcome to my world" Gwen and (y/n) uses their acrobatic skill to avoid getting hit, escaping from his attack. Down below Animo sees the Heatbat clamber out of the water, he Shouts down to the Heatbat "Get the girls!" Heatbat attacks them, though Gwen is able to buy time by causing it to put its head through a wooden board she used for cover. Animo Looking from the girls running to the monitor on the ray machine "Aah! The satellite is approaching its position. Who says one man can't -- change the world!"

In the chase the girls gets into the inner workings of the ray machine by leaping off the suspended outer circle onto the machine, the hatch they finds is too small for Heatbat to enter after them "You haven't won yet, Animo..." Down below the mutant frog hops out of the water to continue the fight with heatjaws "i can't breathe!"The mutant frog prevents Heat Jaws' fire blast at first by barging into him, but is taken down the second attempt when it tries jumping on top of him and is sent flying upwards. The Heatbat grabs him by its feet and begins smashing him into the walls "Can't breathe! ...Maybe this fire with fire thing wasn't such a good idea"

Heat Jaws bites into the leg of the Heatbat, and lands onto the mutant frog, sending it into the water and heating its chest in the water. He shoots steamed water at the Heatbat as it swoops after him. After he clambers out with the frog on his back, the three fighters lay on the wooden floor, either defeated or exhausted Inside the machine the girls searches around "Come on! Where are you?" Outside, Animo presses a button and the entire machine tilts up to face the sky, causing the girls to tumble down inside it "Aaah!" Gwen, Secures herself and catch (y/n) "you okay?" (Y/n) Nods but sees the pink energy build up below them "Not good!"

"The moment is here! The next evolution will be televised!" Heat Jaws Sends a blast near to Animo "Change max back or I'll boil your butt!"

"And ruin my best work? Forget it! But I will give him some company -- like the entire planet!" Animo turns on the machine, This time, the ray fails to activate "My mutant ray! What happened?" Gwen and (y/n) climbs out to show him that (y/n) took back the charmnitrix faceplate "I borrowed this back. Is that a problem?"

"Give it back to me! Only my genius can utilize such power, to its full potential!" Animo heads up to get it back from her, but Heat Jaws takes him down with a blast and knocks him out as he falls onto the hard floor beneath the ray "Aaah!" Gwen looks down "Are you okay?" Heat Jaws Nods "Yeah... But I wish we could say the same about max"

"What are we going to do?" Heat Jaws scratch his head "I don't know. You were right about everything, Gwen. I just wish we could take it all back -- reverse everything we done" (y/n) perks up with a realization, she heads back into the ray through the hatch "Wait there!"

"What are you doing?"
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(Y/n) Climbing back out "Fire it up!" Gwen next to machine "Are you mental? We don't know what it will do to him" Heat Jaws shrugs "Couldn't be any worse than what he is now" he thinks about it and looks at the unconscious Animo and his gloves, he Pluggs the arms into the device "Three, two, one" The ray, aimed at Max, fires and reverses the effect, Max changing back to normal "Grandpa! You're back!" Max blinks a few Times "Back? Where'd I go?"

HeatJaws and Gwen looks at (y/n) "What did you do in there?" (Y/n) Smiles "I put the faceplate in backwards and hoped it would reverse the effects of Animo's ray" she held back the dail, just as the charmnitrix starts beeping Again she quickly put it back on, she looks to the watch and sees the faceplate did in fact bond with the charmnitrix, setting it, and the fusion-creation glitch, back to normal "Good as new!"

Max Scratches his head "Why do I have this strange craving for rotten eggs and sugar water?" Gwen hops down and jaunts over to (y/n) "Oh, (y/n), I almost forgot" she Leans in close "Um... I told you so!" (Y/n) recoils from being yelled at in the ear.
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Inside the RV as they drive away through the swamp, on the TV, Gwen watches Animo being taken into custody by the police "I feel like I'm watching a rerun" Gwen turns off the tv "I wonder if he'd learned his lesson; Don't mess around with the Tennysons." Gwen shurgs "I'm not sure. But at least Ben learned something. Right, (y/n)?" Gwen looks over her shoulder to see (y/n) sleeping on the bed, snoring