Fred: Previously on 40: The Last Splixson...

Marcus: Didn't work! Prepare for impact! We're going down!

Fred: So, what's the problem?

Marcus: Some engines are missing.

Fred: But that'd mean...

Marcus: Yes. Sabotage.

Fred: Who are you?

Osmosian: I, have many names, but you can call me, Conduction Man.

Conduction Man fires electric blasts at Airstrike, who dodges.

Orcatide: ORCATIDE!!!

Conduction Man stops in his tracks, and Orcatide, bends his arms, down, and launches two water waves at him.

Orcatide: Siemsic Tsunami!!!

He summons a powerful tsunami wave towards Conduction Man, and crashes at him at the very same moment the tsunami hits him.

Fred #1: Guys, you won't believe all the fun-

The camp appears empty. They drop Conduction Man and remerge.

Fred: Hello? Anyone here?

He gasps, as one of them lowers towards him, and shows a picture of Marcus, Willie and MEtarid chained to poles. It then shows Demonstar.

Demonstar: Fred Blake.

Fred is shocked.

Demonstar: I have your companions captured. You have only two choices, either you, or them.

Fred gasps, as the screen goes black.


Fred: Sixty six years ago, the Osmosian Armies attacked Planet Hathor and seemingly exterminated the Splixson race, and the DNA Force were searching for survivors ever since. I am Fred Blake. It has been Six years since my friend Willie and his family have found me in a statis pod. This year, I found this cool watch that allows me to transform into other species. But its owner, Metarid, and his crew want to take us back to Galvan Prime to remove the watch, but I believe that this Novatrix could be a vital device in terms of restoring our race.


Osmosian soldiers come out of the ground, and surround Fred.

Demonstar, on monitor: You, or them.

Fred looks around, then nods his head, and kneels down.

Demonstar, on monitor: Good. Capture him, Terra Team.

The Osmosians walk towards Fred, and one of them takes out energy cuffs.

He puts them on Fred, and the Osmosians walk towards the ship, with Fred in the middle. Through the monitor, we see Demonstar grinning evilly.

Demonstar: I am... a legend, now! The Osmosian Empire will, for generations, tell stories about the great Demonstar, who killed the last Splixson. They will call me, Demonstar the Conqueror, Demonstar the Splixson Slayer, Demonstar the Invincible!

Meanwhile, in a ship, the Osmosian soldiers put Fred in the middle of a circle. They then all absorb electricity and aim at Fred.

Head Osmosian Soldier: On my mark, execute him.

Fred: Ever wondered how delicious a fruit pie is?

The Osmosians look at him in confusion.

Fred: In fact, there's one right there.

He points at the wall, and smacks the Novatrix, transforming. Fred appears in a transformation sequence. His head inflates, followed by his body. Bandages grow out of his back, as we zoom onto Fred's mouth. His teeth turn ancient yellow. We then zoom out to reveal Tarcastick posing.

Tarcastick: Tarcastick!!

The Osmosians turn their attention back to him, and some of them are hit by Tarcastick's bandages, knocking them down.

Tarcastick: Hope you like the weather, cause its about to go molten!

He inhales, and the Osmosians gasp, as he fires a stream of hot tar at some of the Osmosians.

The Osmosians absorb the ground, and charge at Tarcastick, charging their fists with electricity.

Tarcastick: Eat hot tar!

His mouth inflates, and he spits out hot tar at one osmosian, knocking him out. He then stretches his bandages, and holds out two Osmosians, throwing them at the Head Osmosian Soldier, knocking them out.

Tarcastick: And Tarcastick gets the job done!

He turns to a door, and his head inflates. He fires a stream of hot tar at the door destroying it. Tarcastick reverts.

Fred: Now, I just have to find the prison cells.

He clones himself, and runs off.

Fred splits into four and spreads out.

We pan aside to see a camera capturing everything. In a throne room, Demonstar watches that in a monitor.

Demonstar: Everything is going exactly according to plan.

Meanwhile, the Fred clones come out of the ship, and remerge.

Fred: Not here.

He runs to the next ship, and enters it. Later, we see Fred walking down a hallway.

Fred: Okay, lets see...

He opens a door and finds an empty storage room.

Fred: Huh, nothing here.

Voice: Stay back!

He turns around and finds Osmosian soldiers.

Fred: Oh, easy there, man. I'm just the clown you hired.

Osmosian: Clown?

