In a fit of stubbornness, the Omnitrix transforms Ben into Grey Matter and leaves him stuck in that form for longer than normal. During this time, he is captured by Howell Wayneright, an alien-obsessed nerd whom then gets himself and Gray Matter captured by a secret society of knights known as the Forever Knights. The two work together to escape and discover a room filled with extraterrestrial technology, with which the Forever Knights could take over the world. Grey Matter causes three of the objects to trigger an explosion and destroy the Forever Knight’s base. Enoch, the Forever Knight’s leader, orders his men to find information on the Tennysons!