Ben 10

Ben 10 	Ben 10
 	
Genre 	Fantasy, Science fiction, Action, Adventure, Comedy, Superhero
No. of episodes	52
Original run 	December 27, 2005 – April 15, 2008
Ben 10 is an American animated series created by Man of Action and produced by Cartoon Network Studio. The series is about a 10 year old boy named Ben Tennyson who gets a watch-like alien device called the "Omnitrix" . Attached to his wrist, this allows him to transform into various alien creatures. He then uses these powers to fight evil from earth and space.
The pilot episode aired on December 27, 2005, as part of a sneak peek of Cartoon Network's Saturday morning lineup. The second episode was shown as a special on Cartoon Network's Fridays on January 13, 2006, and the final regular episode aired on April 15, 2008.
The series gradually became popular among audiences, evolving into a franchise, being nominated for two Emmy Awards, winning one for "Outstanding Individual Achievement in Animation". Ben 10 was succeeded by Ben 10: Alien Force, which itself was succeeded in April 2010 by Ben 10: Ultimate Alien. A new series called Ben 10: Omniverse premiered in September 2012.
==Cartoon==
===Ben 10===
====Season 1====
# 	Title 	Original air date 	 	 	
1 	"And Then There Were Ten" 	December 27, 2005 	 	 	
Near Earth, a battle between two spaceships takes place. Clearly outmatched, the smaller of the two fires a laser at the larger ship's bridge and launches a pod to Earth amidst the confusion. The bridge explosion nearly kills the large ship's commander, Vilgax, but the smaller ship appears to have been destroyed completely. On Earth, Ben Tennyson begins his cross-country summer vacation with his cousin, Gwen, and his paternal grandfather, Max. Ben finds the crashed pod at their first stop. Within it is a watch-like alien artifact which is called the Omnitrix. When he reaches to touch it, the watch jumps onto his wrist and refuses to come off, unwillingly merging with his DNA. Ben accidentally discovers that it can change his form into various alien creatures and quickly learns how to use it. Deciding that he could be a superhero who can actually help people, Ben uses the watch to destroy robots sent by Vilgax to steal it, thus beginning a summer of extraterrestrial adventure for himself, Max and Gwen.	Near Earth, a battle between two spaceships takes place. Clearly outmatched, the smaller of the two fires a laser at the larger ship's bridge and launches a pod to Earth amidst the confusion. The bridge explosion nearly kills the large ship's commander, Vilgax, but the smaller ship appears to have been destroyed completely. On Earth, Ben Tennyson begins his cross-country summer vacation with his cousin, Gwen, and his paternal grandfather, Max. Ben finds the crashed pod at their first stop. Within it is a watch-like alien artifact which is called the Omnitrix. When he reaches to touch it, the watch jumps onto his wrist and refuses to come off, unwillingly merging with his DNA. Ben accidentally discovers that it can change his form into various alien creatures and quickly learns how to use it. Deciding that he could be a superhero who can actually help people, Ben uses the watch to destroy robots sent by Vilgax to steal it, thus beginning a summer of extraterrestrial adventure for himself, Max and Gwen.	Near Earth, a battle between two spaceships takes place. Clearly outmatched, the smaller of the two fires a laser at the larger ship's bridge and launches a pod to Earth amidst the confusion. The bridge explosion nearly kills the large ship's commander, Vilgax, but the smaller ship appears to have been destroyed completely. On Earth, Ben Tennyson begins his cross-country summer vacation with his cousin, Gwen, and his paternal grandfather, Max. Ben finds the crashed pod at their first stop. Within it is a watch-like alien artifact which is called the Omnitrix. When he reaches to touch it, the watch jumps onto his wrist and refuses to come off, unwillingly merging with his DNA. Ben accidentally discovers that it can change his form into various alien creatures and quickly learns how to use it. Deciding that he could be a superhero who can actually help people, Ben uses the watch to destroy robots sent by Vilgax to steal it, thus beginning a summer of extraterrestrial adventure for himself, Max and Gwen.	Near Earth, a battle between two spaceships takes place. Clearly outmatched, the smaller of the two fires a laser at the larger ship's bridge and launches a pod to Earth amidst the confusion. The bridge explosion nearly kills the large ship's commander, Vilgax, but the smaller ship appears to have been destroyed completely. On Earth, Ben Tennyson begins his cross-country summer vacation with his cousin, Gwen, and his paternal grandfather, Max. Ben finds the crashed pod at their first stop. Within it is a watch-like alien artifact which is called the Omnitrix. When he reaches to touch it, the watch jumps onto his wrist and refuses to come off, unwillingly merging with his DNA. Ben accidentally discovers that it can change his form into various alien creatures and quickly learns how to use it. Deciding that he could be a superhero who can actually help people, Ben uses the watch to destroy robots sent by Vilgax to steal it, thus beginning a summer of extraterrestrial adventure for himself, Max and Gwen.	Near Earth, a battle between two spaceships takes place. Clearly outmatched, the smaller of the two fires a laser at the larger ship's bridge and launches a pod to Earth amidst the confusion. The bridge explosion nearly kills the large ship's commander, Vilgax, but the smaller ship appears to have been destroyed completely. On Earth, Ben Tennyson begins his cross-country summer vacation with his cousin, Gwen, and his paternal grandfather, Max. Ben finds the crashed pod at their first stop. Within it is a watch-like alien artifact which is called the Omnitrix. When he reaches to touch it, the watch jumps onto his wrist and refuses to come off, unwillingly merging with his DNA. Ben accidentally discovers that it can change his form into various alien creatures and quickly learns how to use it. Deciding that he could be a superhero who can actually help people, Ben uses the watch to destroy robots sent by Vilgax to steal it, thus beginning a summer of extraterrestrial adventure for himself, Max and Gwen.	Near Earth, a battle between two spaceships takes place. Clearly outmatched, the smaller of the two fires a laser at the larger ship's bridge and launches a pod to Earth amidst the confusion. The bridge explosion nearly kills the large ship's commander, Vilgax, but the smaller ship appears to have been destroyed completely. On Earth, Ben Tennyson begins his cross-country summer vacation with his cousin, Gwen, and his paternal grandfather, Max. Ben finds the crashed pod at their first stop. Within it is a watch-like alien artifact which is called the Omnitrix. When he reaches to touch it, the watch jumps onto his wrist and refuses to come off, unwillingly merging with his DNA. Ben accidentally discovers that it can change his form into various alien creatures and quickly learns how to use it. Deciding that he could be a superhero who can actually help people, Ben uses the watch to destroy robots sent by Vilgax to steal it, thus beginning a summer of extraterrestrial adventure for himself, Max and Gwen.
2 	"Washington B.C." 	January 13, 2006 	 	 	
During a trip to Washington D.C., Ben confronts Dr. Animo, a disgruntled scientist whose Transmodulator can mutate living animals, and even resurrect dead ones, and eventually learns a lesson about what being a hero really means. 	During a trip to Washington D.C., Ben confronts Dr. Animo, a disgruntled scientist whose Transmodulator can mutate living animals, and even resurrect dead ones, and eventually learns a lesson about what being a hero really means. 	During a trip to Washington D.C., Ben confronts Dr. Animo, a disgruntled scientist whose Transmodulator can mutate living animals, and even resurrect dead ones, and eventually learns a lesson about what being a hero really means. 	During a trip to Washington D.C., Ben confronts Dr. Animo, a disgruntled scientist whose Transmodulator can mutate living animals, and even resurrect dead ones, and eventually learns a lesson about what being a hero really means. 	During a trip to Washington D.C., Ben confronts Dr. Animo, a disgruntled scientist whose Transmodulator can mutate living animals, and even resurrect dead ones, and eventually learns a lesson about what being a hero really means. 	During a trip to Washington D.C., Ben confronts Dr. Animo, a disgruntled scientist whose Transmodulator can mutate living animals, and even resurrect dead ones, and eventually learns a lesson about what being a hero really means.
3 	"The Krakken" 	January 14, 2006 	 	 	
Ben has an encounter with a lake monster called the Krakken while swimming in a lake. A part of the summer vacation involves a fishing trip, where they charter Captain Shaw's boat for the trip. However, Shaw has seen the Krakken times before, and is obsessed with catching it. Ben, with Gwen's help, soon finds out that the creature is upset because Jonah Melville, a poacher in the disguise of an animal lover, is stealing the creature's eggs. After Ben retrieves the eggs, a close scene is shown with the Krakken cuddling her regained eggs in her nest. 	Ben has an encounter with a lake monster called the Krakken while swimming in a lake. A part of the summer vacation involves a fishing trip, where they charter Captain Shaw's boat for the trip. However, Shaw has seen the Krakken times before, and is obsessed with catching it. Ben, with Gwen's help, soon finds out that the creature is upset because Jonah Melville, a poacher in the disguise of an animal lover, is stealing the creature's eggs. After Ben retrieves the eggs, a close scene is shown with the Krakken cuddling her regained eggs in her nest. 	Ben has an encounter with a lake monster called the Krakken while swimming in a lake. A part of the summer vacation involves a fishing trip, where they charter Captain Shaw's boat for the trip. However, Shaw has seen the Krakken times before, and is obsessed with catching it. Ben, with Gwen's help, soon finds out that the creature is upset because Jonah Melville, a poacher in the disguise of an animal lover, is stealing the creature's eggs. After Ben retrieves the eggs, a close scene is shown with the Krakken cuddling her regained eggs in her nest. 	Ben has an encounter with a lake monster called the Krakken while swimming in a lake. A part of the summer vacation involves a fishing trip, where they charter Captain Shaw's boat for the trip. However, Shaw has seen the Krakken times before, and is obsessed with catching it. Ben, with Gwen's help, soon finds out that the creature is upset because Jonah Melville, a poacher in the disguise of an animal lover, is stealing the creature's eggs. After Ben retrieves the eggs, a close scene is shown with the Krakken cuddling her regained eggs in her nest. 	Ben has an encounter with a lake monster called the Krakken while swimming in a lake. A part of the summer vacation involves a fishing trip, where they charter Captain Shaw's boat for the trip. However, Shaw has seen the Krakken times before, and is obsessed with catching it. Ben, with Gwen's help, soon finds out that the creature is upset because Jonah Melville, a poacher in the disguise of an animal lover, is stealing the creature's eggs. After Ben retrieves the eggs, a close scene is shown with the Krakken cuddling her regained eggs in her nest. 	Ben has an encounter with a lake monster called the Krakken while swimming in a lake. A part of the summer vacation involves a fishing trip, where they charter Captain Shaw's boat for the trip. However, Shaw has seen the Krakken times before, and is obsessed with catching it. Ben, with Gwen's help, soon finds out that the creature is upset because Jonah Melville, a poacher in the disguise of an animal lover, is stealing the creature's eggs. After Ben retrieves the eggs, a close scene is shown with the Krakken cuddling her regained eggs in her nest.
4 	"Permanent Retirement" 	January 21, 2006 	 	 	
Ben and Max drive to a retirement center to visit Ben's Aunt Vera but evil alien shape-shifters, called the Limax, are kidnapping and replacing the elderly residents in order to devour them later. 	Ben and Max drive to a retirement center to visit Ben's Aunt Vera but evil alien shape-shifters, called the Limax, are kidnapping and replacing the elderly residents in order to devour them later. 	Ben and Max drive to a retirement center to visit Ben's Aunt Vera but evil alien shape-shifters, called the Limax, are kidnapping and replacing the elderly residents in order to devour them later. 	Ben and Max drive to a retirement center to visit Ben's Aunt Vera but evil alien shape-shifters, called the Limax, are kidnapping and replacing the elderly residents in order to devour them later. 	Ben and Max drive to a retirement center to visit Ben's Aunt Vera but evil alien shape-shifters, called the Limax, are kidnapping and replacing the elderly residents in order to devour them later. 	Ben and Max drive to a retirement center to visit Ben's Aunt Vera but evil alien shape-shifters, called the Limax, are kidnapping and replacing the elderly residents in order to devour them later.
5 	"Hunted" 	January 28, 2006 	 	 	
Still in recovery, Vilgax hires three alien bounty hunters to retrieve the Omnitrix: a robotic crustacean named Kraab, an assassin namedSixsix, and a mysterious gunman named Tetrax. The trio encounters Ben playing around with the watch and force him to flee. However, when Ben attempts to fight Tetrax, who had separated from the group, Tetrax reveals himself to be the same species asDiamondhead and criticizes him for his lack of strategy while in hand-to-hand combat. Proving himself to be on the good side, Tetrax aids Ben in warding off Kraab and Sixsix. Realizing that Ben took his words to heart, Tetrax decides to leave the Omnitrix with the ten-year-old child and awards him with a hoverboard. 	Still in recovery, Vilgax hires three alien bounty hunters to retrieve the Omnitrix: a robotic crustacean named Kraab, an assassin namedSixsix, and a mysterious gunman named Tetrax. The trio encounters Ben playing around with the watch and force him to flee. However, when Ben attempts to fight Tetrax, who had separated from the group, Tetrax reveals himself to be the same species asDiamondhead and criticizes him for his lack of strategy while in hand-to-hand combat. Proving himself to be on the good side, Tetrax aids Ben in warding off Kraab and Sixsix. Realizing that Ben took his words to heart, Tetrax decides to leave the Omnitrix with the ten-year-old child and awards him with a hoverboard. 	Still in recovery, Vilgax hires three alien bounty hunters to retrieve the Omnitrix: a robotic crustacean named Kraab, an assassin namedSixsix, and a mysterious gunman named Tetrax. The trio encounters Ben playing around with the watch and force him to flee. However, when Ben attempts to fight Tetrax, who had separated from the group, Tetrax reveals himself to be the same species asDiamondhead and criticizes him for his lack of strategy while in hand-to-hand combat. Proving himself to be on the good side, Tetrax aids Ben in warding off Kraab and Sixsix. Realizing that Ben took his words to heart, Tetrax decides to leave the Omnitrix with the ten-year-old child and awards him with a hoverboard. 	Still in recovery, Vilgax hires three alien bounty hunters to retrieve the Omnitrix: a robotic crustacean named Kraab, an assassin namedSixsix, and a mysterious gunman named Tetrax. The trio encounters Ben playing around with the watch and force him to flee. However, when Ben attempts to fight Tetrax, who had separated from the group, Tetrax reveals himself to be the same species asDiamondhead and criticizes him for his lack of strategy while in hand-to-hand combat. Proving himself to be on the good side, Tetrax aids Ben in warding off Kraab and Sixsix. Realizing that Ben took his words to heart, Tetrax decides to leave the Omnitrix with the ten-year-old child and awards him with a hoverboard. 	Still in recovery, Vilgax hires three alien bounty hunters to retrieve the Omnitrix: a robotic crustacean named Kraab, an assassin namedSixsix, and a mysterious gunman named Tetrax. The trio encounters Ben playing around with the watch and force him to flee. However, when Ben attempts to fight Tetrax, who had separated from the group, Tetrax reveals himself to be the same species asDiamondhead and criticizes him for his lack of strategy while in hand-to-hand combat. Proving himself to be on the good side, Tetrax aids Ben in warding off Kraab and Sixsix. Realizing that Ben took his words to heart, Tetrax decides to leave the Omnitrix with the ten-year-old child and awards him with a hoverboard. 	Still in recovery, Vilgax hires three alien bounty hunters to retrieve the Omnitrix: a robotic crustacean named Kraab, an assassin namedSixsix, and a mysterious gunman named Tetrax. The trio encounters Ben playing around with the watch and force him to flee. However, when Ben attempts to fight Tetrax, who had separated from the group, Tetrax reveals himself to be the same species asDiamondhead and criticizes him for his lack of strategy while in hand-to-hand combat. Proving himself to be on the good side, Tetrax aids Ben in warding off Kraab and Sixsix. Realizing that Ben took his words to heart, Tetrax decides to leave the Omnitrix with the ten-year-old child and awards him with a hoverboard.
6 	"Tourist Trap" 	February 4, 2006 	 	 	
While in a tourist trap town called Sparksville, Ben plays a practical joke that accidentally unleashes Megawatt, small creatures made from electrical energy, on the town. Ben must stop them from multiplying out of control and destroying the town with their dangerous pranks. Ben eventually turns to Heatblast to seal the Megawatts in the World's Largest fishbowl. 	While in a tourist trap town called Sparksville, Ben plays a practical joke that accidentally unleashes Megawatt, small creatures made from electrical energy, on the town. Ben must stop them from multiplying out of control and destroying the town with their dangerous pranks. Ben eventually turns to Heatblast to seal the Megawatts in the World's Largest fishbowl. 	While in a tourist trap town called Sparksville, Ben plays a practical joke that accidentally unleashes Megawatt, small creatures made from electrical energy, on the town. Ben must stop them from multiplying out of control and destroying the town with their dangerous pranks. Ben eventually turns to Heatblast to seal the Megawatts in the World's Largest fishbowl. 	While in a tourist trap town called Sparksville, Ben plays a practical joke that accidentally unleashes Megawatt, small creatures made from electrical energy, on the town. Ben must stop them from multiplying out of control and destroying the town with their dangerous pranks. Ben eventually turns to Heatblast to seal the Megawatts in the World's Largest fishbowl. 	While in a tourist trap town called Sparksville, Ben plays a practical joke that accidentally unleashes Megawatt, small creatures made from electrical energy, on the town. Ben must stop them from multiplying out of control and destroying the town with their dangerous pranks. Ben eventually turns to Heatblast to seal the Megawatts in the World's Largest fishbowl. 	While in a tourist trap town called Sparksville, Ben plays a practical joke that accidentally unleashes Megawatt, small creatures made from electrical energy, on the town. Ben must stop them from multiplying out of control and destroying the town with their dangerous pranks. Ben eventually turns to Heatblast to seal the Megawatts in the World's Largest fishbowl.
7 	"Kevin 11" 	February 11, 2006 	 	 	
Straying from Max after an argument, Ben meets and befriends a boy named Kevin, who has the power to absorb any form of energy. Their first misadventure forces Ben to reveal what the Omnitrix is capable of. Kevin suggests that they team up. However, Kevin just wants the Omnitrix's power at his disposal; being treated like a monster for his strange powers since birth, Kevin had let hatred build up in his heart and is now out to get back at those who had hurt him. Ben attempts to reason with Kevin but ends up fighting him asHeatblast, at which point Kevin escapes and Max finds Ben. Ben finds Kevin terrorizing some bullies with energy stolen from Heatblast and fights him as Fourarms. Ben defeats Kevin (who battled as Sixarms) this time, forcing him to flee. Unknown to Ben, however, Kevin had absorbed energy from the Omnitrix after all. 	Straying from Max after an argument, Ben meets and befriends a boy named Kevin, who has the power to absorb any form of energy. Their first misadventure forces Ben to reveal what the Omnitrix is capable of. Kevin suggests that they team up. However, Kevin just wants the Omnitrix's power at his disposal; being treated like a monster for his strange powers since birth, Kevin had let hatred build up in his heart and is now out to get back at those who had hurt him. Ben attempts to reason with Kevin but ends up fighting him asHeatblast, at which point Kevin escapes and Max finds Ben. Ben finds Kevin terrorizing some bullies with energy stolen from Heatblast and fights him as Fourarms. Ben defeats Kevin (who battled as Sixarms) this time, forcing him to flee. Unknown to Ben, however, Kevin had absorbed energy from the Omnitrix after all. 	Straying from Max after an argument, Ben meets and befriends a boy named Kevin, who has the power to absorb any form of energy. Their first misadventure forces Ben to reveal what the Omnitrix is capable of. Kevin suggests that they team up. However, Kevin just wants the Omnitrix's power at his disposal; being treated like a monster for his strange powers since birth, Kevin had let hatred build up in his heart and is now out to get back at those who had hurt him. Ben attempts to reason with Kevin but ends up fighting him asHeatblast, at which point Kevin escapes and Max finds Ben. Ben finds Kevin terrorizing some bullies with energy stolen from Heatblast and fights him as Fourarms. Ben defeats Kevin (who battled as Sixarms) this time, forcing him to flee. Unknown to Ben, however, Kevin had absorbed energy from the Omnitrix after all. 	Straying from Max after an argument, Ben meets and befriends a boy named Kevin, who has the power to absorb any form of energy. Their first misadventure forces Ben to reveal what the Omnitrix is capable of. Kevin suggests that they team up. However, Kevin just wants the Omnitrix's power at his disposal; being treated like a monster for his strange powers since birth, Kevin had let hatred build up in his heart and is now out to get back at those who had hurt him. Ben attempts to reason with Kevin but ends up fighting him asHeatblast, at which point Kevin escapes and Max finds Ben. Ben finds Kevin terrorizing some bullies with energy stolen from Heatblast and fights him as Fourarms. Ben defeats Kevin (who battled as Sixarms) this time, forcing him to flee. Unknown to Ben, however, Kevin had absorbed energy from the Omnitrix after all. 	Straying from Max after an argument, Ben meets and befriends a boy named Kevin, who has the power to absorb any form of energy. Their first misadventure forces Ben to reveal what the Omnitrix is capable of. Kevin suggests that they team up. However, Kevin just wants the Omnitrix's power at his disposal; being treated like a monster for his strange powers since birth, Kevin had let hatred build up in his heart and is now out to get back at those who had hurt him. Ben attempts to reason with Kevin but ends up fighting him asHeatblast, at which point Kevin escapes and Max finds Ben. Ben finds Kevin terrorizing some bullies with energy stolen from Heatblast and fights him as Fourarms. Ben defeats Kevin (who battled as Sixarms) this time, forcing him to flee. Unknown to Ben, however, Kevin had absorbed energy from the Omnitrix after all. 	Straying from Max after an argument, Ben meets and befriends a boy named Kevin, who has the power to absorb any form of energy. Their first misadventure forces Ben to reveal what the Omnitrix is capable of. Kevin suggests that they team up. However, Kevin just wants the Omnitrix's power at his disposal; being treated like a monster for his strange powers since birth, Kevin had let hatred build up in his heart and is now out to get back at those who had hurt him. Ben attempts to reason with Kevin but ends up fighting him asHeatblast, at which point Kevin escapes and Max finds Ben. Ben finds Kevin terrorizing some bullies with energy stolen from Heatblast and fights him as Fourarms. Ben defeats Kevin (who battled as Sixarms) this time, forcing him to flee. Unknown to Ben, however, Kevin had absorbed energy from the Omnitrix after all.
8 	"The Alliance" 	February 18, 2006 	 	 	
Fourarms reluctantly fights a female thief named Rojo and her gang, but Vilgax sends more attack drones at the same time. While Ben shifts his attention to the drones, Rojo attacks Max, severely injuring him. Ben destroys the robots and knocks Rojo out, leaving them all at the scene in order to get Max to a hospital. While he is away, the drones fuse with Rojo, transforming her into a semi-robotic being. Vilgax makes telepathic contact with Rojo through the drones and commands her to steal the Omnitrix. At the hospital, Ben realizes that his watch makes him a constant target and puts Gwen and Max in danger by association; worried for their safety, Ben runs away. He later encounters Rojo and fights her as XLR8, which proves futile.
With advice from Max via cell phone, Ben defeats Rojo as Upgrade by merging with and shorting out her robotic parts. In the process, Vilgax makes telepathic contact with Upgrade through the drones and threatens him, claiming that he will obtain the Omnitrix some day. Ben returns to Max and Gwen upon the realization that he needs them. Max tells Ben not to worry about what Vilgax said; however, Max expresses a look of anxiousness while Ben is out of sight.	
Fourarms reluctantly fights a female thief named Rojo and her gang, but Vilgax sends more attack drones at the same time. While Ben shifts his attention to the drones, Rojo attacks Max, severely injuring him. Ben destroys the robots and knocks Rojo out, leaving them all at the scene in order to get Max to a hospital. While he is away, the drones fuse with Rojo, transforming her into a semi-robotic being. Vilgax makes telepathic contact with Rojo through the drones and commands her to steal the Omnitrix. At the hospital, Ben realizes that his watch makes him a constant target and puts Gwen and Max in danger by association; worried for their safety, Ben runs away. He later encounters Rojo and fights her as XLR8, which proves futile.
With advice from Max via cell phone, Ben defeats Rojo as Upgrade by merging with and shorting out her robotic parts. In the process, Vilgax makes telepathic contact with Upgrade through the drones and threatens him, claiming that he will obtain the Omnitrix some day. Ben returns to Max and Gwen upon the realization that he needs them. Max tells Ben not to worry about what Vilgax said; however, Max expresses a look of anxiousness while Ben is out of sight.	
Fourarms reluctantly fights a female thief named Rojo and her gang, but Vilgax sends more attack drones at the same time. While Ben shifts his attention to the drones, Rojo attacks Max, severely injuring him. Ben destroys the robots and knocks Rojo out, leaving them all at the scene in order to get Max to a hospital. While he is away, the drones fuse with Rojo, transforming her into a semi-robotic being. Vilgax makes telepathic contact with Rojo through the drones and commands her to steal the Omnitrix. At the hospital, Ben realizes that his watch makes him a constant target and puts Gwen and Max in danger by association; worried for their safety, Ben runs away. He later encounters Rojo and fights her as XLR8, which proves futile.
With advice from Max via cell phone, Ben defeats Rojo as Upgrade by merging with and shorting out her robotic parts. In the process, Vilgax makes telepathic contact with Upgrade through the drones and threatens him, claiming that he will obtain the Omnitrix some day. Ben returns to Max and Gwen upon the realization that he needs them. Max tells Ben not to worry about what Vilgax said; however, Max expresses a look of anxiousness while Ben is out of sight.	
Fourarms reluctantly fights a female thief named Rojo and her gang, but Vilgax sends more attack drones at the same time. While Ben shifts his attention to the drones, Rojo attacks Max, severely injuring him. Ben destroys the robots and knocks Rojo out, leaving them all at the scene in order to get Max to a hospital. While he is away, the drones fuse with Rojo, transforming her into a semi-robotic being. Vilgax makes telepathic contact with Rojo through the drones and commands her to steal the Omnitrix. At the hospital, Ben realizes that his watch makes him a constant target and puts Gwen and Max in danger by association; worried for their safety, Ben runs away. He later encounters Rojo and fights her as XLR8, which proves futile.
With advice from Max via cell phone, Ben defeats Rojo as Upgrade by merging with and shorting out her robotic parts. In the process, Vilgax makes telepathic contact with Upgrade through the drones and threatens him, claiming that he will obtain the Omnitrix some day. Ben returns to Max and Gwen upon the realization that he needs them. Max tells Ben not to worry about what Vilgax said; however, Max expresses a look of anxiousness while Ben is out of sight.	
Fourarms reluctantly fights a female thief named Rojo and her gang, but Vilgax sends more attack drones at the same time. While Ben shifts his attention to the drones, Rojo attacks Max, severely injuring him. Ben destroys the robots and knocks Rojo out, leaving them all at the scene in order to get Max to a hospital. While he is away, the drones fuse with Rojo, transforming her into a semi-robotic being. Vilgax makes telepathic contact with Rojo through the drones and commands her to steal the Omnitrix. At the hospital, Ben realizes that his watch makes him a constant target and puts Gwen and Max in danger by association; worried for their safety, Ben runs away. He later encounters Rojo and fights her as XLR8, which proves futile.
With advice from Max via cell phone, Ben defeats Rojo as Upgrade by merging with and shorting out her robotic parts. In the process, Vilgax makes telepathic contact with Upgrade through the drones and threatens him, claiming that he will obtain the Omnitrix some day. Ben returns to Max and Gwen upon the realization that he needs them. Max tells Ben not to worry about what Vilgax said; however, Max expresses a look of anxiousness while Ben is out of sight.	
Fourarms reluctantly fights a female thief named Rojo and her gang, but Vilgax sends more attack drones at the same time. While Ben shifts his attention to the drones, Rojo attacks Max, severely injuring him. Ben destroys the robots and knocks Rojo out, leaving them all at the scene in order to get Max to a hospital. While he is away, the drones fuse with Rojo, transforming her into a semi-robotic being. Vilgax makes telepathic contact with Rojo through the drones and commands her to steal the Omnitrix. At the hospital, Ben realizes that his watch makes him a constant target and puts Gwen and Max in danger by association; worried for their safety, Ben runs away. He later encounters Rojo and fights her as XLR8, which proves futile.
With advice from Max via cell phone, Ben defeats Rojo as Upgrade by merging with and shorting out her robotic parts. In the process, Vilgax makes telepathic contact with Upgrade through the drones and threatens him, claiming that he will obtain the Omnitrix some day. Ben returns to Max and Gwen upon the realization that he needs them. Max tells Ben not to worry about what Vilgax said; however, Max expresses a look of anxiousness while Ben is out of sight.
9 	"Last Laugh" 	February 25, 2006 	 	 	
While visiting a travelling circus, Ben fights an evil clown named Zombozo, who drains the souls of everyone watching through their laughter, all the while inhibited by a fear of clowns. Conquering his own fear, Ben defeats Zombozo by terrifying him as Ghostfreakand saves his family from the evil clown's soul draining machine. During this fight, Ben first notes that he scared himself while fighting as Ghostfreak. 	While visiting a travelling circus, Ben fights an evil clown named Zombozo, who drains the souls of everyone watching through their laughter, all the while inhibited by a fear of clowns. Conquering his own fear, Ben defeats Zombozo by terrifying him as Ghostfreakand saves his family from the evil clown's soul draining machine. During this fight, Ben first notes that he scared himself while fighting as Ghostfreak. 	While visiting a travelling circus, Ben fights an evil clown named Zombozo, who drains the souls of everyone watching through their laughter, all the while inhibited by a fear of clowns. Conquering his own fear, Ben defeats Zombozo by terrifying him as Ghostfreakand saves his family from the evil clown's soul draining machine. During this fight, Ben first notes that he scared himself while fighting as Ghostfreak. 	While visiting a travelling circus, Ben fights an evil clown named Zombozo, who drains the souls of everyone watching through their laughter, all the while inhibited by a fear of clowns. Conquering his own fear, Ben defeats Zombozo by terrifying him as Ghostfreakand saves his family from the evil clown's soul draining machine. During this fight, Ben first notes that he scared himself while fighting as Ghostfreak. 	While visiting a travelling circus, Ben fights an evil clown named Zombozo, who drains the souls of everyone watching through their laughter, all the while inhibited by a fear of clowns. Conquering his own fear, Ben defeats Zombozo by terrifying him as Ghostfreakand saves his family from the evil clown's soul draining machine. During this fight, Ben first notes that he scared himself while fighting as Ghostfreak. 	While visiting a travelling circus, Ben fights an evil clown named Zombozo, who drains the souls of everyone watching through their laughter, all the while inhibited by a fear of clowns. Conquering his own fear, Ben defeats Zombozo by terrifying him as Ghostfreakand saves his family from the evil clown's soul draining machine. During this fight, Ben first notes that he scared himself while fighting as Ghostfreak.
10 	"Lucky Girl" 	March 4, 2006 	 	 	
Ben defeats a magician named Hex as he attempts to steal a spellbook. During the fight Ben retrieves one of Hex's five magical, mystical Charms of Bezel and gives it to Gwen. The charm gives Gwen the ability of probability manipulation and capable of causing unlikely things to occur instinctively. Using a Mardi Gras costume, Gwen becomes a new superheroine named "Lucky Girl," and begins stealing the spotlight from Ben while proving she's also got what it takes to be a crime-fighter.
Unfortunately, Hex wants his filth charm back. He takes the spellbook and lures Gwen into a trap. He is able to take back his charm and begins an incantation to suck the entire city of New Orleans into a vortex. Fortunately, Gwen catches him off guard and takes back the Charms of Bezel, smashing them so that they may never be used again for any evil purposes. Fourarms restrains Hex until he is arrested. 	
Ben defeats a magician named Hex as he attempts to steal a spellbook. During the fight Ben retrieves one of Hex's five magical, mystical Charms of Bezel and gives it to Gwen. The charm gives Gwen the ability of probability manipulation and capable of causing unlikely things to occur instinctively. Using a Mardi Gras costume, Gwen becomes a new superheroine named "Lucky Girl," and begins stealing the spotlight from Ben while proving she's also got what it takes to be a crime-fighter.
Unfortunately, Hex wants his filth charm back. He takes the spellbook and lures Gwen into a trap. He is able to take back his charm and begins an incantation to suck the entire city of New Orleans into a vortex. Fortunately, Gwen catches him off guard and takes back the Charms of Bezel, smashing them so that they may never be used again for any evil purposes. Fourarms restrains Hex until he is arrested. 	
Ben defeats a magician named Hex as he attempts to steal a spellbook. During the fight Ben retrieves one of Hex's five magical, mystical Charms of Bezel and gives it to Gwen. The charm gives Gwen the ability of probability manipulation and capable of causing unlikely things to occur instinctively. Using a Mardi Gras costume, Gwen becomes a new superheroine named "Lucky Girl," and begins stealing the spotlight from Ben while proving she's also got what it takes to be a crime-fighter.
Unfortunately, Hex wants his filth charm back. He takes the spellbook and lures Gwen into a trap. He is able to take back his charm and begins an incantation to suck the entire city of New Orleans into a vortex. Fortunately, Gwen catches him off guard and takes back the Charms of Bezel, smashing them so that they may never be used again for any evil purposes. Fourarms restrains Hex until he is arrested. 	
Ben defeats a magician named Hex as he attempts to steal a spellbook. During the fight Ben retrieves one of Hex's five magical, mystical Charms of Bezel and gives it to Gwen. The charm gives Gwen the ability of probability manipulation and capable of causing unlikely things to occur instinctively. Using a Mardi Gras costume, Gwen becomes a new superheroine named "Lucky Girl," and begins stealing the spotlight from Ben while proving she's also got what it takes to be a crime-fighter.
Unfortunately, Hex wants his filth charm back. He takes the spellbook and lures Gwen into a trap. He is able to take back his charm and begins an incantation to suck the entire city of New Orleans into a vortex. Fortunately, Gwen catches him off guard and takes back the Charms of Bezel, smashing them so that they may never be used again for any evil purposes. Fourarms restrains Hex until he is arrested. 	
Ben defeats a magician named Hex as he attempts to steal a spellbook. During the fight Ben retrieves one of Hex's five magical, mystical Charms of Bezel and gives it to Gwen. The charm gives Gwen the ability of probability manipulation and capable of causing unlikely things to occur instinctively. Using a Mardi Gras costume, Gwen becomes a new superheroine named "Lucky Girl," and begins stealing the spotlight from Ben while proving she's also got what it takes to be a crime-fighter.
Unfortunately, Hex wants his filth charm back. He takes the spellbook and lures Gwen into a trap. He is able to take back his charm and begins an incantation to suck the entire city of New Orleans into a vortex. Fortunately, Gwen catches him off guard and takes back the Charms of Bezel, smashing them so that they may never be used again for any evil purposes. Fourarms restrains Hex until he is arrested. 	
Ben defeats a magician named Hex as he attempts to steal a spellbook. During the fight Ben retrieves one of Hex's five magical, mystical Charms of Bezel and gives it to Gwen. The charm gives Gwen the ability of probability manipulation and capable of causing unlikely things to occur instinctively. Using a Mardi Gras costume, Gwen becomes a new superheroine named "Lucky Girl," and begins stealing the spotlight from Ben while proving she's also got what it takes to be a crime-fighter.
Unfortunately, Hex wants his filth charm back. He takes the spellbook and lures Gwen into a trap. He is able to take back his charm and begins an incantation to suck the entire city of New Orleans into a vortex. Fortunately, Gwen catches him off guard and takes back the Charms of Bezel, smashing them so that they may never be used again for any evil purposes. Fourarms restrains Hex until he is arrested.
11 	"A Small Problem" 	March 11, 2006 	 	 	
In a fit of stubbornness, the Omnitrix transforms Ben into Grey Matter and leaves him stuck in that form for far longer than normal. During this time, Grey Matter is captured by an alien-obsessed nerd named Howell Wayneright. Grey Matter successfully contacts Gwen and Max for a short period before a secret society of modern knights, known as The Organization, retrieves both Grey Matter and Howell. The two work together to escape and quickly discover a room filled with extraterrestrial technology, with which The Organization could take over the world. Grey Matter cross-connects three of the objects to trigger an explosion and take down The Organization's base. Enoch, The Organization's leader, orders his men to find information on Ben, Gwen and Max. 	In a fit of stubbornness, the Omnitrix transforms Ben into Grey Matter and leaves him stuck in that form for far longer than normal. During this time, Grey Matter is captured by an alien-obsessed nerd named Howell Wayneright. Grey Matter successfully contacts Gwen and Max for a short period before a secret society of modern knights, known as The Organization, retrieves both Grey Matter and Howell. The two work together to escape and quickly discover a room filled with extraterrestrial technology, with which The Organization could take over the world. Grey Matter cross-connects three of the objects to trigger an explosion and take down The Organization's base. Enoch, The Organization's leader, orders his men to find information on Ben, Gwen and Max. 	In a fit of stubbornness, the Omnitrix transforms Ben into Grey Matter and leaves him stuck in that form for far longer than normal. During this time, Grey Matter is captured by an alien-obsessed nerd named Howell Wayneright. Grey Matter successfully contacts Gwen and Max for a short period before a secret society of modern knights, known as The Organization, retrieves both Grey Matter and Howell. The two work together to escape and quickly discover a room filled with extraterrestrial technology, with which The Organization could take over the world. Grey Matter cross-connects three of the objects to trigger an explosion and take down The Organization's base. Enoch, The Organization's leader, orders his men to find information on Ben, Gwen and Max. 	In a fit of stubbornness, the Omnitrix transforms Ben into Grey Matter and leaves him stuck in that form for far longer than normal. During this time, Grey Matter is captured by an alien-obsessed nerd named Howell Wayneright. Grey Matter successfully contacts Gwen and Max for a short period before a secret society of modern knights, known as The Organization, retrieves both Grey Matter and Howell. The two work together to escape and quickly discover a room filled with extraterrestrial technology, with which The Organization could take over the world. Grey Matter cross-connects three of the objects to trigger an explosion and take down The Organization's base. Enoch, The Organization's leader, orders his men to find information on Ben, Gwen and Max. 	In a fit of stubbornness, the Omnitrix transforms Ben into Grey Matter and leaves him stuck in that form for far longer than normal. During this time, Grey Matter is captured by an alien-obsessed nerd named Howell Wayneright. Grey Matter successfully contacts Gwen and Max for a short period before a secret society of modern knights, known as The Organization, retrieves both Grey Matter and Howell. The two work together to escape and quickly discover a room filled with extraterrestrial technology, with which The Organization could take over the world. Grey Matter cross-connects three of the objects to trigger an explosion and take down The Organization's base. Enoch, The Organization's leader, orders his men to find information on Ben, Gwen and Max. 	In a fit of stubbornness, the Omnitrix transforms Ben into Grey Matter and leaves him stuck in that form for far longer than normal. During this time, Grey Matter is captured by an alien-obsessed nerd named Howell Wayneright. Grey Matter successfully contacts Gwen and Max for a short period before a secret society of modern knights, known as The Organization, retrieves both Grey Matter and Howell. The two work together to escape and quickly discover a room filled with extraterrestrial technology, with which The Organization could take over the world. Grey Matter cross-connects three of the objects to trigger an explosion and take down The Organization's base. Enoch, The Organization's leader, orders his men to find information on Ben, Gwen and Max.
12 	"Side Effects" 	March 18, 2006 	 	 	
A man named Clancy, who has the power to control insects, wants to take revenge on Councilwoman Liang because she wants to tear down the building where he and his insects live. Meanwhile Ben has to deal with the strange side effects a cold has on his alien forms after celebrating stopping an attempted robbery by having an ice cream party. Each alien had a different effect: Wildmutt had his sensors clogged by the cold, making him unable to see or smell. Fourarms cold didn't affect his abilities, though, his armpits became putrid pockets, making them smell horrible. Heatblast's powers changed completely, as the cold gave him freeze powers, which actually defeated Clancy and stopped the meltdown. 	A man named Clancy, who has the power to control insects, wants to take revenge on Councilwoman Liang because she wants to tear down the building where he and his insects live. Meanwhile Ben has to deal with the strange side effects a cold has on his alien forms after celebrating stopping an attempted robbery by having an ice cream party. Each alien had a different effect: Wildmutt had his sensors clogged by the cold, making him unable to see or smell. Fourarms cold didn't affect his abilities, though, his armpits became putrid pockets, making them smell horrible. Heatblast's powers changed completely, as the cold gave him freeze powers, which actually defeated Clancy and stopped the meltdown. 	A man named Clancy, who has the power to control insects, wants to take revenge on Councilwoman Liang because she wants to tear down the building where he and his insects live. Meanwhile Ben has to deal with the strange side effects a cold has on his alien forms after celebrating stopping an attempted robbery by having an ice cream party. Each alien had a different effect: Wildmutt had his sensors clogged by the cold, making him unable to see or smell. Fourarms cold didn't affect his abilities, though, his armpits became putrid pockets, making them smell horrible. Heatblast's powers changed completely, as the cold gave him freeze powers, which actually defeated Clancy and stopped the meltdown. 	A man named Clancy, who has the power to control insects, wants to take revenge on Councilwoman Liang because she wants to tear down the building where he and his insects live. Meanwhile Ben has to deal with the strange side effects a cold has on his alien forms after celebrating stopping an attempted robbery by having an ice cream party. Each alien had a different effect: Wildmutt had his sensors clogged by the cold, making him unable to see or smell. Fourarms cold didn't affect his abilities, though, his armpits became putrid pockets, making them smell horrible. Heatblast's powers changed completely, as the cold gave him freeze powers, which actually defeated Clancy and stopped the meltdown. 	A man named Clancy, who has the power to control insects, wants to take revenge on Councilwoman Liang because she wants to tear down the building where he and his insects live. Meanwhile Ben has to deal with the strange side effects a cold has on his alien forms after celebrating stopping an attempted robbery by having an ice cream party. Each alien had a different effect: Wildmutt had his sensors clogged by the cold, making him unable to see or smell. Fourarms cold didn't affect his abilities, though, his armpits became putrid pockets, making them smell horrible. Heatblast's powers changed completely, as the cold gave him freeze powers, which actually defeated Clancy and stopped the meltdown. 	A man named Clancy, who has the power to control insects, wants to take revenge on Councilwoman Liang because she wants to tear down the building where he and his insects live. Meanwhile Ben has to deal with the strange side effects a cold has on his alien forms after celebrating stopping an attempted robbery by having an ice cream party. Each alien had a different effect: Wildmutt had his sensors clogged by the cold, making him unable to see or smell. Fourarms cold didn't affect his abilities, though, his armpits became putrid pockets, making them smell horrible. Heatblast's powers changed completely, as the cold gave him freeze powers, which actually defeated Clancy and stopped the meltdown.
13 	"Secrets" 	March 25, 2006 	 	 	
With his wounds finally healed, Vilgax decides to personally retrieve the Omnitrix. He again contacts Ben in a dream, which Ben tells Max about. Worried, Max plots a course to Mount Rushmore. Ben ignores Max's warnings not to go alien and flies off to stop trouble along the way, only to engage in combat with Vilgax. After a futile struggle, Vilgax captures Ben and brings him aboard his ship. Having retrieved weapons from a secret base in Mount Rushmore, Max and Gwen free Ben from Vilgax's extraction device. Ben and Vilgax fight again, but Ben surrenders when Vilgax holds Max and Gwen hostage. Unknown to either of them, Max had activated a self-destruct command on Vilgax's ship. Ben traps Vilgax and escapes, leaving his opponent in the resulting explosion. This episode features rapid transformations between all of Ben's active aliens. 	With his wounds finally healed, Vilgax decides to personally retrieve the Omnitrix. He again contacts Ben in a dream, which Ben tells Max about. Worried, Max plots a course to Mount Rushmore. Ben ignores Max's warnings not to go alien and flies off to stop trouble along the way, only to engage in combat with Vilgax. After a futile struggle, Vilgax captures Ben and brings him aboard his ship. Having retrieved weapons from a secret base in Mount Rushmore, Max and Gwen free Ben from Vilgax's extraction device. Ben and Vilgax fight again, but Ben surrenders when Vilgax holds Max and Gwen hostage. Unknown to either of them, Max had activated a self-destruct command on Vilgax's ship. Ben traps Vilgax and escapes, leaving his opponent in the resulting explosion. This episode features rapid transformations between all of Ben's active aliens. 	With his wounds finally healed, Vilgax decides to personally retrieve the Omnitrix. He again contacts Ben in a dream, which Ben tells Max about. Worried, Max plots a course to Mount Rushmore. Ben ignores Max's warnings not to go alien and flies off to stop trouble along the way, only to engage in combat with Vilgax. After a futile struggle, Vilgax captures Ben and brings him aboard his ship. Having retrieved weapons from a secret base in Mount Rushmore, Max and Gwen free Ben from Vilgax's extraction device. Ben and Vilgax fight again, but Ben surrenders when Vilgax holds Max and Gwen hostage. Unknown to either of them, Max had activated a self-destruct command on Vilgax's ship. Ben traps Vilgax and escapes, leaving his opponent in the resulting explosion. This episode features rapid transformations between all of Ben's active aliens. 	With his wounds finally healed, Vilgax decides to personally retrieve the Omnitrix. He again contacts Ben in a dream, which Ben tells Max about. Worried, Max plots a course to Mount Rushmore. Ben ignores Max's warnings not to go alien and flies off to stop trouble along the way, only to engage in combat with Vilgax. After a futile struggle, Vilgax captures Ben and brings him aboard his ship. Having retrieved weapons from a secret base in Mount Rushmore, Max and Gwen free Ben from Vilgax's extraction device. Ben and Vilgax fight again, but Ben surrenders when Vilgax holds Max and Gwen hostage. Unknown to either of them, Max had activated a self-destruct command on Vilgax's ship. Ben traps Vilgax and escapes, leaving his opponent in the resulting explosion. This episode features rapid transformations between all of Ben's active aliens. 	With his wounds finally healed, Vilgax decides to personally retrieve the Omnitrix. He again contacts Ben in a dream, which Ben tells Max about. Worried, Max plots a course to Mount Rushmore. Ben ignores Max's warnings not to go alien and flies off to stop trouble along the way, only to engage in combat with Vilgax. After a futile struggle, Vilgax captures Ben and brings him aboard his ship. Having retrieved weapons from a secret base in Mount Rushmore, Max and Gwen free Ben from Vilgax's extraction device. Ben and Vilgax fight again, but Ben surrenders when Vilgax holds Max and Gwen hostage. Unknown to either of them, Max had activated a self-destruct command on Vilgax's ship. Ben traps Vilgax and escapes, leaving his opponent in the resulting explosion. This episode features rapid transformations between all of Ben's active aliens. 	With his wounds finally healed, Vilgax decides to personally retrieve the Omnitrix. He again contacts Ben in a dream, which Ben tells Max about. Worried, Max plots a course to Mount Rushmore. Ben ignores Max's warnings not to go alien and flies off to stop trouble along the way, only to engage in combat with Vilgax. After a futile struggle, Vilgax captures Ben and brings him aboard his ship. Having retrieved weapons from a secret base in Mount Rushmore, Max and Gwen free Ben from Vilgax's extraction device. Ben and Vilgax fight again, but Ben surrenders when Vilgax holds Max and Gwen hostage. Unknown to either of them, Max had activated a self-destruct command on Vilgax's ship. Ben traps Vilgax and escapes, leaving his opponent in the resulting explosion. This episode features rapid transformations between all of Ben's active aliens.
====Season 2====
# 	Title 	Original air date 	 	 	
14 	"Truth" 	May 29, 2006 	 	 	
After the incident with Vilgax, Grandpa Max tells Ben and Gwen about his secret past. He really was a plumber, but not the garden variety version. He was part of a secret government organization known as "The Plumbers," that dealt with extra-terrestrial and paranormal phenomenon that others couldn't. The organization was disbanded after he defeated Vilgax for the first time. During one of Ben's regular acts of heroism, they run into Max's old partner, Phil. Phil is still in the business of hunting aliens, though he is now a freelance agent. He suggests that they remake The Plumbers, but Max is against the idea. Ben, however, is much more enthusiastic about the idea. During another alien battle, Ben reveals the secret of the Omnitrix to Phil, and Phil is even more determined to get him as a partner. Phil ends up taking them to an expensive hotel, which he is able to pay for thanks to rewards for capturing the aliens. The frequency of the alien attacks, as well as the familiar aliens themselves, raises Max's suspicions, and he heads to Mount Rushmore to check on something. There, he finds the Null Void Projector—a weapon that can trap things in, or release them from, an alternate dimension—missing. Phil has been abusing it to scam various hotel owners into paying him to remove the aliens that he sets free. Phil releases an alien to deal with Max, but Ben is able to rescue him and eventually trap Phil in the Null Void.	After the incident with Vilgax, Grandpa Max tells Ben and Gwen about his secret past. He really was a plumber, but not the garden variety version. He was part of a secret government organization known as "The Plumbers," that dealt with extra-terrestrial and paranormal phenomenon that others couldn't. The organization was disbanded after he defeated Vilgax for the first time. During one of Ben's regular acts of heroism, they run into Max's old partner, Phil. Phil is still in the business of hunting aliens, though he is now a freelance agent. He suggests that they remake The Plumbers, but Max is against the idea. Ben, however, is much more enthusiastic about the idea. During another alien battle, Ben reveals the secret of the Omnitrix to Phil, and Phil is even more determined to get him as a partner. Phil ends up taking them to an expensive hotel, which he is able to pay for thanks to rewards for capturing the aliens. The frequency of the alien attacks, as well as the familiar aliens themselves, raises Max's suspicions, and he heads to Mount Rushmore to check on something. There, he finds the Null Void Projector—a weapon that can trap things in, or release them from, an alternate dimension—missing. Phil has been abusing it to scam various hotel owners into paying him to remove the aliens that he sets free. Phil releases an alien to deal with Max, but Ben is able to rescue him and eventually trap Phil in the Null Void.	After the incident with Vilgax, Grandpa Max tells Ben and Gwen about his secret past. He really was a plumber, but not the garden variety version. He was part of a secret government organization known as "The Plumbers," that dealt with extra-terrestrial and paranormal phenomenon that others couldn't. The organization was disbanded after he defeated Vilgax for the first time. During one of Ben's regular acts of heroism, they run into Max's old partner, Phil. Phil is still in the business of hunting aliens, though he is now a freelance agent. He suggests that they remake The Plumbers, but Max is against the idea. Ben, however, is much more enthusiastic about the idea. During another alien battle, Ben reveals the secret of the Omnitrix to Phil, and Phil is even more determined to get him as a partner. Phil ends up taking them to an expensive hotel, which he is able to pay for thanks to rewards for capturing the aliens. The frequency of the alien attacks, as well as the familiar aliens themselves, raises Max's suspicions, and he heads to Mount Rushmore to check on something. There, he finds the Null Void Projector—a weapon that can trap things in, or release them from, an alternate dimension—missing. Phil has been abusing it to scam various hotel owners into paying him to remove the aliens that he sets free. Phil releases an alien to deal with Max, but Ben is able to rescue him and eventually trap Phil in the Null Void.	After the incident with Vilgax, Grandpa Max tells Ben and Gwen about his secret past. He really was a plumber, but not the garden variety version. He was part of a secret government organization known as "The Plumbers," that dealt with extra-terrestrial and paranormal phenomenon that others couldn't. The organization was disbanded after he defeated Vilgax for the first time. During one of Ben's regular acts of heroism, they run into Max's old partner, Phil. Phil is still in the business of hunting aliens, though he is now a freelance agent. He suggests that they remake The Plumbers, but Max is against the idea. Ben, however, is much more enthusiastic about the idea. During another alien battle, Ben reveals the secret of the Omnitrix to Phil, and Phil is even more determined to get him as a partner. Phil ends up taking them to an expensive hotel, which he is able to pay for thanks to rewards for capturing the aliens. The frequency of the alien attacks, as well as the familiar aliens themselves, raises Max's suspicions, and he heads to Mount Rushmore to check on something. There, he finds the Null Void Projector—a weapon that can trap things in, or release them from, an alternate dimension—missing. Phil has been abusing it to scam various hotel owners into paying him to remove the aliens that he sets free. Phil releases an alien to deal with Max, but Ben is able to rescue him and eventually trap Phil in the Null Void.	After the incident with Vilgax, Grandpa Max tells Ben and Gwen about his secret past. He really was a plumber, but not the garden variety version. He was part of a secret government organization known as "The Plumbers," that dealt with extra-terrestrial and paranormal phenomenon that others couldn't. The organization was disbanded after he defeated Vilgax for the first time. During one of Ben's regular acts of heroism, they run into Max's old partner, Phil. Phil is still in the business of hunting aliens, though he is now a freelance agent. He suggests that they remake The Plumbers, but Max is against the idea. Ben, however, is much more enthusiastic about the idea. During another alien battle, Ben reveals the secret of the Omnitrix to Phil, and Phil is even more determined to get him as a partner. Phil ends up taking them to an expensive hotel, which he is able to pay for thanks to rewards for capturing the aliens. The frequency of the alien attacks, as well as the familiar aliens themselves, raises Max's suspicions, and he heads to Mount Rushmore to check on something. There, he finds the Null Void Projector—a weapon that can trap things in, or release them from, an alternate dimension—missing. Phil has been abusing it to scam various hotel owners into paying him to remove the aliens that he sets free. Phil releases an alien to deal with Max, but Ben is able to rescue him and eventually trap Phil in the Null Void.	After the incident with Vilgax, Grandpa Max tells Ben and Gwen about his secret past. He really was a plumber, but not the garden variety version. He was part of a secret government organization known as "The Plumbers," that dealt with extra-terrestrial and paranormal phenomenon that others couldn't. The organization was disbanded after he defeated Vilgax for the first time. During one of Ben's regular acts of heroism, they run into Max's old partner, Phil. Phil is still in the business of hunting aliens, though he is now a freelance agent. He suggests that they remake The Plumbers, but Max is against the idea. Ben, however, is much more enthusiastic about the idea. During another alien battle, Ben reveals the secret of the Omnitrix to Phil, and Phil is even more determined to get him as a partner. Phil ends up taking them to an expensive hotel, which he is able to pay for thanks to rewards for capturing the aliens. The frequency of the alien attacks, as well as the familiar aliens themselves, raises Max's suspicions, and he heads to Mount Rushmore to check on something. There, he finds the Null Void Projector—a weapon that can trap things in, or release them from, an alternate dimension—missing. Phil has been abusing it to scam various hotel owners into paying him to remove the aliens that he sets free. Phil releases an alien to deal with Max, but Ben is able to rescue him and eventually trap Phil in the Null Void.
