“I have no choice,” Ben whispers.

Cornered, Ben looks at the cracked Ultimatrix core. Gwen shouts, “Don’t! The evolutionary function is unstable without the codon stream!”

Azmuth nods. “The self-destruct. Touch it again, Malware, and every piece of technology you’ve ever absorbed—including yourself—becomes inert. Forever.”

As they fall, Malware’s voice booms: “Then I will simply destroy everything around you first.”

Malware snarls and releases Ben. But instead of retreating, he does something unexpected: he turns and absorbs the entire floor of the lab, plummeting Ben, Gwen, and Kevin into the lower levels.

Kevin hardens his skin into metal and charges, but Malware phases through him like a ghost. Gwen throws a mana shield, but Malware’s touch corrupts it, turning her pink energy into black, sparking code. He’s not just strong—he’s an antithesis to all their tech.

The episode opens on a quiet, rainy night in Bellwood. Ben Tennyson, now 16, is enjoying a rare night off from being a hero. He’s in his room, flipping through an old photo album. A picture falls out: him, Gwen, and Kevin, all smiling after defeating the Highbreed. But his eyes linger on a different face—a small, frog-like alien with a kind expression. Azmuth.

“Malware… stop.”

He slams the dial one last time. But instead of an alien, the Ultimatrix projects a countdown:

Gwen tries to reason with him. “Azmuth created you! You’re his son!”

Ben, bruised and barely standing, looks at the Ultimatrix. Its face is shattered. But the core still glows.