Fred smacks the Novatrix turning into Magixio.

Magixio: See?

Osmosian Soldier: Demonstar must have sent for you.

Magixio: Exactly! I'm an expert magician!

He takes off his hat, and a dove flies out of it. He then snaps his fingers, and a magical wand appears in his hand. Magixo then puts his hand behind the soldier's ear and gets a coin. The soldier is surprised. Magixio then swings his wand and acts like an orchestra, music appearing in the background. The soldiers are confused. He then snaps his fingers, and his wand turns into a flower beauqet.

Magixio: And guess what? I got a full set of cards!

Play Cards appear in his hands, and he stacks them in his hands, then throws them in the air.

Meanwhile, Fred #2 comes out of a hallway, and finds Magixio distracting the Osmosians with a rabbit coming out of his hat.

Fred #2: I see.

He multiplies into four, and they sneak behind the Osmosian soldiers.

Magixio: I can even turn invisible!

He snaps his fingers, and he disappears. The soldiers are shocked, and the Fred clones tackle them down, knocking them out. Magixio is revealed laying on a pipe in the cieling.

Magixio: Ah, fool minds. They always mistake teleportation for invisibility.

He snaps his fingers, and the Fred Clones disappear. Magixio smacks his symbol, reverting.

Fred jumps down the pipe and runs off. He then arrives at a pile of rubble. He climbs atop it and sees a gigantic door.

Fred: Now that's an impressive door. It's gotta go somewhere. (drops down from the rubble and attempts to kick the door open) Yaaah! (the door does not move even slightly. Fred starts trying to push it open, but to no avail)

Fred slams the Novatrix.

Clobberilla: It's clobberin' time!

He generates an energy ball, and throws it at the door, knocking it down. Clobberilla reverts. Fred then walks in. Inside, Fred looks around, and finds himself in some sort of secrurity room.

Fred: What is this place?

Suddenly, a hologram of an Osmosian soldier appears behind him. He gasps, but the Soldier merely phases through him.

Fred: Ah, hologram.

The monitors show a different, setting of a forest. Several more Osmosian Soldier holograms appear, and charge at Splixson holograms. Fred gasps, and hits a button on a panel. The setting changes to that of a village. Splixsons are wandering peacefully, and Osmosian Soldier Holograms appear, charging at them. Fred presses the button again.

Fred: I hate this simulation place!

The setting changes to that of a Splixson hut.

Fred: Is that... My house!

A hologram of a young fred is shown, next to a hologram of his father.

Fred: My father!

He smiles, and he gets teary-eyed. He runs towards his father's hologram, and hugs it.

Fred: I miss you, dad...

Suddenly, a nearby hologram wall explodes, and hologram Osmosian Soldiers appear, charging in.

Fred's Father Hologram: Fred, run!

Young Fred's hologram gasps, and his father's hologram multiplies, charging at the soldiers. Young Fred Hologram starts to run, and a hologram brick falls from the cieling onto him, knocking him down.


An Osmosian Soldier Hologram stabs Fred's Father's Hologram in the chest, killing him. Fred gasps, as if he has taken the same pain. He then collapses to the ground, still conscious, and stays on his knees.


The simulation breaks, and Fred is still in the same pose back in reality.

Fred: Dad... I shall avenge you....

A Demonstar Hologram appears. Fred's head looks up, and looks at him.

Fred: Who are you?

Hologram Demonstar: I am no one, but you, Fred, are someone whom I find very interesting.

Fred: Oh yeah?

Hologram Demonstar: The only reason you're still alive is because I find your stupidity mildly amusing.

Fred: Well I find your evilness extremely annoying.

Hologram Demonstar: Who do you think you are, Splixson?

Fred: Who do you think I am, Osmosian?

Hologram Demonstar: I know you are, a backstabber double-crosser threat to the Osmosian Empire. You are the killer of the Great Osmosian Emperor Arcmaster.

Fred: What?! I'm just a 13-year-old kid.

Hologram Demonstar: False. You are way older than that. You are biologically 13, due to immortality.

Fred: Well, I did stop aging for 60 years, but I am not immortal!!

Hologram Demonstar: Lie as you wish, as I am thirsty for your blood, or whatever runs in your veins.

The Hologram disappears, and holes open in the room, and Osmosian Soldiers charge in, in Stone Form.

Fred: What's with that guy?

He smacks the Novatrix, transforming. Fred appears in the transformation sequence, and his particles separate off each other, transforming into sand grains. Sandemon poses.