15 	"The Big Tick" 	May 30, 2006 	 	 	
During a trip to Yellowstone National Park, Ben discovers a new alien on the Omnitrix: Cannonbolt, an armadillo alien. At the same time, a meteor crashes nearby unleashing a giant, tick-like alien called the "Great One" that intends to devour the planet. On top of that, it has its very own worshipers, who intend to make sure it completes its task. Ben easily defeats the worshippers, but the Great One is impervious to all of his original alien forms. Since nothing else works, Ben has to rely on a form he knows nothing about in order to defeat the Great One. He quickly discovers that Cannonbolt is impervious from any attack when rolled into an armored ball and penetrates the Great One's armor in that form, killing the alien from the inside. The worshipers proclaim Ben the new Great One, but change their minds once he reverts back to normal. 	During a trip to Yellowstone National Park, Ben discovers a new alien on the Omnitrix: Cannonbolt, an armadillo alien. At the same time, a meteor crashes nearby unleashing a giant, tick-like alien called the "Great One" that intends to devour the planet. On top of that, it has its very own worshipers, who intend to make sure it completes its task. Ben easily defeats the worshippers, but the Great One is impervious to all of his original alien forms. Since nothing else works, Ben has to rely on a form he knows nothing about in order to defeat the Great One. He quickly discovers that Cannonbolt is impervious from any attack when rolled into an armored ball and penetrates the Great One's armor in that form, killing the alien from the inside. The worshipers proclaim Ben the new Great One, but change their minds once he reverts back to normal. 	During a trip to Yellowstone National Park, Ben discovers a new alien on the Omnitrix: Cannonbolt, an armadillo alien. At the same time, a meteor crashes nearby unleashing a giant, tick-like alien called the "Great One" that intends to devour the planet. On top of that, it has its very own worshipers, who intend to make sure it completes its task. Ben easily defeats the worshippers, but the Great One is impervious to all of his original alien forms. Since nothing else works, Ben has to rely on a form he knows nothing about in order to defeat the Great One. He quickly discovers that Cannonbolt is impervious from any attack when rolled into an armored ball and penetrates the Great One's armor in that form, killing the alien from the inside. The worshipers proclaim Ben the new Great One, but change their minds once he reverts back to normal. 	During a trip to Yellowstone National Park, Ben discovers a new alien on the Omnitrix: Cannonbolt, an armadillo alien. At the same time, a meteor crashes nearby unleashing a giant, tick-like alien called the "Great One" that intends to devour the planet. On top of that, it has its very own worshipers, who intend to make sure it completes its task. Ben easily defeats the worshippers, but the Great One is impervious to all of his original alien forms. Since nothing else works, Ben has to rely on a form he knows nothing about in order to defeat the Great One. He quickly discovers that Cannonbolt is impervious from any attack when rolled into an armored ball and penetrates the Great One's armor in that form, killing the alien from the inside. The worshipers proclaim Ben the new Great One, but change their minds once he reverts back to normal. 	During a trip to Yellowstone National Park, Ben discovers a new alien on the Omnitrix: Cannonbolt, an armadillo alien. At the same time, a meteor crashes nearby unleashing a giant, tick-like alien called the "Great One" that intends to devour the planet. On top of that, it has its very own worshipers, who intend to make sure it completes its task. Ben easily defeats the worshippers, but the Great One is impervious to all of his original alien forms. Since nothing else works, Ben has to rely on a form he knows nothing about in order to defeat the Great One. He quickly discovers that Cannonbolt is impervious from any attack when rolled into an armored ball and penetrates the Great One's armor in that form, killing the alien from the inside. The worshipers proclaim Ben the new Great One, but change their minds once he reverts back to normal. 	During a trip to Yellowstone National Park, Ben discovers a new alien on the Omnitrix: Cannonbolt, an armadillo alien. At the same time, a meteor crashes nearby unleashing a giant, tick-like alien called the "Great One" that intends to devour the planet. On top of that, it has its very own worshipers, who intend to make sure it completes its task. Ben easily defeats the worshippers, but the Great One is impervious to all of his original alien forms. Since nothing else works, Ben has to rely on a form he knows nothing about in order to defeat the Great One. He quickly discovers that Cannonbolt is impervious from any attack when rolled into an armored ball and penetrates the Great One's armor in that form, killing the alien from the inside. The worshipers proclaim Ben the new Great One, but change their minds once he reverts back to normal.
16 	"Framed" 	May 31, 2006 	 	 	
In San Francisco, Ben discovers that look-alikes of his aliens are committing crimes around the city. Ben encounters the imposter and discovers that it was really Kevin; their last battle has permanently given Kevin the ability to transform into the various aliens of the Omnitrix. Kevin leaves Ben to pay for his own crimes performed as Omnitrix aliens, bringing Ben into direct conflict with the ruthlessLt. Steel of the government's Special Alien Capture Team. Evading Steel, Fourarms confronts Kevin atop the Golden Gate Bridge and fight as Fourarms vs Diamondhead. Kevin is defeated, and then transforms into various other aliens to fight him but is still defeated and loses control of the Omnitrix's powers during the battle, prompting Ben to walk away. Kevin's rage at the loss forces one final transformation: a fusion of all of the Omnitrix aliens without the ability to revert to human form. Blaming Ben for the mess, Kevin vows to kill Ben once and for all. Fourarms is no match for the new mutation. Fortunately, Steel had observed the battle and conversation and decides that Kevin is the enemy, knocking him into the water below. Ben and the Tennysons leave the scene with approval from Steel. Aliens transformed into: Diamondhead, Wildmutt, Fourarms. 	In San Francisco, Ben discovers that look-alikes of his aliens are committing crimes around the city. Ben encounters the imposter and discovers that it was really Kevin; their last battle has permanently given Kevin the ability to transform into the various aliens of the Omnitrix. Kevin leaves Ben to pay for his own crimes performed as Omnitrix aliens, bringing Ben into direct conflict with the ruthlessLt. Steel of the government's Special Alien Capture Team. Evading Steel, Fourarms confronts Kevin atop the Golden Gate Bridge and fight as Fourarms vs Diamondhead. Kevin is defeated, and then transforms into various other aliens to fight him but is still defeated and loses control of the Omnitrix's powers during the battle, prompting Ben to walk away. Kevin's rage at the loss forces one final transformation: a fusion of all of the Omnitrix aliens without the ability to revert to human form. Blaming Ben for the mess, Kevin vows to kill Ben once and for all. Fourarms is no match for the new mutation. Fortunately, Steel had observed the battle and conversation and decides that Kevin is the enemy, knocking him into the water below. Ben and the Tennysons leave the scene with approval from Steel. Aliens transformed into: Diamondhead, Wildmutt, Fourarms. 	In San Francisco, Ben discovers that look-alikes of his aliens are committing crimes around the city. Ben encounters the imposter and discovers that it was really Kevin; their last battle has permanently given Kevin the ability to transform into the various aliens of the Omnitrix. Kevin leaves Ben to pay for his own crimes performed as Omnitrix aliens, bringing Ben into direct conflict with the ruthlessLt. Steel of the government's Special Alien Capture Team. Evading Steel, Fourarms confronts Kevin atop the Golden Gate Bridge and fight as Fourarms vs Diamondhead. Kevin is defeated, and then transforms into various other aliens to fight him but is still defeated and loses control of the Omnitrix's powers during the battle, prompting Ben to walk away. Kevin's rage at the loss forces one final transformation: a fusion of all of the Omnitrix aliens without the ability to revert to human form. Blaming Ben for the mess, Kevin vows to kill Ben once and for all. Fourarms is no match for the new mutation. Fortunately, Steel had observed the battle and conversation and decides that Kevin is the enemy, knocking him into the water below. Ben and the Tennysons leave the scene with approval from Steel. Aliens transformed into: Diamondhead, Wildmutt, Fourarms. 	In San Francisco, Ben discovers that look-alikes of his aliens are committing crimes around the city. Ben encounters the imposter and discovers that it was really Kevin; their last battle has permanently given Kevin the ability to transform into the various aliens of the Omnitrix. Kevin leaves Ben to pay for his own crimes performed as Omnitrix aliens, bringing Ben into direct conflict with the ruthlessLt. Steel of the government's Special Alien Capture Team. Evading Steel, Fourarms confronts Kevin atop the Golden Gate Bridge and fight as Fourarms vs Diamondhead. Kevin is defeated, and then transforms into various other aliens to fight him but is still defeated and loses control of the Omnitrix's powers during the battle, prompting Ben to walk away. Kevin's rage at the loss forces one final transformation: a fusion of all of the Omnitrix aliens without the ability to revert to human form. Blaming Ben for the mess, Kevin vows to kill Ben once and for all. Fourarms is no match for the new mutation. Fortunately, Steel had observed the battle and conversation and decides that Kevin is the enemy, knocking him into the water below. Ben and the Tennysons leave the scene with approval from Steel. Aliens transformed into: Diamondhead, Wildmutt, Fourarms. 	In San Francisco, Ben discovers that look-alikes of his aliens are committing crimes around the city. Ben encounters the imposter and discovers that it was really Kevin; their last battle has permanently given Kevin the ability to transform into the various aliens of the Omnitrix. Kevin leaves Ben to pay for his own crimes performed as Omnitrix aliens, bringing Ben into direct conflict with the ruthlessLt. Steel of the government's Special Alien Capture Team. Evading Steel, Fourarms confronts Kevin atop the Golden Gate Bridge and fight as Fourarms vs Diamondhead. Kevin is defeated, and then transforms into various other aliens to fight him but is still defeated and loses control of the Omnitrix's powers during the battle, prompting Ben to walk away. Kevin's rage at the loss forces one final transformation: a fusion of all of the Omnitrix aliens without the ability to revert to human form. Blaming Ben for the mess, Kevin vows to kill Ben once and for all. Fourarms is no match for the new mutation. Fortunately, Steel had observed the battle and conversation and decides that Kevin is the enemy, knocking him into the water below. Ben and the Tennysons leave the scene with approval from Steel. Aliens transformed into: Diamondhead, Wildmutt, Fourarms. 	In San Francisco, Ben discovers that look-alikes of his aliens are committing crimes around the city. Ben encounters the imposter and discovers that it was really Kevin; their last battle has permanently given Kevin the ability to transform into the various aliens of the Omnitrix. Kevin leaves Ben to pay for his own crimes performed as Omnitrix aliens, bringing Ben into direct conflict with the ruthlessLt. Steel of the government's Special Alien Capture Team. Evading Steel, Fourarms confronts Kevin atop the Golden Gate Bridge and fight as Fourarms vs Diamondhead. Kevin is defeated, and then transforms into various other aliens to fight him but is still defeated and loses control of the Omnitrix's powers during the battle, prompting Ben to walk away. Kevin's rage at the loss forces one final transformation: a fusion of all of the Omnitrix aliens without the ability to revert to human form. Blaming Ben for the mess, Kevin vows to kill Ben once and for all. Fourarms is no match for the new mutation. Fortunately, Steel had observed the battle and conversation and decides that Kevin is the enemy, knocking him into the water below. Ben and the Tennysons leave the scene with approval from Steel. Aliens transformed into: Diamondhead, Wildmutt, Fourarms.
17 	"Gwen 10" 	June 1, 2006 	 	 	
When Ben wakes up one morning, he finds the Omnitrix missing from his arm. Weirder still is the fact that Gwen and Grandpa Max have no idea what he's talking about when he asks about it. Ben soon discovers that he's actually reliving the very first day of summer, the same day that Ben found the Omnitrix to begin with, but in an alternate reality. At the campsite, Ben tries to find the Omnitrix as it crashes to Earth, only to find out that it has already been found by Gwen. Gwen quickly adjusts to the Omnitrix's powers, with much greater ease than Ben. But Gwen uses the Omnitrix much more than required, hence when actual need for Omnitrix is required, i.e., when Vilgax attacks she finds the Omnitrix is discharged and will take some time before it becomes usable. Also, unlike the first episode Vilgax was not injured at all earlier and is already heading for Earth to take it back from her, preferably in a very painful way. Ben's going to have to prove himself to be a hero without the Omnitrix to back him up if he wants to save Gwen and give her advice on which alien to use in which situation as she finds herself at loss in that department, then as she gets captured by Vilgax and then rescued by Ben and Max, the Omnitrix flies off of Gwen and lands on Max, granting him the Omnitrix's tremendous energy and power. Aliens transformed into: Heatblast (Gwen), Grey Matter (Gwen), Diamondhead (Gwen), Fourarms (Gwen), Upgrade (Max).
Note: This is a non-canon episode that is said to have taken place in a parallel world and alternate universe.	
When Ben wakes up one morning, he finds the Omnitrix missing from his arm. Weirder still is the fact that Gwen and Grandpa Max have no idea what he's talking about when he asks about it. Ben soon discovers that he's actually reliving the very first day of summer, the same day that Ben found the Omnitrix to begin with, but in an alternate reality. At the campsite, Ben tries to find the Omnitrix as it crashes to Earth, only to find out that it has already been found by Gwen. Gwen quickly adjusts to the Omnitrix's powers, with much greater ease than Ben. But Gwen uses the Omnitrix much more than required, hence when actual need for Omnitrix is required, i.e., when Vilgax attacks she finds the Omnitrix is discharged and will take some time before it becomes usable. Also, unlike the first episode Vilgax was not injured at all earlier and is already heading for Earth to take it back from her, preferably in a very painful way. Ben's going to have to prove himself to be a hero without the Omnitrix to back him up if he wants to save Gwen and give her advice on which alien to use in which situation as she finds herself at loss in that department, then as she gets captured by Vilgax and then rescued by Ben and Max, the Omnitrix flies off of Gwen and lands on Max, granting him the Omnitrix's tremendous energy and power. Aliens transformed into: Heatblast (Gwen), Grey Matter (Gwen), Diamondhead (Gwen), Fourarms (Gwen), Upgrade (Max).
Note: This is a non-canon episode that is said to have taken place in a parallel world and alternate universe.	
When Ben wakes up one morning, he finds the Omnitrix missing from his arm. Weirder still is the fact that Gwen and Grandpa Max have no idea what he's talking about when he asks about it. Ben soon discovers that he's actually reliving the very first day of summer, the same day that Ben found the Omnitrix to begin with, but in an alternate reality. At the campsite, Ben tries to find the Omnitrix as it crashes to Earth, only to find out that it has already been found by Gwen. Gwen quickly adjusts to the Omnitrix's powers, with much greater ease than Ben. But Gwen uses the Omnitrix much more than required, hence when actual need for Omnitrix is required, i.e., when Vilgax attacks she finds the Omnitrix is discharged and will take some time before it becomes usable. Also, unlike the first episode Vilgax was not injured at all earlier and is already heading for Earth to take it back from her, preferably in a very painful way. Ben's going to have to prove himself to be a hero without the Omnitrix to back him up if he wants to save Gwen and give her advice on which alien to use in which situation as she finds herself at loss in that department, then as she gets captured by Vilgax and then rescued by Ben and Max, the Omnitrix flies off of Gwen and lands on Max, granting him the Omnitrix's tremendous energy and power. Aliens transformed into: Heatblast (Gwen), Grey Matter (Gwen), Diamondhead (Gwen), Fourarms (Gwen), Upgrade (Max).
Note: This is a non-canon episode that is said to have taken place in a parallel world and alternate universe.	
When Ben wakes up one morning, he finds the Omnitrix missing from his arm. Weirder still is the fact that Gwen and Grandpa Max have no idea what he's talking about when he asks about it. Ben soon discovers that he's actually reliving the very first day of summer, the same day that Ben found the Omnitrix to begin with, but in an alternate reality. At the campsite, Ben tries to find the Omnitrix as it crashes to Earth, only to find out that it has already been found by Gwen. Gwen quickly adjusts to the Omnitrix's powers, with much greater ease than Ben. But Gwen uses the Omnitrix much more than required, hence when actual need for Omnitrix is required, i.e., when Vilgax attacks she finds the Omnitrix is discharged and will take some time before it becomes usable. Also, unlike the first episode Vilgax was not injured at all earlier and is already heading for Earth to take it back from her, preferably in a very painful way. Ben's going to have to prove himself to be a hero without the Omnitrix to back him up if he wants to save Gwen and give her advice on which alien to use in which situation as she finds herself at loss in that department, then as she gets captured by Vilgax and then rescued by Ben and Max, the Omnitrix flies off of Gwen and lands on Max, granting him the Omnitrix's tremendous energy and power. Aliens transformed into: Heatblast (Gwen), Grey Matter (Gwen), Diamondhead (Gwen), Fourarms (Gwen), Upgrade (Max).
Note: This is a non-canon episode that is said to have taken place in a parallel world and alternate universe.	
When Ben wakes up one morning, he finds the Omnitrix missing from his arm. Weirder still is the fact that Gwen and Grandpa Max have no idea what he's talking about when he asks about it. Ben soon discovers that he's actually reliving the very first day of summer, the same day that Ben found the Omnitrix to begin with, but in an alternate reality. At the campsite, Ben tries to find the Omnitrix as it crashes to Earth, only to find out that it has already been found by Gwen. Gwen quickly adjusts to the Omnitrix's powers, with much greater ease than Ben. But Gwen uses the Omnitrix much more than required, hence when actual need for Omnitrix is required, i.e., when Vilgax attacks she finds the Omnitrix is discharged and will take some time before it becomes usable. Also, unlike the first episode Vilgax was not injured at all earlier and is already heading for Earth to take it back from her, preferably in a very painful way. Ben's going to have to prove himself to be a hero without the Omnitrix to back him up if he wants to save Gwen and give her advice on which alien to use in which situation as she finds herself at loss in that department, then as she gets captured by Vilgax and then rescued by Ben and Max, the Omnitrix flies off of Gwen and lands on Max, granting him the Omnitrix's tremendous energy and power. Aliens transformed into: Heatblast (Gwen), Grey Matter (Gwen), Diamondhead (Gwen), Fourarms (Gwen), Upgrade (Max).
Note: This is a non-canon episode that is said to have taken place in a parallel world and alternate universe.	
When Ben wakes up one morning, he finds the Omnitrix missing from his arm. Weirder still is the fact that Gwen and Grandpa Max have no idea what he's talking about when he asks about it. Ben soon discovers that he's actually reliving the very first day of summer, the same day that Ben found the Omnitrix to begin with, but in an alternate reality. At the campsite, Ben tries to find the Omnitrix as it crashes to Earth, only to find out that it has already been found by Gwen. Gwen quickly adjusts to the Omnitrix's powers, with much greater ease than Ben. But Gwen uses the Omnitrix much more than required, hence when actual need for Omnitrix is required, i.e., when Vilgax attacks she finds the Omnitrix is discharged and will take some time before it becomes usable. Also, unlike the first episode Vilgax was not injured at all earlier and is already heading for Earth to take it back from her, preferably in a very painful way. Ben's going to have to prove himself to be a hero without the Omnitrix to back him up if he wants to save Gwen and give her advice on which alien to use in which situation as she finds herself at loss in that department, then as she gets captured by Vilgax and then rescued by Ben and Max, the Omnitrix flies off of Gwen and lands on Max, granting him the Omnitrix's tremendous energy and power. Aliens transformed into: Heatblast (Gwen), Grey Matter (Gwen), Diamondhead (Gwen), Fourarms (Gwen), Upgrade (Max).
Note: This is a non-canon episode that is said to have taken place in a parallel world and alternate universe.
18 	"Grudge Match" 	June 7, 2006 	 	 	
Diamondhead battles the still-mutated Kevin, who had rendered Gwen and Max unconscious. A droid named Slix Vigma observes their fight, recognizing them as potential gladiators. Amidst the combat, a teleportation beam takes Diamondhead and Kevin to a huge ship called the Mega Cruiser, where life or death gladiator matches are regularly held between slaves captured from different alien races. There, Vigma makes Ben and Kevin a team, bonding them with shackles that transfer pain from one to the other. With no choice, Ben and Kevin battle another captive, Technorg, during which Ben teaches Kevin new attacks combining Omnitrix alien abilities in order to win. Though Kevin intends to kill Technorg, Ben restrains him and spares his opponent's life. After the fight, Ben and Kevin rally the other prisoners, who nearly all escape. However, Kevin traps Ben with the intent to kill, revealing that he still bears a grudge. Ben transforms into Cannonbolt, the only alien Kevin doesn't have, and knocks him out. Cannonbolt was about to launch his escape pod, until Kevin regained his conscious and tries to seize Cannonbolt. Fortunately, Technorg abides by a code of honor and saves Ben, sending him back to Earth. Kevin is left aboard the Mega Cruiser with Technorg. 	Diamondhead battles the still-mutated Kevin, who had rendered Gwen and Max unconscious. A droid named Slix Vigma observes their fight, recognizing them as potential gladiators. Amidst the combat, a teleportation beam takes Diamondhead and Kevin to a huge ship called the Mega Cruiser, where life or death gladiator matches are regularly held between slaves captured from different alien races. There, Vigma makes Ben and Kevin a team, bonding them with shackles that transfer pain from one to the other. With no choice, Ben and Kevin battle another captive, Technorg, during which Ben teaches Kevin new attacks combining Omnitrix alien abilities in order to win. Though Kevin intends to kill Technorg, Ben restrains him and spares his opponent's life. After the fight, Ben and Kevin rally the other prisoners, who nearly all escape. However, Kevin traps Ben with the intent to kill, revealing that he still bears a grudge. Ben transforms into Cannonbolt, the only alien Kevin doesn't have, and knocks him out. Cannonbolt was about to launch his escape pod, until Kevin regained his conscious and tries to seize Cannonbolt. Fortunately, Technorg abides by a code of honor and saves Ben, sending him back to Earth. Kevin is left aboard the Mega Cruiser with Technorg. 	Diamondhead battles the still-mutated Kevin, who had rendered Gwen and Max unconscious. A droid named Slix Vigma observes their fight, recognizing them as potential gladiators. Amidst the combat, a teleportation beam takes Diamondhead and Kevin to a huge ship called the Mega Cruiser, where life or death gladiator matches are regularly held between slaves captured from different alien races. There, Vigma makes Ben and Kevin a team, bonding them with shackles that transfer pain from one to the other. With no choice, Ben and Kevin battle another captive, Technorg, during which Ben teaches Kevin new attacks combining Omnitrix alien abilities in order to win. Though Kevin intends to kill Technorg, Ben restrains him and spares his opponent's life. After the fight, Ben and Kevin rally the other prisoners, who nearly all escape. However, Kevin traps Ben with the intent to kill, revealing that he still bears a grudge. Ben transforms into Cannonbolt, the only alien Kevin doesn't have, and knocks him out. Cannonbolt was about to launch his escape pod, until Kevin regained his conscious and tries to seize Cannonbolt. Fortunately, Technorg abides by a code of honor and saves Ben, sending him back to Earth. Kevin is left aboard the Mega Cruiser with Technorg. 	Diamondhead battles the still-mutated Kevin, who had rendered Gwen and Max unconscious. A droid named Slix Vigma observes their fight, recognizing them as potential gladiators. Amidst the combat, a teleportation beam takes Diamondhead and Kevin to a huge ship called the Mega Cruiser, where life or death gladiator matches are regularly held between slaves captured from different alien races. There, Vigma makes Ben and Kevin a team, bonding them with shackles that transfer pain from one to the other. With no choice, Ben and Kevin battle another captive, Technorg, during which Ben teaches Kevin new attacks combining Omnitrix alien abilities in order to win. Though Kevin intends to kill Technorg, Ben restrains him and spares his opponent's life. After the fight, Ben and Kevin rally the other prisoners, who nearly all escape. However, Kevin traps Ben with the intent to kill, revealing that he still bears a grudge. Ben transforms into Cannonbolt, the only alien Kevin doesn't have, and knocks him out. Cannonbolt was about to launch his escape pod, until Kevin regained his conscious and tries to seize Cannonbolt. Fortunately, Technorg abides by a code of honor and saves Ben, sending him back to Earth. Kevin is left aboard the Mega Cruiser with Technorg. 	Diamondhead battles the still-mutated Kevin, who had rendered Gwen and Max unconscious. A droid named Slix Vigma observes their fight, recognizing them as potential gladiators. Amidst the combat, a teleportation beam takes Diamondhead and Kevin to a huge ship called the Mega Cruiser, where life or death gladiator matches are regularly held between slaves captured from different alien races. There, Vigma makes Ben and Kevin a team, bonding them with shackles that transfer pain from one to the other. With no choice, Ben and Kevin battle another captive, Technorg, during which Ben teaches Kevin new attacks combining Omnitrix alien abilities in order to win. Though Kevin intends to kill Technorg, Ben restrains him and spares his opponent's life. After the fight, Ben and Kevin rally the other prisoners, who nearly all escape. However, Kevin traps Ben with the intent to kill, revealing that he still bears a grudge. Ben transforms into Cannonbolt, the only alien Kevin doesn't have, and knocks him out. Cannonbolt was about to launch his escape pod, until Kevin regained his conscious and tries to seize Cannonbolt. Fortunately, Technorg abides by a code of honor and saves Ben, sending him back to Earth. Kevin is left aboard the Mega Cruiser with Technorg. 	Diamondhead battles the still-mutated Kevin, who had rendered Gwen and Max unconscious. A droid named Slix Vigma observes their fight, recognizing them as potential gladiators. Amidst the combat, a teleportation beam takes Diamondhead and Kevin to a huge ship called the Mega Cruiser, where life or death gladiator matches are regularly held between slaves captured from different alien races. There, Vigma makes Ben and Kevin a team, bonding them with shackles that transfer pain from one to the other. With no choice, Ben and Kevin battle another captive, Technorg, during which Ben teaches Kevin new attacks combining Omnitrix alien abilities in order to win. Though Kevin intends to kill Technorg, Ben restrains him and spares his opponent's life. After the fight, Ben and Kevin rally the other prisoners, who nearly all escape. However, Kevin traps Ben with the intent to kill, revealing that he still bears a grudge. Ben transforms into Cannonbolt, the only alien Kevin doesn't have, and knocks him out. Cannonbolt was about to launch his escape pod, until Kevin regained his conscious and tries to seize Cannonbolt. Fortunately, Technorg abides by a code of honor and saves Ben, sending him back to Earth. Kevin is left aboard the Mega Cruiser with Technorg.
19 	"The Galactic Enforcers" 	June 13, 2006 	 	 	
When a pair of bounty hunters (Six-Six and Vulkanus) plan to use raw minerals from earth to build a devastatingly powerful bomb, Ben joins a group of alien super heroes, Galactic Enforcers, in order to stop them. However, all is not well with the new group, as a small gift of Ben's chocolate is all that's needed to weaken the group's leader, Ultimos. This causes his second, Synaptak, to take the lead in order to try showing Ben up. However, the Enforcers tactics involving 'commanding presence' backfire on them, and nearly getting Tini hurt in the process. However, after Ben goads Synaptak into rescuing Tini from a landslide, Ben and the Enforcers put aside their differences to finally arrest the bounty hunters. 	When a pair of bounty hunters (Six-Six and Vulkanus) plan to use raw minerals from earth to build a devastatingly powerful bomb, Ben joins a group of alien super heroes, Galactic Enforcers, in order to stop them. However, all is not well with the new group, as a small gift of Ben's chocolate is all that's needed to weaken the group's leader, Ultimos. This causes his second, Synaptak, to take the lead in order to try showing Ben up. However, the Enforcers tactics involving 'commanding presence' backfire on them, and nearly getting Tini hurt in the process. However, after Ben goads Synaptak into rescuing Tini from a landslide, Ben and the Enforcers put aside their differences to finally arrest the bounty hunters. 	When a pair of bounty hunters (Six-Six and Vulkanus) plan to use raw minerals from earth to build a devastatingly powerful bomb, Ben joins a group of alien super heroes, Galactic Enforcers, in order to stop them. However, all is not well with the new group, as a small gift of Ben's chocolate is all that's needed to weaken the group's leader, Ultimos. This causes his second, Synaptak, to take the lead in order to try showing Ben up. However, the Enforcers tactics involving 'commanding presence' backfire on them, and nearly getting Tini hurt in the process. However, after Ben goads Synaptak into rescuing Tini from a landslide, Ben and the Enforcers put aside their differences to finally arrest the bounty hunters. 	When a pair of bounty hunters (Six-Six and Vulkanus) plan to use raw minerals from earth to build a devastatingly powerful bomb, Ben joins a group of alien super heroes, Galactic Enforcers, in order to stop them. However, all is not well with the new group, as a small gift of Ben's chocolate is all that's needed to weaken the group's leader, Ultimos. This causes his second, Synaptak, to take the lead in order to try showing Ben up. However, the Enforcers tactics involving 'commanding presence' backfire on them, and nearly getting Tini hurt in the process. However, after Ben goads Synaptak into rescuing Tini from a landslide, Ben and the Enforcers put aside their differences to finally arrest the bounty hunters. 	When a pair of bounty hunters (Six-Six and Vulkanus) plan to use raw minerals from earth to build a devastatingly powerful bomb, Ben joins a group of alien super heroes, Galactic Enforcers, in order to stop them. However, all is not well with the new group, as a small gift of Ben's chocolate is all that's needed to weaken the group's leader, Ultimos. This causes his second, Synaptak, to take the lead in order to try showing Ben up. However, the Enforcers tactics involving 'commanding presence' backfire on them, and nearly getting Tini hurt in the process. However, after Ben goads Synaptak into rescuing Tini from a landslide, Ben and the Enforcers put aside their differences to finally arrest the bounty hunters. 	When a pair of bounty hunters (Six-Six and Vulkanus) plan to use raw minerals from earth to build a devastatingly powerful bomb, Ben joins a group of alien super heroes, Galactic Enforcers, in order to stop them. However, all is not well with the new group, as a small gift of Ben's chocolate is all that's needed to weaken the group's leader, Ultimos. This causes his second, Synaptak, to take the lead in order to try showing Ben up. However, the Enforcers tactics involving 'commanding presence' backfire on them, and nearly getting Tini hurt in the process. However, after Ben goads Synaptak into rescuing Tini from a landslide, Ben and the Enforcers put aside their differences to finally arrest the bounty hunters.
20 	"Camp Fear" 	June 21, 2006 	 	 	
Distracted by Ben and Gwen quarreling, Max almost hits a young camper named Gilbert on the road. They take the boy back to his camp, Camp Opinicon, only to find no one there. As they investigate the premises, they find two more children, twins named Andy and Mandy, who are hiding from something that caused the camp to become deserted. Max is captured by tendrils while he investigates, prompting Ben and Gwen to split up. While Gwen leads the campers to safety from fungal mutants, Ben attempts two failed rescue missions, getting captured on the second. In trying to escape, Ben unlocks a new alien form, a plant-like alien named Wildvine; however, even Wildvine cannot defeat the Mycelium (a fungal brain) that controls the fungal creatures. Fortunately, Ben drops his shoe, which has athletes foot powder in it onto the brain and causes it and its minions to wither. Ben and Gwen spread more of the antifungal powder on its tendrils and save the camp. Aliens transformed into: Cannonbolt, Wildmutt, XLR8, Wildvine (1st time). 	Distracted by Ben and Gwen quarreling, Max almost hits a young camper named Gilbert on the road. They take the boy back to his camp, Camp Opinicon, only to find no one there. As they investigate the premises, they find two more children, twins named Andy and Mandy, who are hiding from something that caused the camp to become deserted. Max is captured by tendrils while he investigates, prompting Ben and Gwen to split up. While Gwen leads the campers to safety from fungal mutants, Ben attempts two failed rescue missions, getting captured on the second. In trying to escape, Ben unlocks a new alien form, a plant-like alien named Wildvine; however, even Wildvine cannot defeat the Mycelium (a fungal brain) that controls the fungal creatures. Fortunately, Ben drops his shoe, which has athletes foot powder in it onto the brain and causes it and its minions to wither. Ben and Gwen spread more of the antifungal powder on its tendrils and save the camp. Aliens transformed into: Cannonbolt, Wildmutt, XLR8, Wildvine (1st time). 	Distracted by Ben and Gwen quarreling, Max almost hits a young camper named Gilbert on the road. They take the boy back to his camp, Camp Opinicon, only to find no one there. As they investigate the premises, they find two more children, twins named Andy and Mandy, who are hiding from something that caused the camp to become deserted. Max is captured by tendrils while he investigates, prompting Ben and Gwen to split up. While Gwen leads the campers to safety from fungal mutants, Ben attempts two failed rescue missions, getting captured on the second. In trying to escape, Ben unlocks a new alien form, a plant-like alien named Wildvine; however, even Wildvine cannot defeat the Mycelium (a fungal brain) that controls the fungal creatures. Fortunately, Ben drops his shoe, which has athletes foot powder in it onto the brain and causes it and its minions to wither. Ben and Gwen spread more of the antifungal powder on its tendrils and save the camp. Aliens transformed into: Cannonbolt, Wildmutt, XLR8, Wildvine (1st time). 	Distracted by Ben and Gwen quarreling, Max almost hits a young camper named Gilbert on the road. They take the boy back to his camp, Camp Opinicon, only to find no one there. As they investigate the premises, they find two more children, twins named Andy and Mandy, who are hiding from something that caused the camp to become deserted. Max is captured by tendrils while he investigates, prompting Ben and Gwen to split up. While Gwen leads the campers to safety from fungal mutants, Ben attempts two failed rescue missions, getting captured on the second. In trying to escape, Ben unlocks a new alien form, a plant-like alien named Wildvine; however, even Wildvine cannot defeat the Mycelium (a fungal brain) that controls the fungal creatures. Fortunately, Ben drops his shoe, which has athletes foot powder in it onto the brain and causes it and its minions to wither. Ben and Gwen spread more of the antifungal powder on its tendrils and save the camp. Aliens transformed into: Cannonbolt, Wildmutt, XLR8, Wildvine (1st time). 	Distracted by Ben and Gwen quarreling, Max almost hits a young camper named Gilbert on the road. They take the boy back to his camp, Camp Opinicon, only to find no one there. As they investigate the premises, they find two more children, twins named Andy and Mandy, who are hiding from something that caused the camp to become deserted. Max is captured by tendrils while he investigates, prompting Ben and Gwen to split up. While Gwen leads the campers to safety from fungal mutants, Ben attempts two failed rescue missions, getting captured on the second. In trying to escape, Ben unlocks a new alien form, a plant-like alien named Wildvine; however, even Wildvine cannot defeat the Mycelium (a fungal brain) that controls the fungal creatures. Fortunately, Ben drops his shoe, which has athletes foot powder in it onto the brain and causes it and its minions to wither. Ben and Gwen spread more of the antifungal powder on its tendrils and save the camp. Aliens transformed into: Cannonbolt, Wildmutt, XLR8, Wildvine (1st time). 	Distracted by Ben and Gwen quarreling, Max almost hits a young camper named Gilbert on the road. They take the boy back to his camp, Camp Opinicon, only to find no one there. As they investigate the premises, they find two more children, twins named Andy and Mandy, who are hiding from something that caused the camp to become deserted. Max is captured by tendrils while he investigates, prompting Ben and Gwen to split up. While Gwen leads the campers to safety from fungal mutants, Ben attempts two failed rescue missions, getting captured on the second. In trying to escape, Ben unlocks a new alien form, a plant-like alien named Wildvine; however, even Wildvine cannot defeat the Mycelium (a fungal brain) that controls the fungal creatures. Fortunately, Ben drops his shoe, which has athletes foot powder in it onto the brain and causes it and its minions to wither. Ben and Gwen spread more of the antifungal powder on its tendrils and save the camp. Aliens transformed into: Cannonbolt, Wildmutt, XLR8, Wildvine (1st time).
21 	"Ultimate Weapon" 	July 6, 2006 	 	 	
Max's Plumber equipment detects that an ancient mask had been unearthed. This quickly triggers a change in Max's attitude; he claims that this artifact would lead to the most powerful weapon ever designed, and that he should retrieve it before it falls into the wrong hands. Max immediately becomes more impatient, worse-tempered, and far stricter. Upon retrieving the mask, the Tennysons come into conflict with The Organization, now called the Forever Knights, who want to find the weapon themselves. The Tennysons end up with the mask after a struggle and use it to find the ultimate weapon, the Sword of Ekchuah, inside of a Mayan pyramid. There, Fourarms faces off against the Mayan death god Ah Puch while the Forever Knights fight Max for the sword. In a painstaking decision, Max decides to save his family instead of claiming the weapon, realizing which was more important. His choice was not in vain, as the antique sword crumbles to dust once Enoch takes it, since the sword is five thousand years old. The temple collapses, and though Max warns Enoch not to stay, Enoch remains inside in an attempt to collect the dust that was once the ultimate weapon. 	Max's Plumber equipment detects that an ancient mask had been unearthed. This quickly triggers a change in Max's attitude; he claims that this artifact would lead to the most powerful weapon ever designed, and that he should retrieve it before it falls into the wrong hands. Max immediately becomes more impatient, worse-tempered, and far stricter. Upon retrieving the mask, the Tennysons come into conflict with The Organization, now called the Forever Knights, who want to find the weapon themselves. The Tennysons end up with the mask after a struggle and use it to find the ultimate weapon, the Sword of Ekchuah, inside of a Mayan pyramid. There, Fourarms faces off against the Mayan death god Ah Puch while the Forever Knights fight Max for the sword. In a painstaking decision, Max decides to save his family instead of claiming the weapon, realizing which was more important. His choice was not in vain, as the antique sword crumbles to dust once Enoch takes it, since the sword is five thousand years old. The temple collapses, and though Max warns Enoch not to stay, Enoch remains inside in an attempt to collect the dust that was once the ultimate weapon. 	Max's Plumber equipment detects that an ancient mask had been unearthed. This quickly triggers a change in Max's attitude; he claims that this artifact would lead to the most powerful weapon ever designed, and that he should retrieve it before it falls into the wrong hands. Max immediately becomes more impatient, worse-tempered, and far stricter. Upon retrieving the mask, the Tennysons come into conflict with The Organization, now called the Forever Knights, who want to find the weapon themselves. The Tennysons end up with the mask after a struggle and use it to find the ultimate weapon, the Sword of Ekchuah, inside of a Mayan pyramid. There, Fourarms faces off against the Mayan death god Ah Puch while the Forever Knights fight Max for the sword. In a painstaking decision, Max decides to save his family instead of claiming the weapon, realizing which was more important. His choice was not in vain, as the antique sword crumbles to dust once Enoch takes it, since the sword is five thousand years old. The temple collapses, and though Max warns Enoch not to stay, Enoch remains inside in an attempt to collect the dust that was once the ultimate weapon. 	Max's Plumber equipment detects that an ancient mask had been unearthed. This quickly triggers a change in Max's attitude; he claims that this artifact would lead to the most powerful weapon ever designed, and that he should retrieve it before it falls into the wrong hands. Max immediately becomes more impatient, worse-tempered, and far stricter. Upon retrieving the mask, the Tennysons come into conflict with The Organization, now called the Forever Knights, who want to find the weapon themselves. The Tennysons end up with the mask after a struggle and use it to find the ultimate weapon, the Sword of Ekchuah, inside of a Mayan pyramid. There, Fourarms faces off against the Mayan death god Ah Puch while the Forever Knights fight Max for the sword. In a painstaking decision, Max decides to save his family instead of claiming the weapon, realizing which was more important. His choice was not in vain, as the antique sword crumbles to dust once Enoch takes it, since the sword is five thousand years old. The temple collapses, and though Max warns Enoch not to stay, Enoch remains inside in an attempt to collect the dust that was once the ultimate weapon. 	Max's Plumber equipment detects that an ancient mask had been unearthed. This quickly triggers a change in Max's attitude; he claims that this artifact would lead to the most powerful weapon ever designed, and that he should retrieve it before it falls into the wrong hands. Max immediately becomes more impatient, worse-tempered, and far stricter. Upon retrieving the mask, the Tennysons come into conflict with The Organization, now called the Forever Knights, who want to find the weapon themselves. The Tennysons end up with the mask after a struggle and use it to find the ultimate weapon, the Sword of Ekchuah, inside of a Mayan pyramid. There, Fourarms faces off against the Mayan death god Ah Puch while the Forever Knights fight Max for the sword. In a painstaking decision, Max decides to save his family instead of claiming the weapon, realizing which was more important. His choice was not in vain, as the antique sword crumbles to dust once Enoch takes it, since the sword is five thousand years old. The temple collapses, and though Max warns Enoch not to stay, Enoch remains inside in an attempt to collect the dust that was once the ultimate weapon. 	Max's Plumber equipment detects that an ancient mask had been unearthed. This quickly triggers a change in Max's attitude; he claims that this artifact would lead to the most powerful weapon ever designed, and that he should retrieve it before it falls into the wrong hands. Max immediately becomes more impatient, worse-tempered, and far stricter. Upon retrieving the mask, the Tennysons come into conflict with The Organization, now called the Forever Knights, who want to find the weapon themselves. The Tennysons end up with the mask after a struggle and use it to find the ultimate weapon, the Sword of Ekchuah, inside of a Mayan pyramid. There, Fourarms faces off against the Mayan death god Ah Puch while the Forever Knights fight Max for the sword. In a painstaking decision, Max decides to save his family instead of claiming the weapon, realizing which was more important. His choice was not in vain, as the antique sword crumbles to dust once Enoch takes it, since the sword is five thousand years old. The temple collapses, and though Max warns Enoch not to stay, Enoch remains inside in an attempt to collect the dust that was once the ultimate weapon.
22 	"Tough Luck" 	July 12, 2006 	 	 	
Gwen dons her Lucky Girl costume again upon finding the mystical Keystone of Bezel at a convention in Las Vegas. Rather than extremely good luck, the Keystone greatly strengthens all of Gwen's natural skills and abilities to superhuman levels tenfold, making her a more efficient and powerful superheroine. At the same time, Hex has been busted out of prison by his niece, Charmcaster, and seeks to use the keystone to restore the destroyed charms. Charmcaster tricks Gwen into trusting her so that she could easily take the Keystone and give it to Hex. However, Charmcaster double-crosses her uncle so that she can take the six Charms great power for herself. Wildvine stops the recreation process and Gwen defeats Charmcaster herself. To do so, she instinctively fires a yellow-colored energy blast from Hex's staff, which suggests her unusually strong affinity for magic and all things magical and supernatural. 	Gwen dons her Lucky Girl costume again upon finding the mystical Keystone of Bezel at a convention in Las Vegas. Rather than extremely good luck, the Keystone greatly strengthens all of Gwen's natural skills and abilities to superhuman levels tenfold, making her a more efficient and powerful superheroine. At the same time, Hex has been busted out of prison by his niece, Charmcaster, and seeks to use the keystone to restore the destroyed charms. Charmcaster tricks Gwen into trusting her so that she could easily take the Keystone and give it to Hex. However, Charmcaster double-crosses her uncle so that she can take the six Charms great power for herself. Wildvine stops the recreation process and Gwen defeats Charmcaster herself. To do so, she instinctively fires a yellow-colored energy blast from Hex's staff, which suggests her unusually strong affinity for magic and all things magical and supernatural. 	Gwen dons her Lucky Girl costume again upon finding the mystical Keystone of Bezel at a convention in Las Vegas. Rather than extremely good luck, the Keystone greatly strengthens all of Gwen's natural skills and abilities to superhuman levels tenfold, making her a more efficient and powerful superheroine. At the same time, Hex has been busted out of prison by his niece, Charmcaster, and seeks to use the keystone to restore the destroyed charms. Charmcaster tricks Gwen into trusting her so that she could easily take the Keystone and give it to Hex. However, Charmcaster double-crosses her uncle so that she can take the six Charms great power for herself. Wildvine stops the recreation process and Gwen defeats Charmcaster herself. To do so, she instinctively fires a yellow-colored energy blast from Hex's staff, which suggests her unusually strong affinity for magic and all things magical and supernatural. 	Gwen dons her Lucky Girl costume again upon finding the mystical Keystone of Bezel at a convention in Las Vegas. Rather than extremely good luck, the Keystone greatly strengthens all of Gwen's natural skills and abilities to superhuman levels tenfold, making her a more efficient and powerful superheroine. At the same time, Hex has been busted out of prison by his niece, Charmcaster, and seeks to use the keystone to restore the destroyed charms. Charmcaster tricks Gwen into trusting her so that she could easily take the Keystone and give it to Hex. However, Charmcaster double-crosses her uncle so that she can take the six Charms great power for herself. Wildvine stops the recreation process and Gwen defeats Charmcaster herself. To do so, she instinctively fires a yellow-colored energy blast from Hex's staff, which suggests her unusually strong affinity for magic and all things magical and supernatural. 	Gwen dons her Lucky Girl costume again upon finding the mystical Keystone of Bezel at a convention in Las Vegas. Rather than extremely good luck, the Keystone greatly strengthens all of Gwen's natural skills and abilities to superhuman levels tenfold, making her a more efficient and powerful superheroine. At the same time, Hex has been busted out of prison by his niece, Charmcaster, and seeks to use the keystone to restore the destroyed charms. Charmcaster tricks Gwen into trusting her so that she could easily take the Keystone and give it to Hex. However, Charmcaster double-crosses her uncle so that she can take the six Charms great power for herself. Wildvine stops the recreation process and Gwen defeats Charmcaster herself. To do so, she instinctively fires a yellow-colored energy blast from Hex's staff, which suggests her unusually strong affinity for magic and all things magical and supernatural. 	Gwen dons her Lucky Girl costume again upon finding the mystical Keystone of Bezel at a convention in Las Vegas. Rather than extremely good luck, the Keystone greatly strengthens all of Gwen's natural skills and abilities to superhuman levels tenfold, making her a more efficient and powerful superheroine. At the same time, Hex has been busted out of prison by his niece, Charmcaster, and seeks to use the keystone to restore the destroyed charms. Charmcaster tricks Gwen into trusting her so that she could easily take the Keystone and give it to Hex. However, Charmcaster double-crosses her uncle so that she can take the six Charms great power for herself. Wildvine stops the recreation process and Gwen defeats Charmcaster herself. To do so, she instinctively fires a yellow-colored energy blast from Hex's staff, which suggests her unusually strong affinity for magic and all things magical and supernatural.
23 	"They Lurk Below" 	July 18, 2006 	 	 	
The family ride a jet belonging to Grandpa Max's old Friend, Donovan Grand Smith, who owns an underwater resort. At the entrance, they receive a warm welcome from Donovan himself, though they also meet with his grandson, Edwin, who doesn't seem to be excited about their guests. Later, when Edwin, Ben, and Gwen enter the Undersea Manta Ray, a giant submarine, they encounter strange aliens that threaten to destroy the whole resort. While the kids find a way to cooperate with each other to find the source. The aliens want to retrieve as it turns out that it was a piece of their technology, Donovan himself learns a few lessons in how to bond better with his grandson. 	The family ride a jet belonging to Grandpa Max's old Friend, Donovan Grand Smith, who owns an underwater resort. At the entrance, they receive a warm welcome from Donovan himself, though they also meet with his grandson, Edwin, who doesn't seem to be excited about their guests. Later, when Edwin, Ben, and Gwen enter the Undersea Manta Ray, a giant submarine, they encounter strange aliens that threaten to destroy the whole resort. While the kids find a way to cooperate with each other to find the source. The aliens want to retrieve as it turns out that it was a piece of their technology, Donovan himself learns a few lessons in how to bond better with his grandson. 	The family ride a jet belonging to Grandpa Max's old Friend, Donovan Grand Smith, who owns an underwater resort. At the entrance, they receive a warm welcome from Donovan himself, though they also meet with his grandson, Edwin, who doesn't seem to be excited about their guests. Later, when Edwin, Ben, and Gwen enter the Undersea Manta Ray, a giant submarine, they encounter strange aliens that threaten to destroy the whole resort. While the kids find a way to cooperate with each other to find the source. The aliens want to retrieve as it turns out that it was a piece of their technology, Donovan himself learns a few lessons in how to bond better with his grandson. 	The family ride a jet belonging to Grandpa Max's old Friend, Donovan Grand Smith, who owns an underwater resort. At the entrance, they receive a warm welcome from Donovan himself, though they also meet with his grandson, Edwin, who doesn't seem to be excited about their guests. Later, when Edwin, Ben, and Gwen enter the Undersea Manta Ray, a giant submarine, they encounter strange aliens that threaten to destroy the whole resort. While the kids find a way to cooperate with each other to find the source. The aliens want to retrieve as it turns out that it was a piece of their technology, Donovan himself learns a few lessons in how to bond better with his grandson. 	The family ride a jet belonging to Grandpa Max's old Friend, Donovan Grand Smith, who owns an underwater resort. At the entrance, they receive a warm welcome from Donovan himself, though they also meet with his grandson, Edwin, who doesn't seem to be excited about their guests. Later, when Edwin, Ben, and Gwen enter the Undersea Manta Ray, a giant submarine, they encounter strange aliens that threaten to destroy the whole resort. While the kids find a way to cooperate with each other to find the source. The aliens want to retrieve as it turns out that it was a piece of their technology, Donovan himself learns a few lessons in how to bond better with his grandson. 	The family ride a jet belonging to Grandpa Max's old Friend, Donovan Grand Smith, who owns an underwater resort. At the entrance, they receive a warm welcome from Donovan himself, though they also meet with his grandson, Edwin, who doesn't seem to be excited about their guests. Later, when Edwin, Ben, and Gwen enter the Undersea Manta Ray, a giant submarine, they encounter strange aliens that threaten to destroy the whole resort. While the kids find a way to cooperate with each other to find the source. The aliens want to retrieve as it turns out that it was a piece of their technology, Donovan himself learns a few lessons in how to bond better with his grandson.
24 	"Ghostfreaked Out" 	July 25, 2006 	 	 	
Lately, Ben has been having strange nightmares about Ghostfreak. During a tour of an academy school Gwen wishes to attend, Ben sees and hears Ghostfreak everywhere, and bad luck follows him around. When Frightwig, Acid Breath, and Thumbskull show up, Ben activates his Omnitrix; however, it transforms him into Ghostfreak. After a vicious battle, during which Ben is clearly no longer in control, Ghostfreak escapes from the Omnitrix. Ghostfreak removes his second layer of skin in order to possess Ben, revealing a horrifying creature underneath. As a side effect of removing it, though, he can no longer withstand sunlight and is forced to retreat. Ghostfreak scares the circus trio into working for him as he schemes to possess Ben and gain control of the Omnitrix. Ben and family encounter Ghostfreak and his minions that night. Gwen and Max easily deal with the circus trio, but Ghostfreak has Ben on the run. As Ghostfreak prepares to possess him, Ben pulls back the curtains in the room while the sun is rising, incinerating him. In the end, presumably as a result of Gwen's connection with Ben and her involvement in fighting off the villains (during which quite some damage was done), her application for the academy is rejected. Ben manages to cheer Gwen up after she hears the bad news. Aliens transformed into: Wildmutt, Ghostfreak (last time), Fourarms, Grey Matter. 	Lately, Ben has been having strange nightmares about Ghostfreak. During a tour of an academy school Gwen wishes to attend, Ben sees and hears Ghostfreak everywhere, and bad luck follows him around. When Frightwig, Acid Breath, and Thumbskull show up, Ben activates his Omnitrix; however, it transforms him into Ghostfreak. After a vicious battle, during which Ben is clearly no longer in control, Ghostfreak escapes from the Omnitrix. Ghostfreak removes his second layer of skin in order to possess Ben, revealing a horrifying creature underneath. As a side effect of removing it, though, he can no longer withstand sunlight and is forced to retreat. Ghostfreak scares the circus trio into working for him as he schemes to possess Ben and gain control of the Omnitrix. Ben and family encounter Ghostfreak and his minions that night. Gwen and Max easily deal with the circus trio, but Ghostfreak has Ben on the run. As Ghostfreak prepares to possess him, Ben pulls back the curtains in the room while the sun is rising, incinerating him. In the end, presumably as a result of Gwen's connection with Ben and her involvement in fighting off the villains (during which quite some damage was done), her application for the academy is rejected. Ben manages to cheer Gwen up after she hears the bad news. Aliens transformed into: Wildmutt, Ghostfreak (last time), Fourarms, Grey Matter. 	Lately, Ben has been having strange nightmares about Ghostfreak. During a tour of an academy school Gwen wishes to attend, Ben sees and hears Ghostfreak everywhere, and bad luck follows him around. When Frightwig, Acid Breath, and Thumbskull show up, Ben activates his Omnitrix; however, it transforms him into Ghostfreak. After a vicious battle, during which Ben is clearly no longer in control, Ghostfreak escapes from the Omnitrix. Ghostfreak removes his second layer of skin in order to possess Ben, revealing a horrifying creature underneath. As a side effect of removing it, though, he can no longer withstand sunlight and is forced to retreat. Ghostfreak scares the circus trio into working for him as he schemes to possess Ben and gain control of the Omnitrix. Ben and family encounter Ghostfreak and his minions that night. Gwen and Max easily deal with the circus trio, but Ghostfreak has Ben on the run. As Ghostfreak prepares to possess him, Ben pulls back the curtains in the room while the sun is rising, incinerating him. In the end, presumably as a result of Gwen's connection with Ben and her involvement in fighting off the villains (during which quite some damage was done), her application for the academy is rejected. Ben manages to cheer Gwen up after she hears the bad news. Aliens transformed into: Wildmutt, Ghostfreak (last time), Fourarms, Grey Matter. 	Lately, Ben has been having strange nightmares about Ghostfreak. During a tour of an academy school Gwen wishes to attend, Ben sees and hears Ghostfreak everywhere, and bad luck follows him around. When Frightwig, Acid Breath, and Thumbskull show up, Ben activates his Omnitrix; however, it transforms him into Ghostfreak. After a vicious battle, during which Ben is clearly no longer in control, Ghostfreak escapes from the Omnitrix. Ghostfreak removes his second layer of skin in order to possess Ben, revealing a horrifying creature underneath. As a side effect of removing it, though, he can no longer withstand sunlight and is forced to retreat. Ghostfreak scares the circus trio into working for him as he schemes to possess Ben and gain control of the Omnitrix. Ben and family encounter Ghostfreak and his minions that night. Gwen and Max easily deal with the circus trio, but Ghostfreak has Ben on the run. As Ghostfreak prepares to possess him, Ben pulls back the curtains in the room while the sun is rising, incinerating him. In the end, presumably as a result of Gwen's connection with Ben and her involvement in fighting off the villains (during which quite some damage was done), her application for the academy is rejected. Ben manages to cheer Gwen up after she hears the bad news. Aliens transformed into: Wildmutt, Ghostfreak (last time), Fourarms, Grey Matter. 	Lately, Ben has been having strange nightmares about Ghostfreak. During a tour of an academy school Gwen wishes to attend, Ben sees and hears Ghostfreak everywhere, and bad luck follows him around. When Frightwig, Acid Breath, and Thumbskull show up, Ben activates his Omnitrix; however, it transforms him into Ghostfreak. After a vicious battle, during which Ben is clearly no longer in control, Ghostfreak escapes from the Omnitrix. Ghostfreak removes his second layer of skin in order to possess Ben, revealing a horrifying creature underneath. As a side effect of removing it, though, he can no longer withstand sunlight and is forced to retreat. Ghostfreak scares the circus trio into working for him as he schemes to possess Ben and gain control of the Omnitrix. Ben and family encounter Ghostfreak and his minions that night. Gwen and Max easily deal with the circus trio, but Ghostfreak has Ben on the run. As Ghostfreak prepares to possess him, Ben pulls back the curtains in the room while the sun is rising, incinerating him. In the end, presumably as a result of Gwen's connection with Ben and her involvement in fighting off the villains (during which quite some damage was done), her application for the academy is rejected. Ben manages to cheer Gwen up after she hears the bad news. Aliens transformed into: Wildmutt, Ghostfreak (last time), Fourarms, Grey Matter. 	Lately, Ben has been having strange nightmares about Ghostfreak. During a tour of an academy school Gwen wishes to attend, Ben sees and hears Ghostfreak everywhere, and bad luck follows him around. When Frightwig, Acid Breath, and Thumbskull show up, Ben activates his Omnitrix; however, it transforms him into Ghostfreak. After a vicious battle, during which Ben is clearly no longer in control, Ghostfreak escapes from the Omnitrix. Ghostfreak removes his second layer of skin in order to possess Ben, revealing a horrifying creature underneath. As a side effect of removing it, though, he can no longer withstand sunlight and is forced to retreat. Ghostfreak scares the circus trio into working for him as he schemes to possess Ben and gain control of the Omnitrix. Ben and family encounter Ghostfreak and his minions that night. Gwen and Max easily deal with the circus trio, but Ghostfreak has Ben on the run. As Ghostfreak prepares to possess him, Ben pulls back the curtains in the room while the sun is rising, incinerating him. In the end, presumably as a result of Gwen's connection with Ben and her involvement in fighting off the villains (during which quite some damage was done), her application for the academy is rejected. Ben manages to cheer Gwen up after she hears the bad news. Aliens transformed into: Wildmutt, Ghostfreak (last time), Fourarms, Grey Matter.
