Ben, Gwen, and Tetrax's quest to find the creator of the Omnitrix, Azmuth, led them to a prison, Incarcecon. There, they encounter prisoners who have been exiled, and find that Ben holds the Omnitrix. To their interest, they go after him, hoping to take the Omnitrix from him. Fortunately, they were able to get out safely, but with someone they assumed was Vilgax, despite that she was a female similar to that of Vilgax's species. Her name is Myaxx, and learn that she used to work for Azmuth.