Sandemon: Sandemon? I wanted ConDuckt. He still works though.

The Osmosians start punching at him, shattering parts of him.

Sandemon: Oh, you're so gonna regret that!

He morphes his hand into a mace and hits an Osmosian soldier. The soldiers fire electricity at Sandemon, who takes the attack with ease.

Sandemon: If I weren't Sandemon, that would've hurt in the morning!

Sandemon morphes to take a more humanoid shape. He then grabs the Osmosians and swallows them into his body. He then morphes into a shape similar to a volcano.

Sandemon: Lava coming up!

He erupts, bursting ammounts of sand, with the Osmosians within. They land on the ground, reverting to normal skin color. Sandemon reforms, and sucks in all the sand in the room.

Sandemon: Man, that was a hefty meal.

The Osmosian soldiers moan and wake up.

Sandemon: Seriously? You weren't downed for a moment!

Sandemon stretches his arms, morphing them into fly swatters. He then swats two Osmosians, knocking them down again. Several Osmosians absorb the ground and stab him with spear hands.

Sandemon: YOUCH! Forget it! You didn't like the Volcanic Eruption, tell me your opinion about a... (He inhales and then exhales, expanding massively to cover the floor) Turnoil!!

He forms into a sand vortex, and spins them around in him, throwing them into the sky. Sandemon stretches a palm, and smacks his symbol, transforming into Tomahawk.

Tomahawk: TOMAHAWK!!!

They duplicate rapidly, and stomp the ground, firing a burst of fire from their rocketparts, taking off in a high speed. Most of them smash into the flying Osmosians, exploding upon contact. The remaining Tomahawk rises into the air, flying towards the cieling. He duplicates, and his clone falls towards the ground.

Tomahawk: Let's see how tough these walls are!

He smashes into the cieling, exploding. There is now a hole. The remaining Tomahawk clones himself again, and stomps the ground, bursting into the air in high speed. They fly through the hole, flyining in throuh a few holes, some of them hit Osmosian Soldiers, exploding upon contact. The remaining Tomahawks clone themselves again, and one of them hits a door, exploding. The door flies off, and the Tomahawks fly through, and land on the ground.

Tomahawks: Guess this is the right room.

Voice: You think?

The tomahawks turn around and find Demonstar with four Osmosian Soldiers. The five Tomahawks growl at the sight.

Tomahawks: You!

Demonstar: Excute them!

The Osmosian soldiers absorb the ground, and charge at the Tomahawks.

Tomahawk #2: I got the one on the right!

Tomahawk #3: I got the one on the left!

Four of them stomp their feet and burst flying, hitting into Osmosian Soldiers and exploding upon contact. The remaining Tomahawk screeches.

Tomahawk: Now its just me and you!

Demonstar: You think?

Several more Demonstar holograms appear, and Tomahawk looks in shock, as the Holograms surround him. He looks around, scanning the Holograms.

Demonstar (offscreen): Try to get me now!

Tomahawk clones himself, and the clone bursts off, phasing through a hologram, and exploding into a wall.

Demonstar (offscreen): Nice try. Holograms are semi-tangible.

Tomahawks: Semi-tangible? Got it! Give me AmpliFire! (he smacks his symbol)

A light fills the screen, and when it fades, Fred was alone.

Fred: Uh... What?

Demonstar's laugh echoes.

Demonstar (offscreen): All that time and you couldn't master the spirit of Osiris.

Fred: Who?

He smacks the Novatrix, transforming into Clobberilla.

Clobberilla: Clobberilla!

Clobberilla generates an energy ball, and throws it, creating an explosion. After the smoke fades, Demonstar is alone.

Demonstar: Good trick.

Demonstar absorbs the ground, but Clobberilla quickly generates several energy balls, and throws them at Demonstar, knocking him hard and destroying his armor. Clobberilla generates an energy ball and approaches Demonstar.

Demonstar: what? You want to kill me? Just like what you did to my father?

Clobberilla: I did not kill your father!

He throws the ball at him, but Demonstar punches it, absorbing it.

Demonstar: I think I already learned your style. So predictable.

Clobberilla: Well, I guess you have. How about AmpliFire's?

Clobberilla smacks his symbol, transforming. In the transformation sequence, the earth rises to coat Fred. Before you know it, Boulder poses.

Boulder: Or Boulder's... Boulder's good.