25 	"Dr. Animo and the Mutant Ray" 	August 25, 2006 	 	 	
When Ben tries to take apart the Omnitrix to see how it works, he ends up breaking off its face and causing weird combinations of his alien forms when he transforms. Additionally, the broken piece begins mutating the smaller creatures it comes into contact with. Meanwhile, Dr. Animo escapes from prison and, during a battle with Ben, finds the broken piece of the Omnitrix. Using it, he is able to complete his large-scale Transmodulator, giving him the power to mutate the entire planet in a single shot. 	When Ben tries to take apart the Omnitrix to see how it works, he ends up breaking off its face and causing weird combinations of his alien forms when he transforms. Additionally, the broken piece begins mutating the smaller creatures it comes into contact with. Meanwhile, Dr. Animo escapes from prison and, during a battle with Ben, finds the broken piece of the Omnitrix. Using it, he is able to complete his large-scale Transmodulator, giving him the power to mutate the entire planet in a single shot. 	When Ben tries to take apart the Omnitrix to see how it works, he ends up breaking off its face and causing weird combinations of his alien forms when he transforms. Additionally, the broken piece begins mutating the smaller creatures it comes into contact with. Meanwhile, Dr. Animo escapes from prison and, during a battle with Ben, finds the broken piece of the Omnitrix. Using it, he is able to complete his large-scale Transmodulator, giving him the power to mutate the entire planet in a single shot. 	When Ben tries to take apart the Omnitrix to see how it works, he ends up breaking off its face and causing weird combinations of his alien forms when he transforms. Additionally, the broken piece begins mutating the smaller creatures it comes into contact with. Meanwhile, Dr. Animo escapes from prison and, during a battle with Ben, finds the broken piece of the Omnitrix. Using it, he is able to complete his large-scale Transmodulator, giving him the power to mutate the entire planet in a single shot. 	When Ben tries to take apart the Omnitrix to see how it works, he ends up breaking off its face and causing weird combinations of his alien forms when he transforms. Additionally, the broken piece begins mutating the smaller creatures it comes into contact with. Meanwhile, Dr. Animo escapes from prison and, during a battle with Ben, finds the broken piece of the Omnitrix. Using it, he is able to complete his large-scale Transmodulator, giving him the power to mutate the entire planet in a single shot. 	When Ben tries to take apart the Omnitrix to see how it works, he ends up breaking off its face and causing weird combinations of his alien forms when he transforms. Additionally, the broken piece begins mutating the smaller creatures it comes into contact with. Meanwhile, Dr. Animo escapes from prison and, during a battle with Ben, finds the broken piece of the Omnitrix. Using it, he is able to complete his large-scale Transmodulator, giving him the power to mutate the entire planet in a single shot.
26 	"Back with a Vengeance" 	October 9, 2006 	 	 	
Ben accidentally figures out the master-control of the Omnitrix, allowing him to become any alien just by thinking about it at will, and stay an alien indefinitely. Elsewhere, Kevin had assumed control of the Megacruiser. Using it to navigate the Universe, he locates and revives Vilgax. The two battle, but Vilgax wins and quickly realizes the nature of Kevin's mutation and decides that he may be of use. Kevin and Vilgax locate Ben and fight to a stalemate. Max attempts to trap the enemies in the Null Void dimension; however, Ben gets pulled in as well and ends up continuing his battle in another realm. Gwen enters the Null Void in order to retrieve Ben.
Unfortunately, Kevin takes her hostage, forcing Ben to give away the Omnitrix in order to save her. But before anyone can escape, Kevin double-crosses Vilgax. Ben and Gwen procure the Omnitrix in the resulting brawl and leave the two villains trapped in the Null Void dimension. Ben reattaches the Omnitrix, only to realize that he had zeroed out the master-control and can no longer perform mind-accessed transformations.
Note: This episode features rapid transformations between all of Ben's active aliens. 	
Ben accidentally figures out the master-control of the Omnitrix, allowing him to become any alien just by thinking about it at will, and stay an alien indefinitely. Elsewhere, Kevin had assumed control of the Megacruiser. Using it to navigate the Universe, he locates and revives Vilgax. The two battle, but Vilgax wins and quickly realizes the nature of Kevin's mutation and decides that he may be of use. Kevin and Vilgax locate Ben and fight to a stalemate. Max attempts to trap the enemies in the Null Void dimension; however, Ben gets pulled in as well and ends up continuing his battle in another realm. Gwen enters the Null Void in order to retrieve Ben.
Unfortunately, Kevin takes her hostage, forcing Ben to give away the Omnitrix in order to save her. But before anyone can escape, Kevin double-crosses Vilgax. Ben and Gwen procure the Omnitrix in the resulting brawl and leave the two villains trapped in the Null Void dimension. Ben reattaches the Omnitrix, only to realize that he had zeroed out the master-control and can no longer perform mind-accessed transformations.
Note: This episode features rapid transformations between all of Ben's active aliens. 	
Ben accidentally figures out the master-control of the Omnitrix, allowing him to become any alien just by thinking about it at will, and stay an alien indefinitely. Elsewhere, Kevin had assumed control of the Megacruiser. Using it to navigate the Universe, he locates and revives Vilgax. The two battle, but Vilgax wins and quickly realizes the nature of Kevin's mutation and decides that he may be of use. Kevin and Vilgax locate Ben and fight to a stalemate. Max attempts to trap the enemies in the Null Void dimension; however, Ben gets pulled in as well and ends up continuing his battle in another realm. Gwen enters the Null Void in order to retrieve Ben.
Unfortunately, Kevin takes her hostage, forcing Ben to give away the Omnitrix in order to save her. But before anyone can escape, Kevin double-crosses Vilgax. Ben and Gwen procure the Omnitrix in the resulting brawl and leave the two villains trapped in the Null Void dimension. Ben reattaches the Omnitrix, only to realize that he had zeroed out the master-control and can no longer perform mind-accessed transformations.
Note: This episode features rapid transformations between all of Ben's active aliens. 	
Ben accidentally figures out the master-control of the Omnitrix, allowing him to become any alien just by thinking about it at will, and stay an alien indefinitely. Elsewhere, Kevin had assumed control of the Megacruiser. Using it to navigate the Universe, he locates and revives Vilgax. The two battle, but Vilgax wins and quickly realizes the nature of Kevin's mutation and decides that he may be of use. Kevin and Vilgax locate Ben and fight to a stalemate. Max attempts to trap the enemies in the Null Void dimension; however, Ben gets pulled in as well and ends up continuing his battle in another realm. Gwen enters the Null Void in order to retrieve Ben.
Unfortunately, Kevin takes her hostage, forcing Ben to give away the Omnitrix in order to save her. But before anyone can escape, Kevin double-crosses Vilgax. Ben and Gwen procure the Omnitrix in the resulting brawl and leave the two villains trapped in the Null Void dimension. Ben reattaches the Omnitrix, only to realize that he had zeroed out the master-control and can no longer perform mind-accessed transformations.
Note: This episode features rapid transformations between all of Ben's active aliens. 	
Ben accidentally figures out the master-control of the Omnitrix, allowing him to become any alien just by thinking about it at will, and stay an alien indefinitely. Elsewhere, Kevin had assumed control of the Megacruiser. Using it to navigate the Universe, he locates and revives Vilgax. The two battle, but Vilgax wins and quickly realizes the nature of Kevin's mutation and decides that he may be of use. Kevin and Vilgax locate Ben and fight to a stalemate. Max attempts to trap the enemies in the Null Void dimension; however, Ben gets pulled in as well and ends up continuing his battle in another realm. Gwen enters the Null Void in order to retrieve Ben.
Unfortunately, Kevin takes her hostage, forcing Ben to give away the Omnitrix in order to save her. But before anyone can escape, Kevin double-crosses Vilgax. Ben and Gwen procure the Omnitrix in the resulting brawl and leave the two villains trapped in the Null Void dimension. Ben reattaches the Omnitrix, only to realize that he had zeroed out the master-control and can no longer perform mind-accessed transformations.
Note: This episode features rapid transformations between all of Ben's active aliens. 	
Ben accidentally figures out the master-control of the Omnitrix, allowing him to become any alien just by thinking about it at will, and stay an alien indefinitely. Elsewhere, Kevin had assumed control of the Megacruiser. Using it to navigate the Universe, he locates and revives Vilgax. The two battle, but Vilgax wins and quickly realizes the nature of Kevin's mutation and decides that he may be of use. Kevin and Vilgax locate Ben and fight to a stalemate. Max attempts to trap the enemies in the Null Void dimension; however, Ben gets pulled in as well and ends up continuing his battle in another realm. Gwen enters the Null Void in order to retrieve Ben.
Unfortunately, Kevin takes her hostage, forcing Ben to give away the Omnitrix in order to save her. But before anyone can escape, Kevin double-crosses Vilgax. Ben and Gwen procure the Omnitrix in the resulting brawl and leave the two villains trapped in the Null Void dimension. Ben reattaches the Omnitrix, only to realize that he had zeroed out the master-control and can no longer perform mind-accessed transformations.
Note: This episode features rapid transformations between all of Ben's active aliens.
====Season 3====
# 	Title 	Original air date 	 	 	
27 	"Ben 10,000" 	November 25, 2006 	 	 	
When Ben and Gwen forget about Grandpa Max's birthday cake, the two kids wind up bickering over who's to blame. But when a mysterious stranger appears out of nowhere and kidnaps Gwen, Ben follows her into a strange portal as XLR8. When the dust settles, Ben suddenly realizes where he is: the future, in a world where humans and aliens live peacefully. Ben, however, is taken aback when he learns that Gwen's captor is actually her own future self, an accomplished magician to boot. Future Gwen reveals that the current Ben is now a world-renowned hero with 10,000 different alien forms. But, upon meeting his future self, Ben realizes that the future Ben is all business and just can't relax, not even for his own family. 	When Ben and Gwen forget about Grandpa Max's birthday cake, the two kids wind up bickering over who's to blame. But when a mysterious stranger appears out of nowhere and kidnaps Gwen, Ben follows her into a strange portal as XLR8. When the dust settles, Ben suddenly realizes where he is: the future, in a world where humans and aliens live peacefully. Ben, however, is taken aback when he learns that Gwen's captor is actually her own future self, an accomplished magician to boot. Future Gwen reveals that the current Ben is now a world-renowned hero with 10,000 different alien forms. But, upon meeting his future self, Ben realizes that the future Ben is all business and just can't relax, not even for his own family. 	When Ben and Gwen forget about Grandpa Max's birthday cake, the two kids wind up bickering over who's to blame. But when a mysterious stranger appears out of nowhere and kidnaps Gwen, Ben follows her into a strange portal as XLR8. When the dust settles, Ben suddenly realizes where he is: the future, in a world where humans and aliens live peacefully. Ben, however, is taken aback when he learns that Gwen's captor is actually her own future self, an accomplished magician to boot. Future Gwen reveals that the current Ben is now a world-renowned hero with 10,000 different alien forms. But, upon meeting his future self, Ben realizes that the future Ben is all business and just can't relax, not even for his own family. 	When Ben and Gwen forget about Grandpa Max's birthday cake, the two kids wind up bickering over who's to blame. But when a mysterious stranger appears out of nowhere and kidnaps Gwen, Ben follows her into a strange portal as XLR8. When the dust settles, Ben suddenly realizes where he is: the future, in a world where humans and aliens live peacefully. Ben, however, is taken aback when he learns that Gwen's captor is actually her own future self, an accomplished magician to boot. Future Gwen reveals that the current Ben is now a world-renowned hero with 10,000 different alien forms. But, upon meeting his future self, Ben realizes that the future Ben is all business and just can't relax, not even for his own family. 	When Ben and Gwen forget about Grandpa Max's birthday cake, the two kids wind up bickering over who's to blame. But when a mysterious stranger appears out of nowhere and kidnaps Gwen, Ben follows her into a strange portal as XLR8. When the dust settles, Ben suddenly realizes where he is: the future, in a world where humans and aliens live peacefully. Ben, however, is taken aback when he learns that Gwen's captor is actually her own future self, an accomplished magician to boot. Future Gwen reveals that the current Ben is now a world-renowned hero with 10,000 different alien forms. But, upon meeting his future self, Ben realizes that the future Ben is all business and just can't relax, not even for his own family. 	When Ben and Gwen forget about Grandpa Max's birthday cake, the two kids wind up bickering over who's to blame. But when a mysterious stranger appears out of nowhere and kidnaps Gwen, Ben follows her into a strange portal as XLR8. When the dust settles, Ben suddenly realizes where he is: the future, in a world where humans and aliens live peacefully. Ben, however, is taken aback when he learns that Gwen's captor is actually her own future self, an accomplished magician to boot. Future Gwen reveals that the current Ben is now a world-renowned hero with 10,000 different alien forms. But, upon meeting his future self, Ben realizes that the future Ben is all business and just can't relax, not even for his own family.
28 	"Midnight Madness" 	December 2, 2006 	 	 	
While visiting a mega-mall, Ben and Gwen watch a hypnotist perform. Gwen volunteers Ben as a test subject, and the host, Sublimino, successfully hypnotizes him. When asked to act like an alien, Ben naturally turns to the Omnitrix and almost changes in front of the audience. Even though he is stopped by Gwen, the trouble doesn't end there. Sublimino is able to use those he hypnotizes to commit crimes in their dream state, and the alien-equipped Ben proves to be the perfect accomplice. Using Ben, Sublimino is able to steal parts to make a much bigger hypnotism device, this time hypnotizing everyone in the mall including Gwen and Grandpa. But Ben escapes the hypno beam. Ben stops him as Wildvine and Sublimino is presumably arrested. Ben finds Sublimino's hypno watch and hypnotizes Gwen to feed him ice cream that ends up all over his head. 	While visiting a mega-mall, Ben and Gwen watch a hypnotist perform. Gwen volunteers Ben as a test subject, and the host, Sublimino, successfully hypnotizes him. When asked to act like an alien, Ben naturally turns to the Omnitrix and almost changes in front of the audience. Even though he is stopped by Gwen, the trouble doesn't end there. Sublimino is able to use those he hypnotizes to commit crimes in their dream state, and the alien-equipped Ben proves to be the perfect accomplice. Using Ben, Sublimino is able to steal parts to make a much bigger hypnotism device, this time hypnotizing everyone in the mall including Gwen and Grandpa. But Ben escapes the hypno beam. Ben stops him as Wildvine and Sublimino is presumably arrested. Ben finds Sublimino's hypno watch and hypnotizes Gwen to feed him ice cream that ends up all over his head. 	While visiting a mega-mall, Ben and Gwen watch a hypnotist perform. Gwen volunteers Ben as a test subject, and the host, Sublimino, successfully hypnotizes him. When asked to act like an alien, Ben naturally turns to the Omnitrix and almost changes in front of the audience. Even though he is stopped by Gwen, the trouble doesn't end there. Sublimino is able to use those he hypnotizes to commit crimes in their dream state, and the alien-equipped Ben proves to be the perfect accomplice. Using Ben, Sublimino is able to steal parts to make a much bigger hypnotism device, this time hypnotizing everyone in the mall including Gwen and Grandpa. But Ben escapes the hypno beam. Ben stops him as Wildvine and Sublimino is presumably arrested. Ben finds Sublimino's hypno watch and hypnotizes Gwen to feed him ice cream that ends up all over his head. 	While visiting a mega-mall, Ben and Gwen watch a hypnotist perform. Gwen volunteers Ben as a test subject, and the host, Sublimino, successfully hypnotizes him. When asked to act like an alien, Ben naturally turns to the Omnitrix and almost changes in front of the audience. Even though he is stopped by Gwen, the trouble doesn't end there. Sublimino is able to use those he hypnotizes to commit crimes in their dream state, and the alien-equipped Ben proves to be the perfect accomplice. Using Ben, Sublimino is able to steal parts to make a much bigger hypnotism device, this time hypnotizing everyone in the mall including Gwen and Grandpa. But Ben escapes the hypno beam. Ben stops him as Wildvine and Sublimino is presumably arrested. Ben finds Sublimino's hypno watch and hypnotizes Gwen to feed him ice cream that ends up all over his head. 	While visiting a mega-mall, Ben and Gwen watch a hypnotist perform. Gwen volunteers Ben as a test subject, and the host, Sublimino, successfully hypnotizes him. When asked to act like an alien, Ben naturally turns to the Omnitrix and almost changes in front of the audience. Even though he is stopped by Gwen, the trouble doesn't end there. Sublimino is able to use those he hypnotizes to commit crimes in their dream state, and the alien-equipped Ben proves to be the perfect accomplice. Using Ben, Sublimino is able to steal parts to make a much bigger hypnotism device, this time hypnotizing everyone in the mall including Gwen and Grandpa. But Ben escapes the hypno beam. Ben stops him as Wildvine and Sublimino is presumably arrested. Ben finds Sublimino's hypno watch and hypnotizes Gwen to feed him ice cream that ends up all over his head. 	While visiting a mega-mall, Ben and Gwen watch a hypnotist perform. Gwen volunteers Ben as a test subject, and the host, Sublimino, successfully hypnotizes him. When asked to act like an alien, Ben naturally turns to the Omnitrix and almost changes in front of the audience. Even though he is stopped by Gwen, the trouble doesn't end there. Sublimino is able to use those he hypnotizes to commit crimes in their dream state, and the alien-equipped Ben proves to be the perfect accomplice. Using Ben, Sublimino is able to steal parts to make a much bigger hypnotism device, this time hypnotizing everyone in the mall including Gwen and Grandpa. But Ben escapes the hypno beam. Ben stops him as Wildvine and Sublimino is presumably arrested. Ben finds Sublimino's hypno watch and hypnotizes Gwen to feed him ice cream that ends up all over his head.
29 	"A Change of Face" 	December 9, 2006 	 	 	
While Ben and family are visiting Salem, Massachusetts, Charmcaster attacks in an attempt to switch bodies with Ben; however, Gwen interferes, causing Charmcaster to switch with her instead. Gwen is punched out by Charmcaster before she can explain anything, and is then arrested and sent to juvie, where she meets two delinquent girls named Pinky and Missy. Meanwhile, Charmcaster stays with the unaware Ben and Max and tries to cook up another body-transfer spell. Gwen stops Pinky and Missy from escaping using two clay animals as she escapes from juvie and returns, convincing Ben of the truth before Charmcaster tries again.
However, Charmcaster manages to swap their bodies once more, ending with Charmcaster in her true body while Gwen and Ben have switched. The two swap back as a result of Charmcaster's third body-swap spell and Cannonbolt defeats Charmcaster. Ben as Cannonbolt ties up Charmcaster. Gwen punches Charmcaster out as revenge for having punched her out earlier. Gwen ends up taking Charmcaster's spellbook for her own use in hopes of further strengthening and building up her own magical abilities. Charmcaster is back in juvie where Pinky and Missy come in and prepare to give her a beating. 	
While Ben and family are visiting Salem, Massachusetts, Charmcaster attacks in an attempt to switch bodies with Ben; however, Gwen interferes, causing Charmcaster to switch with her instead. Gwen is punched out by Charmcaster before she can explain anything, and is then arrested and sent to juvie, where she meets two delinquent girls named Pinky and Missy. Meanwhile, Charmcaster stays with the unaware Ben and Max and tries to cook up another body-transfer spell. Gwen stops Pinky and Missy from escaping using two clay animals as she escapes from juvie and returns, convincing Ben of the truth before Charmcaster tries again.
However, Charmcaster manages to swap their bodies once more, ending with Charmcaster in her true body while Gwen and Ben have switched. The two swap back as a result of Charmcaster's third body-swap spell and Cannonbolt defeats Charmcaster. Ben as Cannonbolt ties up Charmcaster. Gwen punches Charmcaster out as revenge for having punched her out earlier. Gwen ends up taking Charmcaster's spellbook for her own use in hopes of further strengthening and building up her own magical abilities. Charmcaster is back in juvie where Pinky and Missy come in and prepare to give her a beating. 	
While Ben and family are visiting Salem, Massachusetts, Charmcaster attacks in an attempt to switch bodies with Ben; however, Gwen interferes, causing Charmcaster to switch with her instead. Gwen is punched out by Charmcaster before she can explain anything, and is then arrested and sent to juvie, where she meets two delinquent girls named Pinky and Missy. Meanwhile, Charmcaster stays with the unaware Ben and Max and tries to cook up another body-transfer spell. Gwen stops Pinky and Missy from escaping using two clay animals as she escapes from juvie and returns, convincing Ben of the truth before Charmcaster tries again.
However, Charmcaster manages to swap their bodies once more, ending with Charmcaster in her true body while Gwen and Ben have switched. The two swap back as a result of Charmcaster's third body-swap spell and Cannonbolt defeats Charmcaster. Ben as Cannonbolt ties up Charmcaster. Gwen punches Charmcaster out as revenge for having punched her out earlier. Gwen ends up taking Charmcaster's spellbook for her own use in hopes of further strengthening and building up her own magical abilities. Charmcaster is back in juvie where Pinky and Missy come in and prepare to give her a beating. 	
While Ben and family are visiting Salem, Massachusetts, Charmcaster attacks in an attempt to switch bodies with Ben; however, Gwen interferes, causing Charmcaster to switch with her instead. Gwen is punched out by Charmcaster before she can explain anything, and is then arrested and sent to juvie, where she meets two delinquent girls named Pinky and Missy. Meanwhile, Charmcaster stays with the unaware Ben and Max and tries to cook up another body-transfer spell. Gwen stops Pinky and Missy from escaping using two clay animals as she escapes from juvie and returns, convincing Ben of the truth before Charmcaster tries again.
However, Charmcaster manages to swap their bodies once more, ending with Charmcaster in her true body while Gwen and Ben have switched. The two swap back as a result of Charmcaster's third body-swap spell and Cannonbolt defeats Charmcaster. Ben as Cannonbolt ties up Charmcaster. Gwen punches Charmcaster out as revenge for having punched her out earlier. Gwen ends up taking Charmcaster's spellbook for her own use in hopes of further strengthening and building up her own magical abilities. Charmcaster is back in juvie where Pinky and Missy come in and prepare to give her a beating. 	
While Ben and family are visiting Salem, Massachusetts, Charmcaster attacks in an attempt to switch bodies with Ben; however, Gwen interferes, causing Charmcaster to switch with her instead. Gwen is punched out by Charmcaster before she can explain anything, and is then arrested and sent to juvie, where she meets two delinquent girls named Pinky and Missy. Meanwhile, Charmcaster stays with the unaware Ben and Max and tries to cook up another body-transfer spell. Gwen stops Pinky and Missy from escaping using two clay animals as she escapes from juvie and returns, convincing Ben of the truth before Charmcaster tries again.
However, Charmcaster manages to swap their bodies once more, ending with Charmcaster in her true body while Gwen and Ben have switched. The two swap back as a result of Charmcaster's third body-swap spell and Cannonbolt defeats Charmcaster. Ben as Cannonbolt ties up Charmcaster. Gwen punches Charmcaster out as revenge for having punched her out earlier. Gwen ends up taking Charmcaster's spellbook for her own use in hopes of further strengthening and building up her own magical abilities. Charmcaster is back in juvie where Pinky and Missy come in and prepare to give her a beating. 	
While Ben and family are visiting Salem, Massachusetts, Charmcaster attacks in an attempt to switch bodies with Ben; however, Gwen interferes, causing Charmcaster to switch with her instead. Gwen is punched out by Charmcaster before she can explain anything, and is then arrested and sent to juvie, where she meets two delinquent girls named Pinky and Missy. Meanwhile, Charmcaster stays with the unaware Ben and Max and tries to cook up another body-transfer spell. Gwen stops Pinky and Missy from escaping using two clay animals as she escapes from juvie and returns, convincing Ben of the truth before Charmcaster tries again.
However, Charmcaster manages to swap their bodies once more, ending with Charmcaster in her true body while Gwen and Ben have switched. The two swap back as a result of Charmcaster's third body-swap spell and Cannonbolt defeats Charmcaster. Ben as Cannonbolt ties up Charmcaster. Gwen punches Charmcaster out as revenge for having punched her out earlier. Gwen ends up taking Charmcaster's spellbook for her own use in hopes of further strengthening and building up her own magical abilities. Charmcaster is back in juvie where Pinky and Missy come in and prepare to give her a beating.
30 	"Merry Christmas" 	December 11, 2006 	 	 	
Ben, Grandpa Max, and Gwen come upon a bizarre Christmas village run by a Christmas-obsessed man (Mr. Jingles) who thinks Grandpa Max is Santa Claus and proceeds to trap him. As Ben and Gwen explore, they learn about a strange curse on the village from one of its few disloyal elves, including one, who happens to be the son of the Christmas-obsessed man. The village was frozen at Christmas, in the 1930s. But when Ben delivers all the gifts that had been made, time catches up to the village instantly. All of holiday village is back to normal and all captured children have been returned and aged accordingly to where they were and aged to their correct ages as though they had never been taken. (For those of you familiar with the popular Japanese anime, Naruto: when Ben, Gwen, and Max see Elsgood (who is now aged into an old man), he's there with his 3 grandchildren, who resemble Konahamaru, Moegi, and Udon (Konahamaru wearing goggles on his head like in Naruto.) 	Ben, Grandpa Max, and Gwen come upon a bizarre Christmas village run by a Christmas-obsessed man (Mr. Jingles) who thinks Grandpa Max is Santa Claus and proceeds to trap him. As Ben and Gwen explore, they learn about a strange curse on the village from one of its few disloyal elves, including one, who happens to be the son of the Christmas-obsessed man. The village was frozen at Christmas, in the 1930s. But when Ben delivers all the gifts that had been made, time catches up to the village instantly. All of holiday village is back to normal and all captured children have been returned and aged accordingly to where they were and aged to their correct ages as though they had never been taken. (For those of you familiar with the popular Japanese anime, Naruto: when Ben, Gwen, and Max see Elsgood (who is now aged into an old man), he's there with his 3 grandchildren, who resemble Konahamaru, Moegi, and Udon (Konahamaru wearing goggles on his head like in Naruto.) 	Ben, Grandpa Max, and Gwen come upon a bizarre Christmas village run by a Christmas-obsessed man (Mr. Jingles) who thinks Grandpa Max is Santa Claus and proceeds to trap him. As Ben and Gwen explore, they learn about a strange curse on the village from one of its few disloyal elves, including one, who happens to be the son of the Christmas-obsessed man. The village was frozen at Christmas, in the 1930s. But when Ben delivers all the gifts that had been made, time catches up to the village instantly. All of holiday village is back to normal and all captured children have been returned and aged accordingly to where they were and aged to their correct ages as though they had never been taken. (For those of you familiar with the popular Japanese anime, Naruto: when Ben, Gwen, and Max see Elsgood (who is now aged into an old man), he's there with his 3 grandchildren, who resemble Konahamaru, Moegi, and Udon (Konahamaru wearing goggles on his head like in Naruto.) 	Ben, Grandpa Max, and Gwen come upon a bizarre Christmas village run by a Christmas-obsessed man (Mr. Jingles) who thinks Grandpa Max is Santa Claus and proceeds to trap him. As Ben and Gwen explore, they learn about a strange curse on the village from one of its few disloyal elves, including one, who happens to be the son of the Christmas-obsessed man. The village was frozen at Christmas, in the 1930s. But when Ben delivers all the gifts that had been made, time catches up to the village instantly. All of holiday village is back to normal and all captured children have been returned and aged accordingly to where they were and aged to their correct ages as though they had never been taken. (For those of you familiar with the popular Japanese anime, Naruto: when Ben, Gwen, and Max see Elsgood (who is now aged into an old man), he's there with his 3 grandchildren, who resemble Konahamaru, Moegi, and Udon (Konahamaru wearing goggles on his head like in Naruto.) 	Ben, Grandpa Max, and Gwen come upon a bizarre Christmas village run by a Christmas-obsessed man (Mr. Jingles) who thinks Grandpa Max is Santa Claus and proceeds to trap him. As Ben and Gwen explore, they learn about a strange curse on the village from one of its few disloyal elves, including one, who happens to be the son of the Christmas-obsessed man. The village was frozen at Christmas, in the 1930s. But when Ben delivers all the gifts that had been made, time catches up to the village instantly. All of holiday village is back to normal and all captured children have been returned and aged accordingly to where they were and aged to their correct ages as though they had never been taken. (For those of you familiar with the popular Japanese anime, Naruto: when Ben, Gwen, and Max see Elsgood (who is now aged into an old man), he's there with his 3 grandchildren, who resemble Konahamaru, Moegi, and Udon (Konahamaru wearing goggles on his head like in Naruto.) 	Ben, Grandpa Max, and Gwen come upon a bizarre Christmas village run by a Christmas-obsessed man (Mr. Jingles) who thinks Grandpa Max is Santa Claus and proceeds to trap him. As Ben and Gwen explore, they learn about a strange curse on the village from one of its few disloyal elves, including one, who happens to be the son of the Christmas-obsessed man. The village was frozen at Christmas, in the 1930s. But when Ben delivers all the gifts that had been made, time catches up to the village instantly. All of holiday village is back to normal and all captured children have been returned and aged accordingly to where they were and aged to their correct ages as though they had never been taken. (For those of you familiar with the popular Japanese anime, Naruto: when Ben, Gwen, and Max see Elsgood (who is now aged into an old man), he's there with his 3 grandchildren, who resemble Konahamaru, Moegi, and Udon (Konahamaru wearing goggles on his head like in Naruto.)
31 	"Benwolf" 	February 17, 2007 	 	 	
During a visit to New Mexico, Ben falls in love with a Native American girl named Kai Green while a wolf-like creature appears in a flash of purple lightning. Once there, it begins stealing satellite equipment for an unknown reason. One of Max's old friends believes it to be a Yenaldooshi, or Navajo werewolf, a sign of pure evil. Wildvine fights the creature, but it bites Wildvine's root just before Ben returns to normal. It nearly kills Ben as a human, but he is spared when the wolf accidentally scratches the Omnitrix rather than Ben himself. Afterwards, Ben begins transforming into a werewolf himself, presumably an effect of the bite. The others hurry to kill the werewolf before Ben's transformation is complete. However, they discover that werewolf is actually an alien.
By scratching the Omnitrix, it added its own DNA to the Omnitrix, which was gradually shifting Ben into Benwolf. Upon reverting back to human form some time later, Ben fights the werewolf as Cannonbolt inside an active volcano, sealing it within. The group is unable to find the missing equipment, but assume the threat to be over. However, the alien had finished building a transmitter from the parts he salvaged, and it activates on its own. Aliens transformed into: Wildvine, Benwolf (only time), Cannonbolt.	
During a visit to New Mexico, Ben falls in love with a Native American girl named Kai Green while a wolf-like creature appears in a flash of purple lightning. Once there, it begins stealing satellite equipment for an unknown reason. One of Max's old friends believes it to be a Yenaldooshi, or Navajo werewolf, a sign of pure evil. Wildvine fights the creature, but it bites Wildvine's root just before Ben returns to normal. It nearly kills Ben as a human, but he is spared when the wolf accidentally scratches the Omnitrix rather than Ben himself. Afterwards, Ben begins transforming into a werewolf himself, presumably an effect of the bite. The others hurry to kill the werewolf before Ben's transformation is complete. However, they discover that werewolf is actually an alien.
By scratching the Omnitrix, it added its own DNA to the Omnitrix, which was gradually shifting Ben into Benwolf. Upon reverting back to human form some time later, Ben fights the werewolf as Cannonbolt inside an active volcano, sealing it within. The group is unable to find the missing equipment, but assume the threat to be over. However, the alien had finished building a transmitter from the parts he salvaged, and it activates on its own. Aliens transformed into: Wildvine, Benwolf (only time), Cannonbolt.	
During a visit to New Mexico, Ben falls in love with a Native American girl named Kai Green while a wolf-like creature appears in a flash of purple lightning. Once there, it begins stealing satellite equipment for an unknown reason. One of Max's old friends believes it to be a Yenaldooshi, or Navajo werewolf, a sign of pure evil. Wildvine fights the creature, but it bites Wildvine's root just before Ben returns to normal. It nearly kills Ben as a human, but he is spared when the wolf accidentally scratches the Omnitrix rather than Ben himself. Afterwards, Ben begins transforming into a werewolf himself, presumably an effect of the bite. The others hurry to kill the werewolf before Ben's transformation is complete. However, they discover that werewolf is actually an alien.
By scratching the Omnitrix, it added its own DNA to the Omnitrix, which was gradually shifting Ben into Benwolf. Upon reverting back to human form some time later, Ben fights the werewolf as Cannonbolt inside an active volcano, sealing it within. The group is unable to find the missing equipment, but assume the threat to be over. However, the alien had finished building a transmitter from the parts he salvaged, and it activates on its own. Aliens transformed into: Wildvine, Benwolf (only time), Cannonbolt.	
During a visit to New Mexico, Ben falls in love with a Native American girl named Kai Green while a wolf-like creature appears in a flash of purple lightning. Once there, it begins stealing satellite equipment for an unknown reason. One of Max's old friends believes it to be a Yenaldooshi, or Navajo werewolf, a sign of pure evil. Wildvine fights the creature, but it bites Wildvine's root just before Ben returns to normal. It nearly kills Ben as a human, but he is spared when the wolf accidentally scratches the Omnitrix rather than Ben himself. Afterwards, Ben begins transforming into a werewolf himself, presumably an effect of the bite. The others hurry to kill the werewolf before Ben's transformation is complete. However, they discover that werewolf is actually an alien.
By scratching the Omnitrix, it added its own DNA to the Omnitrix, which was gradually shifting Ben into Benwolf. Upon reverting back to human form some time later, Ben fights the werewolf as Cannonbolt inside an active volcano, sealing it within. The group is unable to find the missing equipment, but assume the threat to be over. However, the alien had finished building a transmitter from the parts he salvaged, and it activates on its own. Aliens transformed into: Wildvine, Benwolf (only time), Cannonbolt.	
During a visit to New Mexico, Ben falls in love with a Native American girl named Kai Green while a wolf-like creature appears in a flash of purple lightning. Once there, it begins stealing satellite equipment for an unknown reason. One of Max's old friends believes it to be a Yenaldooshi, or Navajo werewolf, a sign of pure evil. Wildvine fights the creature, but it bites Wildvine's root just before Ben returns to normal. It nearly kills Ben as a human, but he is spared when the wolf accidentally scratches the Omnitrix rather than Ben himself. Afterwards, Ben begins transforming into a werewolf himself, presumably an effect of the bite. The others hurry to kill the werewolf before Ben's transformation is complete. However, they discover that werewolf is actually an alien.
By scratching the Omnitrix, it added its own DNA to the Omnitrix, which was gradually shifting Ben into Benwolf. Upon reverting back to human form some time later, Ben fights the werewolf as Cannonbolt inside an active volcano, sealing it within. The group is unable to find the missing equipment, but assume the threat to be over. However, the alien had finished building a transmitter from the parts he salvaged, and it activates on its own. Aliens transformed into: Wildvine, Benwolf (only time), Cannonbolt.	
During a visit to New Mexico, Ben falls in love with a Native American girl named Kai Green while a wolf-like creature appears in a flash of purple lightning. Once there, it begins stealing satellite equipment for an unknown reason. One of Max's old friends believes it to be a Yenaldooshi, or Navajo werewolf, a sign of pure evil. Wildvine fights the creature, but it bites Wildvine's root just before Ben returns to normal. It nearly kills Ben as a human, but he is spared when the wolf accidentally scratches the Omnitrix rather than Ben himself. Afterwards, Ben begins transforming into a werewolf himself, presumably an effect of the bite. The others hurry to kill the werewolf before Ben's transformation is complete. However, they discover that werewolf is actually an alien.
By scratching the Omnitrix, it added its own DNA to the Omnitrix, which was gradually shifting Ben into Benwolf. Upon reverting back to human form some time later, Ben fights the werewolf as Cannonbolt inside an active volcano, sealing it within. The group is unable to find the missing equipment, but assume the threat to be over. However, the alien had finished building a transmitter from the parts he salvaged, and it activates on its own. Aliens transformed into: Wildvine, Benwolf (only time), Cannonbolt.
32 	"Game Over" 	February 24, 2007 	 	 	
Ben and Gwen are playing the Sumo Slammer video game and Gwen is beating Ben at it. As a result, Ben turns into Upgrade and merges with the computer so he can lower Gwen's score. As Gwen tries to get Ben out, lightning hits the van and zaps them both into the game. It isn't long before they realize that all of the aliens in the Omnitrix are unavailable and they have to collect tokens in order to activate certain ones. They progress through the levels in order to get the Upgrade token and allow them to leave the game. However, the villain of the game hears them, and wants to use the Upgrade token to leave the game and take over the real world. 	Ben and Gwen are playing the Sumo Slammer video game and Gwen is beating Ben at it. As a result, Ben turns into Upgrade and merges with the computer so he can lower Gwen's score. As Gwen tries to get Ben out, lightning hits the van and zaps them both into the game. It isn't long before they realize that all of the aliens in the Omnitrix are unavailable and they have to collect tokens in order to activate certain ones. They progress through the levels in order to get the Upgrade token and allow them to leave the game. However, the villain of the game hears them, and wants to use the Upgrade token to leave the game and take over the real world. 	Ben and Gwen are playing the Sumo Slammer video game and Gwen is beating Ben at it. As a result, Ben turns into Upgrade and merges with the computer so he can lower Gwen's score. As Gwen tries to get Ben out, lightning hits the van and zaps them both into the game. It isn't long before they realize that all of the aliens in the Omnitrix are unavailable and they have to collect tokens in order to activate certain ones. They progress through the levels in order to get the Upgrade token and allow them to leave the game. However, the villain of the game hears them, and wants to use the Upgrade token to leave the game and take over the real world. 	Ben and Gwen are playing the Sumo Slammer video game and Gwen is beating Ben at it. As a result, Ben turns into Upgrade and merges with the computer so he can lower Gwen's score. As Gwen tries to get Ben out, lightning hits the van and zaps them both into the game. It isn't long before they realize that all of the aliens in the Omnitrix are unavailable and they have to collect tokens in order to activate certain ones. They progress through the levels in order to get the Upgrade token and allow them to leave the game. However, the villain of the game hears them, and wants to use the Upgrade token to leave the game and take over the real world. 	Ben and Gwen are playing the Sumo Slammer video game and Gwen is beating Ben at it. As a result, Ben turns into Upgrade and merges with the computer so he can lower Gwen's score. As Gwen tries to get Ben out, lightning hits the van and zaps them both into the game. It isn't long before they realize that all of the aliens in the Omnitrix are unavailable and they have to collect tokens in order to activate certain ones. They progress through the levels in order to get the Upgrade token and allow them to leave the game. However, the villain of the game hears them, and wants to use the Upgrade token to leave the game and take over the real world. 	Ben and Gwen are playing the Sumo Slammer video game and Gwen is beating Ben at it. As a result, Ben turns into Upgrade and merges with the computer so he can lower Gwen's score. As Gwen tries to get Ben out, lightning hits the van and zaps them both into the game. It isn't long before they realize that all of the aliens in the Omnitrix are unavailable and they have to collect tokens in order to activate certain ones. They progress through the levels in order to get the Upgrade token and allow them to leave the game. However, the villain of the game hears them, and wants to use the Upgrade token to leave the game and take over the real world.
33 	"Super Alien Hero Buddy Adventures" 	February 24, 2007 	 	 	
When a television show called Super Alien Hero Buddy Adventures, which stars corny cartoon versions of Fourarms, Heatblast, andWildmutt, shows up, Ben gets angry and demands credit. Furthermore, it has replaced his favorite show, Kangaroo Commando. It just so happens Ben and Gwen are visiting Planetary Studios at the time, so he tries to confront the producer about it. Meanwhile, strange accidents begin occurring around the actor who plays The Commando, conveniently allowing the actor to save the day. The Commando suspects that the artist producing the cartoon, Tim Dean, is responsible, but Gwen suspects foul play on the Commando's part. 	When a television show called Super Alien Hero Buddy Adventures, which stars corny cartoon versions of Fourarms, Heatblast, andWildmutt, shows up, Ben gets angry and demands credit. Furthermore, it has replaced his favorite show, Kangaroo Commando. It just so happens Ben and Gwen are visiting Planetary Studios at the time, so he tries to confront the producer about it. Meanwhile, strange accidents begin occurring around the actor who plays The Commando, conveniently allowing the actor to save the day. The Commando suspects that the artist producing the cartoon, Tim Dean, is responsible, but Gwen suspects foul play on the Commando's part. 	When a television show called Super Alien Hero Buddy Adventures, which stars corny cartoon versions of Fourarms, Heatblast, andWildmutt, shows up, Ben gets angry and demands credit. Furthermore, it has replaced his favorite show, Kangaroo Commando. It just so happens Ben and Gwen are visiting Planetary Studios at the time, so he tries to confront the producer about it. Meanwhile, strange accidents begin occurring around the actor who plays The Commando, conveniently allowing the actor to save the day. The Commando suspects that the artist producing the cartoon, Tim Dean, is responsible, but Gwen suspects foul play on the Commando's part. 	When a television show called Super Alien Hero Buddy Adventures, which stars corny cartoon versions of Fourarms, Heatblast, andWildmutt, shows up, Ben gets angry and demands credit. Furthermore, it has replaced his favorite show, Kangaroo Commando. It just so happens Ben and Gwen are visiting Planetary Studios at the time, so he tries to confront the producer about it. Meanwhile, strange accidents begin occurring around the actor who plays The Commando, conveniently allowing the actor to save the day. The Commando suspects that the artist producing the cartoon, Tim Dean, is responsible, but Gwen suspects foul play on the Commando's part. 	When a television show called Super Alien Hero Buddy Adventures, which stars corny cartoon versions of Fourarms, Heatblast, andWildmutt, shows up, Ben gets angry and demands credit. Furthermore, it has replaced his favorite show, Kangaroo Commando. It just so happens Ben and Gwen are visiting Planetary Studios at the time, so he tries to confront the producer about it. Meanwhile, strange accidents begin occurring around the actor who plays The Commando, conveniently allowing the actor to save the day. The Commando suspects that the artist producing the cartoon, Tim Dean, is responsible, but Gwen suspects foul play on the Commando's part. 	When a television show called Super Alien Hero Buddy Adventures, which stars corny cartoon versions of Fourarms, Heatblast, andWildmutt, shows up, Ben gets angry and demands credit. Furthermore, it has replaced his favorite show, Kangaroo Commando. It just so happens Ben and Gwen are visiting Planetary Studios at the time, so he tries to confront the producer about it. Meanwhile, strange accidents begin occurring around the actor who plays The Commando, conveniently allowing the actor to save the day. The Commando suspects that the artist producing the cartoon, Tim Dean, is responsible, but Gwen suspects foul play on the Commando's part.
34 	"Under Wraps" 	March 10, 2007 	 	 	
In order to teach Ben and Gwen the value of hard work, Grandpa Max takes them to a farm. However, Todd, a son of a farmhand named Joan Maplewood tells Ben and Gwen of a mummy that had recently arrived in a flash of purple lightning, prompting their curiosity. The two of them find it digging for a strange stone, but it attacks them as soon as they see it. XLR8 fights it to no avail, but the mummy flees in the confusion. Max discovers that the strange rock is an unstable chemical called "Corrodium," which causes severe mutation in earthly organisms. The Tennysons track the mummy down to an ice cream factory, but end up in danger when the mummy proves to be invincible. In the resulting struggle, the mummy touches the Omnitrix and inadvertently adds its DNA, allowing Ben to use that form; however, the Omnitrix decides to transform Ben into Upgrade instead. Upgrade possesses a liquid nitrogencontainment tank and sprays the mummy with the chemical, effectively freezing it. The family then flees the farm for fear of more manual labor. 	In order to teach Ben and Gwen the value of hard work, Grandpa Max takes them to a farm. However, Todd, a son of a farmhand named Joan Maplewood tells Ben and Gwen of a mummy that had recently arrived in a flash of purple lightning, prompting their curiosity. The two of them find it digging for a strange stone, but it attacks them as soon as they see it. XLR8 fights it to no avail, but the mummy flees in the confusion. Max discovers that the strange rock is an unstable chemical called "Corrodium," which causes severe mutation in earthly organisms. The Tennysons track the mummy down to an ice cream factory, but end up in danger when the mummy proves to be invincible. In the resulting struggle, the mummy touches the Omnitrix and inadvertently adds its DNA, allowing Ben to use that form; however, the Omnitrix decides to transform Ben into Upgrade instead. Upgrade possesses a liquid nitrogencontainment tank and sprays the mummy with the chemical, effectively freezing it. The family then flees the farm for fear of more manual labor. 	In order to teach Ben and Gwen the value of hard work, Grandpa Max takes them to a farm. However, Todd, a son of a farmhand named Joan Maplewood tells Ben and Gwen of a mummy that had recently arrived in a flash of purple lightning, prompting their curiosity. The two of them find it digging for a strange stone, but it attacks them as soon as they see it. XLR8 fights it to no avail, but the mummy flees in the confusion. Max discovers that the strange rock is an unstable chemical called "Corrodium," which causes severe mutation in earthly organisms. The Tennysons track the mummy down to an ice cream factory, but end up in danger when the mummy proves to be invincible. In the resulting struggle, the mummy touches the Omnitrix and inadvertently adds its DNA, allowing Ben to use that form; however, the Omnitrix decides to transform Ben into Upgrade instead. Upgrade possesses a liquid nitrogencontainment tank and sprays the mummy with the chemical, effectively freezing it. The family then flees the farm for fear of more manual labor. 	In order to teach Ben and Gwen the value of hard work, Grandpa Max takes them to a farm. However, Todd, a son of a farmhand named Joan Maplewood tells Ben and Gwen of a mummy that had recently arrived in a flash of purple lightning, prompting their curiosity. The two of them find it digging for a strange stone, but it attacks them as soon as they see it. XLR8 fights it to no avail, but the mummy flees in the confusion. Max discovers that the strange rock is an unstable chemical called "Corrodium," which causes severe mutation in earthly organisms. The Tennysons track the mummy down to an ice cream factory, but end up in danger when the mummy proves to be invincible. In the resulting struggle, the mummy touches the Omnitrix and inadvertently adds its DNA, allowing Ben to use that form; however, the Omnitrix decides to transform Ben into Upgrade instead. Upgrade possesses a liquid nitrogencontainment tank and sprays the mummy with the chemical, effectively freezing it. The family then flees the farm for fear of more manual labor. 	In order to teach Ben and Gwen the value of hard work, Grandpa Max takes them to a farm. However, Todd, a son of a farmhand named Joan Maplewood tells Ben and Gwen of a mummy that had recently arrived in a flash of purple lightning, prompting their curiosity. The two of them find it digging for a strange stone, but it attacks them as soon as they see it. XLR8 fights it to no avail, but the mummy flees in the confusion. Max discovers that the strange rock is an unstable chemical called "Corrodium," which causes severe mutation in earthly organisms. The Tennysons track the mummy down to an ice cream factory, but end up in danger when the mummy proves to be invincible. In the resulting struggle, the mummy touches the Omnitrix and inadvertently adds its DNA, allowing Ben to use that form; however, the Omnitrix decides to transform Ben into Upgrade instead. Upgrade possesses a liquid nitrogencontainment tank and sprays the mummy with the chemical, effectively freezing it. The family then flees the farm for fear of more manual labor. 	In order to teach Ben and Gwen the value of hard work, Grandpa Max takes them to a farm. However, Todd, a son of a farmhand named Joan Maplewood tells Ben and Gwen of a mummy that had recently arrived in a flash of purple lightning, prompting their curiosity. The two of them find it digging for a strange stone, but it attacks them as soon as they see it. XLR8 fights it to no avail, but the mummy flees in the confusion. Max discovers that the strange rock is an unstable chemical called "Corrodium," which causes severe mutation in earthly organisms. The Tennysons track the mummy down to an ice cream factory, but end up in danger when the mummy proves to be invincible. In the resulting struggle, the mummy touches the Omnitrix and inadvertently adds its DNA, allowing Ben to use that form; however, the Omnitrix decides to transform Ben into Upgrade instead. Upgrade possesses a liquid nitrogencontainment tank and sprays the mummy with the chemical, effectively freezing it. The family then flees the farm for fear of more manual labor.
35 	"The Unnaturals" 	March 17, 2007 	 	 	
Ben goes to see his favorite Little League team. Unfortunately, who should be on his team but his rivals, JT and Cash. He discovers that their opponents, the Squires, are robots. He cheats for his own team, but it works against them when the robots try to kidnap people on the team who appeared to be experts due to Ben's help. While attempting a rescue, Ben discovers that the robots plans are to replace the President of the United States, who had also been watching the game. The Tennysons foil the Squires' plan and personally save thepresident. After they have left, Enoch appears, revealing the plan to be his own. He vows that the Tennysons will pay with their lives. 	Ben goes to see his favorite Little League team. Unfortunately, who should be on his team but his rivals, JT and Cash. He discovers that their opponents, the Squires, are robots. He cheats for his own team, but it works against them when the robots try to kidnap people on the team who appeared to be experts due to Ben's help. While attempting a rescue, Ben discovers that the robots plans are to replace the President of the United States, who had also been watching the game. The Tennysons foil the Squires' plan and personally save thepresident. After they have left, Enoch appears, revealing the plan to be his own. He vows that the Tennysons will pay with their lives. 	Ben goes to see his favorite Little League team. Unfortunately, who should be on his team but his rivals, JT and Cash. He discovers that their opponents, the Squires, are robots. He cheats for his own team, but it works against them when the robots try to kidnap people on the team who appeared to be experts due to Ben's help. While attempting a rescue, Ben discovers that the robots plans are to replace the President of the United States, who had also been watching the game. The Tennysons foil the Squires' plan and personally save thepresident. After they have left, Enoch appears, revealing the plan to be his own. He vows that the Tennysons will pay with their lives. 	Ben goes to see his favorite Little League team. Unfortunately, who should be on his team but his rivals, JT and Cash. He discovers that their opponents, the Squires, are robots. He cheats for his own team, but it works against them when the robots try to kidnap people on the team who appeared to be experts due to Ben's help. While attempting a rescue, Ben discovers that the robots plans are to replace the President of the United States, who had also been watching the game. The Tennysons foil the Squires' plan and personally save thepresident. After they have left, Enoch appears, revealing the plan to be his own. He vows that the Tennysons will pay with their lives. 	Ben goes to see his favorite Little League team. Unfortunately, who should be on his team but his rivals, JT and Cash. He discovers that their opponents, the Squires, are robots. He cheats for his own team, but it works against them when the robots try to kidnap people on the team who appeared to be experts due to Ben's help. While attempting a rescue, Ben discovers that the robots plans are to replace the President of the United States, who had also been watching the game. The Tennysons foil the Squires' plan and personally save thepresident. After they have left, Enoch appears, revealing the plan to be his own. He vows that the Tennysons will pay with their lives. 	Ben goes to see his favorite Little League team. Unfortunately, who should be on his team but his rivals, JT and Cash. He discovers that their opponents, the Squires, are robots. He cheats for his own team, but it works against them when the robots try to kidnap people on the team who appeared to be experts due to Ben's help. While attempting a rescue, Ben discovers that the robots plans are to replace the President of the United States, who had also been watching the game. The Tennysons foil the Squires' plan and personally save thepresident. After they have left, Enoch appears, revealing the plan to be his own. He vows that the Tennysons will pay with their lives.
36 	"Monster Weather" 	March 24, 2007 	 	 	
Grandpa Max takes Gwen and Ben to a music festival in Chicago to see his favorite old time band, Shag Carpeting, but the event is interrupted by a weather-controlling robot called S.A.M. Ben uses Fourarms to send shockwaves to the robot, eventually destroying him. 	Grandpa Max takes Gwen and Ben to a music festival in Chicago to see his favorite old time band, Shag Carpeting, but the event is interrupted by a weather-controlling robot called S.A.M. Ben uses Fourarms to send shockwaves to the robot, eventually destroying him. 	Grandpa Max takes Gwen and Ben to a music festival in Chicago to see his favorite old time band, Shag Carpeting, but the event is interrupted by a weather-controlling robot called S.A.M. Ben uses Fourarms to send shockwaves to the robot, eventually destroying him. 	Grandpa Max takes Gwen and Ben to a music festival in Chicago to see his favorite old time band, Shag Carpeting, but the event is interrupted by a weather-controlling robot called S.A.M. Ben uses Fourarms to send shockwaves to the robot, eventually destroying him. 	Grandpa Max takes Gwen and Ben to a music festival in Chicago to see his favorite old time band, Shag Carpeting, but the event is interrupted by a weather-controlling robot called S.A.M. Ben uses Fourarms to send shockwaves to the robot, eventually destroying him. 	Grandpa Max takes Gwen and Ben to a music festival in Chicago to see his favorite old time band, Shag Carpeting, but the event is interrupted by a weather-controlling robot called S.A.M. Ben uses Fourarms to send shockwaves to the robot, eventually destroying him.
37 	"The Return (1)" 	April 7, 2007 	 	 	
A shuttle launch at NASA is interrupted by a purple lightning storm. This attracts the attention of Ben, Gwen, and Max, who hope to discover the origin of the alien werewolf and mummy. While at NASA, Ben runs into an ill-tempered scientist by the name of Dr. Viktor. Surveillance tapes associate him with the purple lightning storm, and he is quickly shown to be in cahoots with the two creatures.
Ben, Gwen, and Max encounter the creatures again, in addition to Doctor Viktor in his true form. Following a losing battle, the Tennysons split up: Max and Gwen board the space shuttle that Doctor Viktor launches, and Ben follows Vicktor as XLR8. The mummy's onboard the space shuttle, and Viktor sends the werewolf to New Mexico in a flash of purple lightning through use of a teleportation device. But as Ben confronts Dr. Viktor, the scientist reveals that he is not carrying out his own plan. Vicktor revives his master, who to Ben's horror is revealed to be Ghostfreak. 	
A shuttle launch at NASA is interrupted by a purple lightning storm. This attracts the attention of Ben, Gwen, and Max, who hope to discover the origin of the alien werewolf and mummy. While at NASA, Ben runs into an ill-tempered scientist by the name of Dr. Viktor. Surveillance tapes associate him with the purple lightning storm, and he is quickly shown to be in cahoots with the two creatures.
Ben, Gwen, and Max encounter the creatures again, in addition to Doctor Viktor in his true form. Following a losing battle, the Tennysons split up: Max and Gwen board the space shuttle that Doctor Viktor launches, and Ben follows Vicktor as XLR8. The mummy's onboard the space shuttle, and Viktor sends the werewolf to New Mexico in a flash of purple lightning through use of a teleportation device. But as Ben confronts Dr. Viktor, the scientist reveals that he is not carrying out his own plan. Vicktor revives his master, who to Ben's horror is revealed to be Ghostfreak. 	
A shuttle launch at NASA is interrupted by a purple lightning storm. This attracts the attention of Ben, Gwen, and Max, who hope to discover the origin of the alien werewolf and mummy. While at NASA, Ben runs into an ill-tempered scientist by the name of Dr. Viktor. Surveillance tapes associate him with the purple lightning storm, and he is quickly shown to be in cahoots with the two creatures.
Ben, Gwen, and Max encounter the creatures again, in addition to Doctor Viktor in his true form. Following a losing battle, the Tennysons split up: Max and Gwen board the space shuttle that Doctor Viktor launches, and Ben follows Vicktor as XLR8. The mummy's onboard the space shuttle, and Viktor sends the werewolf to New Mexico in a flash of purple lightning through use of a teleportation device. But as Ben confronts Dr. Viktor, the scientist reveals that he is not carrying out his own plan. Vicktor revives his master, who to Ben's horror is revealed to be Ghostfreak. 	
A shuttle launch at NASA is interrupted by a purple lightning storm. This attracts the attention of Ben, Gwen, and Max, who hope to discover the origin of the alien werewolf and mummy. While at NASA, Ben runs into an ill-tempered scientist by the name of Dr. Viktor. Surveillance tapes associate him with the purple lightning storm, and he is quickly shown to be in cahoots with the two creatures.
Ben, Gwen, and Max encounter the creatures again, in addition to Doctor Viktor in his true form. Following a losing battle, the Tennysons split up: Max and Gwen board the space shuttle that Doctor Viktor launches, and Ben follows Vicktor as XLR8. The mummy's onboard the space shuttle, and Viktor sends the werewolf to New Mexico in a flash of purple lightning through use of a teleportation device. But as Ben confronts Dr. Viktor, the scientist reveals that he is not carrying out his own plan. Vicktor revives his master, who to Ben's horror is revealed to be Ghostfreak. 	
A shuttle launch at NASA is interrupted by a purple lightning storm. This attracts the attention of Ben, Gwen, and Max, who hope to discover the origin of the alien werewolf and mummy. While at NASA, Ben runs into an ill-tempered scientist by the name of Dr. Viktor. Surveillance tapes associate him with the purple lightning storm, and he is quickly shown to be in cahoots with the two creatures.
Ben, Gwen, and Max encounter the creatures again, in addition to Doctor Viktor in his true form. Following a losing battle, the Tennysons split up: Max and Gwen board the space shuttle that Doctor Viktor launches, and Ben follows Vicktor as XLR8. The mummy's onboard the space shuttle, and Viktor sends the werewolf to New Mexico in a flash of purple lightning through use of a teleportation device. But as Ben confronts Dr. Viktor, the scientist reveals that he is not carrying out his own plan. Vicktor revives his master, who to Ben's horror is revealed to be Ghostfreak. 	
A shuttle launch at NASA is interrupted by a purple lightning storm. This attracts the attention of Ben, Gwen, and Max, who hope to discover the origin of the alien werewolf and mummy. While at NASA, Ben runs into an ill-tempered scientist by the name of Dr. Viktor. Surveillance tapes associate him with the purple lightning storm, and he is quickly shown to be in cahoots with the two creatures.
Ben, Gwen, and Max encounter the creatures again, in addition to Doctor Viktor in his true form. Following a losing battle, the Tennysons split up: Max and Gwen board the space shuttle that Doctor Viktor launches, and Ben follows Vicktor as XLR8. The mummy's onboard the space shuttle, and Viktor sends the werewolf to New Mexico in a flash of purple lightning through use of a teleportation device. But as Ben confronts Dr. Viktor, the scientist reveals that he is not carrying out his own plan. Vicktor revives his master, who to Ben's horror is revealed to be Ghostfreak.
38 	"Be Afraid of the Dark (2)" 	April 14, 2007 	 	 	
Ben is now facing both a revived Ghostfreak and Doctor Vicktor, quickly transforming into Grey Matter to escape. Grey Matter is able to discern Ghostfreak's plan from a computer terminal: Using the corrodium to amplify the power source of the orbiting space station, in conjunction with the device the alien werewolf built in New Mexico, Ghostfreak is intent on covering the daylight side of the Earth in a corrodium shield. This will not only mutate Earth's population, but it will also block out the sun, giving Ghostfreak a world of eternal darkness to rule over. Ben uses Upgrade to create a makeshift rocket to get to the space station, which Vicktor clings to so that he might also get to the station. Meanwhile, Max and Gwen fight the mummy aboard the space center and attempt to thwart Ghostfreak's plan from there.
Upgrade seemingly defeats the mummy, but Ghostfreak appears again and manually starts the device. In pure darkness, Ghostfreak's form enhances; Ben's new Benvicktor form holds him off until Doctor Vicktor returns. However, Max tricks Vicktor into destroying the projector, ruining Ghostfreak's plan and apparently killing the werewolf. In a fit of rage, Vicktor attempts to warp Ben away, but accidentally banishes himself and the mummy. Ben and Gwen escape with Max on the shuttle, on which they again expose Ghostfreak to sunlight and defeat him. Cannonbolt protects Gwen and Max from atmospheric reentry, and the three land in Egypt. In the aftermath of the attack, Ben realizes that he has regained Ghostfreak's natural form on the Omnitrix.	
Ben is now facing both a revived Ghostfreak and Doctor Vicktor, quickly transforming into Grey Matter to escape. Grey Matter is able to discern Ghostfreak's plan from a computer terminal: Using the corrodium to amplify the power source of the orbiting space station, in conjunction with the device the alien werewolf built in New Mexico, Ghostfreak is intent on covering the daylight side of the Earth in a corrodium shield. This will not only mutate Earth's population, but it will also block out the sun, giving Ghostfreak a world of eternal darkness to rule over. Ben uses Upgrade to create a makeshift rocket to get to the space station, which Vicktor clings to so that he might also get to the station. Meanwhile, Max and Gwen fight the mummy aboard the space center and attempt to thwart Ghostfreak's plan from there.
Upgrade seemingly defeats the mummy, but Ghostfreak appears again and manually starts the device. In pure darkness, Ghostfreak's form enhances; Ben's new Benvicktor form holds him off until Doctor Vicktor returns. However, Max tricks Vicktor into destroying the projector, ruining Ghostfreak's plan and apparently killing the werewolf. In a fit of rage, Vicktor attempts to warp Ben away, but accidentally banishes himself and the mummy. Ben and Gwen escape with Max on the shuttle, on which they again expose Ghostfreak to sunlight and defeat him. Cannonbolt protects Gwen and Max from atmospheric reentry, and the three land in Egypt. In the aftermath of the attack, Ben realizes that he has regained Ghostfreak's natural form on the Omnitrix.	
Ben is now facing both a revived Ghostfreak and Doctor Vicktor, quickly transforming into Grey Matter to escape. Grey Matter is able to discern Ghostfreak's plan from a computer terminal: Using the corrodium to amplify the power source of the orbiting space station, in conjunction with the device the alien werewolf built in New Mexico, Ghostfreak is intent on covering the daylight side of the Earth in a corrodium shield. This will not only mutate Earth's population, but it will also block out the sun, giving Ghostfreak a world of eternal darkness to rule over. Ben uses Upgrade to create a makeshift rocket to get to the space station, which Vicktor clings to so that he might also get to the station. Meanwhile, Max and Gwen fight the mummy aboard the space center and attempt to thwart Ghostfreak's plan from there.
Upgrade seemingly defeats the mummy, but Ghostfreak appears again and manually starts the device. In pure darkness, Ghostfreak's form enhances; Ben's new Benvicktor form holds him off until Doctor Vicktor returns. However, Max tricks Vicktor into destroying the projector, ruining Ghostfreak's plan and apparently killing the werewolf. In a fit of rage, Vicktor attempts to warp Ben away, but accidentally banishes himself and the mummy. Ben and Gwen escape with Max on the shuttle, on which they again expose Ghostfreak to sunlight and defeat him. Cannonbolt protects Gwen and Max from atmospheric reentry, and the three land in Egypt. In the aftermath of the attack, Ben realizes that he has regained Ghostfreak's natural form on the Omnitrix.	
Ben is now facing both a revived Ghostfreak and Doctor Vicktor, quickly transforming into Grey Matter to escape. Grey Matter is able to discern Ghostfreak's plan from a computer terminal: Using the corrodium to amplify the power source of the orbiting space station, in conjunction with the device the alien werewolf built in New Mexico, Ghostfreak is intent on covering the daylight side of the Earth in a corrodium shield. This will not only mutate Earth's population, but it will also block out the sun, giving Ghostfreak a world of eternal darkness to rule over. Ben uses Upgrade to create a makeshift rocket to get to the space station, which Vicktor clings to so that he might also get to the station. Meanwhile, Max and Gwen fight the mummy aboard the space center and attempt to thwart Ghostfreak's plan from there.
Upgrade seemingly defeats the mummy, but Ghostfreak appears again and manually starts the device. In pure darkness, Ghostfreak's form enhances; Ben's new Benvicktor form holds him off until Doctor Vicktor returns. However, Max tricks Vicktor into destroying the projector, ruining Ghostfreak's plan and apparently killing the werewolf. In a fit of rage, Vicktor attempts to warp Ben away, but accidentally banishes himself and the mummy. Ben and Gwen escape with Max on the shuttle, on which they again expose Ghostfreak to sunlight and defeat him. Cannonbolt protects Gwen and Max from atmospheric reentry, and the three land in Egypt. In the aftermath of the attack, Ben realizes that he has regained Ghostfreak's natural form on the Omnitrix.	
Ben is now facing both a revived Ghostfreak and Doctor Vicktor, quickly transforming into Grey Matter to escape. Grey Matter is able to discern Ghostfreak's plan from a computer terminal: Using the corrodium to amplify the power source of the orbiting space station, in conjunction with the device the alien werewolf built in New Mexico, Ghostfreak is intent on covering the daylight side of the Earth in a corrodium shield. This will not only mutate Earth's population, but it will also block out the sun, giving Ghostfreak a world of eternal darkness to rule over. Ben uses Upgrade to create a makeshift rocket to get to the space station, which Vicktor clings to so that he might also get to the station. Meanwhile, Max and Gwen fight the mummy aboard the space center and attempt to thwart Ghostfreak's plan from there.
Upgrade seemingly defeats the mummy, but Ghostfreak appears again and manually starts the device. In pure darkness, Ghostfreak's form enhances; Ben's new Benvicktor form holds him off until Doctor Vicktor returns. However, Max tricks Vicktor into destroying the projector, ruining Ghostfreak's plan and apparently killing the werewolf. In a fit of rage, Vicktor attempts to warp Ben away, but accidentally banishes himself and the mummy. Ben and Gwen escape with Max on the shuttle, on which they again expose Ghostfreak to sunlight and defeat him. Cannonbolt protects Gwen and Max from atmospheric reentry, and the three land in Egypt. In the aftermath of the attack, Ben realizes that he has regained Ghostfreak's natural form on the Omnitrix.	
Ben is now facing both a revived Ghostfreak and Doctor Vicktor, quickly transforming into Grey Matter to escape. Grey Matter is able to discern Ghostfreak's plan from a computer terminal: Using the corrodium to amplify the power source of the orbiting space station, in conjunction with the device the alien werewolf built in New Mexico, Ghostfreak is intent on covering the daylight side of the Earth in a corrodium shield. This will not only mutate Earth's population, but it will also block out the sun, giving Ghostfreak a world of eternal darkness to rule over. Ben uses Upgrade to create a makeshift rocket to get to the space station, which Vicktor clings to so that he might also get to the station. Meanwhile, Max and Gwen fight the mummy aboard the space center and attempt to thwart Ghostfreak's plan from there.
Upgrade seemingly defeats the mummy, but Ghostfreak appears again and manually starts the device. In pure darkness, Ghostfreak's form enhances; Ben's new Benvicktor form holds him off until Doctor Vicktor returns. However, Max tricks Vicktor into destroying the projector, ruining Ghostfreak's plan and apparently killing the werewolf. In a fit of rage, Vicktor attempts to warp Ben away, but accidentally banishes himself and the mummy. Ben and Gwen escape with Max on the shuttle, on which they again expose Ghostfreak to sunlight and defeat him. Cannonbolt protects Gwen and Max from atmospheric reentry, and the three land in Egypt. In the aftermath of the attack, Ben realizes that he has regained Ghostfreak's natural form on the Omnitrix.
39 	"The Visitor" 	April 21, 2007 	 	 	
Two snowmobilers accidentally release an alien named Xylene from a strange container. Xylene locates the Omnitrix and attacks Ben, under the impression that he had stolen it. However, when Max comes to defend, the two recognize each other as old and close friends. Xylene and Max reminisce later that night as they appeared to have been in a blooming romantic relationship. As Wildvine spies on them, Xylene asks Max to leave Earth and travel through the Universe with her. Distraught, Ben runs back to the campsite, where he is unable to ward off an attack by one of Vilgax's remaining drones and has to rely on Max and Xylene for help. There, Xylene reveals that she was the commander of the ship bringing the Omnitrix to Earth when Vilgax attacked it, and that she had intended to send it to Max; Ben received the Omnitrix by accident. Ben runs off in shock and Gwen follows. The drone attacks again and captures Max. Ben and Xylene reluctantly team up to save him. In the process, Xylene uses her knowledge of the Omnitrix to unlock a new form, Upchuck, which Ben uses to destroy the robot. At that, Xylene prepares to leave the planet and repeats her offer to Max. Max declines, claiming that Ben and Gwen are his whole world.	Two snowmobilers accidentally release an alien named Xylene from a strange container. Xylene locates the Omnitrix and attacks Ben, under the impression that he had stolen it. However, when Max comes to defend, the two recognize each other as old and close friends. Xylene and Max reminisce later that night as they appeared to have been in a blooming romantic relationship. As Wildvine spies on them, Xylene asks Max to leave Earth and travel through the Universe with her. Distraught, Ben runs back to the campsite, where he is unable to ward off an attack by one of Vilgax's remaining drones and has to rely on Max and Xylene for help. There, Xylene reveals that she was the commander of the ship bringing the Omnitrix to Earth when Vilgax attacked it, and that she had intended to send it to Max; Ben received the Omnitrix by accident. Ben runs off in shock and Gwen follows. The drone attacks again and captures Max. Ben and Xylene reluctantly team up to save him. In the process, Xylene uses her knowledge of the Omnitrix to unlock a new form, Upchuck, which Ben uses to destroy the robot. At that, Xylene prepares to leave the planet and repeats her offer to Max. Max declines, claiming that Ben and Gwen are his whole world.	Two snowmobilers accidentally release an alien named Xylene from a strange container. Xylene locates the Omnitrix and attacks Ben, under the impression that he had stolen it. However, when Max comes to defend, the two recognize each other as old and close friends. Xylene and Max reminisce later that night as they appeared to have been in a blooming romantic relationship. As Wildvine spies on them, Xylene asks Max to leave Earth and travel through the Universe with her. Distraught, Ben runs back to the campsite, where he is unable to ward off an attack by one of Vilgax's remaining drones and has to rely on Max and Xylene for help. There, Xylene reveals that she was the commander of the ship bringing the Omnitrix to Earth when Vilgax attacked it, and that she had intended to send it to Max; Ben received the Omnitrix by accident. Ben runs off in shock and Gwen follows. The drone attacks again and captures Max. Ben and Xylene reluctantly team up to save him. In the process, Xylene uses her knowledge of the Omnitrix to unlock a new form, Upchuck, which Ben uses to destroy the robot. At that, Xylene prepares to leave the planet and repeats her offer to Max. Max declines, claiming that Ben and Gwen are his whole world.	Two snowmobilers accidentally release an alien named Xylene from a strange container. Xylene locates the Omnitrix and attacks Ben, under the impression that he had stolen it. However, when Max comes to defend, the two recognize each other as old and close friends. Xylene and Max reminisce later that night as they appeared to have been in a blooming romantic relationship. As Wildvine spies on them, Xylene asks Max to leave Earth and travel through the Universe with her. Distraught, Ben runs back to the campsite, where he is unable to ward off an attack by one of Vilgax's remaining drones and has to rely on Max and Xylene for help. There, Xylene reveals that she was the commander of the ship bringing the Omnitrix to Earth when Vilgax attacked it, and that she had intended to send it to Max; Ben received the Omnitrix by accident. Ben runs off in shock and Gwen follows. The drone attacks again and captures Max. Ben and Xylene reluctantly team up to save him. In the process, Xylene uses her knowledge of the Omnitrix to unlock a new form, Upchuck, which Ben uses to destroy the robot. At that, Xylene prepares to leave the planet and repeats her offer to Max. Max declines, claiming that Ben and Gwen are his whole world.	Two snowmobilers accidentally release an alien named Xylene from a strange container. Xylene locates the Omnitrix and attacks Ben, under the impression that he had stolen it. However, when Max comes to defend, the two recognize each other as old and close friends. Xylene and Max reminisce later that night as they appeared to have been in a blooming romantic relationship. As Wildvine spies on them, Xylene asks Max to leave Earth and travel through the Universe with her. Distraught, Ben runs back to the campsite, where he is unable to ward off an attack by one of Vilgax's remaining drones and has to rely on Max and Xylene for help. There, Xylene reveals that she was the commander of the ship bringing the Omnitrix to Earth when Vilgax attacked it, and that she had intended to send it to Max; Ben received the Omnitrix by accident. Ben runs off in shock and Gwen follows. The drone attacks again and captures Max. Ben and Xylene reluctantly team up to save him. In the process, Xylene uses her knowledge of the Omnitrix to unlock a new form, Upchuck, which Ben uses to destroy the robot. At that, Xylene prepares to leave the planet and repeats her offer to Max. Max declines, claiming that Ben and Gwen are his whole world.	Two snowmobilers accidentally release an alien named Xylene from a strange container. Xylene locates the Omnitrix and attacks Ben, under the impression that he had stolen it. However, when Max comes to defend, the two recognize each other as old and close friends. Xylene and Max reminisce later that night as they appeared to have been in a blooming romantic relationship. As Wildvine spies on them, Xylene asks Max to leave Earth and travel through the Universe with her. Distraught, Ben runs back to the campsite, where he is unable to ward off an attack by one of Vilgax's remaining drones and has to rely on Max and Xylene for help. There, Xylene reveals that she was the commander of the ship bringing the Omnitrix to Earth when Vilgax attacked it, and that she had intended to send it to Max; Ben received the Omnitrix by accident. Ben runs off in shock and Gwen follows. The drone attacks again and captures Max. Ben and Xylene reluctantly team up to save him. In the process, Xylene uses her knowledge of the Omnitrix to unlock a new form, Upchuck, which Ben uses to destroy the robot. At that, Xylene prepares to leave the planet and repeats her offer to Max. Max declines, claiming that Ben and Gwen are his whole world.
====Season 4====
# 	Title 	Original air date 	 	 	
40 	"Perfect Day" 	July 14, 2007 	 	 	
Ben seems to be having a perfect day: Grandpa Max makes breakfast Ben considers edible, a bus full of cheerleaders including Kai Green breaks down in front of him, he, Grandpa Max and Gwen go to a Pizza n' Play (where Ben gets kissed by two 18-year-old girls, causing him to blush) and unreleased games fall off a truck. However, when another Gwen and Grandpa Max show up, he discovers that Enoch and the Forever Knights have trapped him in a dream world while they attempt to remove the Omnitrix from his wrist. Revealed, Enoch turns the dream into a "nightmare", which is Ben's school. After managing to take control of the dream and escape, Ben traps Enoch in his own dream world. Once the Tennysons leave, another Forever Knight, the "Forever King", decides to leave Enoch in the machine as punishment for his past failures. 	Ben seems to be having a perfect day: Grandpa Max makes breakfast Ben considers edible, a bus full of cheerleaders including Kai Green breaks down in front of him, he, Grandpa Max and Gwen go to a Pizza n' Play (where Ben gets kissed by two 18-year-old girls, causing him to blush) and unreleased games fall off a truck. However, when another Gwen and Grandpa Max show up, he discovers that Enoch and the Forever Knights have trapped him in a dream world while they attempt to remove the Omnitrix from his wrist. Revealed, Enoch turns the dream into a "nightmare", which is Ben's school. After managing to take control of the dream and escape, Ben traps Enoch in his own dream world. Once the Tennysons leave, another Forever Knight, the "Forever King", decides to leave Enoch in the machine as punishment for his past failures. 	Ben seems to be having a perfect day: Grandpa Max makes breakfast Ben considers edible, a bus full of cheerleaders including Kai Green breaks down in front of him, he, Grandpa Max and Gwen go to a Pizza n' Play (where Ben gets kissed by two 18-year-old girls, causing him to blush) and unreleased games fall off a truck. However, when another Gwen and Grandpa Max show up, he discovers that Enoch and the Forever Knights have trapped him in a dream world while they attempt to remove the Omnitrix from his wrist. Revealed, Enoch turns the dream into a "nightmare", which is Ben's school. After managing to take control of the dream and escape, Ben traps Enoch in his own dream world. Once the Tennysons leave, another Forever Knight, the "Forever King", decides to leave Enoch in the machine as punishment for his past failures. 	Ben seems to be having a perfect day: Grandpa Max makes breakfast Ben considers edible, a bus full of cheerleaders including Kai Green breaks down in front of him, he, Grandpa Max and Gwen go to a Pizza n' Play (where Ben gets kissed by two 18-year-old girls, causing him to blush) and unreleased games fall off a truck. However, when another Gwen and Grandpa Max show up, he discovers that Enoch and the Forever Knights have trapped him in a dream world while they attempt to remove the Omnitrix from his wrist. Revealed, Enoch turns the dream into a "nightmare", which is Ben's school. After managing to take control of the dream and escape, Ben traps Enoch in his own dream world. Once the Tennysons leave, another Forever Knight, the "Forever King", decides to leave Enoch in the machine as punishment for his past failures. 	Ben seems to be having a perfect day: Grandpa Max makes breakfast Ben considers edible, a bus full of cheerleaders including Kai Green breaks down in front of him, he, Grandpa Max and Gwen go to a Pizza n' Play (where Ben gets kissed by two 18-year-old girls, causing him to blush) and unreleased games fall off a truck. However, when another Gwen and Grandpa Max show up, he discovers that Enoch and the Forever Knights have trapped him in a dream world while they attempt to remove the Omnitrix from his wrist. Revealed, Enoch turns the dream into a "nightmare", which is Ben's school. After managing to take control of the dream and escape, Ben traps Enoch in his own dream world. Once the Tennysons leave, another Forever Knight, the "Forever King", decides to leave Enoch in the machine as punishment for his past failures. 	Ben seems to be having a perfect day: Grandpa Max makes breakfast Ben considers edible, a bus full of cheerleaders including Kai Green breaks down in front of him, he, Grandpa Max and Gwen go to a Pizza n' Play (where Ben gets kissed by two 18-year-old girls, causing him to blush) and unreleased games fall off a truck. However, when another Gwen and Grandpa Max show up, he discovers that Enoch and the Forever Knights have trapped him in a dream world while they attempt to remove the Omnitrix from his wrist. Revealed, Enoch turns the dream into a "nightmare", which is Ben's school. After managing to take control of the dream and escape, Ben traps Enoch in his own dream world. Once the Tennysons leave, another Forever Knight, the "Forever King", decides to leave Enoch in the machine as punishment for his past failures.
41 	"Divided We Stand" 	July 19, 2007 	 	 	
Dr. Animo has just escaped from prison with the help of a mutated seagull, plotting to get revenge on Ben once again, who is at the beach with Gwen and Max. Ben is being impulsive as no one will play with him, until he is confronted by Animo's seagull. During the fight, Ben discovers a new alien on the Omnitrix, Ditto, who has the power to multiply at will. Ben manages to drive of the seagull and enjoys playing as his multiple ditto copies. However one of Ben's Ditto clones is captured by Animo himself, in hopes of exploiting his alien DNA for his own evil purposes. Using the alien DNA, Animo creates an army of self-multiplying mutant Stinkflies, but Ben exploits the inherent weakness in the clones to destroy every Stinkfly clone and capture Dr. Animo once more. 	Dr. Animo has just escaped from prison with the help of a mutated seagull, plotting to get revenge on Ben once again, who is at the beach with Gwen and Max. Ben is being impulsive as no one will play with him, until he is confronted by Animo's seagull. During the fight, Ben discovers a new alien on the Omnitrix, Ditto, who has the power to multiply at will. Ben manages to drive of the seagull and enjoys playing as his multiple ditto copies. However one of Ben's Ditto clones is captured by Animo himself, in hopes of exploiting his alien DNA for his own evil purposes. Using the alien DNA, Animo creates an army of self-multiplying mutant Stinkflies, but Ben exploits the inherent weakness in the clones to destroy every Stinkfly clone and capture Dr. Animo once more. 	Dr. Animo has just escaped from prison with the help of a mutated seagull, plotting to get revenge on Ben once again, who is at the beach with Gwen and Max. Ben is being impulsive as no one will play with him, until he is confronted by Animo's seagull. During the fight, Ben discovers a new alien on the Omnitrix, Ditto, who has the power to multiply at will. Ben manages to drive of the seagull and enjoys playing as his multiple ditto copies. However one of Ben's Ditto clones is captured by Animo himself, in hopes of exploiting his alien DNA for his own evil purposes. Using the alien DNA, Animo creates an army of self-multiplying mutant Stinkflies, but Ben exploits the inherent weakness in the clones to destroy every Stinkfly clone and capture Dr. Animo once more. 	Dr. Animo has just escaped from prison with the help of a mutated seagull, plotting to get revenge on Ben once again, who is at the beach with Gwen and Max. Ben is being impulsive as no one will play with him, until he is confronted by Animo's seagull. During the fight, Ben discovers a new alien on the Omnitrix, Ditto, who has the power to multiply at will. Ben manages to drive of the seagull and enjoys playing as his multiple ditto copies. However one of Ben's Ditto clones is captured by Animo himself, in hopes of exploiting his alien DNA for his own evil purposes. Using the alien DNA, Animo creates an army of self-multiplying mutant Stinkflies, but Ben exploits the inherent weakness in the clones to destroy every Stinkfly clone and capture Dr. Animo once more. 	Dr. Animo has just escaped from prison with the help of a mutated seagull, plotting to get revenge on Ben once again, who is at the beach with Gwen and Max. Ben is being impulsive as no one will play with him, until he is confronted by Animo's seagull. During the fight, Ben discovers a new alien on the Omnitrix, Ditto, who has the power to multiply at will. Ben manages to drive of the seagull and enjoys playing as his multiple ditto copies. However one of Ben's Ditto clones is captured by Animo himself, in hopes of exploiting his alien DNA for his own evil purposes. Using the alien DNA, Animo creates an army of self-multiplying mutant Stinkflies, but Ben exploits the inherent weakness in the clones to destroy every Stinkfly clone and capture Dr. Animo once more. 	Dr. Animo has just escaped from prison with the help of a mutated seagull, plotting to get revenge on Ben once again, who is at the beach with Gwen and Max. Ben is being impulsive as no one will play with him, until he is confronted by Animo's seagull. During the fight, Ben discovers a new alien on the Omnitrix, Ditto, who has the power to multiply at will. Ben manages to drive of the seagull and enjoys playing as his multiple ditto copies. However one of Ben's Ditto clones is captured by Animo himself, in hopes of exploiting his alien DNA for his own evil purposes. Using the alien DNA, Animo creates an army of self-multiplying mutant Stinkflies, but Ben exploits the inherent weakness in the clones to destroy every Stinkfly clone and capture Dr. Animo once more.
42 	"Don't Drink the Water" 	July 26, 2007 	 	 	
Growing weak with old age, Hex is seeking out something to make him stay young. At the same time, Max is having difficulties with his aging body, so he decides to impress his grandkids at a fair to show them he's not as elderly as he seems. At the dunking game Max challenged them to, he and Ben both get splashed, unaware that the water is from the Fountain of Youth. Max regresses into a ten-year-old while Ben becomes a four-year-old. The booth's owner is Hector, the guardian of the fountain, having been charged to do so by Juan Ponce de León 400 years previously. Hex manages to force the man into revealing the location of the fountain, which he uses to become young again. However, Ben uses Heatblast to vaporize the fountain, in the process exposing Hex to enough of the water to turn him into an infant. With the fountain gone, the man reveals that the effects of the water will wear off without constant exposure. Meanwhile, Charmcaster finds her infant uncle and enjoys taunting him at his expense. 	Growing weak with old age, Hex is seeking out something to make him stay young. At the same time, Max is having difficulties with his aging body, so he decides to impress his grandkids at a fair to show them he's not as elderly as he seems. At the dunking game Max challenged them to, he and Ben both get splashed, unaware that the water is from the Fountain of Youth. Max regresses into a ten-year-old while Ben becomes a four-year-old. The booth's owner is Hector, the guardian of the fountain, having been charged to do so by Juan Ponce de León 400 years previously. Hex manages to force the man into revealing the location of the fountain, which he uses to become young again. However, Ben uses Heatblast to vaporize the fountain, in the process exposing Hex to enough of the water to turn him into an infant. With the fountain gone, the man reveals that the effects of the water will wear off without constant exposure. Meanwhile, Charmcaster finds her infant uncle and enjoys taunting him at his expense. 	Growing weak with old age, Hex is seeking out something to make him stay young. At the same time, Max is having difficulties with his aging body, so he decides to impress his grandkids at a fair to show them he's not as elderly as he seems. At the dunking game Max challenged them to, he and Ben both get splashed, unaware that the water is from the Fountain of Youth. Max regresses into a ten-year-old while Ben becomes a four-year-old. The booth's owner is Hector, the guardian of the fountain, having been charged to do so by Juan Ponce de León 400 years previously. Hex manages to force the man into revealing the location of the fountain, which he uses to become young again. However, Ben uses Heatblast to vaporize the fountain, in the process exposing Hex to enough of the water to turn him into an infant. With the fountain gone, the man reveals that the effects of the water will wear off without constant exposure. Meanwhile, Charmcaster finds her infant uncle and enjoys taunting him at his expense. 	Growing weak with old age, Hex is seeking out something to make him stay young. At the same time, Max is having difficulties with his aging body, so he decides to impress his grandkids at a fair to show them he's not as elderly as he seems. At the dunking game Max challenged them to, he and Ben both get splashed, unaware that the water is from the Fountain of Youth. Max regresses into a ten-year-old while Ben becomes a four-year-old. The booth's owner is Hector, the guardian of the fountain, having been charged to do so by Juan Ponce de León 400 years previously. Hex manages to force the man into revealing the location of the fountain, which he uses to become young again. However, Ben uses Heatblast to vaporize the fountain, in the process exposing Hex to enough of the water to turn him into an infant. With the fountain gone, the man reveals that the effects of the water will wear off without constant exposure. Meanwhile, Charmcaster finds her infant uncle and enjoys taunting him at his expense. 	Growing weak with old age, Hex is seeking out something to make him stay young. At the same time, Max is having difficulties with his aging body, so he decides to impress his grandkids at a fair to show them he's not as elderly as he seems. At the dunking game Max challenged them to, he and Ben both get splashed, unaware that the water is from the Fountain of Youth. Max regresses into a ten-year-old while Ben becomes a four-year-old. The booth's owner is Hector, the guardian of the fountain, having been charged to do so by Juan Ponce de León 400 years previously. Hex manages to force the man into revealing the location of the fountain, which he uses to become young again. However, Ben uses Heatblast to vaporize the fountain, in the process exposing Hex to enough of the water to turn him into an infant. With the fountain gone, the man reveals that the effects of the water will wear off without constant exposure. Meanwhile, Charmcaster finds her infant uncle and enjoys taunting him at his expense. 	Growing weak with old age, Hex is seeking out something to make him stay young. At the same time, Max is having difficulties with his aging body, so he decides to impress his grandkids at a fair to show them he's not as elderly as he seems. At the dunking game Max challenged them to, he and Ben both get splashed, unaware that the water is from the Fountain of Youth. Max regresses into a ten-year-old while Ben becomes a four-year-old. The booth's owner is Hector, the guardian of the fountain, having been charged to do so by Juan Ponce de León 400 years previously. Hex manages to force the man into revealing the location of the fountain, which he uses to become young again. However, Ben uses Heatblast to vaporize the fountain, in the process exposing Hex to enough of the water to turn him into an infant. With the fountain gone, the man reveals that the effects of the water will wear off without constant exposure. Meanwhile, Charmcaster finds her infant uncle and enjoys taunting him at his expense.
43 	"Big Fat Alien Wedding" 	August 2, 2007 	 	 	
Ben, Gwen, and Grandpa Max attend a family wedding for Max's nephew Joel and his bride-to-be, Camille. Before the day of the wedding, Ben tries to go swimming in the lake, only to interrupt a mud alien's attempt to sabotage the wedding. Ben defeats the sludge alien as Cannonbolt but finds the groom's parents pointing rifles at him soon after. He escapes with Gwen's help, and Max explains that the groom's side of the family are all Plumbers, while the bride's side are all mud-like aliens, called "Sludges", which the Plumbers were enemies with until Joel and Camille meet. This wedding represents a truce. During a dinner time with the families, they are confronted by Camille's ex-boyfriend. Ben tries fighting him with Diamondhead, but realizes the Sludge is immune to the diamond ammunition. As they fight, Diamondhead pushes Camille's ex-boyfriend into a hot tub, where he dissolves into the water. After this incident, Joel's parents try to convince Joel and Camille to cancel the wedding. They refuse, forbidding them to bring any Plumber gear and the wedding continues the next day. However, on the wedding day, chaos erupts when Camille's parents and ex-boyfriend revolt against the marriage. Max realizes that they just set up the ex-boyfriend plot so they could hide their own true color. The opposition shows their true selves and attempt to eradicate Joel. As Heatblast, Ben defeats them with a little help from Max, who bought some Plumber weapons, and the angry bride.
Note: The episode name is a reference to the film My Big Fat Greek Wedding. 	
Ben, Gwen, and Grandpa Max attend a family wedding for Max's nephew Joel and his bride-to-be, Camille. Before the day of the wedding, Ben tries to go swimming in the lake, only to interrupt a mud alien's attempt to sabotage the wedding. Ben defeats the sludge alien as Cannonbolt but finds the groom's parents pointing rifles at him soon after. He escapes with Gwen's help, and Max explains that the groom's side of the family are all Plumbers, while the bride's side are all mud-like aliens, called "Sludges", which the Plumbers were enemies with until Joel and Camille meet. This wedding represents a truce. During a dinner time with the families, they are confronted by Camille's ex-boyfriend. Ben tries fighting him with Diamondhead, but realizes the Sludge is immune to the diamond ammunition. As they fight, Diamondhead pushes Camille's ex-boyfriend into a hot tub, where he dissolves into the water. After this incident, Joel's parents try to convince Joel and Camille to cancel the wedding. They refuse, forbidding them to bring any Plumber gear and the wedding continues the next day. However, on the wedding day, chaos erupts when Camille's parents and ex-boyfriend revolt against the marriage. Max realizes that they just set up the ex-boyfriend plot so they could hide their own true color. The opposition shows their true selves and attempt to eradicate Joel. As Heatblast, Ben defeats them with a little help from Max, who bought some Plumber weapons, and the angry bride.
Note: The episode name is a reference to the film My Big Fat Greek Wedding. 	
Ben, Gwen, and Grandpa Max attend a family wedding for Max's nephew Joel and his bride-to-be, Camille. Before the day of the wedding, Ben tries to go swimming in the lake, only to interrupt a mud alien's attempt to sabotage the wedding. Ben defeats the sludge alien as Cannonbolt but finds the groom's parents pointing rifles at him soon after. He escapes with Gwen's help, and Max explains that the groom's side of the family are all Plumbers, while the bride's side are all mud-like aliens, called "Sludges", which the Plumbers were enemies with until Joel and Camille meet. This wedding represents a truce. During a dinner time with the families, they are confronted by Camille's ex-boyfriend. Ben tries fighting him with Diamondhead, but realizes the Sludge is immune to the diamond ammunition. As they fight, Diamondhead pushes Camille's ex-boyfriend into a hot tub, where he dissolves into the water. After this incident, Joel's parents try to convince Joel and Camille to cancel the wedding. They refuse, forbidding them to bring any Plumber gear and the wedding continues the next day. However, on the wedding day, chaos erupts when Camille's parents and ex-boyfriend revolt against the marriage. Max realizes that they just set up the ex-boyfriend plot so they could hide their own true color. The opposition shows their true selves and attempt to eradicate Joel. As Heatblast, Ben defeats them with a little help from Max, who bought some Plumber weapons, and the angry bride.
Note: The episode name is a reference to the film My Big Fat Greek Wedding. 	
Ben, Gwen, and Grandpa Max attend a family wedding for Max's nephew Joel and his bride-to-be, Camille. Before the day of the wedding, Ben tries to go swimming in the lake, only to interrupt a mud alien's attempt to sabotage the wedding. Ben defeats the sludge alien as Cannonbolt but finds the groom's parents pointing rifles at him soon after. He escapes with Gwen's help, and Max explains that the groom's side of the family are all Plumbers, while the bride's side are all mud-like aliens, called "Sludges", which the Plumbers were enemies with until Joel and Camille meet. This wedding represents a truce. During a dinner time with the families, they are confronted by Camille's ex-boyfriend. Ben tries fighting him with Diamondhead, but realizes the Sludge is immune to the diamond ammunition. As they fight, Diamondhead pushes Camille's ex-boyfriend into a hot tub, where he dissolves into the water. After this incident, Joel's parents try to convince Joel and Camille to cancel the wedding. They refuse, forbidding them to bring any Plumber gear and the wedding continues the next day. However, on the wedding day, chaos erupts when Camille's parents and ex-boyfriend revolt against the marriage. Max realizes that they just set up the ex-boyfriend plot so they could hide their own true color. The opposition shows their true selves and attempt to eradicate Joel. As Heatblast, Ben defeats them with a little help from Max, who bought some Plumber weapons, and the angry bride.
Note: The episode name is a reference to the film My Big Fat Greek Wedding. 	
Ben, Gwen, and Grandpa Max attend a family wedding for Max's nephew Joel and his bride-to-be, Camille. Before the day of the wedding, Ben tries to go swimming in the lake, only to interrupt a mud alien's attempt to sabotage the wedding. Ben defeats the sludge alien as Cannonbolt but finds the groom's parents pointing rifles at him soon after. He escapes with Gwen's help, and Max explains that the groom's side of the family are all Plumbers, while the bride's side are all mud-like aliens, called "Sludges", which the Plumbers were enemies with until Joel and Camille meet. This wedding represents a truce. During a dinner time with the families, they are confronted by Camille's ex-boyfriend. Ben tries fighting him with Diamondhead, but realizes the Sludge is immune to the diamond ammunition. As they fight, Diamondhead pushes Camille's ex-boyfriend into a hot tub, where he dissolves into the water. After this incident, Joel's parents try to convince Joel and Camille to cancel the wedding. They refuse, forbidding them to bring any Plumber gear and the wedding continues the next day. However, on the wedding day, chaos erupts when Camille's parents and ex-boyfriend revolt against the marriage. Max realizes that they just set up the ex-boyfriend plot so they could hide their own true color. The opposition shows their true selves and attempt to eradicate Joel. As Heatblast, Ben defeats them with a little help from Max, who bought some Plumber weapons, and the angry bride.
Note: The episode name is a reference to the film My Big Fat Greek Wedding. 	
Ben, Gwen, and Grandpa Max attend a family wedding for Max's nephew Joel and his bride-to-be, Camille. Before the day of the wedding, Ben tries to go swimming in the lake, only to interrupt a mud alien's attempt to sabotage the wedding. Ben defeats the sludge alien as Cannonbolt but finds the groom's parents pointing rifles at him soon after. He escapes with Gwen's help, and Max explains that the groom's side of the family are all Plumbers, while the bride's side are all mud-like aliens, called "Sludges", which the Plumbers were enemies with until Joel and Camille meet. This wedding represents a truce. During a dinner time with the families, they are confronted by Camille's ex-boyfriend. Ben tries fighting him with Diamondhead, but realizes the Sludge is immune to the diamond ammunition. As they fight, Diamondhead pushes Camille's ex-boyfriend into a hot tub, where he dissolves into the water. After this incident, Joel's parents try to convince Joel and Camille to cancel the wedding. They refuse, forbidding them to bring any Plumber gear and the wedding continues the next day. However, on the wedding day, chaos erupts when Camille's parents and ex-boyfriend revolt against the marriage. Max realizes that they just set up the ex-boyfriend plot so they could hide their own true color. The opposition shows their true selves and attempt to eradicate Joel. As Heatblast, Ben defeats them with a little help from Max, who bought some Plumber weapons, and the angry bride.
Note: The episode name is a reference to the film My Big Fat Greek Wedding.
44 	"Ben 4 Good Buddy" 	September 22, 2007 	 	 	
While traveling through a desert, the Tennysons encounter a group of modern-day pirates called the Road Crew attempting to hijack the RV of Laurence Wainright. After stopping the Road Crew, the family makes a pit stop and Ben and Gwen start to complain about how the Rust Bucket doesn't work right and isn't nearly as luxurious as Laurence's RV. Shortly afterwards the Road Crew returns and steals the Rust Bucket. While Grandpa Max tries desperately to track down the Rust Bucket, the Road Crew give it a makeover for use in their plans. The Tennysons "borrow" Laurence's RV to catch up to the Road Crew just as they steal missiles from a train. Baron Highway, the leader of the Road Crew, plans on using the missiles to destroy the new highway, which in turn will increase traffic on the roads that the Road Crew patrol. Ultimately Ben stops Baron Highway's plan using his knowledge of the Rust Bucket's quirks. 	While traveling through a desert, the Tennysons encounter a group of modern-day pirates called the Road Crew attempting to hijack the RV of Laurence Wainright. After stopping the Road Crew, the family makes a pit stop and Ben and Gwen start to complain about how the Rust Bucket doesn't work right and isn't nearly as luxurious as Laurence's RV. Shortly afterwards the Road Crew returns and steals the Rust Bucket. While Grandpa Max tries desperately to track down the Rust Bucket, the Road Crew give it a makeover for use in their plans. The Tennysons "borrow" Laurence's RV to catch up to the Road Crew just as they steal missiles from a train. Baron Highway, the leader of the Road Crew, plans on using the missiles to destroy the new highway, which in turn will increase traffic on the roads that the Road Crew patrol. Ultimately Ben stops Baron Highway's plan using his knowledge of the Rust Bucket's quirks. 	While traveling through a desert, the Tennysons encounter a group of modern-day pirates called the Road Crew attempting to hijack the RV of Laurence Wainright. After stopping the Road Crew, the family makes a pit stop and Ben and Gwen start to complain about how the Rust Bucket doesn't work right and isn't nearly as luxurious as Laurence's RV. Shortly afterwards the Road Crew returns and steals the Rust Bucket. While Grandpa Max tries desperately to track down the Rust Bucket, the Road Crew give it a makeover for use in their plans. The Tennysons "borrow" Laurence's RV to catch up to the Road Crew just as they steal missiles from a train. Baron Highway, the leader of the Road Crew, plans on using the missiles to destroy the new highway, which in turn will increase traffic on the roads that the Road Crew patrol. Ultimately Ben stops Baron Highway's plan using his knowledge of the Rust Bucket's quirks. 	While traveling through a desert, the Tennysons encounter a group of modern-day pirates called the Road Crew attempting to hijack the RV of Laurence Wainright. After stopping the Road Crew, the family makes a pit stop and Ben and Gwen start to complain about how the Rust Bucket doesn't work right and isn't nearly as luxurious as Laurence's RV. Shortly afterwards the Road Crew returns and steals the Rust Bucket. While Grandpa Max tries desperately to track down the Rust Bucket, the Road Crew give it a makeover for use in their plans. The Tennysons "borrow" Laurence's RV to catch up to the Road Crew just as they steal missiles from a train. Baron Highway, the leader of the Road Crew, plans on using the missiles to destroy the new highway, which in turn will increase traffic on the roads that the Road Crew patrol. Ultimately Ben stops Baron Highway's plan using his knowledge of the Rust Bucket's quirks. 	While traveling through a desert, the Tennysons encounter a group of modern-day pirates called the Road Crew attempting to hijack the RV of Laurence Wainright. After stopping the Road Crew, the family makes a pit stop and Ben and Gwen start to complain about how the Rust Bucket doesn't work right and isn't nearly as luxurious as Laurence's RV. Shortly afterwards the Road Crew returns and steals the Rust Bucket. While Grandpa Max tries desperately to track down the Rust Bucket, the Road Crew give it a makeover for use in their plans. The Tennysons "borrow" Laurence's RV to catch up to the Road Crew just as they steal missiles from a train. Baron Highway, the leader of the Road Crew, plans on using the missiles to destroy the new highway, which in turn will increase traffic on the roads that the Road Crew patrol. Ultimately Ben stops Baron Highway's plan using his knowledge of the Rust Bucket's quirks. 	While traveling through a desert, the Tennysons encounter a group of modern-day pirates called the Road Crew attempting to hijack the RV of Laurence Wainright. After stopping the Road Crew, the family makes a pit stop and Ben and Gwen start to complain about how the Rust Bucket doesn't work right and isn't nearly as luxurious as Laurence's RV. Shortly afterwards the Road Crew returns and steals the Rust Bucket. While Grandpa Max tries desperately to track down the Rust Bucket, the Road Crew give it a makeover for use in their plans. The Tennysons "borrow" Laurence's RV to catch up to the Road Crew just as they steal missiles from a train. Baron Highway, the leader of the Road Crew, plans on using the missiles to destroy the new highway, which in turn will increase traffic on the roads that the Road Crew patrol. Ultimately Ben stops Baron Highway's plan using his knowledge of the Rust Bucket's quirks.
45 	"Ready to Rumble" 	September 29, 2007 	 	 	
After seemingly damaging Gwen's new laptop, Ben enters a mutant wrestling competition as Fourarms to earn some money to replace it, becoming an instant celebrity. During the tournament, he fights a pair of mutant brothers who owe a mob boss a large sum of money in order to save their farm. They entered the competition in order to pay off their debt, which Ben doesn't learn about until after defeating them. After learning the truth, Ben goes with them to save their mother, who is being held by the gang as "collateral damage". After rescuing her, Ben gives the prize money to the family since they need it more than he does. Returning home, he admits to what he did, only to discover that the computer wasn't even broken in the first place, requiring a special key, that Gwen had, to activate it. 	After seemingly damaging Gwen's new laptop, Ben enters a mutant wrestling competition as Fourarms to earn some money to replace it, becoming an instant celebrity. During the tournament, he fights a pair of mutant brothers who owe a mob boss a large sum of money in order to save their farm. They entered the competition in order to pay off their debt, which Ben doesn't learn about until after defeating them. After learning the truth, Ben goes with them to save their mother, who is being held by the gang as "collateral damage". After rescuing her, Ben gives the prize money to the family since they need it more than he does. Returning home, he admits to what he did, only to discover that the computer wasn't even broken in the first place, requiring a special key, that Gwen had, to activate it. 	After seemingly damaging Gwen's new laptop, Ben enters a mutant wrestling competition as Fourarms to earn some money to replace it, becoming an instant celebrity. During the tournament, he fights a pair of mutant brothers who owe a mob boss a large sum of money in order to save their farm. They entered the competition in order to pay off their debt, which Ben doesn't learn about until after defeating them. After learning the truth, Ben goes with them to save their mother, who is being held by the gang as "collateral damage". After rescuing her, Ben gives the prize money to the family since they need it more than he does. Returning home, he admits to what he did, only to discover that the computer wasn't even broken in the first place, requiring a special key, that Gwen had, to activate it. 	After seemingly damaging Gwen's new laptop, Ben enters a mutant wrestling competition as Fourarms to earn some money to replace it, becoming an instant celebrity. During the tournament, he fights a pair of mutant brothers who owe a mob boss a large sum of money in order to save their farm. They entered the competition in order to pay off their debt, which Ben doesn't learn about until after defeating them. After learning the truth, Ben goes with them to save their mother, who is being held by the gang as "collateral damage". After rescuing her, Ben gives the prize money to the family since they need it more than he does. Returning home, he admits to what he did, only to discover that the computer wasn't even broken in the first place, requiring a special key, that Gwen had, to activate it. 	After seemingly damaging Gwen's new laptop, Ben enters a mutant wrestling competition as Fourarms to earn some money to replace it, becoming an instant celebrity. During the tournament, he fights a pair of mutant brothers who owe a mob boss a large sum of money in order to save their farm. They entered the competition in order to pay off their debt, which Ben doesn't learn about until after defeating them. After learning the truth, Ben goes with them to save their mother, who is being held by the gang as "collateral damage". After rescuing her, Ben gives the prize money to the family since they need it more than he does. Returning home, he admits to what he did, only to discover that the computer wasn't even broken in the first place, requiring a special key, that Gwen had, to activate it. 	After seemingly damaging Gwen's new laptop, Ben enters a mutant wrestling competition as Fourarms to earn some money to replace it, becoming an instant celebrity. During the tournament, he fights a pair of mutant brothers who owe a mob boss a large sum of money in order to save their farm. They entered the competition in order to pay off their debt, which Ben doesn't learn about until after defeating them. After learning the truth, Ben goes with them to save their mother, who is being held by the gang as "collateral damage". After rescuing her, Ben gives the prize money to the family since they need it more than he does. Returning home, he admits to what he did, only to discover that the computer wasn't even broken in the first place, requiring a special key, that Gwen had, to activate it.
46 	"Ken 10" 	October 6, 2007 	 	 	
In an alternate future, Ben's son Ken is celebrating his tenth birthday, and to commemorate the occasion Ben gives him an Omnitrix of his very own. However, he equips it with a limiter, unwilling to trust his son to defeat villains on his own. Ken soon befriends a boy named Devlin, and the same night Kevin 11 attacks (who is actually Devlin, Kevin's son, who can transform into his father's mutant form). Unable to locate the Null Void, which Ben has moved after the events of "Ben 10,000", he retreats. Ken, also unaware of the move, endeavors to find it on his own, only to unwittingly lead Devlin right to it. Devlin releases his father from the void, but is soon heartbroken to learn that Kevin's only interest is in fighting Ben, not in seeing his son. Kevin is ultimately defeated by the combined forces of Ben 10,000, Ken 10 (Who used Grey Matter to hack the Omnitrix and remove the limiter), and Devlin 11, who is later adopted into the Tennyson family.
Note: There is an alien at Ken's party who resembles Billy from the "Grim Adventures of Billy and Mandy" played by Billy's voice actor Richard Steven Horvitz. 	
In an alternate future, Ben's son Ken is celebrating his tenth birthday, and to commemorate the occasion Ben gives him an Omnitrix of his very own. However, he equips it with a limiter, unwilling to trust his son to defeat villains on his own. Ken soon befriends a boy named Devlin, and the same night Kevin 11 attacks (who is actually Devlin, Kevin's son, who can transform into his father's mutant form). Unable to locate the Null Void, which Ben has moved after the events of "Ben 10,000", he retreats. Ken, also unaware of the move, endeavors to find it on his own, only to unwittingly lead Devlin right to it. Devlin releases his father from the void, but is soon heartbroken to learn that Kevin's only interest is in fighting Ben, not in seeing his son. Kevin is ultimately defeated by the combined forces of Ben 10,000, Ken 10 (Who used Grey Matter to hack the Omnitrix and remove the limiter), and Devlin 11, who is later adopted into the Tennyson family.
Note: There is an alien at Ken's party who resembles Billy from the "Grim Adventures of Billy and Mandy" played by Billy's voice actor Richard Steven Horvitz. 	
In an alternate future, Ben's son Ken is celebrating his tenth birthday, and to commemorate the occasion Ben gives him an Omnitrix of his very own. However, he equips it with a limiter, unwilling to trust his son to defeat villains on his own. Ken soon befriends a boy named Devlin, and the same night Kevin 11 attacks (who is actually Devlin, Kevin's son, who can transform into his father's mutant form). Unable to locate the Null Void, which Ben has moved after the events of "Ben 10,000", he retreats. Ken, also unaware of the move, endeavors to find it on his own, only to unwittingly lead Devlin right to it. Devlin releases his father from the void, but is soon heartbroken to learn that Kevin's only interest is in fighting Ben, not in seeing his son. Kevin is ultimately defeated by the combined forces of Ben 10,000, Ken 10 (Who used Grey Matter to hack the Omnitrix and remove the limiter), and Devlin 11, who is later adopted into the Tennyson family.
Note: There is an alien at Ken's party who resembles Billy from the "Grim Adventures of Billy and Mandy" played by Billy's voice actor Richard Steven Horvitz. 	
In an alternate future, Ben's son Ken is celebrating his tenth birthday, and to commemorate the occasion Ben gives him an Omnitrix of his very own. However, he equips it with a limiter, unwilling to trust his son to defeat villains on his own. Ken soon befriends a boy named Devlin, and the same night Kevin 11 attacks (who is actually Devlin, Kevin's son, who can transform into his father's mutant form). Unable to locate the Null Void, which Ben has moved after the events of "Ben 10,000", he retreats. Ken, also unaware of the move, endeavors to find it on his own, only to unwittingly lead Devlin right to it. Devlin releases his father from the void, but is soon heartbroken to learn that Kevin's only interest is in fighting Ben, not in seeing his son. Kevin is ultimately defeated by the combined forces of Ben 10,000, Ken 10 (Who used Grey Matter to hack the Omnitrix and remove the limiter), and Devlin 11, who is later adopted into the Tennyson family.