Demonstar charges up an energy ball, and throws it at Boulder, who swings his arm upwards.

Boulder: Protect me, Mother Earth!

Nothing happens.

Boulder: Oh right. I'm on met-

The Energy ball hits him, and he explodes, pinning in stone shards everywhere. He then regenerates.

Boulder: -metal... That was painfull.

Demonstar lunges at him, and starts to absorb him.

Boulder: AHHH!! GET OFF ME!

Boulder grabs him, and throws him at a wall. Demonstar dents the wall as he hits it.

Boulder: Is that all you got? Are you even sure that you're a villain? 'Cause a villain essentially needs a moustache so he can twiddle with it gleefully as he cooks up his next nasty plan.

Boulder charges at Demonstar. Demonstar crouches defensively.

Demonstar: Who is to say who is the villain and who is the hero?

Demonstar knocks Boulder of his feet with a swift kick.

Boulder: Probably the dictionary.

Demonstar: I am not a villain! I am a soldier seeking revenge!

Demonstar launches a devastating punch straight through Boulder's body. Boulder regenerates and pounds him continuously to the wall. Demonstar absorbs the wall, and kicks Demonstar off with an enlarged foot.

Demonstar: You are stupid! Relying on a Terrasapien in the middle of a metal hunk.

He uses the powers he absorbed, and gains a stone coating. He then charges at Boulder, enlarging his fist. Boulder morphes his hands into maces and charges at him. Demonstar jumps up, and uppercuts Boulder in the chin, shattering his face. Demonstar's fist also shatters, and only an Osmosian arm can be seen. Boulder's face regenerates.

Boulder: You know, I am sick of you! You even absorbed my armor! Where am I going to find Earth now?!

He then perks up, and smiles. Demonstar gasps, as Boulder swings his arms upwards, flinging Demonstar to the cieling, then back to the ground painfully. He continues the process for a while, and Demonstar lays on the ground, unconscious, as his stone layering shatters.

Boulder: Man! I am awesome! Who knows... I could be helping people!

He smiles in happiness. Meanwhile, in a prison cell, Metarid, Willie and Marcus are tied to poles. They look through the metal parts, and find ConDuckt, who cracks his knucles, then blasts electricty to the metal bars, bending them aside with magnetism. ConDuckt reverts and Fred runs towards them, multiplying into three. Each clone starts to loosening a kidnapped's ropes, freeing them.

Willie: Fred! You came back!

Marcus: Yeah, we thought you ditched us and left us for dead.

Fred: How could I ditch you? You're all I have. You guys are my family.

Fred smiles, as he flashback to the scene where Fred's father is killed. He then snaps back to reality.

Metarid: That's great and all, but the ship is wrecked, and it'll take too long for us to fix it.

Fred: Easy peasy. We hijack this ship. I already transported all the stuff here and took out the guards. I even brought in the controls.

Marcus: That's great.

Willie: So... Let's go!

Marcus: I'm driving!

Marcus runs off, and Willie runs after him.

Willie: Shotgun!

Metarid scoffs.

Fred: Hey, Metarid, can you do me a favor?

Metarid: (sigh) Depends.

Fred: Is there a way this Novatrix can revive a species?

Metarid: Unfortunately, the Splixson DNA was not in the Novatrix, and so, the only sample remaining is your male one.

Fred: Oh... Anyways, lets go!

He grabs Metarid and runs to the pilot room, where Marcus has adjusted his chair, and there is a small one for Metarid. Fred positions Metarid on the chair.

Willie: So, what do you guys wanna call this ship?

Marcus: I think we'll call it the Argo-

Metarid: No. I want to call it the G.P. Brisk II.

Fred: Awesome.

Willie: Hooray for the G.P. Brisk II!!

Marcus: Hooray!

The ship takes off, leaving the atmosphere. Fred lays down in his chair and straps his seatbelt. He stares into space and has a flashback. Young Fred is carried by his mother into a room, where there is the glowing Statis Pod. Young Fred opens his eyes and gasps.

Young Fred: Mom! Where's Daddie?

Fred's Mother: Shush, sweetie... It's gonna be okay.

She brings him and puts him into the statis pod.

Fred's Mother: Don't worry honey. Those absorbers will not get us.

The statis pod begins to close.

Young Fred: Mom, what is happening?

Fred's Mother: Fred, you are our species' last hope.

The statis pod closes, as the flashback ends. Fade to black.