Note: There is an alien at Ken's party who resembles Billy from the "Grim Adventures of Billy and Mandy" played by Billy's voice actor Richard Steven Horvitz. 	
In an alternate future, Ben's son Ken is celebrating his tenth birthday, and to commemorate the occasion Ben gives him an Omnitrix of his very own. However, he equips it with a limiter, unwilling to trust his son to defeat villains on his own. Ken soon befriends a boy named Devlin, and the same night Kevin 11 attacks (who is actually Devlin, Kevin's son, who can transform into his father's mutant form). Unable to locate the Null Void, which Ben has moved after the events of "Ben 10,000", he retreats. Ken, also unaware of the move, endeavors to find it on his own, only to unwittingly lead Devlin right to it. Devlin releases his father from the void, but is soon heartbroken to learn that Kevin's only interest is in fighting Ben, not in seeing his son. Kevin is ultimately defeated by the combined forces of Ben 10,000, Ken 10 (Who used Grey Matter to hack the Omnitrix and remove the limiter), and Devlin 11, who is later adopted into the Tennyson family.
Note: There is an alien at Ken's party who resembles Billy from the "Grim Adventures of Billy and Mandy" played by Billy's voice actor Richard Steven Horvitz. 	
In an alternate future, Ben's son Ken is celebrating his tenth birthday, and to commemorate the occasion Ben gives him an Omnitrix of his very own. However, he equips it with a limiter, unwilling to trust his son to defeat villains on his own. Ken soon befriends a boy named Devlin, and the same night Kevin 11 attacks (who is actually Devlin, Kevin's son, who can transform into his father's mutant form). Unable to locate the Null Void, which Ben has moved after the events of "Ben 10,000", he retreats. Ken, also unaware of the move, endeavors to find it on his own, only to unwittingly lead Devlin right to it. Devlin releases his father from the void, but is soon heartbroken to learn that Kevin's only interest is in fighting Ben, not in seeing his son. Kevin is ultimately defeated by the combined forces of Ben 10,000, Ken 10 (Who used Grey Matter to hack the Omnitrix and remove the limiter), and Devlin 11, who is later adopted into the Tennyson family.
Note: There is an alien at Ken's party who resembles Billy from the "Grim Adventures of Billy and Mandy" played by Billy's voice actor Richard Steven Horvitz.
47–48 	"Ben 10 vs. The Negative 10" 	March 9, 2008 	 	 	
The Tennysons pick up the grandson of another Plumber named Cooper, who is hitching a ride home with them. Meanwhile, a Plumber base at Fort Knox is robbed by the Circus Freaks and Sublimino. By the time the Tennysons find out, they are too late to help. They soon learn of a second robbery, this one run by Rojo (having gained a new cybernetic suit), Animo, Clancy (mutated into an insect), and Charmcaster. Max discovers that they are searching for the keys to the "Sub Energy", an extremely potent sub-atomic power source given to the Plumbers by an alien race. They lose the keys to the villains, and attempt to rout them at the Mount Rushmore base, where the Sub Energy is stored. However, they find that the Forever King, joined by a subordinate and the villains that raided the earlier bases, has beaten them to it. He dubs his team the Negative 10 and sets them upon the Tennysons. Ben, Gwen, and Max, along with Cooper, use the Plumbers' Mount Rushmore installation to mount a final stand against the Forever King's forces. Max discovers that the Forever King was once a plumber named Driscoll who was kicked out after hoarding alien technology. Despite their best efforts, they are unable to keep Driscoll from obtaining the Sub Energy. Driscoll uses the energy to enhance his armor suit and battles Ben, who is able to use Upchuck to digest the power source and destroy it safely (he obliterates the remaining Mount Rushmore faces in doing so, however). 	The Tennysons pick up the grandson of another Plumber named Cooper, who is hitching a ride home with them. Meanwhile, a Plumber base at Fort Knox is robbed by the Circus Freaks and Sublimino. By the time the Tennysons find out, they are too late to help. They soon learn of a second robbery, this one run by Rojo (having gained a new cybernetic suit), Animo, Clancy (mutated into an insect), and Charmcaster. Max discovers that they are searching for the keys to the "Sub Energy", an extremely potent sub-atomic power source given to the Plumbers by an alien race. They lose the keys to the villains, and attempt to rout them at the Mount Rushmore base, where the Sub Energy is stored. However, they find that the Forever King, joined by a subordinate and the villains that raided the earlier bases, has beaten them to it. He dubs his team the Negative 10 and sets them upon the Tennysons. Ben, Gwen, and Max, along with Cooper, use the Plumbers' Mount Rushmore installation to mount a final stand against the Forever King's forces. Max discovers that the Forever King was once a plumber named Driscoll who was kicked out after hoarding alien technology. Despite their best efforts, they are unable to keep Driscoll from obtaining the Sub Energy. Driscoll uses the energy to enhance his armor suit and battles Ben, who is able to use Upchuck to digest the power source and destroy it safely (he obliterates the remaining Mount Rushmore faces in doing so, however). 	The Tennysons pick up the grandson of another Plumber named Cooper, who is hitching a ride home with them. Meanwhile, a Plumber base at Fort Knox is robbed by the Circus Freaks and Sublimino. By the time the Tennysons find out, they are too late to help. They soon learn of a second robbery, this one run by Rojo (having gained a new cybernetic suit), Animo, Clancy (mutated into an insect), and Charmcaster. Max discovers that they are searching for the keys to the "Sub Energy", an extremely potent sub-atomic power source given to the Plumbers by an alien race. They lose the keys to the villains, and attempt to rout them at the Mount Rushmore base, where the Sub Energy is stored. However, they find that the Forever King, joined by a subordinate and the villains that raided the earlier bases, has beaten them to it. He dubs his team the Negative 10 and sets them upon the Tennysons. Ben, Gwen, and Max, along with Cooper, use the Plumbers' Mount Rushmore installation to mount a final stand against the Forever King's forces. Max discovers that the Forever King was once a plumber named Driscoll who was kicked out after hoarding alien technology. Despite their best efforts, they are unable to keep Driscoll from obtaining the Sub Energy. Driscoll uses the energy to enhance his armor suit and battles Ben, who is able to use Upchuck to digest the power source and destroy it safely (he obliterates the remaining Mount Rushmore faces in doing so, however). 	The Tennysons pick up the grandson of another Plumber named Cooper, who is hitching a ride home with them. Meanwhile, a Plumber base at Fort Knox is robbed by the Circus Freaks and Sublimino. By the time the Tennysons find out, they are too late to help. They soon learn of a second robbery, this one run by Rojo (having gained a new cybernetic suit), Animo, Clancy (mutated into an insect), and Charmcaster. Max discovers that they are searching for the keys to the "Sub Energy", an extremely potent sub-atomic power source given to the Plumbers by an alien race. They lose the keys to the villains, and attempt to rout them at the Mount Rushmore base, where the Sub Energy is stored. However, they find that the Forever King, joined by a subordinate and the villains that raided the earlier bases, has beaten them to it. He dubs his team the Negative 10 and sets them upon the Tennysons. Ben, Gwen, and Max, along with Cooper, use the Plumbers' Mount Rushmore installation to mount a final stand against the Forever King's forces. Max discovers that the Forever King was once a plumber named Driscoll who was kicked out after hoarding alien technology. Despite their best efforts, they are unable to keep Driscoll from obtaining the Sub Energy. Driscoll uses the energy to enhance his armor suit and battles Ben, who is able to use Upchuck to digest the power source and destroy it safely (he obliterates the remaining Mount Rushmore faces in doing so, however). 	The Tennysons pick up the grandson of another Plumber named Cooper, who is hitching a ride home with them. Meanwhile, a Plumber base at Fort Knox is robbed by the Circus Freaks and Sublimino. By the time the Tennysons find out, they are too late to help. They soon learn of a second robbery, this one run by Rojo (having gained a new cybernetic suit), Animo, Clancy (mutated into an insect), and Charmcaster. Max discovers that they are searching for the keys to the "Sub Energy", an extremely potent sub-atomic power source given to the Plumbers by an alien race. They lose the keys to the villains, and attempt to rout them at the Mount Rushmore base, where the Sub Energy is stored. However, they find that the Forever King, joined by a subordinate and the villains that raided the earlier bases, has beaten them to it. He dubs his team the Negative 10 and sets them upon the Tennysons. Ben, Gwen, and Max, along with Cooper, use the Plumbers' Mount Rushmore installation to mount a final stand against the Forever King's forces. Max discovers that the Forever King was once a plumber named Driscoll who was kicked out after hoarding alien technology. Despite their best efforts, they are unable to keep Driscoll from obtaining the Sub Energy. Driscoll uses the energy to enhance his armor suit and battles Ben, who is able to use Upchuck to digest the power source and destroy it safely (he obliterates the remaining Mount Rushmore faces in doing so, however). 	The Tennysons pick up the grandson of another Plumber named Cooper, who is hitching a ride home with them. Meanwhile, a Plumber base at Fort Knox is robbed by the Circus Freaks and Sublimino. By the time the Tennysons find out, they are too late to help. They soon learn of a second robbery, this one run by Rojo (having gained a new cybernetic suit), Animo, Clancy (mutated into an insect), and Charmcaster. Max discovers that they are searching for the keys to the "Sub Energy", an extremely potent sub-atomic power source given to the Plumbers by an alien race. They lose the keys to the villains, and attempt to rout them at the Mount Rushmore base, where the Sub Energy is stored. However, they find that the Forever King, joined by a subordinate and the villains that raided the earlier bases, has beaten them to it. He dubs his team the Negative 10 and sets them upon the Tennysons. Ben, Gwen, and Max, along with Cooper, use the Plumbers' Mount Rushmore installation to mount a final stand against the Forever King's forces. Max discovers that the Forever King was once a plumber named Driscoll who was kicked out after hoarding alien technology. Despite their best efforts, they are unable to keep Driscoll from obtaining the Sub Energy. Driscoll uses the energy to enhance his armor suit and battles Ben, who is able to use Upchuck to digest the power source and destroy it safely (he obliterates the remaining Mount Rushmore faces in doing so, however).
49–51 	"Secret of the Omnitrix" 	August 10, 2007 	 	 	
The story starts with Dr. Animo having kidnapped Gwen and Grandpa Max. Ben enters in Animo's lab as Heatblast and throws fire at Animo's machine. Before it is destroyed, the machine threw a strange energy and Heatblast's Omnitrix symbol becomes orange. Ben tries to become Stinkfly, but the watch starts glowing orange again, and after many alien switches, lands on Grey Matter. Ben races after Animo, but the Doctor gets away. A short time later they leave to go shopping, as Gwen just wants to feel "normal". However, the Omnitrix causes a minor explosion. The next morning, Tetrax comes to Earth and tells to Ben that Omnitrix is in S.D.M (Self-destruct mode) and they must find Azmuth, Omnitrix's creator. Tetrax estimates Ben has 4 days before the watch self-destructs. Max and Gwen are told they cannot come with him. Ben goes to Tetrax's spaceship and meets Gluto, a Goop-like alien that drives the ship. The scene cuts to Vilgax taking over another alien ship. Vilgax talks about how he will get revenge on Ben for sending him to the Null Void. The scene cuts back again to Ben and Tetrax on the ship, who are doing experiments to try to find Azmuth's DNA signature in order to track him. They find the planet Azmuth is on only to be interrupted by an intruder alert. Ben tries to go XLR8, but ends up becoming Wildmutt. He and Tetrax split up, when they find out the "intruder" is Gwen, who had snuck aboard. Tetrax goes to check up on the watch, who's self-destruct countdown has sped up. A short while later, Ben learns that it is likely Azmuth will deactivate the Omnitrix, and not fix it as Ben believed. Ben protests, saying he wants to remain a hero. As Ben, Gwen, and Tetrax come upon the planet in which Azmuth is staying, Ben and Gwen have to share a Stinkfly costume to remain in disguise. While they are hiding on the side, Ben spots Vilgax in disguise and goes Upchuck to fight him. However, upon closer inspection, the alien is actually a female named Myax. She throws Ben into the crowd of aliens, causing them to converge on Gwen and Ben, so Tetrax goes to save them. Myax comes over to Ben and notices he has the Omnitrix. She says that she used to work on the Omnitrix with Azmuth. Before Ben can tell Tetrax this, they have to leave on the ship, which Myax manages to climb aboard. Myax tells the crew that they need to go to Xenon to find Azmuth. As they near the planet, they are immersed in darkness. Azmuth (along with Myax' help) long ago set up a device that sucked all the light from the surrounding area. The planet is also surrounded by an asteroid belt. This means that one trying to get to Xenon would be crushed by asteroids before they could find the planet, if they could even navigate it they wouldn't be able to see Xenon. Myax says there's nothing to worry about, however, because the Omnitrix has a homing device that can lead them safely. Ben stands on top of the ship and is attempting to guide them through when Vilgax suddenly attacks the ship. Tetrax sends out a small pod for Ben to get into, while the others fight off the intruders. Just as Ben's pod enters the cargo bay of the ship (after helping fight some aliens), Ben lands at Vilgax' feet. Ben manages to open a hatch while activating gravity sensors on his boots, sucking Vilgax into space. Just then, the ship spirals downward without a pilot (Gluto was blown apart by a gun trying to save Gwen). Gwen and Ben manage to pull levers and land the ship, although they crash hard. The whole group (Ben, Gwen, Tetrax and Myax) head off in search of Azmuth and his lab. They are attacked by a bunch of Flourana (Wildvines), and Gwen is taken. Ben goes Fourarms, ignoring the risk about accelerating the Self Destruct Mode, but is still unable to save her. Though upset, Ben vows that he won't let her die in vain. The now-trio goes through a tunnel and encounters Azmuth in hologram-form. Azmuth says he won't help them, so Ben goes Cannonbolt to attack the door the hologram came from. Ben attacks Azmuth, who he thought was a giant metal creature, but is revealed to actually be a Galvan, or a Grey Matter. Just as Ben seems to be persuading Azmuth to fix the watch, the lab starts shaking, and the crew runs out to see Vilgax with an assembled army. Tetrax tells Ben he can't go hero or the watch will explode, so Ben grabs a gun and goes out to fight. Azmuth is puzzled as to why Ben would continue to defend the Omnitrix. As he is fighting, Ben spots Gwen and Gluto, who tell him that Gluto's species can regenerate from even the smallest piece of its body; some of which was on Gwen's shirt. Just when things seem most dire, Ben removes the piece Myax had put on the Omnitrix to deflect the shockwaves, causing a huge explosion that hurts every enemy nearby, save for the good guys. Azmuth sees this and removes the dial of the Omnitrix. However, Vilgax re-appears and knocks him off course. Ben is feeling upset that he's just a regular kid, but Gwen tells him that he doesn't need the Omnitrix to be a hero. Just as she says this, Azmuth comes back with a fixed Omnitrix, much to Ben's surprise. Azmuth has even programmed in a new alien, Way Big. This alien looks similar to Ditto, but is red and gray with spikes on his head and elbows. Way Big is, as the name implies, humongous. Vilgax is the size of about one finger. Ben as Way Big decimates the remaining army, and hurls Vilgax deep into space. Ben offers to give Azmuth back the Omnitrix, but Azmuth says that Ben is doing a fine job. The story ends with Ben, Gwen and Max heading to fight off a zombie reported at the mall.	The story starts with Dr. Animo having kidnapped Gwen and Grandpa Max. Ben enters in Animo's lab as Heatblast and throws fire at Animo's machine. Before it is destroyed, the machine threw a strange energy and Heatblast's Omnitrix symbol becomes orange. Ben tries to become Stinkfly, but the watch starts glowing orange again, and after many alien switches, lands on Grey Matter. Ben races after Animo, but the Doctor gets away. A short time later they leave to go shopping, as Gwen just wants to feel "normal". However, the Omnitrix causes a minor explosion. The next morning, Tetrax comes to Earth and tells to Ben that Omnitrix is in S.D.M (Self-destruct mode) and they must find Azmuth, Omnitrix's creator. Tetrax estimates Ben has 4 days before the watch self-destructs. Max and Gwen are told they cannot come with him. Ben goes to Tetrax's spaceship and meets Gluto, a Goop-like alien that drives the ship. The scene cuts to Vilgax taking over another alien ship. Vilgax talks about how he will get revenge on Ben for sending him to the Null Void. The scene cuts back again to Ben and Tetrax on the ship, who are doing experiments to try to find Azmuth's DNA signature in order to track him. They find the planet Azmuth is on only to be interrupted by an intruder alert. Ben tries to go XLR8, but ends up becoming Wildmutt. He and Tetrax split up, when they find out the "intruder" is Gwen, who had snuck aboard. Tetrax goes to check up on the watch, who's self-destruct countdown has sped up. A short while later, Ben learns that it is likely Azmuth will deactivate the Omnitrix, and not fix it as Ben believed. Ben protests, saying he wants to remain a hero. As Ben, Gwen, and Tetrax come upon the planet in which Azmuth is staying, Ben and Gwen have to share a Stinkfly costume to remain in disguise. While they are hiding on the side, Ben spots Vilgax in disguise and goes Upchuck to fight him. However, upon closer inspection, the alien is actually a female named Myax. She throws Ben into the crowd of aliens, causing them to converge on Gwen and Ben, so Tetrax goes to save them. Myax comes over to Ben and notices he has the Omnitrix. She says that she used to work on the Omnitrix with Azmuth. Before Ben can tell Tetrax this, they have to leave on the ship, which Myax manages to climb aboard. Myax tells the crew that they need to go to Xenon to find Azmuth. As they near the planet, they are immersed in darkness. Azmuth (along with Myax' help) long ago set up a device that sucked all the light from the surrounding area. The planet is also surrounded by an asteroid belt. This means that one trying to get to Xenon would be crushed by asteroids before they could find the planet, if they could even navigate it they wouldn't be able to see Xenon. Myax says there's nothing to worry about, however, because the Omnitrix has a homing device that can lead them safely. Ben stands on top of the ship and is attempting to guide them through when Vilgax suddenly attacks the ship. Tetrax sends out a small pod for Ben to get into, while the others fight off the intruders. Just as Ben's pod enters the cargo bay of the ship (after helping fight some aliens), Ben lands at Vilgax' feet. Ben manages to open a hatch while activating gravity sensors on his boots, sucking Vilgax into space. Just then, the ship spirals downward without a pilot (Gluto was blown apart by a gun trying to save Gwen). Gwen and Ben manage to pull levers and land the ship, although they crash hard. The whole group (Ben, Gwen, Tetrax and Myax) head off in search of Azmuth and his lab. They are attacked by a bunch of Flourana (Wildvines), and Gwen is taken. Ben goes Fourarms, ignoring the risk about accelerating the Self Destruct Mode, but is still unable to save her. Though upset, Ben vows that he won't let her die in vain. The now-trio goes through a tunnel and encounters Azmuth in hologram-form. Azmuth says he won't help them, so Ben goes Cannonbolt to attack the door the hologram came from. Ben attacks Azmuth, who he thought was a giant metal creature, but is revealed to actually be a Galvan, or a Grey Matter. Just as Ben seems to be persuading Azmuth to fix the watch, the lab starts shaking, and the crew runs out to see Vilgax with an assembled army. Tetrax tells Ben he can't go hero or the watch will explode, so Ben grabs a gun and goes out to fight. Azmuth is puzzled as to why Ben would continue to defend the Omnitrix. As he is fighting, Ben spots Gwen and Gluto, who tell him that Gluto's species can regenerate from even the smallest piece of its body; some of which was on Gwen's shirt. Just when things seem most dire, Ben removes the piece Myax had put on the Omnitrix to deflect the shockwaves, causing a huge explosion that hurts every enemy nearby, save for the good guys. Azmuth sees this and removes the dial of the Omnitrix. However, Vilgax re-appears and knocks him off course. Ben is feeling upset that he's just a regular kid, but Gwen tells him that he doesn't need the Omnitrix to be a hero. Just as she says this, Azmuth comes back with a fixed Omnitrix, much to Ben's surprise. Azmuth has even programmed in a new alien, Way Big. This alien looks similar to Ditto, but is red and gray with spikes on his head and elbows. Way Big is, as the name implies, humongous. Vilgax is the size of about one finger. Ben as Way Big decimates the remaining army, and hurls Vilgax deep into space. Ben offers to give Azmuth back the Omnitrix, but Azmuth says that Ben is doing a fine job. The story ends with Ben, Gwen and Max heading to fight off a zombie reported at the mall.	The story starts with Dr. Animo having kidnapped Gwen and Grandpa Max. Ben enters in Animo's lab as Heatblast and throws fire at Animo's machine. Before it is destroyed, the machine threw a strange energy and Heatblast's Omnitrix symbol becomes orange. Ben tries to become Stinkfly, but the watch starts glowing orange again, and after many alien switches, lands on Grey Matter. Ben races after Animo, but the Doctor gets away. A short time later they leave to go shopping, as Gwen just wants to feel "normal". However, the Omnitrix causes a minor explosion. The next morning, Tetrax comes to Earth and tells to Ben that Omnitrix is in S.D.M (Self-destruct mode) and they must find Azmuth, Omnitrix's creator. Tetrax estimates Ben has 4 days before the watch self-destructs. Max and Gwen are told they cannot come with him. Ben goes to Tetrax's spaceship and meets Gluto, a Goop-like alien that drives the ship. The scene cuts to Vilgax taking over another alien ship. Vilgax talks about how he will get revenge on Ben for sending him to the Null Void. The scene cuts back again to Ben and Tetrax on the ship, who are doing experiments to try to find Azmuth's DNA signature in order to track him. They find the planet Azmuth is on only to be interrupted by an intruder alert. Ben tries to go XLR8, but ends up becoming Wildmutt. He and Tetrax split up, when they find out the "intruder" is Gwen, who had snuck aboard. Tetrax goes to check up on the watch, who's self-destruct countdown has sped up. A short while later, Ben learns that it is likely Azmuth will deactivate the Omnitrix, and not fix it as Ben believed. Ben protests, saying he wants to remain a hero. As Ben, Gwen, and Tetrax come upon the planet in which Azmuth is staying, Ben and Gwen have to share a Stinkfly costume to remain in disguise. While they are hiding on the side, Ben spots Vilgax in disguise and goes Upchuck to fight him. However, upon closer inspection, the alien is actually a female named Myax. She throws Ben into the crowd of aliens, causing them to converge on Gwen and Ben, so Tetrax goes to save them. Myax comes over to Ben and notices he has the Omnitrix. She says that she used to work on the Omnitrix with Azmuth. Before Ben can tell Tetrax this, they have to leave on the ship, which Myax manages to climb aboard. Myax tells the crew that they need to go to Xenon to find Azmuth. As they near the planet, they are immersed in darkness. Azmuth (along with Myax' help) long ago set up a device that sucked all the light from the surrounding area. The planet is also surrounded by an asteroid belt. This means that one trying to get to Xenon would be crushed by asteroids before they could find the planet, if they could even navigate it they wouldn't be able to see Xenon. Myax says there's nothing to worry about, however, because the Omnitrix has a homing device that can lead them safely. Ben stands on top of the ship and is attempting to guide them through when Vilgax suddenly attacks the ship. Tetrax sends out a small pod for Ben to get into, while the others fight off the intruders. Just as Ben's pod enters the cargo bay of the ship (after helping fight some aliens), Ben lands at Vilgax' feet. Ben manages to open a hatch while activating gravity sensors on his boots, sucking Vilgax into space. Just then, the ship spirals downward without a pilot (Gluto was blown apart by a gun trying to save Gwen). Gwen and Ben manage to pull levers and land the ship, although they crash hard. The whole group (Ben, Gwen, Tetrax and Myax) head off in search of Azmuth and his lab. They are attacked by a bunch of Flourana (Wildvines), and Gwen is taken. Ben goes Fourarms, ignoring the risk about accelerating the Self Destruct Mode, but is still unable to save her. Though upset, Ben vows that he won't let her die in vain. The now-trio goes through a tunnel and encounters Azmuth in hologram-form. Azmuth says he won't help them, so Ben goes Cannonbolt to attack the door the hologram came from. Ben attacks Azmuth, who he thought was a giant metal creature, but is revealed to actually be a Galvan, or a Grey Matter. Just as Ben seems to be persuading Azmuth to fix the watch, the lab starts shaking, and the crew runs out to see Vilgax with an assembled army. Tetrax tells Ben he can't go hero or the watch will explode, so Ben grabs a gun and goes out to fight. Azmuth is puzzled as to why Ben would continue to defend the Omnitrix. As he is fighting, Ben spots Gwen and Gluto, who tell him that Gluto's species can regenerate from even the smallest piece of its body; some of which was on Gwen's shirt. Just when things seem most dire, Ben removes the piece Myax had put on the Omnitrix to deflect the shockwaves, causing a huge explosion that hurts every enemy nearby, save for the good guys. Azmuth sees this and removes the dial of the Omnitrix. However, Vilgax re-appears and knocks him off course. Ben is feeling upset that he's just a regular kid, but Gwen tells him that he doesn't need the Omnitrix to be a hero. Just as she says this, Azmuth comes back with a fixed Omnitrix, much to Ben's surprise. Azmuth has even programmed in a new alien, Way Big. This alien looks similar to Ditto, but is red and gray with spikes on his head and elbows. Way Big is, as the name implies, humongous. Vilgax is the size of about one finger. Ben as Way Big decimates the remaining army, and hurls Vilgax deep into space. Ben offers to give Azmuth back the Omnitrix, but Azmuth says that Ben is doing a fine job. The story ends with Ben, Gwen and Max heading to fight off a zombie reported at the mall.	The story starts with Dr. Animo having kidnapped Gwen and Grandpa Max. Ben enters in Animo's lab as Heatblast and throws fire at Animo's machine. Before it is destroyed, the machine threw a strange energy and Heatblast's Omnitrix symbol becomes orange. Ben tries to become Stinkfly, but the watch starts glowing orange again, and after many alien switches, lands on Grey Matter. Ben races after Animo, but the Doctor gets away. A short time later they leave to go shopping, as Gwen just wants to feel "normal". However, the Omnitrix causes a minor explosion. The next morning, Tetrax comes to Earth and tells to Ben that Omnitrix is in S.D.M (Self-destruct mode) and they must find Azmuth, Omnitrix's creator. Tetrax estimates Ben has 4 days before the watch self-destructs. Max and Gwen are told they cannot come with him. Ben goes to Tetrax's spaceship and meets Gluto, a Goop-like alien that drives the ship. The scene cuts to Vilgax taking over another alien ship. Vilgax talks about how he will get revenge on Ben for sending him to the Null Void. The scene cuts back again to Ben and Tetrax on the ship, who are doing experiments to try to find Azmuth's DNA signature in order to track him. They find the planet Azmuth is on only to be interrupted by an intruder alert. Ben tries to go XLR8, but ends up becoming Wildmutt. He and Tetrax split up, when they find out the "intruder" is Gwen, who had snuck aboard. Tetrax goes to check up on the watch, who's self-destruct countdown has sped up. A short while later, Ben learns that it is likely Azmuth will deactivate the Omnitrix, and not fix it as Ben believed. Ben protests, saying he wants to remain a hero. As Ben, Gwen, and Tetrax come upon the planet in which Azmuth is staying, Ben and Gwen have to share a Stinkfly costume to remain in disguise. While they are hiding on the side, Ben spots Vilgax in disguise and goes Upchuck to fight him. However, upon closer inspection, the alien is actually a female named Myax. She throws Ben into the crowd of aliens, causing them to converge on Gwen and Ben, so Tetrax goes to save them. Myax comes over to Ben and notices he has the Omnitrix. She says that she used to work on the Omnitrix with Azmuth. Before Ben can tell Tetrax this, they have to leave on the ship, which Myax manages to climb aboard. Myax tells the crew that they need to go to Xenon to find Azmuth. As they near the planet, they are immersed in darkness. Azmuth (along with Myax' help) long ago set up a device that sucked all the light from the surrounding area. The planet is also surrounded by an asteroid belt. This means that one trying to get to Xenon would be crushed by asteroids before they could find the planet, if they could even navigate it they wouldn't be able to see Xenon. Myax says there's nothing to worry about, however, because the Omnitrix has a homing device that can lead them safely. Ben stands on top of the ship and is attempting to guide them through when Vilgax suddenly attacks the ship. Tetrax sends out a small pod for Ben to get into, while the others fight off the intruders. Just as Ben's pod enters the cargo bay of the ship (after helping fight some aliens), Ben lands at Vilgax' feet. Ben manages to open a hatch while activating gravity sensors on his boots, sucking Vilgax into space. Just then, the ship spirals downward without a pilot (Gluto was blown apart by a gun trying to save Gwen). Gwen and Ben manage to pull levers and land the ship, although they crash hard. The whole group (Ben, Gwen, Tetrax and Myax) head off in search of Azmuth and his lab. They are attacked by a bunch of Flourana (Wildvines), and Gwen is taken. Ben goes Fourarms, ignoring the risk about accelerating the Self Destruct Mode, but is still unable to save her. Though upset, Ben vows that he won't let her die in vain. The now-trio goes through a tunnel and encounters Azmuth in hologram-form. Azmuth says he won't help them, so Ben goes Cannonbolt to attack the door the hologram came from. Ben attacks Azmuth, who he thought was a giant metal creature, but is revealed to actually be a Galvan, or a Grey Matter. Just as Ben seems to be persuading Azmuth to fix the watch, the lab starts shaking, and the crew runs out to see Vilgax with an assembled army. Tetrax tells Ben he can't go hero or the watch will explode, so Ben grabs a gun and goes out to fight. Azmuth is puzzled as to why Ben would continue to defend the Omnitrix. As he is fighting, Ben spots Gwen and Gluto, who tell him that Gluto's species can regenerate from even the smallest piece of its body; some of which was on Gwen's shirt. Just when things seem most dire, Ben removes the piece Myax had put on the Omnitrix to deflect the shockwaves, causing a huge explosion that hurts every enemy nearby, save for the good guys. Azmuth sees this and removes the dial of the Omnitrix. However, Vilgax re-appears and knocks him off course. Ben is feeling upset that he's just a regular kid, but Gwen tells him that he doesn't need the Omnitrix to be a hero. Just as she says this, Azmuth comes back with a fixed Omnitrix, much to Ben's surprise. Azmuth has even programmed in a new alien, Way Big. This alien looks similar to Ditto, but is red and gray with spikes on his head and elbows. Way Big is, as the name implies, humongous. Vilgax is the size of about one finger. Ben as Way Big decimates the remaining army, and hurls Vilgax deep into space. Ben offers to give Azmuth back the Omnitrix, but Azmuth says that Ben is doing a fine job. The story ends with Ben, Gwen and Max heading to fight off a zombie reported at the mall.	The story starts with Dr. Animo having kidnapped Gwen and Grandpa Max. Ben enters in Animo's lab as Heatblast and throws fire at Animo's machine. Before it is destroyed, the machine threw a strange energy and Heatblast's Omnitrix symbol becomes orange. Ben tries to become Stinkfly, but the watch starts glowing orange again, and after many alien switches, lands on Grey Matter. Ben races after Animo, but the Doctor gets away. A short time later they leave to go shopping, as Gwen just wants to feel "normal". However, the Omnitrix causes a minor explosion. The next morning, Tetrax comes to Earth and tells to Ben that Omnitrix is in S.D.M (Self-destruct mode) and they must find Azmuth, Omnitrix's creator. Tetrax estimates Ben has 4 days before the watch self-destructs. Max and Gwen are told they cannot come with him. Ben goes to Tetrax's spaceship and meets Gluto, a Goop-like alien that drives the ship. The scene cuts to Vilgax taking over another alien ship. Vilgax talks about how he will get revenge on Ben for sending him to the Null Void. The scene cuts back again to Ben and Tetrax on the ship, who are doing experiments to try to find Azmuth's DNA signature in order to track him. They find the planet Azmuth is on only to be interrupted by an intruder alert. Ben tries to go XLR8, but ends up becoming Wildmutt. He and Tetrax split up, when they find out the "intruder" is Gwen, who had snuck aboard. Tetrax goes to check up on the watch, who's self-destruct countdown has sped up. A short while later, Ben learns that it is likely Azmuth will deactivate the Omnitrix, and not fix it as Ben believed. Ben protests, saying he wants to remain a hero. As Ben, Gwen, and Tetrax come upon the planet in which Azmuth is staying, Ben and Gwen have to share a Stinkfly costume to remain in disguise. While they are hiding on the side, Ben spots Vilgax in disguise and goes Upchuck to fight him. However, upon closer inspection, the alien is actually a female named Myax. She throws Ben into the crowd of aliens, causing them to converge on Gwen and Ben, so Tetrax goes to save them. Myax comes over to Ben and notices he has the Omnitrix. She says that she used to work on the Omnitrix with Azmuth. Before Ben can tell Tetrax this, they have to leave on the ship, which Myax manages to climb aboard. Myax tells the crew that they need to go to Xenon to find Azmuth. As they near the planet, they are immersed in darkness. Azmuth (along with Myax' help) long ago set up a device that sucked all the light from the surrounding area. The planet is also surrounded by an asteroid belt. This means that one trying to get to Xenon would be crushed by asteroids before they could find the planet, if they could even navigate it they wouldn't be able to see Xenon. Myax says there's nothing to worry about, however, because the Omnitrix has a homing device that can lead them safely. Ben stands on top of the ship and is attempting to guide them through when Vilgax suddenly attacks the ship. Tetrax sends out a small pod for Ben to get into, while the others fight off the intruders. Just as Ben's pod enters the cargo bay of the ship (after helping fight some aliens), Ben lands at Vilgax' feet. Ben manages to open a hatch while activating gravity sensors on his boots, sucking Vilgax into space. Just then, the ship spirals downward without a pilot (Gluto was blown apart by a gun trying to save Gwen). Gwen and Ben manage to pull levers and land the ship, although they crash hard. The whole group (Ben, Gwen, Tetrax and Myax) head off in search of Azmuth and his lab. They are attacked by a bunch of Flourana (Wildvines), and Gwen is taken. Ben goes Fourarms, ignoring the risk about accelerating the Self Destruct Mode, but is still unable to save her. Though upset, Ben vows that he won't let her die in vain. The now-trio goes through a tunnel and encounters Azmuth in hologram-form. Azmuth says he won't help them, so Ben goes Cannonbolt to attack the door the hologram came from. Ben attacks Azmuth, who he thought was a giant metal creature, but is revealed to actually be a Galvan, or a Grey Matter. Just as Ben seems to be persuading Azmuth to fix the watch, the lab starts shaking, and the crew runs out to see Vilgax with an assembled army. Tetrax tells Ben he can't go hero or the watch will explode, so Ben grabs a gun and goes out to fight. Azmuth is puzzled as to why Ben would continue to defend the Omnitrix. As he is fighting, Ben spots Gwen and Gluto, who tell him that Gluto's species can regenerate from even the smallest piece of its body; some of which was on Gwen's shirt. Just when things seem most dire, Ben removes the piece Myax had put on the Omnitrix to deflect the shockwaves, causing a huge explosion that hurts every enemy nearby, save for the good guys. Azmuth sees this and removes the dial of the Omnitrix. However, Vilgax re-appears and knocks him off course. Ben is feeling upset that he's just a regular kid, but Gwen tells him that he doesn't need the Omnitrix to be a hero. Just as she says this, Azmuth comes back with a fixed Omnitrix, much to Ben's surprise. Azmuth has even programmed in a new alien, Way Big. This alien looks similar to Ditto, but is red and gray with spikes on his head and elbows. Way Big is, as the name implies, humongous. Vilgax is the size of about one finger. Ben as Way Big decimates the remaining army, and hurls Vilgax deep into space. Ben offers to give Azmuth back the Omnitrix, but Azmuth says that Ben is doing a fine job. The story ends with Ben, Gwen and Max heading to fight off a zombie reported at the mall.	The story starts with Dr. Animo having kidnapped Gwen and Grandpa Max. Ben enters in Animo's lab as Heatblast and throws fire at Animo's machine. Before it is destroyed, the machine threw a strange energy and Heatblast's Omnitrix symbol becomes orange. Ben tries to become Stinkfly, but the watch starts glowing orange again, and after many alien switches, lands on Grey Matter. Ben races after Animo, but the Doctor gets away. A short time later they leave to go shopping, as Gwen just wants to feel "normal". However, the Omnitrix causes a minor explosion. The next morning, Tetrax comes to Earth and tells to Ben that Omnitrix is in S.D.M (Self-destruct mode) and they must find Azmuth, Omnitrix's creator. Tetrax estimates Ben has 4 days before the watch self-destructs. Max and Gwen are told they cannot come with him. Ben goes to Tetrax's spaceship and meets Gluto, a Goop-like alien that drives the ship. The scene cuts to Vilgax taking over another alien ship. Vilgax talks about how he will get revenge on Ben for sending him to the Null Void. The scene cuts back again to Ben and Tetrax on the ship, who are doing experiments to try to find Azmuth's DNA signature in order to track him. They find the planet Azmuth is on only to be interrupted by an intruder alert. Ben tries to go XLR8, but ends up becoming Wildmutt. He and Tetrax split up, when they find out the "intruder" is Gwen, who had snuck aboard. Tetrax goes to check up on the watch, who's self-destruct countdown has sped up. A short while later, Ben learns that it is likely Azmuth will deactivate the Omnitrix, and not fix it as Ben believed. Ben protests, saying he wants to remain a hero. As Ben, Gwen, and Tetrax come upon the planet in which Azmuth is staying, Ben and Gwen have to share a Stinkfly costume to remain in disguise. While they are hiding on the side, Ben spots Vilgax in disguise and goes Upchuck to fight him. However, upon closer inspection, the alien is actually a female named Myax. She throws Ben into the crowd of aliens, causing them to converge on Gwen and Ben, so Tetrax goes to save them. Myax comes over to Ben and notices he has the Omnitrix. She says that she used to work on the Omnitrix with Azmuth. Before Ben can tell Tetrax this, they have to leave on the ship, which Myax manages to climb aboard. Myax tells the crew that they need to go to Xenon to find Azmuth. As they near the planet, they are immersed in darkness. Azmuth (along with Myax' help) long ago set up a device that sucked all the light from the surrounding area. The planet is also surrounded by an asteroid belt. This means that one trying to get to Xenon would be crushed by asteroids before they could find the planet, if they could even navigate it they wouldn't be able to see Xenon. Myax says there's nothing to worry about, however, because the Omnitrix has a homing device that can lead them safely. Ben stands on top of the ship and is attempting to guide them through when Vilgax suddenly attacks the ship. Tetrax sends out a small pod for Ben to get into, while the others fight off the intruders. Just as Ben's pod enters the cargo bay of the ship (after helping fight some aliens), Ben lands at Vilgax' feet. Ben manages to open a hatch while activating gravity sensors on his boots, sucking Vilgax into space. Just then, the ship spirals downward without a pilot (Gluto was blown apart by a gun trying to save Gwen). Gwen and Ben manage to pull levers and land the ship, although they crash hard. The whole group (Ben, Gwen, Tetrax and Myax) head off in search of Azmuth and his lab. They are attacked by a bunch of Flourana (Wildvines), and Gwen is taken. Ben goes Fourarms, ignoring the risk about accelerating the Self Destruct Mode, but is still unable to save her. Though upset, Ben vows that he won't let her die in vain. The now-trio goes through a tunnel and encounters Azmuth in hologram-form. Azmuth says he won't help them, so Ben goes Cannonbolt to attack the door the hologram came from. Ben attacks Azmuth, who he thought was a giant metal creature, but is revealed to actually be a Galvan, or a Grey Matter. Just as Ben seems to be persuading Azmuth to fix the watch, the lab starts shaking, and the crew runs out to see Vilgax with an assembled army. Tetrax tells Ben he can't go hero or the watch will explode, so Ben grabs a gun and goes out to fight. Azmuth is puzzled as to why Ben would continue to defend the Omnitrix. As he is fighting, Ben spots Gwen and Gluto, who tell him that Gluto's species can regenerate from even the smallest piece of its body; some of which was on Gwen's shirt. Just when things seem most dire, Ben removes the piece Myax had put on the Omnitrix to deflect the shockwaves, causing a huge explosion that hurts every enemy nearby, save for the good guys. Azmuth sees this and removes the dial of the Omnitrix. However, Vilgax re-appears and knocks him off course. Ben is feeling upset that he's just a regular kid, but Gwen tells him that he doesn't need the Omnitrix to be a hero. Just as she says this, Azmuth comes back with a fixed Omnitrix, much to Ben's surprise. Azmuth has even programmed in a new alien, Way Big. This alien looks similar to Ditto, but is red and gray with spikes on his head and elbows. Way Big is, as the name implies, humongous. Vilgax is the size of about one finger. Ben as Way Big decimates the remaining army, and hurls Vilgax deep into space. Ben offers to give Azmuth back the Omnitrix, but Azmuth says that Ben is doing a fine job. The story ends with Ben, Gwen and Max heading to fight off a zombie reported at the mall.
52 	"Goodbye and Good Riddance" 	April 15, 2008 	 	 	
Ben returns home after the summer vacation ends and is told by Max that he must keep the Omnitrix a secret. This is made more difficult with his classmates admiring the alien heroes that they've seen on the news; unaware that it is Ben himself. Initially disappointed, Ben gets the chance to use the Omnitrix when Vilgax attacks, yet again looking to take the device from Ben. All four Tennysons (Ben's father helps) fight off Vilgax's drones running amok in the city. When Vilgax appears again, easily fending off Ben, Ben's father suggests leading him into the underground gas line, which they ignite to incinerate the villain. Ben's secret is revealed to the public during the affair, and Gwen ends up transferring to his school. Just when it seems like everything is quiet, Dr. Animo shows up with a cadre of mutated animals, which Ben and Gwen get ready to fight. 	Ben returns home after the summer vacation ends and is told by Max that he must keep the Omnitrix a secret. This is made more difficult with his classmates admiring the alien heroes that they've seen on the news; unaware that it is Ben himself. Initially disappointed, Ben gets the chance to use the Omnitrix when Vilgax attacks, yet again looking to take the device from Ben. All four Tennysons (Ben's father helps) fight off Vilgax's drones running amok in the city. When Vilgax appears again, easily fending off Ben, Ben's father suggests leading him into the underground gas line, which they ignite to incinerate the villain. Ben's secret is revealed to the public during the affair, and Gwen ends up transferring to his school. Just when it seems like everything is quiet, Dr. Animo shows up with a cadre of mutated animals, which Ben and Gwen get ready to fight. 	Ben returns home after the summer vacation ends and is told by Max that he must keep the Omnitrix a secret. This is made more difficult with his classmates admiring the alien heroes that they've seen on the news; unaware that it is Ben himself. Initially disappointed, Ben gets the chance to use the Omnitrix when Vilgax attacks, yet again looking to take the device from Ben. All four Tennysons (Ben's father helps) fight off Vilgax's drones running amok in the city. When Vilgax appears again, easily fending off Ben, Ben's father suggests leading him into the underground gas line, which they ignite to incinerate the villain. Ben's secret is revealed to the public during the affair, and Gwen ends up transferring to his school. Just when it seems like everything is quiet, Dr. Animo shows up with a cadre of mutated animals, which Ben and Gwen get ready to fight. 	Ben returns home after the summer vacation ends and is told by Max that he must keep the Omnitrix a secret. This is made more difficult with his classmates admiring the alien heroes that they've seen on the news; unaware that it is Ben himself. Initially disappointed, Ben gets the chance to use the Omnitrix when Vilgax attacks, yet again looking to take the device from Ben. All four Tennysons (Ben's father helps) fight off Vilgax's drones running amok in the city. When Vilgax appears again, easily fending off Ben, Ben's father suggests leading him into the underground gas line, which they ignite to incinerate the villain. Ben's secret is revealed to the public during the affair, and Gwen ends up transferring to his school. Just when it seems like everything is quiet, Dr. Animo shows up with a cadre of mutated animals, which Ben and Gwen get ready to fight. 	Ben returns home after the summer vacation ends and is told by Max that he must keep the Omnitrix a secret. This is made more difficult with his classmates admiring the alien heroes that they've seen on the news; unaware that it is Ben himself. Initially disappointed, Ben gets the chance to use the Omnitrix when Vilgax attacks, yet again looking to take the device from Ben. All four Tennysons (Ben's father helps) fight off Vilgax's drones running amok in the city. When Vilgax appears again, easily fending off Ben, Ben's father suggests leading him into the underground gas line, which they ignite to incinerate the villain. Ben's secret is revealed to the public during the affair, and Gwen ends up transferring to his school. Just when it seems like everything is quiet, Dr. Animo shows up with a cadre of mutated animals, which Ben and Gwen get ready to fight. 	Ben returns home after the summer vacation ends and is told by Max that he must keep the Omnitrix a secret. This is made more difficult with his classmates admiring the alien heroes that they've seen on the news; unaware that it is Ben himself. Initially disappointed, Ben gets the chance to use the Omnitrix when Vilgax attacks, yet again looking to take the device from Ben. All four Tennysons (Ben's father helps) fight off Vilgax's drones running amok in the city. When Vilgax appears again, easily fending off Ben, Ben's father suggests leading him into the underground gas line, which they ignite to incinerate the villain. Ben's secret is revealed to the public during the affair, and Gwen ends up transferring to his school. Just when it seems like everything is quiet, Dr. Animo shows up with a cadre of mutated animals, which Ben and Gwen get ready to fight.
===Ben 10: Alien Force===
====Season 1====
# 	Title 	Original air date 	 	 	 	
1 	"Ben 10 Returns, Part 1" 	April 18, 2008 	 	 	 	
After setting aside the Omnitrix some time ago, Ben Tennyson is enjoying a normal life. After winning a soccer game and meeting a girl named Julie, he visits Grandpa Max only to discover that he’s disappeared. Inisde Max’s RV, the Rustbucket, Ben finds a Holo-viewer with a recording from Max telling Ben that he has the Omnitrix and he’s safe. However, Ben has had the Omnitrix ever since he took it off years ago.
He asks Gwen for advice, wondering if Grandpa wants him to wear the Omnitrix again. Soon, they meet Magister Labrid, an agent of the Plumbers. Stating that he’s Max’s partner in a case he was working on, Ben and Gwen decide to team up with him. Ben decides to put the Omnitrix back on. The first place they go is to a train station where an arms trade between the Forever Knights and the DNAliens, brokered by Kevin Levin. They attempt to arrest the Knights and the aliens, and a battle follows. When Ben tries to dial in his alien on his Omnitrix, the device reboots and recalibrates into a thin watch with a color scheme of green and black, making it more stylish and giving him access to 10 new aliens which are more powerful than his aliens he had before. The DNAliens get away, the Forever Knights escape with one of the weapons crates, and Kevin is captured. The Plumber asks Kevin for help in finding the Knights’ hideout. Kevin, having not been paid, leads the group to a large castle. Inside, they find all sorts of medieval artifacts, as well as a robotic dragon.
Omnitrix Alien Debuts: Swampfire	
After setting aside the Omnitrix some time ago, Ben Tennyson is enjoying a normal life. After winning a soccer game and meeting a girl named Julie, he visits Grandpa Max only to discover that he’s disappeared. Inisde Max’s RV, the Rustbucket, Ben finds a Holo-viewer with a recording from Max telling Ben that he has the Omnitrix and he’s safe. However, Ben has had the Omnitrix ever since he took it off years ago.
He asks Gwen for advice, wondering if Grandpa wants him to wear the Omnitrix again. Soon, they meet Magister Labrid, an agent of the Plumbers. Stating that he’s Max’s partner in a case he was working on, Ben and Gwen decide to team up with him. Ben decides to put the Omnitrix back on. The first place they go is to a train station where an arms trade between the Forever Knights and the DNAliens, brokered by Kevin Levin. They attempt to arrest the Knights and the aliens, and a battle follows. When Ben tries to dial in his alien on his Omnitrix, the device reboots and recalibrates into a thin watch with a color scheme of green and black, making it more stylish and giving him access to 10 new aliens which are more powerful than his aliens he had before. The DNAliens get away, the Forever Knights escape with one of the weapons crates, and Kevin is captured. The Plumber asks Kevin for help in finding the Knights’ hideout. Kevin, having not been paid, leads the group to a large castle. Inside, they find all sorts of medieval artifacts, as well as a robotic dragon.
Omnitrix Alien Debuts: Swampfire	
After setting aside the Omnitrix some time ago, Ben Tennyson is enjoying a normal life. After winning a soccer game and meeting a girl named Julie, he visits Grandpa Max only to discover that he’s disappeared. Inisde Max’s RV, the Rustbucket, Ben finds a Holo-viewer with a recording from Max telling Ben that he has the Omnitrix and he’s safe. However, Ben has had the Omnitrix ever since he took it off years ago.
He asks Gwen for advice, wondering if Grandpa wants him to wear the Omnitrix again. Soon, they meet Magister Labrid, an agent of the Plumbers. Stating that he’s Max’s partner in a case he was working on, Ben and Gwen decide to team up with him. Ben decides to put the Omnitrix back on. The first place they go is to a train station where an arms trade between the Forever Knights and the DNAliens, brokered by Kevin Levin. They attempt to arrest the Knights and the aliens, and a battle follows. When Ben tries to dial in his alien on his Omnitrix, the device reboots and recalibrates into a thin watch with a color scheme of green and black, making it more stylish and giving him access to 10 new aliens which are more powerful than his aliens he had before. The DNAliens get away, the Forever Knights escape with one of the weapons crates, and Kevin is captured. The Plumber asks Kevin for help in finding the Knights’ hideout. Kevin, having not been paid, leads the group to a large castle. Inside, they find all sorts of medieval artifacts, as well as a robotic dragon.
Omnitrix Alien Debuts: Swampfire	
After setting aside the Omnitrix some time ago, Ben Tennyson is enjoying a normal life. After winning a soccer game and meeting a girl named Julie, he visits Grandpa Max only to discover that he’s disappeared. Inisde Max’s RV, the Rustbucket, Ben finds a Holo-viewer with a recording from Max telling Ben that he has the Omnitrix and he’s safe. However, Ben has had the Omnitrix ever since he took it off years ago.
He asks Gwen for advice, wondering if Grandpa wants him to wear the Omnitrix again. Soon, they meet Magister Labrid, an agent of the Plumbers. Stating that he’s Max’s partner in a case he was working on, Ben and Gwen decide to team up with him. Ben decides to put the Omnitrix back on. The first place they go is to a train station where an arms trade between the Forever Knights and the DNAliens, brokered by Kevin Levin. They attempt to arrest the Knights and the aliens, and a battle follows. When Ben tries to dial in his alien on his Omnitrix, the device reboots and recalibrates into a thin watch with a color scheme of green and black, making it more stylish and giving him access to 10 new aliens which are more powerful than his aliens he had before. The DNAliens get away, the Forever Knights escape with one of the weapons crates, and Kevin is captured. The Plumber asks Kevin for help in finding the Knights’ hideout. Kevin, having not been paid, leads the group to a large castle. Inside, they find all sorts of medieval artifacts, as well as a robotic dragon.
Omnitrix Alien Debuts: Swampfire	
After setting aside the Omnitrix some time ago, Ben Tennyson is enjoying a normal life. After winning a soccer game and meeting a girl named Julie, he visits Grandpa Max only to discover that he’s disappeared. Inisde Max’s RV, the Rustbucket, Ben finds a Holo-viewer with a recording from Max telling Ben that he has the Omnitrix and he’s safe. However, Ben has had the Omnitrix ever since he took it off years ago.
He asks Gwen for advice, wondering if Grandpa wants him to wear the Omnitrix again. Soon, they meet Magister Labrid, an agent of the Plumbers. Stating that he’s Max’s partner in a case he was working on, Ben and Gwen decide to team up with him. Ben decides to put the Omnitrix back on. The first place they go is to a train station where an arms trade between the Forever Knights and the DNAliens, brokered by Kevin Levin. They attempt to arrest the Knights and the aliens, and a battle follows. When Ben tries to dial in his alien on his Omnitrix, the device reboots and recalibrates into a thin watch with a color scheme of green and black, making it more stylish and giving him access to 10 new aliens which are more powerful than his aliens he had before. The DNAliens get away, the Forever Knights escape with one of the weapons crates, and Kevin is captured. The Plumber asks Kevin for help in finding the Knights’ hideout. Kevin, having not been paid, leads the group to a large castle. Inside, they find all sorts of medieval artifacts, as well as a robotic dragon.
Omnitrix Alien Debuts: Swampfire	
After setting aside the Omnitrix some time ago, Ben Tennyson is enjoying a normal life. After winning a soccer game and meeting a girl named Julie, he visits Grandpa Max only to discover that he’s disappeared. Inisde Max’s RV, the Rustbucket, Ben finds a Holo-viewer with a recording from Max telling Ben that he has the Omnitrix and he’s safe. However, Ben has had the Omnitrix ever since he took it off years ago.
He asks Gwen for advice, wondering if Grandpa wants him to wear the Omnitrix again. Soon, they meet Magister Labrid, an agent of the Plumbers. Stating that he’s Max’s partner in a case he was working on, Ben and Gwen decide to team up with him. Ben decides to put the Omnitrix back on. The first place they go is to a train station where an arms trade between the Forever Knights and the DNAliens, brokered by Kevin Levin. They attempt to arrest the Knights and the aliens, and a battle follows. When Ben tries to dial in his alien on his Omnitrix, the device reboots and recalibrates into a thin watch with a color scheme of green and black, making it more stylish and giving him access to 10 new aliens which are more powerful than his aliens he had before. The DNAliens get away, the Forever Knights escape with one of the weapons crates, and Kevin is captured. The Plumber asks Kevin for help in finding the Knights’ hideout. Kevin, having not been paid, leads the group to a large castle. Inside, they find all sorts of medieval artifacts, as well as a robotic dragon.
Omnitrix Alien Debuts: Swampfire	
After setting aside the Omnitrix some time ago, Ben Tennyson is enjoying a normal life. After winning a soccer game and meeting a girl named Julie, he visits Grandpa Max only to discover that he’s disappeared. Inisde Max’s RV, the Rustbucket, Ben finds a Holo-viewer with a recording from Max telling Ben that he has the Omnitrix and he’s safe. However, Ben has had the Omnitrix ever since he took it off years ago.
He asks Gwen for advice, wondering if Grandpa wants him to wear the Omnitrix again. Soon, they meet Magister Labrid, an agent of the Plumbers. Stating that he’s Max’s partner in a case he was working on, Ben and Gwen decide to team up with him. Ben decides to put the Omnitrix back on. The first place they go is to a train station where an arms trade between the Forever Knights and the DNAliens, brokered by Kevin Levin. They attempt to arrest the Knights and the aliens, and a battle follows. When Ben tries to dial in his alien on his Omnitrix, the device reboots and recalibrates into a thin watch with a color scheme of green and black, making it more stylish and giving him access to 10 new aliens which are more powerful than his aliens he had before. The DNAliens get away, the Forever Knights escape with one of the weapons crates, and Kevin is captured. The Plumber asks Kevin for help in finding the Knights’ hideout. Kevin, having not been paid, leads the group to a large castle. Inside, they find all sorts of medieval artifacts, as well as a robotic dragon.
Omnitrix Alien Debuts: Swampfire
2 	"Ben 10 Returns, Part 2" 	April 18, 2008 	 	 	 	
Fleeing from the dragon, the group runs into an army of Forever Knights. In the ensuing confrontation, Magister Labrid is killed when he saves Kevin's life, and Kevin joins Ben and Gwen on their search for Max to repay that debt. Using a leftover Laser Lance, Gwen is able to trace it back to its original owners. The soon find a secret underground base, they discover an army of DNAliens. Sneaking in, the find that Max isn't there anymore, and on their way out encounter the Highbreed in charge of the ship.
Annoyed at being discovered, the Highbreed commander defeats the team, and orders the termination of all life within a five-mile radius to eliminate any witnesses. Using Humongousaur, Ben is successful in his efforts to stop the commander, he learns that any damage he receives while transformed is inflicted upon his human form as well. Deciding to finish Max’s last mission, Ben, Gwen, and Kevin become a team. But, according to another Highbreed deep inside another base, they have no idea what they’re up against.
Omnitrix Alien Debuts: Echo Echo and Humungousaur 	
Fleeing from the dragon, the group runs into an army of Forever Knights. In the ensuing confrontation, Magister Labrid is killed when he saves Kevin's life, and Kevin joins Ben and Gwen on their search for Max to repay that debt. Using a leftover Laser Lance, Gwen is able to trace it back to its original owners. The soon find a secret underground base, they discover an army of DNAliens. Sneaking in, the find that Max isn't there anymore, and on their way out encounter the Highbreed in charge of the ship.
Annoyed at being discovered, the Highbreed commander defeats the team, and orders the termination of all life within a five-mile radius to eliminate any witnesses. Using Humongousaur, Ben is successful in his efforts to stop the commander, he learns that any damage he receives while transformed is inflicted upon his human form as well. Deciding to finish Max’s last mission, Ben, Gwen, and Kevin become a team. But, according to another Highbreed deep inside another base, they have no idea what they’re up against.
Omnitrix Alien Debuts: Echo Echo and Humungousaur 	
Fleeing from the dragon, the group runs into an army of Forever Knights. In the ensuing confrontation, Magister Labrid is killed when he saves Kevin's life, and Kevin joins Ben and Gwen on their search for Max to repay that debt. Using a leftover Laser Lance, Gwen is able to trace it back to its original owners. The soon find a secret underground base, they discover an army of DNAliens. Sneaking in, the find that Max isn't there anymore, and on their way out encounter the Highbreed in charge of the ship.
Annoyed at being discovered, the Highbreed commander defeats the team, and orders the termination of all life within a five-mile radius to eliminate any witnesses. Using Humongousaur, Ben is successful in his efforts to stop the commander, he learns that any damage he receives while transformed is inflicted upon his human form as well. Deciding to finish Max’s last mission, Ben, Gwen, and Kevin become a team. But, according to another Highbreed deep inside another base, they have no idea what they’re up against.
Omnitrix Alien Debuts: Echo Echo and Humungousaur 	
Fleeing from the dragon, the group runs into an army of Forever Knights. In the ensuing confrontation, Magister Labrid is killed when he saves Kevin's life, and Kevin joins Ben and Gwen on their search for Max to repay that debt. Using a leftover Laser Lance, Gwen is able to trace it back to its original owners. The soon find a secret underground base, they discover an army of DNAliens. Sneaking in, the find that Max isn't there anymore, and on their way out encounter the Highbreed in charge of the ship.
Annoyed at being discovered, the Highbreed commander defeats the team, and orders the termination of all life within a five-mile radius to eliminate any witnesses. Using Humongousaur, Ben is successful in his efforts to stop the commander, he learns that any damage he receives while transformed is inflicted upon his human form as well. Deciding to finish Max’s last mission, Ben, Gwen, and Kevin become a team. But, according to another Highbreed deep inside another base, they have no idea what they’re up against.
Omnitrix Alien Debuts: Echo Echo and Humungousaur 	
Fleeing from the dragon, the group runs into an army of Forever Knights. In the ensuing confrontation, Magister Labrid is killed when he saves Kevin's life, and Kevin joins Ben and Gwen on their search for Max to repay that debt. Using a leftover Laser Lance, Gwen is able to trace it back to its original owners. The soon find a secret underground base, they discover an army of DNAliens. Sneaking in, the find that Max isn't there anymore, and on their way out encounter the Highbreed in charge of the ship.
Annoyed at being discovered, the Highbreed commander defeats the team, and orders the termination of all life within a five-mile radius to eliminate any witnesses. Using Humongousaur, Ben is successful in his efforts to stop the commander, he learns that any damage he receives while transformed is inflicted upon his human form as well. Deciding to finish Max’s last mission, Ben, Gwen, and Kevin become a team. But, according to another Highbreed deep inside another base, they have no idea what they’re up against.
Omnitrix Alien Debuts: Echo Echo and Humungousaur 	
Fleeing from the dragon, the group runs into an army of Forever Knights. In the ensuing confrontation, Magister Labrid is killed when he saves Kevin's life, and Kevin joins Ben and Gwen on their search for Max to repay that debt. Using a leftover Laser Lance, Gwen is able to trace it back to its original owners. The soon find a secret underground base, they discover an army of DNAliens. Sneaking in, the find that Max isn't there anymore, and on their way out encounter the Highbreed in charge of the ship.
Annoyed at being discovered, the Highbreed commander defeats the team, and orders the termination of all life within a five-mile radius to eliminate any witnesses. Using Humongousaur, Ben is successful in his efforts to stop the commander, he learns that any damage he receives while transformed is inflicted upon his human form as well. Deciding to finish Max’s last mission, Ben, Gwen, and Kevin become a team. But, according to another Highbreed deep inside another base, they have no idea what they’re up against.
Omnitrix Alien Debuts: Echo Echo and Humungousaur 	
Fleeing from the dragon, the group runs into an army of Forever Knights. In the ensuing confrontation, Magister Labrid is killed when he saves Kevin's life, and Kevin joins Ben and Gwen on their search for Max to repay that debt. Using a leftover Laser Lance, Gwen is able to trace it back to its original owners. The soon find a secret underground base, they discover an army of DNAliens. Sneaking in, the find that Max isn't there anymore, and on their way out encounter the Highbreed in charge of the ship.
Annoyed at being discovered, the Highbreed commander defeats the team, and orders the termination of all life within a five-mile radius to eliminate any witnesses. Using Humongousaur, Ben is successful in his efforts to stop the commander, he learns that any damage he receives while transformed is inflicted upon his human form as well. Deciding to finish Max’s last mission, Ben, Gwen, and Kevin become a team. But, according to another Highbreed deep inside another base, they have no idea what they’re up against.
Omnitrix Alien Debuts: Echo Echo and Humungousaur
3 	"Everybody Talks About the Weather" 	April 26, 2008 	 	 	 	
The authorities of a local town named Grover’s Mill arrest a half-human, half-Pyronite boy named Alan for arson and criminal damage. Alan is wearing a Plumber's badge, which the local sheriff triggers when he confiscates it. The badge signals Kevin's badge, which leads Ben, Kevin and Gwen to Alan, thinking Alan’s badge is Max’s.
Elsewhere, Alan uses his pyrokinetic/thermokinetic abilities to escape the officers, and the resulting damage to a building leads the team to believe that Alan may have hurt Grandpa Max. After a battle with Alan, Ben discovers that the DNAliens are responsible for the damage, having built a huge, needle-like weather machine in the corn fields. With Alan's help, Ben destroys the machine, and afterwards Ben offers Alan to come with him, Gwen and Kevin. Alan decides to stay to clean up any DNAlien trouble that might still be town, but offers to aid them whenever they need it.
Omnitrix Alien Debuts: Jetray 	
The authorities of a local town named Grover’s Mill arrest a half-human, half-Pyronite boy named Alan for arson and criminal damage. Alan is wearing a Plumber's badge, which the local sheriff triggers when he confiscates it. The badge signals Kevin's badge, which leads Ben, Kevin and Gwen to Alan, thinking Alan’s badge is Max’s.
Elsewhere, Alan uses his pyrokinetic/thermokinetic abilities to escape the officers, and the resulting damage to a building leads the team to believe that Alan may have hurt Grandpa Max. After a battle with Alan, Ben discovers that the DNAliens are responsible for the damage, having built a huge, needle-like weather machine in the corn fields. With Alan's help, Ben destroys the machine, and afterwards Ben offers Alan to come with him, Gwen and Kevin. Alan decides to stay to clean up any DNAlien trouble that might still be town, but offers to aid them whenever they need it.
Omnitrix Alien Debuts: Jetray 	
The authorities of a local town named Grover’s Mill arrest a half-human, half-Pyronite boy named Alan for arson and criminal damage. Alan is wearing a Plumber's badge, which the local sheriff triggers when he confiscates it. The badge signals Kevin's badge, which leads Ben, Kevin and Gwen to Alan, thinking Alan’s badge is Max’s.
Elsewhere, Alan uses his pyrokinetic/thermokinetic abilities to escape the officers, and the resulting damage to a building leads the team to believe that Alan may have hurt Grandpa Max. After a battle with Alan, Ben discovers that the DNAliens are responsible for the damage, having built a huge, needle-like weather machine in the corn fields. With Alan's help, Ben destroys the machine, and afterwards Ben offers Alan to come with him, Gwen and Kevin. Alan decides to stay to clean up any DNAlien trouble that might still be town, but offers to aid them whenever they need it.
Omnitrix Alien Debuts: Jetray 	
The authorities of a local town named Grover’s Mill arrest a half-human, half-Pyronite boy named Alan for arson and criminal damage. Alan is wearing a Plumber's badge, which the local sheriff triggers when he confiscates it. The badge signals Kevin's badge, which leads Ben, Kevin and Gwen to Alan, thinking Alan’s badge is Max’s.
Elsewhere, Alan uses his pyrokinetic/thermokinetic abilities to escape the officers, and the resulting damage to a building leads the team to believe that Alan may have hurt Grandpa Max. After a battle with Alan, Ben discovers that the DNAliens are responsible for the damage, having built a huge, needle-like weather machine in the corn fields. With Alan's help, Ben destroys the machine, and afterwards Ben offers Alan to come with him, Gwen and Kevin. Alan decides to stay to clean up any DNAlien trouble that might still be town, but offers to aid them whenever they need it.
Omnitrix Alien Debuts: Jetray 	
The authorities of a local town named Grover’s Mill arrest a half-human, half-Pyronite boy named Alan for arson and criminal damage. Alan is wearing a Plumber's badge, which the local sheriff triggers when he confiscates it. The badge signals Kevin's badge, which leads Ben, Kevin and Gwen to Alan, thinking Alan’s badge is Max’s.
Elsewhere, Alan uses his pyrokinetic/thermokinetic abilities to escape the officers, and the resulting damage to a building leads the team to believe that Alan may have hurt Grandpa Max. After a battle with Alan, Ben discovers that the DNAliens are responsible for the damage, having built a huge, needle-like weather machine in the corn fields. With Alan's help, Ben destroys the machine, and afterwards Ben offers Alan to come with him, Gwen and Kevin. Alan decides to stay to clean up any DNAlien trouble that might still be town, but offers to aid them whenever they need it.
Omnitrix Alien Debuts: Jetray 	
The authorities of a local town named Grover’s Mill arrest a half-human, half-Pyronite boy named Alan for arson and criminal damage. Alan is wearing a Plumber's badge, which the local sheriff triggers when he confiscates it. The badge signals Kevin's badge, which leads Ben, Kevin and Gwen to Alan, thinking Alan’s badge is Max’s.
Elsewhere, Alan uses his pyrokinetic/thermokinetic abilities to escape the officers, and the resulting damage to a building leads the team to believe that Alan may have hurt Grandpa Max. After a battle with Alan, Ben discovers that the DNAliens are responsible for the damage, having built a huge, needle-like weather machine in the corn fields. With Alan's help, Ben destroys the machine, and afterwards Ben offers Alan to come with him, Gwen and Kevin. Alan decides to stay to clean up any DNAlien trouble that might still be town, but offers to aid them whenever they need it.
Omnitrix Alien Debuts: Jetray 	
The authorities of a local town named Grover’s Mill arrest a half-human, half-Pyronite boy named Alan for arson and criminal damage. Alan is wearing a Plumber's badge, which the local sheriff triggers when he confiscates it. The badge signals Kevin's badge, which leads Ben, Kevin and Gwen to Alan, thinking Alan’s badge is Max’s.
Elsewhere, Alan uses his pyrokinetic/thermokinetic abilities to escape the officers, and the resulting damage to a building leads the team to believe that Alan may have hurt Grandpa Max. After a battle with Alan, Ben discovers that the DNAliens are responsible for the damage, having built a huge, needle-like weather machine in the corn fields. With Alan's help, Ben destroys the machine, and afterwards Ben offers Alan to come with him, Gwen and Kevin. Alan decides to stay to clean up any DNAlien trouble that might still be town, but offers to aid them whenever they need it.
Omnitrix Alien Debuts: Jetray
4 	"Kevin's Big Score" 	May 3, 2008 	 	 	 	
Kevin meets with an old contact of his named Argit, who claims he knows the location of a particular piece of alien tech Kevin is looking for. Needing something to bargain with, Kevin steals Max’s RV, the Rustbucket. Unfortunately, upon seeing the huge amount of Plumber’s tech and weapons in the old RV, Argit double crosses Kevin, and steals the RV for himself, planning to pay off his old debts. With Ben automatically suspecting the worst in Kevin, the team follows Argit with a tracking device that Kevin hid on the Rustbucket’s undercarriage.
They find the RV, but it has been completely stripped for parts. Infuriated, Ben almost picks a fight with Kevin, but then Argit comes back. Using Echo Echo, the team is able to stop Argit. Still determined to get that piece of alien tech, Kevin storms away to seek out Vulkanus, having been told by Argit earlier he is in possession of the alien device. Kevin tries to make a deal with Vulkanus, but the later is still bitter over a double cross that Kevin pulled on him years ago. Vulkanus forces Kevin absorb a rare alien crystal called Taedenite, planning to use him as a living gem mine. He is rescued by Ben and Gwen and afterward, it is revealed that the item Kevin sought is a holo-viewer with another message from Grandpa Max, telling Ben that he will need to recruit a team of Plumber's kids.
Omnitrix Alien Debuts: Big Chill 	
Kevin meets with an old contact of his named Argit, who claims he knows the location of a particular piece of alien tech Kevin is looking for. Needing something to bargain with, Kevin steals Max’s RV, the Rustbucket. Unfortunately, upon seeing the huge amount of Plumber’s tech and weapons in the old RV, Argit double crosses Kevin, and steals the RV for himself, planning to pay off his old debts. With Ben automatically suspecting the worst in Kevin, the team follows Argit with a tracking device that Kevin hid on the Rustbucket’s undercarriage.
They find the RV, but it has been completely stripped for parts. Infuriated, Ben almost picks a fight with Kevin, but then Argit comes back. Using Echo Echo, the team is able to stop Argit. Still determined to get that piece of alien tech, Kevin storms away to seek out Vulkanus, having been told by Argit earlier he is in possession of the alien device. Kevin tries to make a deal with Vulkanus, but the later is still bitter over a double cross that Kevin pulled on him years ago. Vulkanus forces Kevin absorb a rare alien crystal called Taedenite, planning to use him as a living gem mine. He is rescued by Ben and Gwen and afterward, it is revealed that the item Kevin sought is a holo-viewer with another message from Grandpa Max, telling Ben that he will need to recruit a team of Plumber's kids.
Omnitrix Alien Debuts: Big Chill 	
Kevin meets with an old contact of his named Argit, who claims he knows the location of a particular piece of alien tech Kevin is looking for. Needing something to bargain with, Kevin steals Max’s RV, the Rustbucket. Unfortunately, upon seeing the huge amount of Plumber’s tech and weapons in the old RV, Argit double crosses Kevin, and steals the RV for himself, planning to pay off his old debts. With Ben automatically suspecting the worst in Kevin, the team follows Argit with a tracking device that Kevin hid on the Rustbucket’s undercarriage.
They find the RV, but it has been completely stripped for parts. Infuriated, Ben almost picks a fight with Kevin, but then Argit comes back. Using Echo Echo, the team is able to stop Argit. Still determined to get that piece of alien tech, Kevin storms away to seek out Vulkanus, having been told by Argit earlier he is in possession of the alien device. Kevin tries to make a deal with Vulkanus, but the later is still bitter over a double cross that Kevin pulled on him years ago. Vulkanus forces Kevin absorb a rare alien crystal called Taedenite, planning to use him as a living gem mine. He is rescued by Ben and Gwen and afterward, it is revealed that the item Kevin sought is a holo-viewer with another message from Grandpa Max, telling Ben that he will need to recruit a team of Plumber's kids.
Omnitrix Alien Debuts: Big Chill 	
Kevin meets with an old contact of his named Argit, who claims he knows the location of a particular piece of alien tech Kevin is looking for. Needing something to bargain with, Kevin steals Max’s RV, the Rustbucket. Unfortunately, upon seeing the huge amount of Plumber’s tech and weapons in the old RV, Argit double crosses Kevin, and steals the RV for himself, planning to pay off his old debts. With Ben automatically suspecting the worst in Kevin, the team follows Argit with a tracking device that Kevin hid on the Rustbucket’s undercarriage.
They find the RV, but it has been completely stripped for parts. Infuriated, Ben almost picks a fight with Kevin, but then Argit comes back. Using Echo Echo, the team is able to stop Argit. Still determined to get that piece of alien tech, Kevin storms away to seek out Vulkanus, having been told by Argit earlier he is in possession of the alien device. Kevin tries to make a deal with Vulkanus, but the later is still bitter over a double cross that Kevin pulled on him years ago. Vulkanus forces Kevin absorb a rare alien crystal called Taedenite, planning to use him as a living gem mine. He is rescued by Ben and Gwen and afterward, it is revealed that the item Kevin sought is a holo-viewer with another message from Grandpa Max, telling Ben that he will need to recruit a team of Plumber's kids.
Omnitrix Alien Debuts: Big Chill 	
Kevin meets with an old contact of his named Argit, who claims he knows the location of a particular piece of alien tech Kevin is looking for. Needing something to bargain with, Kevin steals Max’s RV, the Rustbucket. Unfortunately, upon seeing the huge amount of Plumber’s tech and weapons in the old RV, Argit double crosses Kevin, and steals the RV for himself, planning to pay off his old debts. With Ben automatically suspecting the worst in Kevin, the team follows Argit with a tracking device that Kevin hid on the Rustbucket’s undercarriage.
They find the RV, but it has been completely stripped for parts. Infuriated, Ben almost picks a fight with Kevin, but then Argit comes back. Using Echo Echo, the team is able to stop Argit. Still determined to get that piece of alien tech, Kevin storms away to seek out Vulkanus, having been told by Argit earlier he is in possession of the alien device. Kevin tries to make a deal with Vulkanus, but the later is still bitter over a double cross that Kevin pulled on him years ago. Vulkanus forces Kevin absorb a rare alien crystal called Taedenite, planning to use him as a living gem mine. He is rescued by Ben and Gwen and afterward, it is revealed that the item Kevin sought is a holo-viewer with another message from Grandpa Max, telling Ben that he will need to recruit a team of Plumber's kids.
Omnitrix Alien Debuts: Big Chill 	
Kevin meets with an old contact of his named Argit, who claims he knows the location of a particular piece of alien tech Kevin is looking for. Needing something to bargain with, Kevin steals Max’s RV, the Rustbucket. Unfortunately, upon seeing the huge amount of Plumber’s tech and weapons in the old RV, Argit double crosses Kevin, and steals the RV for himself, planning to pay off his old debts. With Ben automatically suspecting the worst in Kevin, the team follows Argit with a tracking device that Kevin hid on the Rustbucket’s undercarriage.
They find the RV, but it has been completely stripped for parts. Infuriated, Ben almost picks a fight with Kevin, but then Argit comes back. Using Echo Echo, the team is able to stop Argit. Still determined to get that piece of alien tech, Kevin storms away to seek out Vulkanus, having been told by Argit earlier he is in possession of the alien device. Kevin tries to make a deal with Vulkanus, but the later is still bitter over a double cross that Kevin pulled on him years ago. Vulkanus forces Kevin absorb a rare alien crystal called Taedenite, planning to use him as a living gem mine. He is rescued by Ben and Gwen and afterward, it is revealed that the item Kevin sought is a holo-viewer with another message from Grandpa Max, telling Ben that he will need to recruit a team of Plumber's kids.
Omnitrix Alien Debuts: Big Chill 	
Kevin meets with an old contact of his named Argit, who claims he knows the location of a particular piece of alien tech Kevin is looking for. Needing something to bargain with, Kevin steals Max’s RV, the Rustbucket. Unfortunately, upon seeing the huge amount of Plumber’s tech and weapons in the old RV, Argit double crosses Kevin, and steals the RV for himself, planning to pay off his old debts. With Ben automatically suspecting the worst in Kevin, the team follows Argit with a tracking device that Kevin hid on the Rustbucket’s undercarriage.
They find the RV, but it has been completely stripped for parts. Infuriated, Ben almost picks a fight with Kevin, but then Argit comes back. Using Echo Echo, the team is able to stop Argit. Still determined to get that piece of alien tech, Kevin storms away to seek out Vulkanus, having been told by Argit earlier he is in possession of the alien device. Kevin tries to make a deal with Vulkanus, but the later is still bitter over a double cross that Kevin pulled on him years ago. Vulkanus forces Kevin absorb a rare alien crystal called Taedenite, planning to use him as a living gem mine. He is rescued by Ben and Gwen and afterward, it is revealed that the item Kevin sought is a holo-viewer with another message from Grandpa Max, telling Ben that he will need to recruit a team of Plumber's kids.
Omnitrix Alien Debuts: Big Chill
5 	"All That Glitters" 	May 10, 2008 	 	 	 	
Ben, Gwen, and Kevin set out on their mission to locate the other Plumber's children to recruit new members for their team. The first one they encounter is a young man named Michael Morningstar. Since Michael has all the Plumber’s gear of his late father, as well as the fact that he seems to have been helping his city using his energy powers, Ben and Gwen are quick to trust him.
Kevin, however, remains suspicious (partly because of Gwen's romantic attraction to Michael). Seeing a reading on Michael’s computers that there’s a massive power draw at a local power plant, the team plus Michael decides to act. Finding a group of zombified school girls at the plant, the team engages in a short battle, and Michael “accidentally” lets them escape. Michael asks Gwen to dinner. Ben tries to stop him, but Kevin uses the opportunity to break into Michael’s house to see if his suspicions are valid. As it turns out, Michael is making the zombies, draining the schoolgirls of their vital life-force energy and then commanding them to collect more strength for him. Fearing for Gwen’s safety, they unfortunately arrive to help her too late. Michael drains Gwen's powers and becomes nearly unstoppable. With Ben and Kevin knocked out, Gwen saves the day by fighting back and reabsorbing her powers. Drained, Michael is then attacked by the school girls, leaving him withered and powerless.
Omnitrix Alien Debuts: Chromostone 	
Ben, Gwen, and Kevin set out on their mission to locate the other Plumber's children to recruit new members for their team. The first one they encounter is a young man named Michael Morningstar. Since Michael has all the Plumber’s gear of his late father, as well as the fact that he seems to have been helping his city using his energy powers, Ben and Gwen are quick to trust him.
Kevin, however, remains suspicious (partly because of Gwen's romantic attraction to Michael). Seeing a reading on Michael’s computers that there’s a massive power draw at a local power plant, the team plus Michael decides to act. Finding a group of zombified school girls at the plant, the team engages in a short battle, and Michael “accidentally” lets them escape. Michael asks Gwen to dinner. Ben tries to stop him, but Kevin uses the opportunity to break into Michael’s house to see if his suspicions are valid. As it turns out, Michael is making the zombies, draining the schoolgirls of their vital life-force energy and then commanding them to collect more strength for him. Fearing for Gwen’s safety, they unfortunately arrive to help her too late. Michael drains Gwen's powers and becomes nearly unstoppable. With Ben and Kevin knocked out, Gwen saves the day by fighting back and reabsorbing her powers. Drained, Michael is then attacked by the school girls, leaving him withered and powerless.
Omnitrix Alien Debuts: Chromostone 	
Ben, Gwen, and Kevin set out on their mission to locate the other Plumber's children to recruit new members for their team. The first one they encounter is a young man named Michael Morningstar. Since Michael has all the Plumber’s gear of his late father, as well as the fact that he seems to have been helping his city using his energy powers, Ben and Gwen are quick to trust him.
Kevin, however, remains suspicious (partly because of Gwen's romantic attraction to Michael). Seeing a reading on Michael’s computers that there’s a massive power draw at a local power plant, the team plus Michael decides to act. Finding a group of zombified school girls at the plant, the team engages in a short battle, and Michael “accidentally” lets them escape. Michael asks Gwen to dinner. Ben tries to stop him, but Kevin uses the opportunity to break into Michael’s house to see if his suspicions are valid. As it turns out, Michael is making the zombies, draining the schoolgirls of their vital life-force energy and then commanding them to collect more strength for him. Fearing for Gwen’s safety, they unfortunately arrive to help her too late. Michael drains Gwen's powers and becomes nearly unstoppable. With Ben and Kevin knocked out, Gwen saves the day by fighting back and reabsorbing her powers. Drained, Michael is then attacked by the school girls, leaving him withered and powerless.
Omnitrix Alien Debuts: Chromostone 	
Ben, Gwen, and Kevin set out on their mission to locate the other Plumber's children to recruit new members for their team. The first one they encounter is a young man named Michael Morningstar. Since Michael has all the Plumber’s gear of his late father, as well as the fact that he seems to have been helping his city using his energy powers, Ben and Gwen are quick to trust him.
Kevin, however, remains suspicious (partly because of Gwen's romantic attraction to Michael). Seeing a reading on Michael’s computers that there’s a massive power draw at a local power plant, the team plus Michael decides to act. Finding a group of zombified school girls at the plant, the team engages in a short battle, and Michael “accidentally” lets them escape. Michael asks Gwen to dinner. Ben tries to stop him, but Kevin uses the opportunity to break into Michael’s house to see if his suspicions are valid. As it turns out, Michael is making the zombies, draining the schoolgirls of their vital life-force energy and then commanding them to collect more strength for him. Fearing for Gwen’s safety, they unfortunately arrive to help her too late. Michael drains Gwen's powers and becomes nearly unstoppable. With Ben and Kevin knocked out, Gwen saves the day by fighting back and reabsorbing her powers. Drained, Michael is then attacked by the school girls, leaving him withered and powerless.
Omnitrix Alien Debuts: Chromostone 	
Ben, Gwen, and Kevin set out on their mission to locate the other Plumber's children to recruit new members for their team. The first one they encounter is a young man named Michael Morningstar. Since Michael has all the Plumber’s gear of his late father, as well as the fact that he seems to have been helping his city using his energy powers, Ben and Gwen are quick to trust him.
Kevin, however, remains suspicious (partly because of Gwen's romantic attraction to Michael). Seeing a reading on Michael’s computers that there’s a massive power draw at a local power plant, the team plus Michael decides to act. Finding a group of zombified school girls at the plant, the team engages in a short battle, and Michael “accidentally” lets them escape. Michael asks Gwen to dinner. Ben tries to stop him, but Kevin uses the opportunity to break into Michael’s house to see if his suspicions are valid. As it turns out, Michael is making the zombies, draining the schoolgirls of their vital life-force energy and then commanding them to collect more strength for him. Fearing for Gwen’s safety, they unfortunately arrive to help her too late. Michael drains Gwen's powers and becomes nearly unstoppable. With Ben and Kevin knocked out, Gwen saves the day by fighting back and reabsorbing her powers. Drained, Michael is then attacked by the school girls, leaving him withered and powerless.
Omnitrix Alien Debuts: Chromostone 	
Ben, Gwen, and Kevin set out on their mission to locate the other Plumber's children to recruit new members for their team. The first one they encounter is a young man named Michael Morningstar. Since Michael has all the Plumber’s gear of his late father, as well as the fact that he seems to have been helping his city using his energy powers, Ben and Gwen are quick to trust him.
Kevin, however, remains suspicious (partly because of Gwen's romantic attraction to Michael). Seeing a reading on Michael’s computers that there’s a massive power draw at a local power plant, the team plus Michael decides to act. Finding a group of zombified school girls at the plant, the team engages in a short battle, and Michael “accidentally” lets them escape. Michael asks Gwen to dinner. Ben tries to stop him, but Kevin uses the opportunity to break into Michael’s house to see if his suspicions are valid. As it turns out, Michael is making the zombies, draining the schoolgirls of their vital life-force energy and then commanding them to collect more strength for him. Fearing for Gwen’s safety, they unfortunately arrive to help her too late. Michael drains Gwen's powers and becomes nearly unstoppable. With Ben and Kevin knocked out, Gwen saves the day by fighting back and reabsorbing her powers. Drained, Michael is then attacked by the school girls, leaving him withered and powerless.
Omnitrix Alien Debuts: Chromostone 	
Ben, Gwen, and Kevin set out on their mission to locate the other Plumber's children to recruit new members for their team. The first one they encounter is a young man named Michael Morningstar. Since Michael has all the Plumber’s gear of his late father, as well as the fact that he seems to have been helping his city using his energy powers, Ben and Gwen are quick to trust him.
Kevin, however, remains suspicious (partly because of Gwen's romantic attraction to Michael). Seeing a reading on Michael’s computers that there’s a massive power draw at a local power plant, the team plus Michael decides to act. Finding a group of zombified school girls at the plant, the team engages in a short battle, and Michael “accidentally” lets them escape. Michael asks Gwen to dinner. Ben tries to stop him, but Kevin uses the opportunity to break into Michael’s house to see if his suspicions are valid. As it turns out, Michael is making the zombies, draining the schoolgirls of their vital life-force energy and then commanding them to collect more strength for him. Fearing for Gwen’s safety, they unfortunately arrive to help her too late. Michael drains Gwen's powers and becomes nearly unstoppable. With Ben and Kevin knocked out, Gwen saves the day by fighting back and reabsorbing her powers. Drained, Michael is then attacked by the school girls, leaving him withered and powerless.
Omnitrix Alien Debuts: Chromostone
6 	"Max Out" 	May 17, 2008 	 	 	 	
Gwen's older brother, Ken, is missing and Gwen asks for Ben and Kevin's help to find him. In their search, the gang stumbles upon a Highbreed base in a small town called Santa Mira that manufactures Xenocytes: headcrab-like parasites that mutate humans into DNAliens. Ken has been infected by one of the Xenocytes, but Ben is able to remove it with the help of the voice-automated Omnitrix. With Ken in tow, the gang finds Grandpa Max inside the base. He explains that the Xenocyte eggs will be shipped across the country, and asks the gang to destroy them. While they comply, he sets about destroying the factory while searching for the egg-laying machine.
The gang finds Max locked in battle with a Highbreed Commander upon their return. In an act of self-sacrifice, Max uses an unfocused Null Void warp projector to destroy the Highbreed base. With his last words, he tells Ben to "Take it from here". Then everything and everyone, except Ben, Gwen, Kevin and Ken, is sent to the Null Void. In the aftermath, a group of disguised DNAliens are shown gathering surviving Xenocytes from the wreckage of the base. 	
Gwen's older brother, Ken, is missing and Gwen asks for Ben and Kevin's help to find him. In their search, the gang stumbles upon a Highbreed base in a small town called Santa Mira that manufactures Xenocytes: headcrab-like parasites that mutate humans into DNAliens. Ken has been infected by one of the Xenocytes, but Ben is able to remove it with the help of the voice-automated Omnitrix. With Ken in tow, the gang finds Grandpa Max inside the base. He explains that the Xenocyte eggs will be shipped across the country, and asks the gang to destroy them. While they comply, he sets about destroying the factory while searching for the egg-laying machine.
The gang finds Max locked in battle with a Highbreed Commander upon their return. In an act of self-sacrifice, Max uses an unfocused Null Void warp projector to destroy the Highbreed base. With his last words, he tells Ben to "Take it from here". Then everything and everyone, except Ben, Gwen, Kevin and Ken, is sent to the Null Void. In the aftermath, a group of disguised DNAliens are shown gathering surviving Xenocytes from the wreckage of the base. 	
Gwen's older brother, Ken, is missing and Gwen asks for Ben and Kevin's help to find him. In their search, the gang stumbles upon a Highbreed base in a small town called Santa Mira that manufactures Xenocytes: headcrab-like parasites that mutate humans into DNAliens. Ken has been infected by one of the Xenocytes, but Ben is able to remove it with the help of the voice-automated Omnitrix. With Ken in tow, the gang finds Grandpa Max inside the base. He explains that the Xenocyte eggs will be shipped across the country, and asks the gang to destroy them. While they comply, he sets about destroying the factory while searching for the egg-laying machine.
The gang finds Max locked in battle with a Highbreed Commander upon their return. In an act of self-sacrifice, Max uses an unfocused Null Void warp projector to destroy the Highbreed base. With his last words, he tells Ben to "Take it from here". Then everything and everyone, except Ben, Gwen, Kevin and Ken, is sent to the Null Void. In the aftermath, a group of disguised DNAliens are shown gathering surviving Xenocytes from the wreckage of the base. 	
Gwen's older brother, Ken, is missing and Gwen asks for Ben and Kevin's help to find him. In their search, the gang stumbles upon a Highbreed base in a small town called Santa Mira that manufactures Xenocytes: headcrab-like parasites that mutate humans into DNAliens. Ken has been infected by one of the Xenocytes, but Ben is able to remove it with the help of the voice-automated Omnitrix. With Ken in tow, the gang finds Grandpa Max inside the base. He explains that the Xenocyte eggs will be shipped across the country, and asks the gang to destroy them. While they comply, he sets about destroying the factory while searching for the egg-laying machine.
The gang finds Max locked in battle with a Highbreed Commander upon their return. In an act of self-sacrifice, Max uses an unfocused Null Void warp projector to destroy the Highbreed base. With his last words, he tells Ben to "Take it from here". Then everything and everyone, except Ben, Gwen, Kevin and Ken, is sent to the Null Void. In the aftermath, a group of disguised DNAliens are shown gathering surviving Xenocytes from the wreckage of the base. 	
Gwen's older brother, Ken, is missing and Gwen asks for Ben and Kevin's help to find him. In their search, the gang stumbles upon a Highbreed base in a small town called Santa Mira that manufactures Xenocytes: headcrab-like parasites that mutate humans into DNAliens. Ken has been infected by one of the Xenocytes, but Ben is able to remove it with the help of the voice-automated Omnitrix. With Ken in tow, the gang finds Grandpa Max inside the base. He explains that the Xenocyte eggs will be shipped across the country, and asks the gang to destroy them. While they comply, he sets about destroying the factory while searching for the egg-laying machine.
The gang finds Max locked in battle with a Highbreed Commander upon their return. In an act of self-sacrifice, Max uses an unfocused Null Void warp projector to destroy the Highbreed base. With his last words, he tells Ben to "Take it from here". Then everything and everyone, except Ben, Gwen, Kevin and Ken, is sent to the Null Void. In the aftermath, a group of disguised DNAliens are shown gathering surviving Xenocytes from the wreckage of the base. 	
Gwen's older brother, Ken, is missing and Gwen asks for Ben and Kevin's help to find him. In their search, the gang stumbles upon a Highbreed base in a small town called Santa Mira that manufactures Xenocytes: headcrab-like parasites that mutate humans into DNAliens. Ken has been infected by one of the Xenocytes, but Ben is able to remove it with the help of the voice-automated Omnitrix. With Ken in tow, the gang finds Grandpa Max inside the base. He explains that the Xenocyte eggs will be shipped across the country, and asks the gang to destroy them. While they comply, he sets about destroying the factory while searching for the egg-laying machine.
The gang finds Max locked in battle with a Highbreed Commander upon their return. In an act of self-sacrifice, Max uses an unfocused Null Void warp projector to destroy the Highbreed base. With his last words, he tells Ben to "Take it from here". Then everything and everyone, except Ben, Gwen, Kevin and Ken, is sent to the Null Void. In the aftermath, a group of disguised DNAliens are shown gathering surviving Xenocytes from the wreckage of the base. 	
Gwen's older brother, Ken, is missing and Gwen asks for Ben and Kevin's help to find him. In their search, the gang stumbles upon a Highbreed base in a small town called Santa Mira that manufactures Xenocytes: headcrab-like parasites that mutate humans into DNAliens. Ken has been infected by one of the Xenocytes, but Ben is able to remove it with the help of the voice-automated Omnitrix. With Ken in tow, the gang finds Grandpa Max inside the base. He explains that the Xenocyte eggs will be shipped across the country, and asks the gang to destroy them. While they comply, he sets about destroying the factory while searching for the egg-laying machine.
The gang finds Max locked in battle with a Highbreed Commander upon their return. In an act of self-sacrifice, Max uses an unfocused Null Void warp projector to destroy the Highbreed base. With his last words, he tells Ben to "Take it from here". Then everything and everyone, except Ben, Gwen, Kevin and Ken, is sent to the Null Void. In the aftermath, a group of disguised DNAliens are shown gathering surviving Xenocytes from the wreckage of the base.
7 	"Pier Pressure" 	May 31, 2008 	 	 	 	
The team is at one of Julie’s tennis matches. Gwen tells Ben to ask Julie to go on a date with him to a local boardwalk amusement park the Pier, and after an awkward attempt by Ben to ask her, Julie agrees, and they go. Elsewhere, out in the forest, a small dog-like Galvanic Mechomorph seeps out of a crashed spaceship. Seeking a plumber’s badge signature, the Mechomorph soon finds Ben and starts taking control of the rides to get Ben’s attention. After a few failed attempts, the alien than uses a ride to kidnap Julie.
Flying after the alien as Jetray, Ben tracks the alien to the ship. In the process, Julie finds out about the Omnitrix. Ben expects her to be freaked out, but Julie, however, finds Ben's secret very impressive, and even cool. The alien starts repeating the word “Ship”, referring to the crashed space vessel. Deciding to call the alien Ship, Ben and Julie soon realize that what they though was a piece of the ships computer is in fact a bomb about to blow. Using Humungousaur to throw the bomb into space, they soon free the ship’s wounded owner, Baz-El from the wreckage and help him fix his ship. Seeing how he has no use for Ship, Baz-El decides to leave Ship with Ben. It’s dawn as Ben and Julie walk home. Ship chases a truck. Ben and Julie hold hands.
Omnitrix Alien Debuts: Brainstorm,Jetray,Spider Monkey 	
The team is at one of Julie’s tennis matches. Gwen tells Ben to ask Julie to go on a date with him to a local boardwalk amusement park the Pier, and after an awkward attempt by Ben to ask her, Julie agrees, and they go. Elsewhere, out in the forest, a small dog-like Galvanic Mechomorph seeps out of a crashed spaceship. Seeking a plumber’s badge signature, the Mechomorph soon finds Ben and starts taking control of the rides to get Ben’s attention. After a few failed attempts, the alien than uses a ride to kidnap Julie.
Flying after the alien as Jetray, Ben tracks the alien to the ship. In the process, Julie finds out about the Omnitrix. Ben expects her to be freaked out, but Julie, however, finds Ben's secret very impressive, and even cool. The alien starts repeating the word “Ship”, referring to the crashed space vessel. Deciding to call the alien Ship, Ben and Julie soon realize that what they though was a piece of the ships computer is in fact a bomb about to blow. Using Humungousaur to throw the bomb into space, they soon free the ship’s wounded owner, Baz-El from the wreckage and help him fix his ship. Seeing how he has no use for Ship, Baz-El decides to leave Ship with Ben. It’s dawn as Ben and Julie walk home. Ship chases a truck. Ben and Julie hold hands.
Omnitrix Alien Debuts: Brainstorm,Jetray,Spider Monkey 	
The team is at one of Julie’s tennis matches. Gwen tells Ben to ask Julie to go on a date with him to a local boardwalk amusement park the Pier, and after an awkward attempt by Ben to ask her, Julie agrees, and they go. Elsewhere, out in the forest, a small dog-like Galvanic Mechomorph seeps out of a crashed spaceship. Seeking a plumber’s badge signature, the Mechomorph soon finds Ben and starts taking control of the rides to get Ben’s attention. After a few failed attempts, the alien than uses a ride to kidnap Julie.
Flying after the alien as Jetray, Ben tracks the alien to the ship. In the process, Julie finds out about the Omnitrix. Ben expects her to be freaked out, but Julie, however, finds Ben's secret very impressive, and even cool. The alien starts repeating the word “Ship”, referring to the crashed space vessel. Deciding to call the alien Ship, Ben and Julie soon realize that what they though was a piece of the ships computer is in fact a bomb about to blow. Using Humungousaur to throw the bomb into space, they soon free the ship’s wounded owner, Baz-El from the wreckage and help him fix his ship. Seeing how he has no use for Ship, Baz-El decides to leave Ship with Ben. It’s dawn as Ben and Julie walk home. Ship chases a truck. Ben and Julie hold hands.
Omnitrix Alien Debuts: Brainstorm,Jetray,Spider Monkey 	
The team is at one of Julie’s tennis matches. Gwen tells Ben to ask Julie to go on a date with him to a local boardwalk amusement park the Pier, and after an awkward attempt by Ben to ask her, Julie agrees, and they go. Elsewhere, out in the forest, a small dog-like Galvanic Mechomorph seeps out of a crashed spaceship. Seeking a plumber’s badge signature, the Mechomorph soon finds Ben and starts taking control of the rides to get Ben’s attention. After a few failed attempts, the alien than uses a ride to kidnap Julie.
Flying after the alien as Jetray, Ben tracks the alien to the ship. In the process, Julie finds out about the Omnitrix. Ben expects her to be freaked out, but Julie, however, finds Ben's secret very impressive, and even cool. The alien starts repeating the word “Ship”, referring to the crashed space vessel. Deciding to call the alien Ship, Ben and Julie soon realize that what they though was a piece of the ships computer is in fact a bomb about to blow. Using Humungousaur to throw the bomb into space, they soon free the ship’s wounded owner, Baz-El from the wreckage and help him fix his ship. Seeing how he has no use for Ship, Baz-El decides to leave Ship with Ben. It’s dawn as Ben and Julie walk home. Ship chases a truck. Ben and Julie hold hands.
Omnitrix Alien Debuts: Brainstorm,Jetray,Spider Monkey 	
The team is at one of Julie’s tennis matches. Gwen tells Ben to ask Julie to go on a date with him to a local boardwalk amusement park the Pier, and after an awkward attempt by Ben to ask her, Julie agrees, and they go. Elsewhere, out in the forest, a small dog-like Galvanic Mechomorph seeps out of a crashed spaceship. Seeking a plumber’s badge signature, the Mechomorph soon finds Ben and starts taking control of the rides to get Ben’s attention. After a few failed attempts, the alien than uses a ride to kidnap Julie.
Flying after the alien as Jetray, Ben tracks the alien to the ship. In the process, Julie finds out about the Omnitrix. Ben expects her to be freaked out, but Julie, however, finds Ben's secret very impressive, and even cool. The alien starts repeating the word “Ship”, referring to the crashed space vessel. Deciding to call the alien Ship, Ben and Julie soon realize that what they though was a piece of the ships computer is in fact a bomb about to blow. Using Humungousaur to throw the bomb into space, they soon free the ship’s wounded owner, Baz-El from the wreckage and help him fix his ship. Seeing how he has no use for Ship, Baz-El decides to leave Ship with Ben. It’s dawn as Ben and Julie walk home. Ship chases a truck. Ben and Julie hold hands.
Omnitrix Alien Debuts: Brainstorm,Jetray,Spider Monkey 	
The team is at one of Julie’s tennis matches. Gwen tells Ben to ask Julie to go on a date with him to a local boardwalk amusement park the Pier, and after an awkward attempt by Ben to ask her, Julie agrees, and they go. Elsewhere, out in the forest, a small dog-like Galvanic Mechomorph seeps out of a crashed spaceship. Seeking a plumber’s badge signature, the Mechomorph soon finds Ben and starts taking control of the rides to get Ben’s attention. After a few failed attempts, the alien than uses a ride to kidnap Julie.
Flying after the alien as Jetray, Ben tracks the alien to the ship. In the process, Julie finds out about the Omnitrix. Ben expects her to be freaked out, but Julie, however, finds Ben's secret very impressive, and even cool. The alien starts repeating the word “Ship”, referring to the crashed space vessel. Deciding to call the alien Ship, Ben and Julie soon realize that what they though was a piece of the ships computer is in fact a bomb about to blow. Using Humungousaur to throw the bomb into space, they soon free the ship’s wounded owner, Baz-El from the wreckage and help him fix his ship. Seeing how he has no use for Ship, Baz-El decides to leave Ship with Ben. It’s dawn as Ben and Julie walk home. Ship chases a truck. Ben and Julie hold hands.
Omnitrix Alien Debuts: Brainstorm,Jetray,Spider Monkey 	
The team is at one of Julie’s tennis matches. Gwen tells Ben to ask Julie to go on a date with him to a local boardwalk amusement park the Pier, and after an awkward attempt by Ben to ask her, Julie agrees, and they go. Elsewhere, out in the forest, a small dog-like Galvanic Mechomorph seeps out of a crashed spaceship. Seeking a plumber’s badge signature, the Mechomorph soon finds Ben and starts taking control of the rides to get Ben’s attention. After a few failed attempts, the alien than uses a ride to kidnap Julie.
Flying after the alien as Jetray, Ben tracks the alien to the ship. In the process, Julie finds out about the Omnitrix. Ben expects her to be freaked out, but Julie, however, finds Ben's secret very impressive, and even cool. The alien starts repeating the word “Ship”, referring to the crashed space vessel. Deciding to call the alien Ship, Ben and Julie soon realize that what they though was a piece of the ships computer is in fact a bomb about to blow. Using Humungousaur to throw the bomb into space, they soon free the ship’s wounded owner, Baz-El from the wreckage and help him fix his ship. Seeing how he has no use for Ship, Baz-El decides to leave Ship with Ben. It’s dawn as Ben and Julie walk home. Ship chases a truck. Ben and Julie hold hands.
Omnitrix Alien Debuts: Brainstorm,Jetray,Spider Monkey
8 	"What are Little Girls Made of?" 	June 7, 2008 	 	 	 	
While Gwen, Ben, and Kevin are taking a break at Grandpa Max’s favorite fishing spot, they see a mysterious cloaked woman leave a flower made of pure mana energy at the base of Max’s favorite tree. When the team tries to meet her, she disappears. They decide to stake out the area for a while until the woman shows up again. The wait for 3 nights, and their patience is rewarded. The woman shows up, and is able to beat both Ben and Kevin in battle. However, when she sees Gwen use her powers, she’s amazed.
As it turns out, Gwen’s magical powers are in fact inherited from the strange woman, who turns out to be Ben and Gwen’s paternal grandmother, Verdona, who is an immensely powerful energy being known as an Anodite from the planet Anodyne. After getting the full story from Gwen’s parents, Verdona offers to take Gwen back to her home planet, Anodyne, where she can learn how to reach the full and maximum potential of all of her abilities (which would require seventy-five years). Gwen tells Verdona that she cannot leave her friends, not while the Earth is in such danger. Verdona then transforms into her true Anodite form, and decides to destroy Gwen's human body, thus releasing the inner Anodite inside. After a short battle, Gwen firmly tells Verdona that she wants to stay on Earth and stay the way she is, saying that it’s what Max would have wanted. Verdona accepts this and leaves, though she promises to check up on Gwen occasionally to see how she is doing.
Omnitrix Alien Debuts: Spidermonkey	
While Gwen, Ben, and Kevin are taking a break at Grandpa Max’s favorite fishing spot, they see a mysterious cloaked woman leave a flower made of pure mana energy at the base of Max’s favorite tree. When the team tries to meet her, she disappears. They decide to stake out the area for a while until the woman shows up again. The wait for 3 nights, and their patience is rewarded. The woman shows up, and is able to beat both Ben and Kevin in battle. However, when she sees Gwen use her powers, she’s amazed.
As it turns out, Gwen’s magical powers are in fact inherited from the strange woman, who turns out to be Ben and Gwen’s paternal grandmother, Verdona, who is an immensely powerful energy being known as an Anodite from the planet Anodyne. After getting the full story from Gwen’s parents, Verdona offers to take Gwen back to her home planet, Anodyne, where she can learn how to reach the full and maximum potential of all of her abilities (which would require seventy-five years). Gwen tells Verdona that she cannot leave her friends, not while the Earth is in such danger. Verdona then transforms into her true Anodite form, and decides to destroy Gwen's human body, thus releasing the inner Anodite inside. After a short battle, Gwen firmly tells Verdona that she wants to stay on Earth and stay the way she is, saying that it’s what Max would have wanted. Verdona accepts this and leaves, though she promises to check up on Gwen occasionally to see how she is doing.
Omnitrix Alien Debuts: Spidermonkey	
While Gwen, Ben, and Kevin are taking a break at Grandpa Max’s favorite fishing spot, they see a mysterious cloaked woman leave a flower made of pure mana energy at the base of Max’s favorite tree. When the team tries to meet her, she disappears. They decide to stake out the area for a while until the woman shows up again. The wait for 3 nights, and their patience is rewarded. The woman shows up, and is able to beat both Ben and Kevin in battle. However, when she sees Gwen use her powers, she’s amazed.
As it turns out, Gwen’s magical powers are in fact inherited from the strange woman, who turns out to be Ben and Gwen’s paternal grandmother, Verdona, who is an immensely powerful energy being known as an Anodite from the planet Anodyne. After getting the full story from Gwen’s parents, Verdona offers to take Gwen back to her home planet, Anodyne, where she can learn how to reach the full and maximum potential of all of her abilities (which would require seventy-five years). Gwen tells Verdona that she cannot leave her friends, not while the Earth is in such danger. Verdona then transforms into her true Anodite form, and decides to destroy Gwen's human body, thus releasing the inner Anodite inside. After a short battle, Gwen firmly tells Verdona that she wants to stay on Earth and stay the way she is, saying that it’s what Max would have wanted. Verdona accepts this and leaves, though she promises to check up on Gwen occasionally to see how she is doing.
Omnitrix Alien Debuts: Spidermonkey	
While Gwen, Ben, and Kevin are taking a break at Grandpa Max’s favorite fishing spot, they see a mysterious cloaked woman leave a flower made of pure mana energy at the base of Max’s favorite tree. When the team tries to meet her, she disappears. They decide to stake out the area for a while until the woman shows up again. The wait for 3 nights, and their patience is rewarded. The woman shows up, and is able to beat both Ben and Kevin in battle. However, when she sees Gwen use her powers, she’s amazed.
As it turns out, Gwen’s magical powers are in fact inherited from the strange woman, who turns out to be Ben and Gwen’s paternal grandmother, Verdona, who is an immensely powerful energy being known as an Anodite from the planet Anodyne. After getting the full story from Gwen’s parents, Verdona offers to take Gwen back to her home planet, Anodyne, where she can learn how to reach the full and maximum potential of all of her abilities (which would require seventy-five years). Gwen tells Verdona that she cannot leave her friends, not while the Earth is in such danger. Verdona then transforms into her true Anodite form, and decides to destroy Gwen's human body, thus releasing the inner Anodite inside. After a short battle, Gwen firmly tells Verdona that she wants to stay on Earth and stay the way she is, saying that it’s what Max would have wanted. Verdona accepts this and leaves, though she promises to check up on Gwen occasionally to see how she is doing.
Omnitrix Alien Debuts: Spidermonkey	
While Gwen, Ben, and Kevin are taking a break at Grandpa Max’s favorite fishing spot, they see a mysterious cloaked woman leave a flower made of pure mana energy at the base of Max’s favorite tree. When the team tries to meet her, she disappears. They decide to stake out the area for a while until the woman shows up again. The wait for 3 nights, and their patience is rewarded. The woman shows up, and is able to beat both Ben and Kevin in battle. However, when she sees Gwen use her powers, she’s amazed.
As it turns out, Gwen’s magical powers are in fact inherited from the strange woman, who turns out to be Ben and Gwen’s paternal grandmother, Verdona, who is an immensely powerful energy being known as an Anodite from the planet Anodyne. After getting the full story from Gwen’s parents, Verdona offers to take Gwen back to her home planet, Anodyne, where she can learn how to reach the full and maximum potential of all of her abilities (which would require seventy-five years). Gwen tells Verdona that she cannot leave her friends, not while the Earth is in such danger. Verdona then transforms into her true Anodite form, and decides to destroy Gwen's human body, thus releasing the inner Anodite inside. After a short battle, Gwen firmly tells Verdona that she wants to stay on Earth and stay the way she is, saying that it’s what Max would have wanted. Verdona accepts this and leaves, though she promises to check up on Gwen occasionally to see how she is doing.
Omnitrix Alien Debuts: Spidermonkey	
While Gwen, Ben, and Kevin are taking a break at Grandpa Max’s favorite fishing spot, they see a mysterious cloaked woman leave a flower made of pure mana energy at the base of Max’s favorite tree. When the team tries to meet her, she disappears. They decide to stake out the area for a while until the woman shows up again. The wait for 3 nights, and their patience is rewarded. The woman shows up, and is able to beat both Ben and Kevin in battle. However, when she sees Gwen use her powers, she’s amazed.
As it turns out, Gwen’s magical powers are in fact inherited from the strange woman, who turns out to be Ben and Gwen’s paternal grandmother, Verdona, who is an immensely powerful energy being known as an Anodite from the planet Anodyne. After getting the full story from Gwen’s parents, Verdona offers to take Gwen back to her home planet, Anodyne, where she can learn how to reach the full and maximum potential of all of her abilities (which would require seventy-five years). Gwen tells Verdona that she cannot leave her friends, not while the Earth is in such danger. Verdona then transforms into her true Anodite form, and decides to destroy Gwen's human body, thus releasing the inner Anodite inside. After a short battle, Gwen firmly tells Verdona that she wants to stay on Earth and stay the way she is, saying that it’s what Max would have wanted. Verdona accepts this and leaves, though she promises to check up on Gwen occasionally to see how she is doing.
Omnitrix Alien Debuts: Spidermonkey	
While Gwen, Ben, and Kevin are taking a break at Grandpa Max’s favorite fishing spot, they see a mysterious cloaked woman leave a flower made of pure mana energy at the base of Max’s favorite tree. When the team tries to meet her, she disappears. They decide to stake out the area for a while until the woman shows up again. The wait for 3 nights, and their patience is rewarded. The woman shows up, and is able to beat both Ben and Kevin in battle. However, when she sees Gwen use her powers, she’s amazed.
As it turns out, Gwen’s magical powers are in fact inherited from the strange woman, who turns out to be Ben and Gwen’s paternal grandmother, Verdona, who is an immensely powerful energy being known as an Anodite from the planet Anodyne. After getting the full story from Gwen’s parents, Verdona offers to take Gwen back to her home planet, Anodyne, where she can learn how to reach the full and maximum potential of all of her abilities (which would require seventy-five years). Gwen tells Verdona that she cannot leave her friends, not while the Earth is in such danger. Verdona then transforms into her true Anodite form, and decides to destroy Gwen's human body, thus releasing the inner Anodite inside. After a short battle, Gwen firmly tells Verdona that she wants to stay on Earth and stay the way she is, saying that it’s what Max would have wanted. Verdona accepts this and leaves, though she promises to check up on Gwen occasionally to see how she is doing.
Omnitrix Alien Debuts: Spidermonkey
9 	"The Gauntlet" 	June 14, 2008 	 	 	 	
The team faces off against a Techadon robot seemingly intent on destroying them. Using the new alien Goop, Ben is able to make the robot explode. Kevin grabs the severed hand of the robot (possibly planning to put its defense mechanisms in his car). Later, the team goes to Mr. Smoothie’s for a break. Two bullies named Cash and JT, who used to pick on Ben when he was 10, decide to embarrass Ben by spilling smoothie on him. Ben, however, stands up to them, and makes a point to the other people at the smoothy shop pointing out how pathetic JT and Cash really are. Later that night, they see Kevin’s car outside a restaurant, and decide to wreck it for retribution. They push it down a hill, smashing the trunk open. The grab the Techadon gauntlet before the car’s alarm attracts Kevin. Back at their hang out, and abandoned mannequin factory, Cash puts the gauntlet on, planning on using its built-in laser blaster to destroy Ben once and for all and repair their reputation. Over time, the full robot armor begins to reform around Cash’s bod. Worried about his friend, JT goes to Ben’s team for help. Kevin wants to go it alone as revenge for his car, but is soon defeated by the now immensely powered Cash. Seeking Ben out, a battle at Mr. Smoothie’s rages between Ben as Chromastone and the almost fully restored Techadon. In the end, Cash is able to force the robot back into the gauntlet and restore control over his own body. Ben is able to overpower Cash as Chromastone, and JT manages to convince Cash to fight the Techadon's influence, reverting it back into the gauntlet. JT thanks Ben, and takes Cash back home, with Gwen and Ben forgetting about a beat up Kevin still being in the mannequin factory.
Omnitrix Alien Debuts: Goop	
The team faces off against a Techadon robot seemingly intent on destroying them. Using the new alien Goop, Ben is able to make the robot explode. Kevin grabs the severed hand of the robot (possibly planning to put its defense mechanisms in his car). Later, the team goes to Mr. Smoothie’s for a break. Two bullies named Cash and JT, who used to pick on Ben when he was 10, decide to embarrass Ben by spilling smoothie on him. Ben, however, stands up to them, and makes a point to the other people at the smoothy shop pointing out how pathetic JT and Cash really are. Later that night, they see Kevin’s car outside a restaurant, and decide to wreck it for retribution. They push it down a hill, smashing the trunk open. The grab the Techadon gauntlet before the car’s alarm attracts Kevin. Back at their hang out, and abandoned mannequin factory, Cash puts the gauntlet on, planning on using its built-in laser blaster to destroy Ben once and for all and repair their reputation. Over time, the full robot armor begins to reform around Cash’s bod. Worried about his friend, JT goes to Ben’s team for help. Kevin wants to go it alone as revenge for his car, but is soon defeated by the now immensely powered Cash. Seeking Ben out, a battle at Mr. Smoothie’s rages between Ben as Chromastone and the almost fully restored Techadon. In the end, Cash is able to force the robot back into the gauntlet and restore control over his own body. Ben is able to overpower Cash as Chromastone, and JT manages to convince Cash to fight the Techadon's influence, reverting it back into the gauntlet. JT thanks Ben, and takes Cash back home, with Gwen and Ben forgetting about a beat up Kevin still being in the mannequin factory.
Omnitrix Alien Debuts: Goop	
The team faces off against a Techadon robot seemingly intent on destroying them. Using the new alien Goop, Ben is able to make the robot explode. Kevin grabs the severed hand of the robot (possibly planning to put its defense mechanisms in his car). Later, the team goes to Mr. Smoothie’s for a break. Two bullies named Cash and JT, who used to pick on Ben when he was 10, decide to embarrass Ben by spilling smoothie on him. Ben, however, stands up to them, and makes a point to the other people at the smoothy shop pointing out how pathetic JT and Cash really are. Later that night, they see Kevin’s car outside a restaurant, and decide to wreck it for retribution. They push it down a hill, smashing the trunk open. The grab the Techadon gauntlet before the car’s alarm attracts Kevin. Back at their hang out, and abandoned mannequin factory, Cash puts the gauntlet on, planning on using its built-in laser blaster to destroy Ben once and for all and repair their reputation. Over time, the full robot armor begins to reform around Cash’s bod. Worried about his friend, JT goes to Ben’s team for help. Kevin wants to go it alone as revenge for his car, but is soon defeated by the now immensely powered Cash. Seeking Ben out, a battle at Mr. Smoothie’s rages between Ben as Chromastone and the almost fully restored Techadon. In the end, Cash is able to force the robot back into the gauntlet and restore control over his own body. Ben is able to overpower Cash as Chromastone, and JT manages to convince Cash to fight the Techadon's influence, reverting it back into the gauntlet. JT thanks Ben, and takes Cash back home, with Gwen and Ben forgetting about a beat up Kevin still being in the mannequin factory.
Omnitrix Alien Debuts: Goop	
The team faces off against a Techadon robot seemingly intent on destroying them. Using the new alien Goop, Ben is able to make the robot explode. Kevin grabs the severed hand of the robot (possibly planning to put its defense mechanisms in his car). Later, the team goes to Mr. Smoothie’s for a break. Two bullies named Cash and JT, who used to pick on Ben when he was 10, decide to embarrass Ben by spilling smoothie on him. Ben, however, stands up to them, and makes a point to the other people at the smoothy shop pointing out how pathetic JT and Cash really are. Later that night, they see Kevin’s car outside a restaurant, and decide to wreck it for retribution. They push it down a hill, smashing the trunk open. The grab the Techadon gauntlet before the car’s alarm attracts Kevin. Back at their hang out, and abandoned mannequin factory, Cash puts the gauntlet on, planning on using its built-in laser blaster to destroy Ben once and for all and repair their reputation. Over time, the full robot armor begins to reform around Cash’s bod. Worried about his friend, JT goes to Ben’s team for help. Kevin wants to go it alone as revenge for his car, but is soon defeated by the now immensely powered Cash. Seeking Ben out, a battle at Mr. Smoothie’s rages between Ben as Chromastone and the almost fully restored Techadon. In the end, Cash is able to force the robot back into the gauntlet and restore control over his own body. Ben is able to overpower Cash as Chromastone, and JT manages to convince Cash to fight the Techadon's influence, reverting it back into the gauntlet. JT thanks Ben, and takes Cash back home, with Gwen and Ben forgetting about a beat up Kevin still being in the mannequin factory.
Omnitrix Alien Debuts: Goop	
The team faces off against a Techadon robot seemingly intent on destroying them. Using the new alien Goop, Ben is able to make the robot explode. Kevin grabs the severed hand of the robot (possibly planning to put its defense mechanisms in his car). Later, the team goes to Mr. Smoothie’s for a break. Two bullies named Cash and JT, who used to pick on Ben when he was 10, decide to embarrass Ben by spilling smoothie on him. Ben, however, stands up to them, and makes a point to the other people at the smoothy shop pointing out how pathetic JT and Cash really are. Later that night, they see Kevin’s car outside a restaurant, and decide to wreck it for retribution. They push it down a hill, smashing the trunk open. The grab the Techadon gauntlet before the car’s alarm attracts Kevin. Back at their hang out, and abandoned mannequin factory, Cash puts the gauntlet on, planning on using its built-in laser blaster to destroy Ben once and for all and repair their reputation. Over time, the full robot armor begins to reform around Cash’s bod. Worried about his friend, JT goes to Ben’s team for help. Kevin wants to go it alone as revenge for his car, but is soon defeated by the now immensely powered Cash. Seeking Ben out, a battle at Mr. Smoothie’s rages between Ben as Chromastone and the almost fully restored Techadon. In the end, Cash is able to force the robot back into the gauntlet and restore control over his own body. Ben is able to overpower Cash as Chromastone, and JT manages to convince Cash to fight the Techadon's influence, reverting it back into the gauntlet. JT thanks Ben, and takes Cash back home, with Gwen and Ben forgetting about a beat up Kevin still being in the mannequin factory.
Omnitrix Alien Debuts: Goop	
The team faces off against a Techadon robot seemingly intent on destroying them. Using the new alien Goop, Ben is able to make the robot explode. Kevin grabs the severed hand of the robot (possibly planning to put its defense mechanisms in his car). Later, the team goes to Mr. Smoothie’s for a break. Two bullies named Cash and JT, who used to pick on Ben when he was 10, decide to embarrass Ben by spilling smoothie on him. Ben, however, stands up to them, and makes a point to the other people at the smoothy shop pointing out how pathetic JT and Cash really are. Later that night, they see Kevin’s car outside a restaurant, and decide to wreck it for retribution. They push it down a hill, smashing the trunk open. The grab the Techadon gauntlet before the car’s alarm attracts Kevin. Back at their hang out, and abandoned mannequin factory, Cash puts the gauntlet on, planning on using its built-in laser blaster to destroy Ben once and for all and repair their reputation. Over time, the full robot armor begins to reform around Cash’s bod. Worried about his friend, JT goes to Ben’s team for help. Kevin wants to go it alone as revenge for his car, but is soon defeated by the now immensely powered Cash. Seeking Ben out, a battle at Mr. Smoothie’s rages between Ben as Chromastone and the almost fully restored Techadon. In the end, Cash is able to force the robot back into the gauntlet and restore control over his own body. Ben is able to overpower Cash as Chromastone, and JT manages to convince Cash to fight the Techadon's influence, reverting it back into the gauntlet. JT thanks Ben, and takes Cash back home, with Gwen and Ben forgetting about a beat up Kevin still being in the mannequin factory.
Omnitrix Alien Debuts: Goop	
The team faces off against a Techadon robot seemingly intent on destroying them. Using the new alien Goop, Ben is able to make the robot explode. Kevin grabs the severed hand of the robot (possibly planning to put its defense mechanisms in his car). Later, the team goes to Mr. Smoothie’s for a break. Two bullies named Cash and JT, who used to pick on Ben when he was 10, decide to embarrass Ben by spilling smoothie on him. Ben, however, stands up to them, and makes a point to the other people at the smoothy shop pointing out how pathetic JT and Cash really are. Later that night, they see Kevin’s car outside a restaurant, and decide to wreck it for retribution. They push it down a hill, smashing the trunk open. The grab the Techadon gauntlet before the car’s alarm attracts Kevin. Back at their hang out, and abandoned mannequin factory, Cash puts the gauntlet on, planning on using its built-in laser blaster to destroy Ben once and for all and repair their reputation. Over time, the full robot armor begins to reform around Cash’s bod. Worried about his friend, JT goes to Ben’s team for help. Kevin wants to go it alone as revenge for his car, but is soon defeated by the now immensely powered Cash. Seeking Ben out, a battle at Mr. Smoothie’s rages between Ben as Chromastone and the almost fully restored Techadon. In the end, Cash is able to force the robot back into the gauntlet and restore control over his own body. Ben is able to overpower Cash as Chromastone, and JT manages to convince Cash to fight the Techadon's influence, reverting it back into the gauntlet. JT thanks Ben, and takes Cash back home, with Gwen and Ben forgetting about a beat up Kevin still being in the mannequin factory.
Omnitrix Alien Debuts: Goop
10 	"Paradox" 	July 5, 2008 	 	 	 	
The team gets word of a strange creature roaming around an abandoned desert town nammed Los Soledad outside of Bellwood. The creature seems to be aging everything it touches at an accelerated rate. While Ben, Gwen, and Kevin investigate, see a strange man who seems to be able to disappear at will. After trying to fight him, the team soon formally meet the man known as Paradox, a scientist from the 1950s who was sucked into the event horizon of his time-travel experiment. Displaced from time and space, Paradox has existed for 100,000 years and is able to move through time at will. However, the same mistake that rendered him ageless created the creature they seek. The team is chased by the creature. It ages Kevin’s car to dust, and even turns Kevin himself into an elderly man. After Paradox reverses Kevin’s age, Ben realizes that the creature is not acting like a monster, but a confused person, going to phone booths and libraries, as though it was looking for information. Ben has Paradox take them back to the day of the time travel accident. The creature turns out to be Paradox’s assistant, Hugo, who was also sucked into the event horizon. But instead of going through the same thing as Paradox, Hugo was turned into the aging creature and sent to the modern time. There, as Humungousaur, Ben rescues Hugo, nullifying the creature's existence. In the present, the now old Hugo joins Paradox in exploring time and space.	The team gets word of a strange creature roaming around an abandoned desert town nammed Los Soledad outside of Bellwood. The creature seems to be aging everything it touches at an accelerated rate. While Ben, Gwen, and Kevin investigate, see a strange man who seems to be able to disappear at will. After trying to fight him, the team soon formally meet the man known as Paradox, a scientist from the 1950s who was sucked into the event horizon of his time-travel experiment. Displaced from time and space, Paradox has existed for 100,000 years and is able to move through time at will. However, the same mistake that rendered him ageless created the creature they seek. The team is chased by the creature. It ages Kevin’s car to dust, and even turns Kevin himself into an elderly man. After Paradox reverses Kevin’s age, Ben realizes that the creature is not acting like a monster, but a confused person, going to phone booths and libraries, as though it was looking for information. Ben has Paradox take them back to the day of the time travel accident. The creature turns out to be Paradox’s assistant, Hugo, who was also sucked into the event horizon. But instead of going through the same thing as Paradox, Hugo was turned into the aging creature and sent to the modern time. There, as Humungousaur, Ben rescues Hugo, nullifying the creature's existence. In the present, the now old Hugo joins Paradox in exploring time and space.	The team gets word of a strange creature roaming around an abandoned desert town nammed Los Soledad outside of Bellwood. The creature seems to be aging everything it touches at an accelerated rate. While Ben, Gwen, and Kevin investigate, see a strange man who seems to be able to disappear at will. After trying to fight him, the team soon formally meet the man known as Paradox, a scientist from the 1950s who was sucked into the event horizon of his time-travel experiment. Displaced from time and space, Paradox has existed for 100,000 years and is able to move through time at will. However, the same mistake that rendered him ageless created the creature they seek. The team is chased by the creature. It ages Kevin’s car to dust, and even turns Kevin himself into an elderly man. After Paradox reverses Kevin’s age, Ben realizes that the creature is not acting like a monster, but a confused person, going to phone booths and libraries, as though it was looking for information. Ben has Paradox take them back to the day of the time travel accident. The creature turns out to be Paradox’s assistant, Hugo, who was also sucked into the event horizon. But instead of going through the same thing as Paradox, Hugo was turned into the aging creature and sent to the modern time. There, as Humungousaur, Ben rescues Hugo, nullifying the creature's existence. In the present, the now old Hugo joins Paradox in exploring time and space.	The team gets word of a strange creature roaming around an abandoned desert town nammed Los Soledad outside of Bellwood. The creature seems to be aging everything it touches at an accelerated rate. While Ben, Gwen, and Kevin investigate, see a strange man who seems to be able to disappear at will. After trying to fight him, the team soon formally meet the man known as Paradox, a scientist from the 1950s who was sucked into the event horizon of his time-travel experiment. Displaced from time and space, Paradox has existed for 100,000 years and is able to move through time at will. However, the same mistake that rendered him ageless created the creature they seek. The team is chased by the creature. It ages Kevin’s car to dust, and even turns Kevin himself into an elderly man. After Paradox reverses Kevin’s age, Ben realizes that the creature is not acting like a monster, but a confused person, going to phone booths and libraries, as though it was looking for information. Ben has Paradox take them back to the day of the time travel accident. The creature turns out to be Paradox’s assistant, Hugo, who was also sucked into the event horizon. But instead of going through the same thing as Paradox, Hugo was turned into the aging creature and sent to the modern time. There, as Humungousaur, Ben rescues Hugo, nullifying the creature's existence. In the present, the now old Hugo joins Paradox in exploring time and space.	The team gets word of a strange creature roaming around an abandoned desert town nammed Los Soledad outside of Bellwood. The creature seems to be aging everything it touches at an accelerated rate. While Ben, Gwen, and Kevin investigate, see a strange man who seems to be able to disappear at will. After trying to fight him, the team soon formally meet the man known as Paradox, a scientist from the 1950s who was sucked into the event horizon of his time-travel experiment. Displaced from time and space, Paradox has existed for 100,000 years and is able to move through time at will. However, the same mistake that rendered him ageless created the creature they seek. The team is chased by the creature. It ages Kevin’s car to dust, and even turns Kevin himself into an elderly man. After Paradox reverses Kevin’s age, Ben realizes that the creature is not acting like a monster, but a confused person, going to phone booths and libraries, as though it was looking for information. Ben has Paradox take them back to the day of the time travel accident. The creature turns out to be Paradox’s assistant, Hugo, who was also sucked into the event horizon. But instead of going through the same thing as Paradox, Hugo was turned into the aging creature and sent to the modern time. There, as Humungousaur, Ben rescues Hugo, nullifying the creature's existence. In the present, the now old Hugo joins Paradox in exploring time and space.	The team gets word of a strange creature roaming around an abandoned desert town nammed Los Soledad outside of Bellwood. The creature seems to be aging everything it touches at an accelerated rate. While Ben, Gwen, and Kevin investigate, see a strange man who seems to be able to disappear at will. After trying to fight him, the team soon formally meet the man known as Paradox, a scientist from the 1950s who was sucked into the event horizon of his time-travel experiment. Displaced from time and space, Paradox has existed for 100,000 years and is able to move through time at will. However, the same mistake that rendered him ageless created the creature they seek. The team is chased by the creature. It ages Kevin’s car to dust, and even turns Kevin himself into an elderly man. After Paradox reverses Kevin’s age, Ben realizes that the creature is not acting like a monster, but a confused person, going to phone booths and libraries, as though it was looking for information. Ben has Paradox take them back to the day of the time travel accident. The creature turns out to be Paradox’s assistant, Hugo, who was also sucked into the event horizon. But instead of going through the same thing as Paradox, Hugo was turned into the aging creature and sent to the modern time. There, as Humungousaur, Ben rescues Hugo, nullifying the creature's existence. In the present, the now old Hugo joins Paradox in exploring time and space.	The team gets word of a strange creature roaming around an abandoned desert town nammed Los Soledad outside of Bellwood. The creature seems to be aging everything it touches at an accelerated rate. While Ben, Gwen, and Kevin investigate, see a strange man who seems to be able to disappear at will. After trying to fight him, the team soon formally meet the man known as Paradox, a scientist from the 1950s who was sucked into the event horizon of his time-travel experiment. Displaced from time and space, Paradox has existed for 100,000 years and is able to move through time at will. However, the same mistake that rendered him ageless created the creature they seek. The team is chased by the creature. It ages Kevin’s car to dust, and even turns Kevin himself into an elderly man. After Paradox reverses Kevin’s age, Ben realizes that the creature is not acting like a monster, but a confused person, going to phone booths and libraries, as though it was looking for information. Ben has Paradox take them back to the day of the time travel accident. The creature turns out to be Paradox’s assistant, Hugo, who was also sucked into the event horizon. But instead of going through the same thing as Paradox, Hugo was turned into the aging creature and sent to the modern time. There, as Humungousaur, Ben rescues Hugo, nullifying the creature's existence. In the present, the now old Hugo joins Paradox in exploring time and space.
11 	"Be-Knighted" 	July 12, 2008 	 	 	 	
Kevin has arranged a meeting for Ben with the Forever Knights, who need help in slaying a dragon they have kept captive underneath their castle for 1,000 years. Slaying the dragon is the very reason their organization exists. After teaming up with the Knight’s mightiest warrior, Sir Connor, in a failed attempt to destroy the dragon, Ben notices that the dragon appears to be trying to communicate. Using Humungousaur to scare information out of one of the Knights, the team leaves the Knights behind and tracks the dragon to a warehouse where its spaceship is being held. Ben as Spidermonkey fits the dragon with a universal translator so it can speak, and it reveals that he is an alien mapmaker, but was captured by the Forever Knights. Angry after a millennium of imprisonment, the dragon arms itself to fight back. Ben convinces it to leave peacefully. Though the Knights believe to have lost their purpose, the news that a world full of dragons exists renews their pledge, as does their need to exact revenge on those who allowed it to return home. 	Kevin has arranged a meeting for Ben with the Forever Knights, who need help in slaying a dragon they have kept captive underneath their castle for 1,000 years. Slaying the dragon is the very reason their organization exists. After teaming up with the Knight’s mightiest warrior, Sir Connor, in a failed attempt to destroy the dragon, Ben notices that the dragon appears to be trying to communicate. Using Humungousaur to scare information out of one of the Knights, the team leaves the Knights behind and tracks the dragon to a warehouse where its spaceship is being held. Ben as Spidermonkey fits the dragon with a universal translator so it can speak, and it reveals that he is an alien mapmaker, but was captured by the Forever Knights. Angry after a millennium of imprisonment, the dragon arms itself to fight back. Ben convinces it to leave peacefully. Though the Knights believe to have lost their purpose, the news that a world full of dragons exists renews their pledge, as does their need to exact revenge on those who allowed it to return home. 	Kevin has arranged a meeting for Ben with the Forever Knights, who need help in slaying a dragon they have kept captive underneath their castle for 1,000 years. Slaying the dragon is the very reason their organization exists. After teaming up with the Knight’s mightiest warrior, Sir Connor, in a failed attempt to destroy the dragon, Ben notices that the dragon appears to be trying to communicate. Using Humungousaur to scare information out of one of the Knights, the team leaves the Knights behind and tracks the dragon to a warehouse where its spaceship is being held. Ben as Spidermonkey fits the dragon with a universal translator so it can speak, and it reveals that he is an alien mapmaker, but was captured by the Forever Knights. Angry after a millennium of imprisonment, the dragon arms itself to fight back. Ben convinces it to leave peacefully. Though the Knights believe to have lost their purpose, the news that a world full of dragons exists renews their pledge, as does their need to exact revenge on those who allowed it to return home. 	Kevin has arranged a meeting for Ben with the Forever Knights, who need help in slaying a dragon they have kept captive underneath their castle for 1,000 years. Slaying the dragon is the very reason their organization exists. After teaming up with the Knight’s mightiest warrior, Sir Connor, in a failed attempt to destroy the dragon, Ben notices that the dragon appears to be trying to communicate. Using Humungousaur to scare information out of one of the Knights, the team leaves the Knights behind and tracks the dragon to a warehouse where its spaceship is being held. Ben as Spidermonkey fits the dragon with a universal translator so it can speak, and it reveals that he is an alien mapmaker, but was captured by the Forever Knights. Angry after a millennium of imprisonment, the dragon arms itself to fight back. Ben convinces it to leave peacefully. Though the Knights believe to have lost their purpose, the news that a world full of dragons exists renews their pledge, as does their need to exact revenge on those who allowed it to return home. 	Kevin has arranged a meeting for Ben with the Forever Knights, who need help in slaying a dragon they have kept captive underneath their castle for 1,000 years. Slaying the dragon is the very reason their organization exists. After teaming up with the Knight’s mightiest warrior, Sir Connor, in a failed attempt to destroy the dragon, Ben notices that the dragon appears to be trying to communicate. Using Humungousaur to scare information out of one of the Knights, the team leaves the Knights behind and tracks the dragon to a warehouse where its spaceship is being held. Ben as Spidermonkey fits the dragon with a universal translator so it can speak, and it reveals that he is an alien mapmaker, but was captured by the Forever Knights. Angry after a millennium of imprisonment, the dragon arms itself to fight back. Ben convinces it to leave peacefully. Though the Knights believe to have lost their purpose, the news that a world full of dragons exists renews their pledge, as does their need to exact revenge on those who allowed it to return home. 	Kevin has arranged a meeting for Ben with the Forever Knights, who need help in slaying a dragon they have kept captive underneath their castle for 1,000 years. Slaying the dragon is the very reason their organization exists. After teaming up with the Knight’s mightiest warrior, Sir Connor, in a failed attempt to destroy the dragon, Ben notices that the dragon appears to be trying to communicate. Using Humungousaur to scare information out of one of the Knights, the team leaves the Knights behind and tracks the dragon to a warehouse where its spaceship is being held. Ben as Spidermonkey fits the dragon with a universal translator so it can speak, and it reveals that he is an alien mapmaker, but was captured by the Forever Knights. Angry after a millennium of imprisonment, the dragon arms itself to fight back. Ben convinces it to leave peacefully. Though the Knights believe to have lost their purpose, the news that a world full of dragons exists renews their pledge, as does their need to exact revenge on those who allowed it to return home. 	Kevin has arranged a meeting for Ben with the Forever Knights, who need help in slaying a dragon they have kept captive underneath their castle for 1,000 years. Slaying the dragon is the very reason their organization exists. After teaming up with the Knight’s mightiest warrior, Sir Connor, in a failed attempt to destroy the dragon, Ben notices that the dragon appears to be trying to communicate. Using Humungousaur to scare information out of one of the Knights, the team leaves the Knights behind and tracks the dragon to a warehouse where its spaceship is being held. Ben as Spidermonkey fits the dragon with a universal translator so it can speak, and it reveals that he is an alien mapmaker, but was captured by the Forever Knights. Angry after a millennium of imprisonment, the dragon arms itself to fight back. Ben convinces it to leave peacefully. Though the Knights believe to have lost their purpose, the news that a world full of dragons exists renews their pledge, as does their need to exact revenge on those who allowed it to return home.
12 	"Plumbers' Helpers" 	July 19, 2008 	 	 	 	
A pair of rogue half-human plumbers' kids, a female human-Kineceleran named Helen and a male human-Tetramand named Manny, have been attacking stray DNAliens and all other aliens they can find, and sucking them into a Null Void projector, believe it to vaporized them. Believing that the team is DNAliens in disguise, they kidnap Kevin, intending to use him as bait for Gwen and Ben. After his rescue, the two sides work things out. After looking at a database of the aliens they captured and put into the Null Void, Ben realizes that some of them may have been Plumbers' kids. To make things right, the duo set out into the Null Void to rescue those they wrongfully imprisoned. 	A pair of rogue half-human plumbers' kids, a female human-Kineceleran named Helen and a male human-Tetramand named Manny, have been attacking stray DNAliens and all other aliens they can find, and sucking them into a Null Void projector, believe it to vaporized them. Believing that the team is DNAliens in disguise, they kidnap Kevin, intending to use him as bait for Gwen and Ben. After his rescue, the two sides work things out. After looking at a database of the aliens they captured and put into the Null Void, Ben realizes that some of them may have been Plumbers' kids. To make things right, the duo set out into the Null Void to rescue those they wrongfully imprisoned. 	A pair of rogue half-human plumbers' kids, a female human-Kineceleran named Helen and a male human-Tetramand named Manny, have been attacking stray DNAliens and all other aliens they can find, and sucking them into a Null Void projector, believe it to vaporized them. Believing that the team is DNAliens in disguise, they kidnap Kevin, intending to use him as bait for Gwen and Ben. After his rescue, the two sides work things out. After looking at a database of the aliens they captured and put into the Null Void, Ben realizes that some of them may have been Plumbers' kids. To make things right, the duo set out into the Null Void to rescue those they wrongfully imprisoned. 	A pair of rogue half-human plumbers' kids, a female human-Kineceleran named Helen and a male human-Tetramand named Manny, have been attacking stray DNAliens and all other aliens they can find, and sucking them into a Null Void projector, believe it to vaporized them. Believing that the team is DNAliens in disguise, they kidnap Kevin, intending to use him as bait for Gwen and Ben. After his rescue, the two sides work things out. After looking at a database of the aliens they captured and put into the Null Void, Ben realizes that some of them may have been Plumbers' kids. To make things right, the duo set out into the Null Void to rescue those they wrongfully imprisoned. 	A pair of rogue half-human plumbers' kids, a female human-Kineceleran named Helen and a male human-Tetramand named Manny, have been attacking stray DNAliens and all other aliens they can find, and sucking them into a Null Void projector, believe it to vaporized them. Believing that the team is DNAliens in disguise, they kidnap Kevin, intending to use him as bait for Gwen and Ben. After his rescue, the two sides work things out. After looking at a database of the aliens they captured and put into the Null Void, Ben realizes that some of them may have been Plumbers' kids. To make things right, the duo set out into the Null Void to rescue those they wrongfully imprisoned. 	A pair of rogue half-human plumbers' kids, a female human-Kineceleran named Helen and a male human-Tetramand named Manny, have been attacking stray DNAliens and all other aliens they can find, and sucking them into a Null Void projector, believe it to vaporized them. Believing that the team is DNAliens in disguise, they kidnap Kevin, intending to use him as bait for Gwen and Ben. After his rescue, the two sides work things out. After looking at a database of the aliens they captured and put into the Null Void, Ben realizes that some of them may have been Plumbers' kids. To make things right, the duo set out into the Null Void to rescue those they wrongfully imprisoned. 	A pair of rogue half-human plumbers' kids, a female human-Kineceleran named Helen and a male human-Tetramand named Manny, have been attacking stray DNAliens and all other aliens they can find, and sucking them into a Null Void projector, believe it to vaporized them. Believing that the team is DNAliens in disguise, they kidnap Kevin, intending to use him as bait for Gwen and Ben. After his rescue, the two sides work things out. After looking at a database of the aliens they captured and put into the Null Void, Ben realizes that some of them may have been Plumbers' kids. To make things right, the duo set out into the Null Void to rescue those they wrongfully imprisoned.
13 	"X = Ben + 2" 	August 31, 2008 	 	 	 	
The Incursion Emperor Milleous’s daughter Attea is kidnapped by a bounty hunter named SevenSeven (Brother of SixSix). Unless she is returned, Milleous plans to destroy the Earth. The Emperor’s majordomo, Raff, seeks out Kevin to help on the search. Using Gwen’s powers to track her, they teleport to a nearby dam to rescue her. In the assuring battle, the Dam is broken, flooding everything. Having no other choice, Ben uses the untested Alien X to try to fix the dam. The task proves simple thanks to Alien X's vastly strong reality-warping capabilities, but Attea is yet again captured by SevenSeven. Even worse, Ben finds himself locked in endless debate with the other two separate personalities, Bellicus and Serena, inside the alien, unable to move or transform back without their consent. When all of them are teleported onto Milleous’ ship, Kevin and Gwen have to protect Ben while trying to save the Earth from the double-crossing Attea who has used Sevenseven to help take over her father’s empire. Seeing that Gwen and Kevin have been captured, and that the Earth is only seconds away from being destroyed, Ben finally grows tired of the fruitless debate and demands to be transformed into another alien which can actually get the job done. He manages to save the Earth as Swampfire, but resolves never to use Alien X again, as it is not worth the price.
Omnitrix Alien Debuts: Alien X 	
The Incursion Emperor Milleous’s daughter Attea is kidnapped by a bounty hunter named SevenSeven (Brother of SixSix). Unless she is returned, Milleous plans to destroy the Earth. The Emperor’s majordomo, Raff, seeks out Kevin to help on the search. Using Gwen’s powers to track her, they teleport to a nearby dam to rescue her. In the assuring battle, the Dam is broken, flooding everything. Having no other choice, Ben uses the untested Alien X to try to fix the dam. The task proves simple thanks to Alien X's vastly strong reality-warping capabilities, but Attea is yet again captured by SevenSeven. Even worse, Ben finds himself locked in endless debate with the other two separate personalities, Bellicus and Serena, inside the alien, unable to move or transform back without their consent. When all of them are teleported onto Milleous’ ship, Kevin and Gwen have to protect Ben while trying to save the Earth from the double-crossing Attea who has used Sevenseven to help take over her father’s empire. Seeing that Gwen and Kevin have been captured, and that the Earth is only seconds away from being destroyed, Ben finally grows tired of the fruitless debate and demands to be transformed into another alien which can actually get the job done. He manages to save the Earth as Swampfire, but resolves never to use Alien X again, as it is not worth the price.
Omnitrix Alien Debuts: Alien X 	
The Incursion Emperor Milleous’s daughter Attea is kidnapped by a bounty hunter named SevenSeven (Brother of SixSix). Unless she is returned, Milleous plans to destroy the Earth. The Emperor’s majordomo, Raff, seeks out Kevin to help on the search. Using Gwen’s powers to track her, they teleport to a nearby dam to rescue her. In the assuring battle, the Dam is broken, flooding everything. Having no other choice, Ben uses the untested Alien X to try to fix the dam. The task proves simple thanks to Alien X's vastly strong reality-warping capabilities, but Attea is yet again captured by SevenSeven. Even worse, Ben finds himself locked in endless debate with the other two separate personalities, Bellicus and Serena, inside the alien, unable to move or transform back without their consent. When all of them are teleported onto Milleous’ ship, Kevin and Gwen have to protect Ben while trying to save the Earth from the double-crossing Attea who has used Sevenseven to help take over her father’s empire. Seeing that Gwen and Kevin have been captured, and that the Earth is only seconds away from being destroyed, Ben finally grows tired of the fruitless debate and demands to be transformed into another alien which can actually get the job done. He manages to save the Earth as Swampfire, but resolves never to use Alien X again, as it is not worth the price.
Omnitrix Alien Debuts: Alien X 	
The Incursion Emperor Milleous’s daughter Attea is kidnapped by a bounty hunter named SevenSeven (Brother of SixSix). Unless she is returned, Milleous plans to destroy the Earth. The Emperor’s majordomo, Raff, seeks out Kevin to help on the search. Using Gwen’s powers to track her, they teleport to a nearby dam to rescue her. In the assuring battle, the Dam is broken, flooding everything. Having no other choice, Ben uses the untested Alien X to try to fix the dam. The task proves simple thanks to Alien X's vastly strong reality-warping capabilities, but Attea is yet again captured by SevenSeven. Even worse, Ben finds himself locked in endless debate with the other two separate personalities, Bellicus and Serena, inside the alien, unable to move or transform back without their consent. When all of them are teleported onto Milleous’ ship, Kevin and Gwen have to protect Ben while trying to save the Earth from the double-crossing Attea who has used Sevenseven to help take over her father’s empire. Seeing that Gwen and Kevin have been captured, and that the Earth is only seconds away from being destroyed, Ben finally grows tired of the fruitless debate and demands to be transformed into another alien which can actually get the job done. He manages to save the Earth as Swampfire, but resolves never to use Alien X again, as it is not worth the price.
Omnitrix Alien Debuts: Alien X 	
The Incursion Emperor Milleous’s daughter Attea is kidnapped by a bounty hunter named SevenSeven (Brother of SixSix). Unless she is returned, Milleous plans to destroy the Earth. The Emperor’s majordomo, Raff, seeks out Kevin to help on the search. Using Gwen’s powers to track her, they teleport to a nearby dam to rescue her. In the assuring battle, the Dam is broken, flooding everything. Having no other choice, Ben uses the untested Alien X to try to fix the dam. The task proves simple thanks to Alien X's vastly strong reality-warping capabilities, but Attea is yet again captured by SevenSeven. Even worse, Ben finds himself locked in endless debate with the other two separate personalities, Bellicus and Serena, inside the alien, unable to move or transform back without their consent. When all of them are teleported onto Milleous’ ship, Kevin and Gwen have to protect Ben while trying to save the Earth from the double-crossing Attea who has used Sevenseven to help take over her father’s empire. Seeing that Gwen and Kevin have been captured, and that the Earth is only seconds away from being destroyed, Ben finally grows tired of the fruitless debate and demands to be transformed into another alien which can actually get the job done. He manages to save the Earth as Swampfire, but resolves never to use Alien X again, as it is not worth the price.
Omnitrix Alien Debuts: Alien X 	
The Incursion Emperor Milleous’s daughter Attea is kidnapped by a bounty hunter named SevenSeven (Brother of SixSix). Unless she is returned, Milleous plans to destroy the Earth. The Emperor’s majordomo, Raff, seeks out Kevin to help on the search. Using Gwen’s powers to track her, they teleport to a nearby dam to rescue her. In the assuring battle, the Dam is broken, flooding everything. Having no other choice, Ben uses the untested Alien X to try to fix the dam. The task proves simple thanks to Alien X's vastly strong reality-warping capabilities, but Attea is yet again captured by SevenSeven. Even worse, Ben finds himself locked in endless debate with the other two separate personalities, Bellicus and Serena, inside the alien, unable to move or transform back without their consent. When all of them are teleported onto Milleous’ ship, Kevin and Gwen have to protect Ben while trying to save the Earth from the double-crossing Attea who has used Sevenseven to help take over her father’s empire. Seeing that Gwen and Kevin have been captured, and that the Earth is only seconds away from being destroyed, Ben finally grows tired of the fruitless debate and demands to be transformed into another alien which can actually get the job done. He manages to save the Earth as Swampfire, but resolves never to use Alien X again, as it is not worth the price.
Omnitrix Alien Debuts: Alien X 	
The Incursion Emperor Milleous’s daughter Attea is kidnapped by a bounty hunter named SevenSeven (Brother of SixSix). Unless she is returned, Milleous plans to destroy the Earth. The Emperor’s majordomo, Raff, seeks out Kevin to help on the search. Using Gwen’s powers to track her, they teleport to a nearby dam to rescue her. In the assuring battle, the Dam is broken, flooding everything. Having no other choice, Ben uses the untested Alien X to try to fix the dam. The task proves simple thanks to Alien X's vastly strong reality-warping capabilities, but Attea is yet again captured by SevenSeven. Even worse, Ben finds himself locked in endless debate with the other two separate personalities, Bellicus and Serena, inside the alien, unable to move or transform back without their consent. When all of them are teleported onto Milleous’ ship, Kevin and Gwen have to protect Ben while trying to save the Earth from the double-crossing Attea who has used Sevenseven to help take over her father’s empire. Seeing that Gwen and Kevin have been captured, and that the Earth is only seconds away from being destroyed, Ben finally grows tired of the fruitless debate and demands to be transformed into another alien which can actually get the job done. He manages to save the Earth as Swampfire, but resolves never to use Alien X again, as it is not worth the price.
Omnitrix Alien Debuts: Alien X
====Season 2====
# 	Title 	Original air date 	 	 	 	
14 	"Darkstar Rising" 	October 10, 2008 	 	 	 	
After a Plumber setup to find out if the team has been masquerading as Plumbers, Ben, Gwen and Kevin are forbidden to fight against the Highbreed threat by Plumbers Magister Prior Ghilhil. Ghilhil has doubts the Highbreed are even as much of a threat as they claim. Elsewhere, a mysterious powerful new enemy ‘employs’ a Highbreed to attack the team. Having also tipped off Ghilhil, all three side are captured by the team’s old enemy, Michael Morningstar. Now calling himself Darkstar, he captures all but Gwen, who manages to escape during the fight, to feed his ever hungry powers. With the help of the DNAliens, Gwen frees her friends. All of them finally defeat the Darkstar. As Michael is captured, the Highbreed Lord and the DNAliens manage to escape. In gratitude, Magister Ghilhil makes the team honorary Plumbers so they can defend the Earth legally and help the world. 	After a Plumber setup to find out if the team has been masquerading as Plumbers, Ben, Gwen and Kevin are forbidden to fight against the Highbreed threat by Plumbers Magister Prior Ghilhil. Ghilhil has doubts the Highbreed are even as much of a threat as they claim. Elsewhere, a mysterious powerful new enemy ‘employs’ a Highbreed to attack the team. Having also tipped off Ghilhil, all three side are captured by the team’s old enemy, Michael Morningstar. Now calling himself Darkstar, he captures all but Gwen, who manages to escape during the fight, to feed his ever hungry powers. With the help of the DNAliens, Gwen frees her friends. All of them finally defeat the Darkstar. As Michael is captured, the Highbreed Lord and the DNAliens manage to escape. In gratitude, Magister Ghilhil makes the team honorary Plumbers so they can defend the Earth legally and help the world. 	After a Plumber setup to find out if the team has been masquerading as Plumbers, Ben, Gwen and Kevin are forbidden to fight against the Highbreed threat by Plumbers Magister Prior Ghilhil. Ghilhil has doubts the Highbreed are even as much of a threat as they claim. Elsewhere, a mysterious powerful new enemy ‘employs’ a Highbreed to attack the team. Having also tipped off Ghilhil, all three side are captured by the team’s old enemy, Michael Morningstar. Now calling himself Darkstar, he captures all but Gwen, who manages to escape during the fight, to feed his ever hungry powers. With the help of the DNAliens, Gwen frees her friends. All of them finally defeat the Darkstar. As Michael is captured, the Highbreed Lord and the DNAliens manage to escape. In gratitude, Magister Ghilhil makes the team honorary Plumbers so they can defend the Earth legally and help the world. 	After a Plumber setup to find out if the team has been masquerading as Plumbers, Ben, Gwen and Kevin are forbidden to fight against the Highbreed threat by Plumbers Magister Prior Ghilhil. Ghilhil has doubts the Highbreed are even as much of a threat as they claim. Elsewhere, a mysterious powerful new enemy ‘employs’ a Highbreed to attack the team. Having also tipped off Ghilhil, all three side are captured by the team’s old enemy, Michael Morningstar. Now calling himself Darkstar, he captures all but Gwen, who manages to escape during the fight, to feed his ever hungry powers. With the help of the DNAliens, Gwen frees her friends. All of them finally defeat the Darkstar. As Michael is captured, the Highbreed Lord and the DNAliens manage to escape. In gratitude, Magister Ghilhil makes the team honorary Plumbers so they can defend the Earth legally and help the world. 	After a Plumber setup to find out if the team has been masquerading as Plumbers, Ben, Gwen and Kevin are forbidden to fight against the Highbreed threat by Plumbers Magister Prior Ghilhil. Ghilhil has doubts the Highbreed are even as much of a threat as they claim. Elsewhere, a mysterious powerful new enemy ‘employs’ a Highbreed to attack the team. Having also tipped off Ghilhil, all three side are captured by the team’s old enemy, Michael Morningstar. Now calling himself Darkstar, he captures all but Gwen, who manages to escape during the fight, to feed his ever hungry powers. With the help of the DNAliens, Gwen frees her friends. All of them finally defeat the Darkstar. As Michael is captured, the Highbreed Lord and the DNAliens manage to escape. In gratitude, Magister Ghilhil makes the team honorary Plumbers so they can defend the Earth legally and help the world. 	After a Plumber setup to find out if the team has been masquerading as Plumbers, Ben, Gwen and Kevin are forbidden to fight against the Highbreed threat by Plumbers Magister Prior Ghilhil. Ghilhil has doubts the Highbreed are even as much of a threat as they claim. Elsewhere, a mysterious powerful new enemy ‘employs’ a Highbreed to attack the team. Having also tipped off Ghilhil, all three side are captured by the team’s old enemy, Michael Morningstar. Now calling himself Darkstar, he captures all but Gwen, who manages to escape during the fight, to feed his ever hungry powers. With the help of the DNAliens, Gwen frees her friends. All of them finally defeat the Darkstar. As Michael is captured, the Highbreed Lord and the DNAliens manage to escape. In gratitude, Magister Ghilhil makes the team honorary Plumbers so they can defend the Earth legally and help the world. 	After a Plumber setup to find out if the team has been masquerading as Plumbers, Ben, Gwen and Kevin are forbidden to fight against the Highbreed threat by Plumbers Magister Prior Ghilhil. Ghilhil has doubts the Highbreed are even as much of a threat as they claim. Elsewhere, a mysterious powerful new enemy ‘employs’ a Highbreed to attack the team. Having also tipped off Ghilhil, all three side are captured by the team’s old enemy, Michael Morningstar. Now calling himself Darkstar, he captures all but Gwen, who manages to escape during the fight, to feed his ever hungry powers. With the help of the DNAliens, Gwen frees her friends. All of them finally defeat the Darkstar. As Michael is captured, the Highbreed Lord and the DNAliens manage to escape. In gratitude, Magister Ghilhil makes the team honorary Plumbers so they can defend the Earth legally and help the world.
15 	"Alone Together" 	October 17, 2008 	 	 	 	
After an accident with a teleporter pod, Ben and a Highbreed officer named Reinrassic III are stranded on a desert planet called Turrawuste that is so inhospitable, it acts only as a routing station for the teleporter. The pair are forced to work together to fend off the dangerous predators on the planet while making their way to the routing station, much to Reinrassic’s chagrin. As they make their way across the desert, the two save each other from danger several times from the violent native wildlife, even risking their own lives to do so. Ben tries to explain to the Highbreed that in the end, humans and Highbreed can have peace if they try, as they themselves are proof of that. After days of walking, they reach the teleporter pod. Much to Ben’s disappointment, Reinrassic stays behind, having deemed himself contaminated by Ben and thus a risk to the purity of his species. 	After an accident with a teleporter pod, Ben and a Highbreed officer named Reinrassic III are stranded on a desert planet called Turrawuste that is so inhospitable, it acts only as a routing station for the teleporter. The pair are forced to work together to fend off the dangerous predators on the planet while making their way to the routing station, much to Reinrassic’s chagrin. As they make their way across the desert, the two save each other from danger several times from the violent native wildlife, even risking their own lives to do so. Ben tries to explain to the Highbreed that in the end, humans and Highbreed can have peace if they try, as they themselves are proof of that. After days of walking, they reach the teleporter pod. Much to Ben’s disappointment, Reinrassic stays behind, having deemed himself contaminated by Ben and thus a risk to the purity of his species. 	After an accident with a teleporter pod, Ben and a Highbreed officer named Reinrassic III are stranded on a desert planet called Turrawuste that is so inhospitable, it acts only as a routing station for the teleporter. The pair are forced to work together to fend off the dangerous predators on the planet while making their way to the routing station, much to Reinrassic’s chagrin. As they make their way across the desert, the two save each other from danger several times from the violent native wildlife, even risking their own lives to do so. Ben tries to explain to the Highbreed that in the end, humans and Highbreed can have peace if they try, as they themselves are proof of that. After days of walking, they reach the teleporter pod. Much to Ben’s disappointment, Reinrassic stays behind, having deemed himself contaminated by Ben and thus a risk to the purity of his species. 	After an accident with a teleporter pod, Ben and a Highbreed officer named Reinrassic III are stranded on a desert planet called Turrawuste that is so inhospitable, it acts only as a routing station for the teleporter. The pair are forced to work together to fend off the dangerous predators on the planet while making their way to the routing station, much to Reinrassic’s chagrin. As they make their way across the desert, the two save each other from danger several times from the violent native wildlife, even risking their own lives to do so. Ben tries to explain to the Highbreed that in the end, humans and Highbreed can have peace if they try, as they themselves are proof of that. After days of walking, they reach the teleporter pod. Much to Ben’s disappointment, Reinrassic stays behind, having deemed himself contaminated by Ben and thus a risk to the purity of his species. 	After an accident with a teleporter pod, Ben and a Highbreed officer named Reinrassic III are stranded on a desert planet called Turrawuste that is so inhospitable, it acts only as a routing station for the teleporter. The pair are forced to work together to fend off the dangerous predators on the planet while making their way to the routing station, much to Reinrassic’s chagrin. As they make their way across the desert, the two save each other from danger several times from the violent native wildlife, even risking their own lives to do so. Ben tries to explain to the Highbreed that in the end, humans and Highbreed can have peace if they try, as they themselves are proof of that. After days of walking, they reach the teleporter pod. Much to Ben’s disappointment, Reinrassic stays behind, having deemed himself contaminated by Ben and thus a risk to the purity of his species. 	After an accident with a teleporter pod, Ben and a Highbreed officer named Reinrassic III are stranded on a desert planet called Turrawuste that is so inhospitable, it acts only as a routing station for the teleporter. The pair are forced to work together to fend off the dangerous predators on the planet while making their way to the routing station, much to Reinrassic’s chagrin. As they make their way across the desert, the two save each other from danger several times from the violent native wildlife, even risking their own lives to do so. Ben tries to explain to the Highbreed that in the end, humans and Highbreed can have peace if they try, as they themselves are proof of that. After days of walking, they reach the teleporter pod. Much to Ben’s disappointment, Reinrassic stays behind, having deemed himself contaminated by Ben and thus a risk to the purity of his species. 	After an accident with a teleporter pod, Ben and a Highbreed officer named Reinrassic III are stranded on a desert planet called Turrawuste that is so inhospitable, it acts only as a routing station for the teleporter. The pair are forced to work together to fend off the dangerous predators on the planet while making their way to the routing station, much to Reinrassic’s chagrin. As they make their way across the desert, the two save each other from danger several times from the violent native wildlife, even risking their own lives to do so. Ben tries to explain to the Highbreed that in the end, humans and Highbreed can have peace if they try, as they themselves are proof of that. After days of walking, they reach the teleporter pod. Much to Ben’s disappointment, Reinrassic stays behind, having deemed himself contaminated by Ben and thus a risk to the purity of his species.
16 	"Good Copy, Bad Copy" 	October 24, 2008 	 	 	 	
A Galvan (the race that created the Omnitrix and gave Ben the form of Grey Matter) named Albedo builds his own Omnitrix and is permanently stuck in Ben's human form (since wearing the Omnitrix, Ben's DNA has become a default in the Omnitrix). Now, because they share DNA, they can change into the same forms as each other. Desperate to find Ben, Albedo resorts to destroying DNAlien hives and Forever Knight castles, demanding information on the teenage Omnitrix barer. When Gwen and Kevin hear rumors of Ben causing all that damage without them, they’re naturally suspicious of the real Ben, who has been studying for a physics test the entire time. After making a chili fry run, the team sees Albedo at the same restaurant (as he has developed a craving for the chili fries, claiming it to be a human DNA weakness). Gwen and Kevin follow Albedo thinking he’s Ben, leaving the real Ben behind in the process. They follow him to a forever Knight castle, Ben following as Big Chill. Albedo demands Ben's Omnitrix so that he can restore his Galvan form. Ben naturally refuses, and the resulting conflict causes both Ben and Albedo's Omnitrixes become attached, permanently damaging Albedo's human form. Azmuth arrives via teleportation and removes the face plate of Albedo's Omnitrix, ensuring his human form is both a punishment and a prison for proving himself as a lesser being. Albedo is teleported to a Plumber prison while Azmuth says to Ben that he was the one to use the Omnitrix for good, not evil. Azmuth leaves, warning the team that “Great trials lay ahead. Be ready.”	A Galvan (the race that created the Omnitrix and gave Ben the form of Grey Matter) named Albedo builds his own Omnitrix and is permanently stuck in Ben's human form (since wearing the Omnitrix, Ben's DNA has become a default in the Omnitrix). Now, because they share DNA, they can change into the same forms as each other. Desperate to find Ben, Albedo resorts to destroying DNAlien hives and Forever Knight castles, demanding information on the teenage Omnitrix barer. When Gwen and Kevin hear rumors of Ben causing all that damage without them, they’re naturally suspicious of the real Ben, who has been studying for a physics test the entire time. After making a chili fry run, the team sees Albedo at the same restaurant (as he has developed a craving for the chili fries, claiming it to be a human DNA weakness). Gwen and Kevin follow Albedo thinking he’s Ben, leaving the real Ben behind in the process. They follow him to a forever Knight castle, Ben following as Big Chill. Albedo demands Ben's Omnitrix so that he can restore his Galvan form. Ben naturally refuses, and the resulting conflict causes both Ben and Albedo's Omnitrixes become attached, permanently damaging Albedo's human form. Azmuth arrives via teleportation and removes the face plate of Albedo's Omnitrix, ensuring his human form is both a punishment and a prison for proving himself as a lesser being. Albedo is teleported to a Plumber prison while Azmuth says to Ben that he was the one to use the Omnitrix for good, not evil. Azmuth leaves, warning the team that “Great trials lay ahead. Be ready.”	A Galvan (the race that created the Omnitrix and gave Ben the form of Grey Matter) named Albedo builds his own Omnitrix and is permanently stuck in Ben's human form (since wearing the Omnitrix, Ben's DNA has become a default in the Omnitrix). Now, because they share DNA, they can change into the same forms as each other. Desperate to find Ben, Albedo resorts to destroying DNAlien hives and Forever Knight castles, demanding information on the teenage Omnitrix barer. When Gwen and Kevin hear rumors of Ben causing all that damage without them, they’re naturally suspicious of the real Ben, who has been studying for a physics test the entire time. After making a chili fry run, the team sees Albedo at the same restaurant (as he has developed a craving for the chili fries, claiming it to be a human DNA weakness). Gwen and Kevin follow Albedo thinking he’s Ben, leaving the real Ben behind in the process. They follow him to a forever Knight castle, Ben following as Big Chill. Albedo demands Ben's Omnitrix so that he can restore his Galvan form. Ben naturally refuses, and the resulting conflict causes both Ben and Albedo's Omnitrixes become attached, permanently damaging Albedo's human form. Azmuth arrives via teleportation and removes the face plate of Albedo's Omnitrix, ensuring his human form is both a punishment and a prison for proving himself as a lesser being. Albedo is teleported to a Plumber prison while Azmuth says to Ben that he was the one to use the Omnitrix for good, not evil. Azmuth leaves, warning the team that “Great trials lay ahead. Be ready.”	A Galvan (the race that created the Omnitrix and gave Ben the form of Grey Matter) named Albedo builds his own Omnitrix and is permanently stuck in Ben's human form (since wearing the Omnitrix, Ben's DNA has become a default in the Omnitrix). Now, because they share DNA, they can change into the same forms as each other. Desperate to find Ben, Albedo resorts to destroying DNAlien hives and Forever Knight castles, demanding information on the teenage Omnitrix barer. When Gwen and Kevin hear rumors of Ben causing all that damage without them, they’re naturally suspicious of the real Ben, who has been studying for a physics test the entire time. After making a chili fry run, the team sees Albedo at the same restaurant (as he has developed a craving for the chili fries, claiming it to be a human DNA weakness). Gwen and Kevin follow Albedo thinking he’s Ben, leaving the real Ben behind in the process. They follow him to a forever Knight castle, Ben following as Big Chill. Albedo demands Ben's Omnitrix so that he can restore his Galvan form. Ben naturally refuses, and the resulting conflict causes both Ben and Albedo's Omnitrixes become attached, permanently damaging Albedo's human form. Azmuth arrives via teleportation and removes the face plate of Albedo's Omnitrix, ensuring his human form is both a punishment and a prison for proving himself as a lesser being. Albedo is teleported to a Plumber prison while Azmuth says to Ben that he was the one to use the Omnitrix for good, not evil. Azmuth leaves, warning the team that “Great trials lay ahead. Be ready.”	A Galvan (the race that created the Omnitrix and gave Ben the form of Grey Matter) named Albedo builds his own Omnitrix and is permanently stuck in Ben's human form (since wearing the Omnitrix, Ben's DNA has become a default in the Omnitrix). Now, because they share DNA, they can change into the same forms as each other. Desperate to find Ben, Albedo resorts to destroying DNAlien hives and Forever Knight castles, demanding information on the teenage Omnitrix barer. When Gwen and Kevin hear rumors of Ben causing all that damage without them, they’re naturally suspicious of the real Ben, who has been studying for a physics test the entire time. After making a chili fry run, the team sees Albedo at the same restaurant (as he has developed a craving for the chili fries, claiming it to be a human DNA weakness). Gwen and Kevin follow Albedo thinking he’s Ben, leaving the real Ben behind in the process. They follow him to a forever Knight castle, Ben following as Big Chill. Albedo demands Ben's Omnitrix so that he can restore his Galvan form. Ben naturally refuses, and the resulting conflict causes both Ben and Albedo's Omnitrixes become attached, permanently damaging Albedo's human form. Azmuth arrives via teleportation and removes the face plate of Albedo's Omnitrix, ensuring his human form is both a punishment and a prison for proving himself as a lesser being. Albedo is teleported to a Plumber prison while Azmuth says to Ben that he was the one to use the Omnitrix for good, not evil. Azmuth leaves, warning the team that “Great trials lay ahead. Be ready.”	A Galvan (the race that created the Omnitrix and gave Ben the form of Grey Matter) named Albedo builds his own Omnitrix and is permanently stuck in Ben's human form (since wearing the Omnitrix, Ben's DNA has become a default in the Omnitrix). Now, because they share DNA, they can change into the same forms as each other. Desperate to find Ben, Albedo resorts to destroying DNAlien hives and Forever Knight castles, demanding information on the teenage Omnitrix barer. When Gwen and Kevin hear rumors of Ben causing all that damage without them, they’re naturally suspicious of the real Ben, who has been studying for a physics test the entire time. After making a chili fry run, the team sees Albedo at the same restaurant (as he has developed a craving for the chili fries, claiming it to be a human DNA weakness). Gwen and Kevin follow Albedo thinking he’s Ben, leaving the real Ben behind in the process. They follow him to a forever Knight castle, Ben following as Big Chill. Albedo demands Ben's Omnitrix so that he can restore his Galvan form. Ben naturally refuses, and the resulting conflict causes both Ben and Albedo's Omnitrixes become attached, permanently damaging Albedo's human form. Azmuth arrives via teleportation and removes the face plate of Albedo's Omnitrix, ensuring his human form is both a punishment and a prison for proving himself as a lesser being. Albedo is teleported to a Plumber prison while Azmuth says to Ben that he was the one to use the Omnitrix for good, not evil. Azmuth leaves, warning the team that “Great trials lay ahead. Be ready.”	A Galvan (the race that created the Omnitrix and gave Ben the form of Grey Matter) named Albedo builds his own Omnitrix and is permanently stuck in Ben's human form (since wearing the Omnitrix, Ben's DNA has become a default in the Omnitrix). Now, because they share DNA, they can change into the same forms as each other. Desperate to find Ben, Albedo resorts to destroying DNAlien hives and Forever Knight castles, demanding information on the teenage Omnitrix barer. When Gwen and Kevin hear rumors of Ben causing all that damage without them, they’re naturally suspicious of the real Ben, who has been studying for a physics test the entire time. After making a chili fry run, the team sees Albedo at the same restaurant (as he has developed a craving for the chili fries, claiming it to be a human DNA weakness). Gwen and Kevin follow Albedo thinking he’s Ben, leaving the real Ben behind in the process. They follow him to a forever Knight castle, Ben following as Big Chill. Albedo demands Ben's Omnitrix so that he can restore his Galvan form. Ben naturally refuses, and the resulting conflict causes both Ben and Albedo's Omnitrixes become attached, permanently damaging Albedo's human form. Azmuth arrives via teleportation and removes the face plate of Albedo's Omnitrix, ensuring his human form is both a punishment and a prison for proving himself as a lesser being. Albedo is teleported to a Plumber prison while Azmuth says to Ben that he was the one to use the Omnitrix for good, not evil. Azmuth leaves, warning the team that “Great trials lay ahead. Be ready.”
17 	"Save the Last Dance" 	November 7, 2008 	 	 	 	
Gwen asks Kevin to take her to her school's dance, forcing a clueless Kevin to seek advice from Ben. However, Ben has his own problems. Big Chill is overriding the Omnitrix, and taking over his body with each transformation, Worse, Big Chill starts eating every metal object in sight uncontrollably. When Ben transforms back, he has no memory of his time as Big Chill. Asking Julie to help, she decides to follow Big Chill on her motor scooter, making notes of what he does. Big Chill, however, does not wish to be followed, and loses her. When Gwen hears about this, she decides not to attend the dance (much to Kevin’s disappointment, has he studied dancing and fine dining extensively), and they, along with Julie, manage to track down Big Chill. The arrive seeing that Big Chill has constructed a large metal structure. Big Chill attacks them to defend it, and the teams manage to subdue the enraged alien. Kevin tries to destroy the structure, only to discover that Big Chill was building a nest for the eggs he had laid. The eggs hatch into infant Necrofriggians, and soon leave. Ben at last transforms back to his human state. Kevin teases Ben about being a "mother." Julie takes Ben home on her scooter. And, having missed the dance, Gwen and Kevin dance to the music in Kevin's car. 	Gwen asks Kevin to take her to her school's dance, forcing a clueless Kevin to seek advice from Ben. However, Ben has his own problems. Big Chill is overriding the Omnitrix, and taking over his body with each transformation, Worse, Big Chill starts eating every metal object in sight uncontrollably. When Ben transforms back, he has no memory of his time as Big Chill. Asking Julie to help, she decides to follow Big Chill on her motor scooter, making notes of what he does. Big Chill, however, does not wish to be followed, and loses her. When Gwen hears about this, she decides not to attend the dance (much to Kevin’s disappointment, has he studied dancing and fine dining extensively), and they, along with Julie, manage to track down Big Chill. The arrive seeing that Big Chill has constructed a large metal structure. Big Chill attacks them to defend it, and the teams manage to subdue the enraged alien. Kevin tries to destroy the structure, only to discover that Big Chill was building a nest for the eggs he had laid. The eggs hatch into infant Necrofriggians, and soon leave. Ben at last transforms back to his human state. Kevin teases Ben about being a "mother." Julie takes Ben home on her scooter. And, having missed the dance, Gwen and Kevin dance to the music in Kevin's car. 	Gwen asks Kevin to take her to her school's dance, forcing a clueless Kevin to seek advice from Ben. However, Ben has his own problems. Big Chill is overriding the Omnitrix, and taking over his body with each transformation, Worse, Big Chill starts eating every metal object in sight uncontrollably. When Ben transforms back, he has no memory of his time as Big Chill. Asking Julie to help, she decides to follow Big Chill on her motor scooter, making notes of what he does. Big Chill, however, does not wish to be followed, and loses her. When Gwen hears about this, she decides not to attend the dance (much to Kevin’s disappointment, has he studied dancing and fine dining extensively), and they, along with Julie, manage to track down Big Chill. The arrive seeing that Big Chill has constructed a large metal structure. Big Chill attacks them to defend it, and the teams manage to subdue the enraged alien. Kevin tries to destroy the structure, only to discover that Big Chill was building a nest for the eggs he had laid. The eggs hatch into infant Necrofriggians, and soon leave. Ben at last transforms back to his human state. Kevin teases Ben about being a "mother." Julie takes Ben home on her scooter. And, having missed the dance, Gwen and Kevin dance to the music in Kevin's car. 	Gwen asks Kevin to take her to her school's dance, forcing a clueless Kevin to seek advice from Ben. However, Ben has his own problems. Big Chill is overriding the Omnitrix, and taking over his body with each transformation, Worse, Big Chill starts eating every metal object in sight uncontrollably. When Ben transforms back, he has no memory of his time as Big Chill. Asking Julie to help, she decides to follow Big Chill on her motor scooter, making notes of what he does. Big Chill, however, does not wish to be followed, and loses her. When Gwen hears about this, she decides not to attend the dance (much to Kevin’s disappointment, has he studied dancing and fine dining extensively), and they, along with Julie, manage to track down Big Chill. The arrive seeing that Big Chill has constructed a large metal structure. Big Chill attacks them to defend it, and the teams manage to subdue the enraged alien. Kevin tries to destroy the structure, only to discover that Big Chill was building a nest for the eggs he had laid. The eggs hatch into infant Necrofriggians, and soon leave. Ben at last transforms back to his human state. Kevin teases Ben about being a "mother." Julie takes Ben home on her scooter. And, having missed the dance, Gwen and Kevin dance to the music in Kevin's car. 	Gwen asks Kevin to take her to her school's dance, forcing a clueless Kevin to seek advice from Ben. However, Ben has his own problems. Big Chill is overriding the Omnitrix, and taking over his body with each transformation, Worse, Big Chill starts eating every metal object in sight uncontrollably. When Ben transforms back, he has no memory of his time as Big Chill. Asking Julie to help, she decides to follow Big Chill on her motor scooter, making notes of what he does. Big Chill, however, does not wish to be followed, and loses her. When Gwen hears about this, she decides not to attend the dance (much to Kevin’s disappointment, has he studied dancing and fine dining extensively), and they, along with Julie, manage to track down Big Chill. The arrive seeing that Big Chill has constructed a large metal structure. Big Chill attacks them to defend it, and the teams manage to subdue the enraged alien. Kevin tries to destroy the structure, only to discover that Big Chill was building a nest for the eggs he had laid. The eggs hatch into infant Necrofriggians, and soon leave. Ben at last transforms back to his human state. Kevin teases Ben about being a "mother." Julie takes Ben home on her scooter. And, having missed the dance, Gwen and Kevin dance to the music in Kevin's car. 	Gwen asks Kevin to take her to her school's dance, forcing a clueless Kevin to seek advice from Ben. However, Ben has his own problems. Big Chill is overriding the Omnitrix, and taking over his body with each transformation, Worse, Big Chill starts eating every metal object in sight uncontrollably. When Ben transforms back, he has no memory of his time as Big Chill. Asking Julie to help, she decides to follow Big Chill on her motor scooter, making notes of what he does. Big Chill, however, does not wish to be followed, and loses her. When Gwen hears about this, she decides not to attend the dance (much to Kevin’s disappointment, has he studied dancing and fine dining extensively), and they, along with Julie, manage to track down Big Chill. The arrive seeing that Big Chill has constructed a large metal structure. Big Chill attacks them to defend it, and the teams manage to subdue the enraged alien. Kevin tries to destroy the structure, only to discover that Big Chill was building a nest for the eggs he had laid. The eggs hatch into infant Necrofriggians, and soon leave. Ben at last transforms back to his human state. Kevin teases Ben about being a "mother." Julie takes Ben home on her scooter. And, having missed the dance, Gwen and Kevin dance to the music in Kevin's car. 	Gwen asks Kevin to take her to her school's dance, forcing a clueless Kevin to seek advice from Ben. However, Ben has his own problems. Big Chill is overriding the Omnitrix, and taking over his body with each transformation, Worse, Big Chill starts eating every metal object in sight uncontrollably. When Ben transforms back, he has no memory of his time as Big Chill. Asking Julie to help, she decides to follow Big Chill on her motor scooter, making notes of what he does. Big Chill, however, does not wish to be followed, and loses her. When Gwen hears about this, she decides not to attend the dance (much to Kevin’s disappointment, has he studied dancing and fine dining extensively), and they, along with Julie, manage to track down Big Chill. The arrive seeing that Big Chill has constructed a large metal structure. Big Chill attacks them to defend it, and the teams manage to subdue the enraged alien. Kevin tries to destroy the structure, only to discover that Big Chill was building a nest for the eggs he had laid. The eggs hatch into infant Necrofriggians, and soon leave. Ben at last transforms back to his human state. Kevin teases Ben about being a "mother." Julie takes Ben home on her scooter. And, having missed the dance, Gwen and Kevin dance to the music in Kevin's car.
18 	"Undercover" 	November 14, 2008 	 	 	 	
After trying to test a broken teleporter pod, the team decide to enlist the help of Cooper Daniels, the young boy who had helped the Tennysons in the past. Upon reaching his home, they discover a video of his capture by the DNAliens. They track him down to the abandoned military base Los Soledad, where Paradox built his time machine. They discover that the Highbreed have erected a cloaking field, built by Cooper over the area, concealing a huge, mysterious arch-like device. They find Cooper helping to assemble pieces for the DNAliens out of a metal call barsidium. They free Cooper, but are soon captured by the Highbreed in charge of the base. Locking the team up in a storage room, they use Kevin’s powers to absorb some of the barsidium, and use him as a tuning fork to amplify Echo Echo’s powers, having discovered that the DNAliens are weakened by the strong reverb given off by the barsidium. They free Cooper and have him destroy the cloaking generator, during which he has visions of the arch acting as a gateway for a fleet of ships and the Earth being destroyed. The team is successful, and escapes. However, despite destroying the generator, the Highbreed manage to repair it and continue their operations unhindered, using ID masks to fool the local police by pretending to be construction workers, saying that soon, Los Soledad will be where all the action is happening. 	After trying to test a broken teleporter pod, the team decide to enlist the help of Cooper Daniels, the young boy who had helped the Tennysons in the past. Upon reaching his home, they discover a video of his capture by the DNAliens. They track him down to the abandoned military base Los Soledad, where Paradox built his time machine. They discover that the Highbreed have erected a cloaking field, built by Cooper over the area, concealing a huge, mysterious arch-like device. They find Cooper helping to assemble pieces for the DNAliens out of a metal call barsidium. They free Cooper, but are soon captured by the Highbreed in charge of the base. Locking the team up in a storage room, they use Kevin’s powers to absorb some of the barsidium, and use him as a tuning fork to amplify Echo Echo’s powers, having discovered that the DNAliens are weakened by the strong reverb given off by the barsidium. They free Cooper and have him destroy the cloaking generator, during which he has visions of the arch acting as a gateway for a fleet of ships and the Earth being destroyed. The team is successful, and escapes. However, despite destroying the generator, the Highbreed manage to repair it and continue their operations unhindered, using ID masks to fool the local police by pretending to be construction workers, saying that soon, Los Soledad will be where all the action is happening. 	After trying to test a broken teleporter pod, the team decide to enlist the help of Cooper Daniels, the young boy who had helped the Tennysons in the past. Upon reaching his home, they discover a video of his capture by the DNAliens. They track him down to the abandoned military base Los Soledad, where Paradox built his time machine. They discover that the Highbreed have erected a cloaking field, built by Cooper over the area, concealing a huge, mysterious arch-like device. They find Cooper helping to assemble pieces for the DNAliens out of a metal call barsidium. They free Cooper, but are soon captured by the Highbreed in charge of the base. Locking the team up in a storage room, they use Kevin’s powers to absorb some of the barsidium, and use him as a tuning fork to amplify Echo Echo’s powers, having discovered that the DNAliens are weakened by the strong reverb given off by the barsidium. They free Cooper and have him destroy the cloaking generator, during which he has visions of the arch acting as a gateway for a fleet of ships and the Earth being destroyed. The team is successful, and escapes. However, despite destroying the generator, the Highbreed manage to repair it and continue their operations unhindered, using ID masks to fool the local police by pretending to be construction workers, saying that soon, Los Soledad will be where all the action is happening. 	After trying to test a broken teleporter pod, the team decide to enlist the help of Cooper Daniels, the young boy who had helped the Tennysons in the past. Upon reaching his home, they discover a video of his capture by the DNAliens. They track him down to the abandoned military base Los Soledad, where Paradox built his time machine. They discover that the Highbreed have erected a cloaking field, built by Cooper over the area, concealing a huge, mysterious arch-like device. They find Cooper helping to assemble pieces for the DNAliens out of a metal call barsidium. They free Cooper, but are soon captured by the Highbreed in charge of the base. Locking the team up in a storage room, they use Kevin’s powers to absorb some of the barsidium, and use him as a tuning fork to amplify Echo Echo’s powers, having discovered that the DNAliens are weakened by the strong reverb given off by the barsidium. They free Cooper and have him destroy the cloaking generator, during which he has visions of the arch acting as a gateway for a fleet of ships and the Earth being destroyed. The team is successful, and escapes. However, despite destroying the generator, the Highbreed manage to repair it and continue their operations unhindered, using ID masks to fool the local police by pretending to be construction workers, saying that soon, Los Soledad will be where all the action is happening. 	After trying to test a broken teleporter pod, the team decide to enlist the help of Cooper Daniels, the young boy who had helped the Tennysons in the past. Upon reaching his home, they discover a video of his capture by the DNAliens. They track him down to the abandoned military base Los Soledad, where Paradox built his time machine. They discover that the Highbreed have erected a cloaking field, built by Cooper over the area, concealing a huge, mysterious arch-like device. They find Cooper helping to assemble pieces for the DNAliens out of a metal call barsidium. They free Cooper, but are soon captured by the Highbreed in charge of the base. Locking the team up in a storage room, they use Kevin’s powers to absorb some of the barsidium, and use him as a tuning fork to amplify Echo Echo’s powers, having discovered that the DNAliens are weakened by the strong reverb given off by the barsidium. They free Cooper and have him destroy the cloaking generator, during which he has visions of the arch acting as a gateway for a fleet of ships and the Earth being destroyed. The team is successful, and escapes. However, despite destroying the generator, the Highbreed manage to repair it and continue their operations unhindered, using ID masks to fool the local police by pretending to be construction workers, saying that soon, Los Soledad will be where all the action is happening. 	After trying to test a broken teleporter pod, the team decide to enlist the help of Cooper Daniels, the young boy who had helped the Tennysons in the past. Upon reaching his home, they discover a video of his capture by the DNAliens. They track him down to the abandoned military base Los Soledad, where Paradox built his time machine. They discover that the Highbreed have erected a cloaking field, built by Cooper over the area, concealing a huge, mysterious arch-like device. They find Cooper helping to assemble pieces for the DNAliens out of a metal call barsidium. They free Cooper, but are soon captured by the Highbreed in charge of the base. Locking the team up in a storage room, they use Kevin’s powers to absorb some of the barsidium, and use him as a tuning fork to amplify Echo Echo’s powers, having discovered that the DNAliens are weakened by the strong reverb given off by the barsidium. They free Cooper and have him destroy the cloaking generator, during which he has visions of the arch acting as a gateway for a fleet of ships and the Earth being destroyed. The team is successful, and escapes. However, despite destroying the generator, the Highbreed manage to repair it and continue their operations unhindered, using ID masks to fool the local police by pretending to be construction workers, saying that soon, Los Soledad will be where all the action is happening. 	After trying to test a broken teleporter pod, the team decide to enlist the help of Cooper Daniels, the young boy who had helped the Tennysons in the past. Upon reaching his home, they discover a video of his capture by the DNAliens. They track him down to the abandoned military base Los Soledad, where Paradox built his time machine. They discover that the Highbreed have erected a cloaking field, built by Cooper over the area, concealing a huge, mysterious arch-like device. They find Cooper helping to assemble pieces for the DNAliens out of a metal call barsidium. They free Cooper, but are soon captured by the Highbreed in charge of the base. Locking the team up in a storage room, they use Kevin’s powers to absorb some of the barsidium, and use him as a tuning fork to amplify Echo Echo’s powers, having discovered that the DNAliens are weakened by the strong reverb given off by the barsidium. They free Cooper and have him destroy the cloaking generator, during which he has visions of the arch acting as a gateway for a fleet of ships and the Earth being destroyed. The team is successful, and escapes. However, despite destroying the generator, the Highbreed manage to repair it and continue their operations unhindered, using ID masks to fool the local police by pretending to be construction workers, saying that soon, Los Soledad will be where all the action is happening.
19 	"Pet Project" 	November 21, 2008 	 	 	 	
Forever Knights' scientist Dr. Joseph Chadwick sends Sir Morton to kidnap Ship so that the Forever Knights can use him to mass-produce a fleet of interstellar spacecraft with which to attack the homeworld of the alien dragon that escaped them. (After the events at the Pier, ship had been staying with Julie.) At this time, Ship had hitched a ride in the mechanisms of Kevin’s car, trying to stay with Julie, who was with Gwen and Kevin on their way to the local shopping mall. Morton attacks Ship, capturing the small alien and leaving Kevin’s car in dire need of repair. Ben arrives too late, and the team sets out to find the Knights. Assuming that the Knights have something to do with a medieval-themed track of houses, the team, joined by Julie, attempt to sneak into the main house to recuse Ship. However, by this time, Chadwick had affixed a mind control on Ship, making his biometric markings go from green to red, and leaving him totally under Chadwick’s control. Having absorbed the alien spacecraft that Chadwick made, the Knights now have the ultimate weapon. The team soon gets caught, and are to be executed by Ship. Desperately, Julie uses a trick she saw in an old alien movie, and is able to convince Ship to resist. With Ship now on their side, the Forever Knights' stronghold is destroyed and the team now has access to Ship’s spaceship mode, as long as Ben helps Julie take care of Ship. 	Forever Knights' scientist Dr. Joseph Chadwick sends Sir Morton to kidnap Ship so that the Forever Knights can use him to mass-produce a fleet of interstellar spacecraft with which to attack the homeworld of the alien dragon that escaped them. (After the events at the Pier, ship had been staying with Julie.) At this time, Ship had hitched a ride in the mechanisms of Kevin’s car, trying to stay with Julie, who was with Gwen and Kevin on their way to the local shopping mall. Morton attacks Ship, capturing the small alien and leaving Kevin’s car in dire need of repair. Ben arrives too late, and the team sets out to find the Knights. Assuming that the Knights have something to do with a medieval-themed track of houses, the team, joined by Julie, attempt to sneak into the main house to recuse Ship. However, by this time, Chadwick had affixed a mind control on Ship, making his biometric markings go from green to red, and leaving him totally under Chadwick’s control. Having absorbed the alien spacecraft that Chadwick made, the Knights now have the ultimate weapon. The team soon gets caught, and are to be executed by Ship. Desperately, Julie uses a trick she saw in an old alien movie, and is able to convince Ship to resist. With Ship now on their side, the Forever Knights' stronghold is destroyed and the team now has access to Ship’s spaceship mode, as long as Ben helps Julie take care of Ship. 	Forever Knights' scientist Dr. Joseph Chadwick sends Sir Morton to kidnap Ship so that the Forever Knights can use him to mass-produce a fleet of interstellar spacecraft with which to attack the homeworld of the alien dragon that escaped them. (After the events at the Pier, ship had been staying with Julie.) At this time, Ship had hitched a ride in the mechanisms of Kevin’s car, trying to stay with Julie, who was with Gwen and Kevin on their way to the local shopping mall. Morton attacks Ship, capturing the small alien and leaving Kevin’s car in dire need of repair. Ben arrives too late, and the team sets out to find the Knights. Assuming that the Knights have something to do with a medieval-themed track of houses, the team, joined by Julie, attempt to sneak into the main house to recuse Ship. However, by this time, Chadwick had affixed a mind control on Ship, making his biometric markings go from green to red, and leaving him totally under Chadwick’s control. Having absorbed the alien spacecraft that Chadwick made, the Knights now have the ultimate weapon. The team soon gets caught, and are to be executed by Ship. Desperately, Julie uses a trick she saw in an old alien movie, and is able to convince Ship to resist. With Ship now on their side, the Forever Knights' stronghold is destroyed and the team now has access to Ship’s spaceship mode, as long as Ben helps Julie take care of Ship. 	Forever Knights' scientist Dr. Joseph Chadwick sends Sir Morton to kidnap Ship so that the Forever Knights can use him to mass-produce a fleet of interstellar spacecraft with which to attack the homeworld of the alien dragon that escaped them. (After the events at the Pier, ship had been staying with Julie.) At this time, Ship had hitched a ride in the mechanisms of Kevin’s car, trying to stay with Julie, who was with Gwen and Kevin on their way to the local shopping mall. Morton attacks Ship, capturing the small alien and leaving Kevin’s car in dire need of repair. Ben arrives too late, and the team sets out to find the Knights. Assuming that the Knights have something to do with a medieval-themed track of houses, the team, joined by Julie, attempt to sneak into the main house to recuse Ship. However, by this time, Chadwick had affixed a mind control on Ship, making his biometric markings go from green to red, and leaving him totally under Chadwick’s control. Having absorbed the alien spacecraft that Chadwick made, the Knights now have the ultimate weapon. The team soon gets caught, and are to be executed by Ship. Desperately, Julie uses a trick she saw in an old alien movie, and is able to convince Ship to resist. With Ship now on their side, the Forever Knights' stronghold is destroyed and the team now has access to Ship’s spaceship mode, as long as Ben helps Julie take care of Ship. 	Forever Knights' scientist Dr. Joseph Chadwick sends Sir Morton to kidnap Ship so that the Forever Knights can use him to mass-produce a fleet of interstellar spacecraft with which to attack the homeworld of the alien dragon that escaped them. (After the events at the Pier, ship had been staying with Julie.) At this time, Ship had hitched a ride in the mechanisms of Kevin’s car, trying to stay with Julie, who was with Gwen and Kevin on their way to the local shopping mall. Morton attacks Ship, capturing the small alien and leaving Kevin’s car in dire need of repair. Ben arrives too late, and the team sets out to find the Knights. Assuming that the Knights have something to do with a medieval-themed track of houses, the team, joined by Julie, attempt to sneak into the main house to recuse Ship. However, by this time, Chadwick had affixed a mind control on Ship, making his biometric markings go from green to red, and leaving him totally under Chadwick’s control. Having absorbed the alien spacecraft that Chadwick made, the Knights now have the ultimate weapon. The team soon gets caught, and are to be executed by Ship. Desperately, Julie uses a trick she saw in an old alien movie, and is able to convince Ship to resist. With Ship now on their side, the Forever Knights' stronghold is destroyed and the team now has access to Ship’s spaceship mode, as long as Ben helps Julie take care of Ship. 	Forever Knights' scientist Dr. Joseph Chadwick sends Sir Morton to kidnap Ship so that the Forever Knights can use him to mass-produce a fleet of interstellar spacecraft with which to attack the homeworld of the alien dragon that escaped them. (After the events at the Pier, ship had been staying with Julie.) At this time, Ship had hitched a ride in the mechanisms of Kevin’s car, trying to stay with Julie, who was with Gwen and Kevin on their way to the local shopping mall. Morton attacks Ship, capturing the small alien and leaving Kevin’s car in dire need of repair. Ben arrives too late, and the team sets out to find the Knights. Assuming that the Knights have something to do with a medieval-themed track of houses, the team, joined by Julie, attempt to sneak into the main house to recuse Ship. However, by this time, Chadwick had affixed a mind control on Ship, making his biometric markings go from green to red, and leaving him totally under Chadwick’s control. Having absorbed the alien spacecraft that Chadwick made, the Knights now have the ultimate weapon. The team soon gets caught, and are to be executed by Ship. Desperately, Julie uses a trick she saw in an old alien movie, and is able to convince Ship to resist. With Ship now on their side, the Forever Knights' stronghold is destroyed and the team now has access to Ship’s spaceship mode, as long as Ben helps Julie take care of Ship. 	Forever Knights' scientist Dr. Joseph Chadwick sends Sir Morton to kidnap Ship so that the Forever Knights can use him to mass-produce a fleet of interstellar spacecraft with which to attack the homeworld of the alien dragon that escaped them. (After the events at the Pier, ship had been staying with Julie.) At this time, Ship had hitched a ride in the mechanisms of Kevin’s car, trying to stay with Julie, who was with Gwen and Kevin on their way to the local shopping mall. Morton attacks Ship, capturing the small alien and leaving Kevin’s car in dire need of repair. Ben arrives too late, and the team sets out to find the Knights. Assuming that the Knights have something to do with a medieval-themed track of houses, the team, joined by Julie, attempt to sneak into the main house to recuse Ship. However, by this time, Chadwick had affixed a mind control on Ship, making his biometric markings go from green to red, and leaving him totally under Chadwick’s control. Having absorbed the alien spacecraft that Chadwick made, the Knights now have the ultimate weapon. The team soon gets caught, and are to be executed by Ship. Desperately, Julie uses a trick she saw in an old alien movie, and is able to convince Ship to resist. With Ship now on their side, the Forever Knights' stronghold is destroyed and the team now has access to Ship’s spaceship mode, as long as Ben helps Julie take care of Ship.
20 	"Grounded" 	November 26, 2008 	 	 	 	
While fighting one of the Highbreed, Ben's parents catch him transforming into Swampfire. Seeing as he comes home with a black eye, they forbid him from using the Omnitrix ever again for fear of him getting hurt. With Gwen and Kevin on the trail of a Highbreed plot, Ben tries to sneak out of the house as Echo Echo. Once Ben's parents see that he disobeyed their orders, they do what they think is best for their son's protection and safety and ground him. His various attempts to aid his allies by phone and by computer only results in Ben being forced to tell his parents about Gwen helping him, resulting in her suffering the same fate as her cousin, and leaving Kevin alone to find out what the Highbreed are up to. Kevin manages to find out that the Highbreed are planning to use radioactive bat guano as a power source for a “surprise” (the hyperspace jumpgate in Los Soledad). Having been captured, Kevin's trouble with the DNAliens results in Ben making a final attempt to persuade his parents to his cause, saying that if he does not help Kevin, it would be against everything they ever taught him, and so escapes as Humongousaur nonetheless. After a short battle aboard a small freighter carrying a rare isotope which the DNAliens plan on using, Ben's parents come to the rescue, with one of Grandpa Max's old Plumber guns, admitting that they are proud of Ben. They win the fight, and destroy the ship. They cancelled the punishment, apologized for the mistake, and say they understand what he needs to do. 	While fighting one of the Highbreed, Ben's parents catch him transforming into Swampfire. Seeing as he comes home with a black eye, they forbid him from using the Omnitrix ever again for fear of him getting hurt. With Gwen and Kevin on the trail of a Highbreed plot, Ben tries to sneak out of the house as Echo Echo. Once Ben's parents see that he disobeyed their orders, they do what they think is best for their son's protection and safety and ground him. His various attempts to aid his allies by phone and by computer only results in Ben being forced to tell his parents about Gwen helping him, resulting in her suffering the same fate as her cousin, and leaving Kevin alone to find out what the Highbreed are up to. Kevin manages to find out that the Highbreed are planning to use radioactive bat guano as a power source for a “surprise” (the hyperspace jumpgate in Los Soledad). Having been captured, Kevin's trouble with the DNAliens results in Ben making a final attempt to persuade his parents to his cause, saying that if he does not help Kevin, it would be against everything they ever taught him, and so escapes as Humongousaur nonetheless. After a short battle aboard a small freighter carrying a rare isotope which the DNAliens plan on using, Ben's parents come to the rescue, with one of Grandpa Max's old Plumber guns, admitting that they are proud of Ben. They win the fight, and destroy the ship. They cancelled the punishment, apologized for the mistake, and say they understand what he needs to do. 	While fighting one of the Highbreed, Ben's parents catch him transforming into Swampfire. Seeing as he comes home with a black eye, they forbid him from using the Omnitrix ever again for fear of him getting hurt. With Gwen and Kevin on the trail of a Highbreed plot, Ben tries to sneak out of the house as Echo Echo. Once Ben's parents see that he disobeyed their orders, they do what they think is best for their son's protection and safety and ground him. His various attempts to aid his allies by phone and by computer only results in Ben being forced to tell his parents about Gwen helping him, resulting in her suffering the same fate as her cousin, and leaving Kevin alone to find out what the Highbreed are up to. Kevin manages to find out that the Highbreed are planning to use radioactive bat guano as a power source for a “surprise” (the hyperspace jumpgate in Los Soledad). Having been captured, Kevin's trouble with the DNAliens results in Ben making a final attempt to persuade his parents to his cause, saying that if he does not help Kevin, it would be against everything they ever taught him, and so escapes as Humongousaur nonetheless. After a short battle aboard a small freighter carrying a rare isotope which the DNAliens plan on using, Ben's parents come to the rescue, with one of Grandpa Max's old Plumber guns, admitting that they are proud of Ben. They win the fight, and destroy the ship. They cancelled the punishment, apologized for the mistake, and say they understand what he needs to do. 	While fighting one of the Highbreed, Ben's parents catch him transforming into Swampfire. Seeing as he comes home with a black eye, they forbid him from using the Omnitrix ever again for fear of him getting hurt. With Gwen and Kevin on the trail of a Highbreed plot, Ben tries to sneak out of the house as Echo Echo. Once Ben's parents see that he disobeyed their orders, they do what they think is best for their son's protection and safety and ground him. His various attempts to aid his allies by phone and by computer only results in Ben being forced to tell his parents about Gwen helping him, resulting in her suffering the same fate as her cousin, and leaving Kevin alone to find out what the Highbreed are up to. Kevin manages to find out that the Highbreed are planning to use radioactive bat guano as a power source for a “surprise” (the hyperspace jumpgate in Los Soledad). Having been captured, Kevin's trouble with the DNAliens results in Ben making a final attempt to persuade his parents to his cause, saying that if he does not help Kevin, it would be against everything they ever taught him, and so escapes as Humongousaur nonetheless. After a short battle aboard a small freighter carrying a rare isotope which the DNAliens plan on using, Ben's parents come to the rescue, with one of Grandpa Max's old Plumber guns, admitting that they are proud of Ben. They win the fight, and destroy the ship. They cancelled the punishment, apologized for the mistake, and say they understand what he needs to do. 	While fighting one of the Highbreed, Ben's parents catch him transforming into Swampfire. Seeing as he comes home with a black eye, they forbid him from using the Omnitrix ever again for fear of him getting hurt. With Gwen and Kevin on the trail of a Highbreed plot, Ben tries to sneak out of the house as Echo Echo. Once Ben's parents see that he disobeyed their orders, they do what they think is best for their son's protection and safety and ground him. His various attempts to aid his allies by phone and by computer only results in Ben being forced to tell his parents about Gwen helping him, resulting in her suffering the same fate as her cousin, and leaving Kevin alone to find out what the Highbreed are up to. Kevin manages to find out that the Highbreed are planning to use radioactive bat guano as a power source for a “surprise” (the hyperspace jumpgate in Los Soledad). Having been captured, Kevin's trouble with the DNAliens results in Ben making a final attempt to persuade his parents to his cause, saying that if he does not help Kevin, it would be against everything they ever taught him, and so escapes as Humongousaur nonetheless. After a short battle aboard a small freighter carrying a rare isotope which the DNAliens plan on using, Ben's parents come to the rescue, with one of Grandpa Max's old Plumber guns, admitting that they are proud of Ben. They win the fight, and destroy the ship. They cancelled the punishment, apologized for the mistake, and say they understand what he needs to do. 	While fighting one of the Highbreed, Ben's parents catch him transforming into Swampfire. Seeing as he comes home with a black eye, they forbid him from using the Omnitrix ever again for fear of him getting hurt. With Gwen and Kevin on the trail of a Highbreed plot, Ben tries to sneak out of the house as Echo Echo. Once Ben's parents see that he disobeyed their orders, they do what they think is best for their son's protection and safety and ground him. His various attempts to aid his allies by phone and by computer only results in Ben being forced to tell his parents about Gwen helping him, resulting in her suffering the same fate as her cousin, and leaving Kevin alone to find out what the Highbreed are up to. Kevin manages to find out that the Highbreed are planning to use radioactive bat guano as a power source for a “surprise” (the hyperspace jumpgate in Los Soledad). Having been captured, Kevin's trouble with the DNAliens results in Ben making a final attempt to persuade his parents to his cause, saying that if he does not help Kevin, it would be against everything they ever taught him, and so escapes as Humongousaur nonetheless. After a short battle aboard a small freighter carrying a rare isotope which the DNAliens plan on using, Ben's parents come to the rescue, with one of Grandpa Max's old Plumber guns, admitting that they are proud of Ben. They win the fight, and destroy the ship. They cancelled the punishment, apologized for the mistake, and say they understand what he needs to do. 	While fighting one of the Highbreed, Ben's parents catch him transforming into Swampfire. Seeing as he comes home with a black eye, they forbid him from using the Omnitrix ever again for fear of him getting hurt. With Gwen and Kevin on the trail of a Highbreed plot, Ben tries to sneak out of the house as Echo Echo. Once Ben's parents see that he disobeyed their orders, they do what they think is best for their son's protection and safety and ground him. His various attempts to aid his allies by phone and by computer only results in Ben being forced to tell his parents about Gwen helping him, resulting in her suffering the same fate as her cousin, and leaving Kevin alone to find out what the Highbreed are up to. Kevin manages to find out that the Highbreed are planning to use radioactive bat guano as a power source for a “surprise” (the hyperspace jumpgate in Los Soledad). Having been captured, Kevin's trouble with the DNAliens results in Ben making a final attempt to persuade his parents to his cause, saying that if he does not help Kevin, it would be against everything they ever taught him, and so escapes as Humongousaur nonetheless. After a short battle aboard a small freighter carrying a rare isotope which the DNAliens plan on using, Ben's parents come to the rescue, with one of Grandpa Max's old Plumber guns, admitting that they are proud of Ben. They win the fight, and destroy the ship. They cancelled the punishment, apologized for the mistake, and say they understand what he needs to do.
21 	"Voided" 	December 5, 2008 	 	 	 	
Helen and Manny use Gwen's powers to call on Ben's team to help deal with a dangerous foe in the Null Void: D'Void. Ben goes in alone, with Kevin and Gwen waiting on the other side to bring him back. Once inside, Ben is shocked to learn that "D'Void" is really his old enemy Dr. Animo, who has taken control of the Null Guardians and enslaved the inhabitants of the Null Void. Using them as slave labor, he has built a machine to drill through the dimensional wall, hoping to bring his army to Earth. With the help of Grandpa Max, who was transported to the Null Void in Max Out and has been leading a resistance movement under the name of ‘The Wrench”. He, along with Ben, Helen, Manny, Pierce, and a small force of rebels they’ve gathered, attack D’Void’s forces, and Ben manages to destroy the drilling machine as Big Chill. Gwen opens a portal back to Earth for Ben, but Grandpa Max cannot join them yet as things have to be set right in the Null Void first. 	Helen and Manny use Gwen's powers to call on Ben's team to help deal with a dangerous foe in the Null Void: D'Void. Ben goes in alone, with Kevin and Gwen waiting on the other side to bring him back. Once inside, Ben is shocked to learn that "D'Void" is really his old enemy Dr. Animo, who has taken control of the Null Guardians and enslaved the inhabitants of the Null Void. Using them as slave labor, he has built a machine to drill through the dimensional wall, hoping to bring his army to Earth. With the help of Grandpa Max, who was transported to the Null Void in Max Out and has been leading a resistance movement under the name of ‘The Wrench”. He, along with Ben, Helen, Manny, Pierce, and a small force of rebels they’ve gathered, attack D’Void’s forces, and Ben manages to destroy the drilling machine as Big Chill. Gwen opens a portal back to Earth for Ben, but Grandpa Max cannot join them yet as things have to be set right in the Null Void first. 	Helen and Manny use Gwen's powers to call on Ben's team to help deal with a dangerous foe in the Null Void: D'Void. Ben goes in alone, with Kevin and Gwen waiting on the other side to bring him back. Once inside, Ben is shocked to learn that "D'Void" is really his old enemy Dr. Animo, who has taken control of the Null Guardians and enslaved the inhabitants of the Null Void. Using them as slave labor, he has built a machine to drill through the dimensional wall, hoping to bring his army to Earth. With the help of Grandpa Max, who was transported to the Null Void in Max Out and has been leading a resistance movement under the name of ‘The Wrench”. He, along with Ben, Helen, Manny, Pierce, and a small force of rebels they’ve gathered, attack D’Void’s forces, and Ben manages to destroy the drilling machine as Big Chill. Gwen opens a portal back to Earth for Ben, but Grandpa Max cannot join them yet as things have to be set right in the Null Void first. 	Helen and Manny use Gwen's powers to call on Ben's team to help deal with a dangerous foe in the Null Void: D'Void. Ben goes in alone, with Kevin and Gwen waiting on the other side to bring him back. Once inside, Ben is shocked to learn that "D'Void" is really his old enemy Dr. Animo, who has taken control of the Null Guardians and enslaved the inhabitants of the Null Void. Using them as slave labor, he has built a machine to drill through the dimensional wall, hoping to bring his army to Earth. With the help of Grandpa Max, who was transported to the Null Void in Max Out and has been leading a resistance movement under the name of ‘The Wrench”. He, along with Ben, Helen, Manny, Pierce, and a small force of rebels they’ve gathered, attack D’Void’s forces, and Ben manages to destroy the drilling machine as Big Chill. Gwen opens a portal back to Earth for Ben, but Grandpa Max cannot join them yet as things have to be set right in the Null Void first. 	Helen and Manny use Gwen's powers to call on Ben's team to help deal with a dangerous foe in the Null Void: D'Void. Ben goes in alone, with Kevin and Gwen waiting on the other side to bring him back. Once inside, Ben is shocked to learn that "D'Void" is really his old enemy Dr. Animo, who has taken control of the Null Guardians and enslaved the inhabitants of the Null Void. Using them as slave labor, he has built a machine to drill through the dimensional wall, hoping to bring his army to Earth. With the help of Grandpa Max, who was transported to the Null Void in Max Out and has been leading a resistance movement under the name of ‘The Wrench”. He, along with Ben, Helen, Manny, Pierce, and a small force of rebels they’ve gathered, attack D’Void’s forces, and Ben manages to destroy the drilling machine as Big Chill. Gwen opens a portal back to Earth for Ben, but Grandpa Max cannot join them yet as things have to be set right in the Null Void first. 	Helen and Manny use Gwen's powers to call on Ben's team to help deal with a dangerous foe in the Null Void: D'Void. Ben goes in alone, with Kevin and Gwen waiting on the other side to bring him back. Once inside, Ben is shocked to learn that "D'Void" is really his old enemy Dr. Animo, who has taken control of the Null Guardians and enslaved the inhabitants of the Null Void. Using them as slave labor, he has built a machine to drill through the dimensional wall, hoping to bring his army to Earth. With the help of Grandpa Max, who was transported to the Null Void in Max Out and has been leading a resistance movement under the name of ‘The Wrench”. He, along with Ben, Helen, Manny, Pierce, and a small force of rebels they’ve gathered, attack D’Void’s forces, and Ben manages to destroy the drilling machine as Big Chill. Gwen opens a portal back to Earth for Ben, but Grandpa Max cannot join them yet as things have to be set right in the Null Void first. 	Helen and Manny use Gwen's powers to call on Ben's team to help deal with a dangerous foe in the Null Void: D'Void. Ben goes in alone, with Kevin and Gwen waiting on the other side to bring him back. Once inside, Ben is shocked to learn that "D'Void" is really his old enemy Dr. Animo, who has taken control of the Null Guardians and enslaved the inhabitants of the Null Void. Using them as slave labor, he has built a machine to drill through the dimensional wall, hoping to bring his army to Earth. With the help of Grandpa Max, who was transported to the Null Void in Max Out and has been leading a resistance movement under the name of ‘The Wrench”. He, along with Ben, Helen, Manny, Pierce, and a small force of rebels they’ve gathered, attack D’Void’s forces, and Ben manages to destroy the drilling machine as Big Chill. Gwen opens a portal back to Earth for Ben, but Grandpa Max cannot join them yet as things have to be set right in the Null Void first.
22 	"Inside Man" 	December 12, 2008 	 	 	 	
The team rescues a young man named Tyler, who stole the Oscillator Key for the Highbreed's hyperspace gateway from Los Soledad. He crashes the truck and suffers memory loss as he escapes. After being almost captured by the DNAliens in a small town, the team saves him are forced to race the DNAliens to track down the device, resulting in a battle. The team is victorious, but they discover that Tyler is actually a DNAlien, having managed to resist the Xenocyte controlling him, and only looked human through the use of an ID Mask. More DNAliens arrive in a small tractor beam-equipped ship to reclaim the Oscillator Key, capturing Tyler during the struggle. Ben opts to save Tyler instead of retrieving the Oscillator Key, and uses the Omnitrix to restore him to human form. As the DNAliens escape, the four now know their plan and prepare to take action. 	The team rescues a young man named Tyler, who stole the Oscillator Key for the Highbreed's hyperspace gateway from Los Soledad. He crashes the truck and suffers memory loss as he escapes. After being almost captured by the DNAliens in a small town, the team saves him are forced to race the DNAliens to track down the device, resulting in a battle. The team is victorious, but they discover that Tyler is actually a DNAlien, having managed to resist the Xenocyte controlling him, and only looked human through the use of an ID Mask. More DNAliens arrive in a small tractor beam-equipped ship to reclaim the Oscillator Key, capturing Tyler during the struggle. Ben opts to save Tyler instead of retrieving the Oscillator Key, and uses the Omnitrix to restore him to human form. As the DNAliens escape, the four now know their plan and prepare to take action. 	The team rescues a young man named Tyler, who stole the Oscillator Key for the Highbreed's hyperspace gateway from Los Soledad. He crashes the truck and suffers memory loss as he escapes. After being almost captured by the DNAliens in a small town, the team saves him are forced to race the DNAliens to track down the device, resulting in a battle. The team is victorious, but they discover that Tyler is actually a DNAlien, having managed to resist the Xenocyte controlling him, and only looked human through the use of an ID Mask. More DNAliens arrive in a small tractor beam-equipped ship to reclaim the Oscillator Key, capturing Tyler during the struggle. Ben opts to save Tyler instead of retrieving the Oscillator Key, and uses the Omnitrix to restore him to human form. As the DNAliens escape, the four now know their plan and prepare to take action. 	The team rescues a young man named Tyler, who stole the Oscillator Key for the Highbreed's hyperspace gateway from Los Soledad. He crashes the truck and suffers memory loss as he escapes. After being almost captured by the DNAliens in a small town, the team saves him are forced to race the DNAliens to track down the device, resulting in a battle. The team is victorious, but they discover that Tyler is actually a DNAlien, having managed to resist the Xenocyte controlling him, and only looked human through the use of an ID Mask. More DNAliens arrive in a small tractor beam-equipped ship to reclaim the Oscillator Key, capturing Tyler during the struggle. Ben opts to save Tyler instead of retrieving the Oscillator Key, and uses the Omnitrix to restore him to human form. As the DNAliens escape, the four now know their plan and prepare to take action. 	The team rescues a young man named Tyler, who stole the Oscillator Key for the Highbreed's hyperspace gateway from Los Soledad. He crashes the truck and suffers memory loss as he escapes. After being almost captured by the DNAliens in a small town, the team saves him are forced to race the DNAliens to track down the device, resulting in a battle. The team is victorious, but they discover that Tyler is actually a DNAlien, having managed to resist the Xenocyte controlling him, and only looked human through the use of an ID Mask. More DNAliens arrive in a small tractor beam-equipped ship to reclaim the Oscillator Key, capturing Tyler during the struggle. Ben opts to save Tyler instead of retrieving the Oscillator Key, and uses the Omnitrix to restore him to human form. As the DNAliens escape, the four now know their plan and prepare to take action. 	The team rescues a young man named Tyler, who stole the Oscillator Key for the Highbreed's hyperspace gateway from Los Soledad. He crashes the truck and suffers memory loss as he escapes. After being almost captured by the DNAliens in a small town, the team saves him are forced to race the DNAliens to track down the device, resulting in a battle. The team is victorious, but they discover that Tyler is actually a DNAlien, having managed to resist the Xenocyte controlling him, and only looked human through the use of an ID Mask. More DNAliens arrive in a small tractor beam-equipped ship to reclaim the Oscillator Key, capturing Tyler during the struggle. Ben opts to save Tyler instead of retrieving the Oscillator Key, and uses the Omnitrix to restore him to human form. As the DNAliens escape, the four now know their plan and prepare to take action. 	The team rescues a young man named Tyler, who stole the Oscillator Key for the Highbreed's hyperspace gateway from Los Soledad. He crashes the truck and suffers memory loss as he escapes. After being almost captured by the DNAliens in a small town, the team saves him are forced to race the DNAliens to track down the device, resulting in a battle. The team is victorious, but they discover that Tyler is actually a DNAlien, having managed to resist the Xenocyte controlling him, and only looked human through the use of an ID Mask. More DNAliens arrive in a small tractor beam-equipped ship to reclaim the Oscillator Key, capturing Tyler during the struggle. Ben opts to save Tyler instead of retrieving the Oscillator Key, and uses the Omnitrix to restore him to human form. As the DNAliens escape, the four now know their plan and prepare to take action.
23 	"Birds of a Feather" 	March 24, 2009 	 	 	 	
The prince of the Arachnachimps (Spidermonkey's race), Simion, needs help in retrieving a crystal which is supposedly the symbol of the monarchy on his planet. The crystal is being kept in a base on the moon. Ben offers his help, but Kevin and Gwen are skeptical. In the midst of the battle, Ben discovers that Simion has been lying, and that the crystal is actually powering an intergalactic communications station. By stealing it, Simion will prevent Earth from calling for help against the upcoming Highbreed invasion. Ben tricks Simion into stealing a box containing a dispenser of worthless DNAlien resin remover acid instead, resulting in Simion having a very unpleasant encounter with the Highbreed commander that employed him. 	The prince of the Arachnachimps (Spidermonkey's race), Simion, needs help in retrieving a crystal which is supposedly the symbol of the monarchy on his planet. The crystal is being kept in a base on the moon. Ben offers his help, but Kevin and Gwen are skeptical. In the midst of the battle, Ben discovers that Simion has been lying, and that the crystal is actually powering an intergalactic communications station. By stealing it, Simion will prevent Earth from calling for help against the upcoming Highbreed invasion. Ben tricks Simion into stealing a box containing a dispenser of worthless DNAlien resin remover acid instead, resulting in Simion having a very unpleasant encounter with the Highbreed commander that employed him. 	The prince of the Arachnachimps (Spidermonkey's race), Simion, needs help in retrieving a crystal which is supposedly the symbol of the monarchy on his planet. The crystal is being kept in a base on the moon. Ben offers his help, but Kevin and Gwen are skeptical. In the midst of the battle, Ben discovers that Simion has been lying, and that the crystal is actually powering an intergalactic communications station. By stealing it, Simion will prevent Earth from calling for help against the upcoming Highbreed invasion. Ben tricks Simion into stealing a box containing a dispenser of worthless DNAlien resin remover acid instead, resulting in Simion having a very unpleasant encounter with the Highbreed commander that employed him. 	The prince of the Arachnachimps (Spidermonkey's race), Simion, needs help in retrieving a crystal which is supposedly the symbol of the monarchy on his planet. The crystal is being kept in a base on the moon. Ben offers his help, but Kevin and Gwen are skeptical. In the midst of the battle, Ben discovers that Simion has been lying, and that the crystal is actually powering an intergalactic communications station. By stealing it, Simion will prevent Earth from calling for help against the upcoming Highbreed invasion. Ben tricks Simion into stealing a box containing a dispenser of worthless DNAlien resin remover acid instead, resulting in Simion having a very unpleasant encounter with the Highbreed commander that employed him. 	The prince of the Arachnachimps (Spidermonkey's race), Simion, needs help in retrieving a crystal which is supposedly the symbol of the monarchy on his planet. The crystal is being kept in a base on the moon. Ben offers his help, but Kevin and Gwen are skeptical. In the midst of the battle, Ben discovers that Simion has been lying, and that the crystal is actually powering an intergalactic communications station. By stealing it, Simion will prevent Earth from calling for help against the upcoming Highbreed invasion. Ben tricks Simion into stealing a box containing a dispenser of worthless DNAlien resin remover acid instead, resulting in Simion having a very unpleasant encounter with the Highbreed commander that employed him. 	The prince of the Arachnachimps (Spidermonkey's race), Simion, needs help in retrieving a crystal which is supposedly the symbol of the monarchy on his planet. The crystal is being kept in a base on the moon. Ben offers his help, but Kevin and Gwen are skeptical. In the midst of the battle, Ben discovers that Simion has been lying, and that the crystal is actually powering an intergalactic communications station. By stealing it, Simion will prevent Earth from calling for help against the upcoming Highbreed invasion. Ben tricks Simion into stealing a box containing a dispenser of worthless DNAlien resin remover acid instead, resulting in Simion having a very unpleasant encounter with the Highbreed commander that employed him. 	The prince of the Arachnachimps (Spidermonkey's race), Simion, needs help in retrieving a crystal which is supposedly the symbol of the monarchy on his planet. The crystal is being kept in a base on the moon. Ben offers his help, but Kevin and Gwen are skeptical. In the midst of the battle, Ben discovers that Simion has been lying, and that the crystal is actually powering an intergalactic communications station. By stealing it, Simion will prevent Earth from calling for help against the upcoming Highbreed invasion. Ben tricks Simion into stealing a box containing a dispenser of worthless DNAlien resin remover acid instead, resulting in Simion having a very unpleasant encounter with the Highbreed commander that employed him.
24 	"Unearthed" 	March 25, 2009 	 	 	 	
A DNAlien mining operation under Los Soledad uncovers an alien spacecraft, from which a large alien creature is released. It wanders around the nearby town collecting random items, eventually attracting the attention of Ben, Gwen, and Kevin. After a short battle, they realize that the alien is in fact a baby girl. The Alien perceives Gwen as an Anodite and hangs on her every word. Needing to return the baby to her parents, the team follows her back to her ship. After defeating the DNAliens who were mining the quartz rock to finish the jumpgate, the team wakes the baby's parents from stasis, who depart the planet after Ben explains that they've been in stasis for fifty years as a result of Paradox's time experiment. 	A DNAlien mining operation under Los Soledad uncovers an alien spacecraft, from which a large alien creature is released. It wanders around the nearby town collecting random items, eventually attracting the attention of Ben, Gwen, and Kevin. After a short battle, they realize that the alien is in fact a baby girl. The Alien perceives Gwen as an Anodite and hangs on her every word. Needing to return the baby to her parents, the team follows her back to her ship. After defeating the DNAliens who were mining the quartz rock to finish the jumpgate, the team wakes the baby's parents from stasis, who depart the planet after Ben explains that they've been in stasis for fifty years as a result of Paradox's time experiment. 	A DNAlien mining operation under Los Soledad uncovers an alien spacecraft, from which a large alien creature is released. It wanders around the nearby town collecting random items, eventually attracting the attention of Ben, Gwen, and Kevin. After a short battle, they realize that the alien is in fact a baby girl. The Alien perceives Gwen as an Anodite and hangs on her every word. Needing to return the baby to her parents, the team follows her back to her ship. After defeating the DNAliens who were mining the quartz rock to finish the jumpgate, the team wakes the baby's parents from stasis, who depart the planet after Ben explains that they've been in stasis for fifty years as a result of Paradox's time experiment. 	A DNAlien mining operation under Los Soledad uncovers an alien spacecraft, from which a large alien creature is released. It wanders around the nearby town collecting random items, eventually attracting the attention of Ben, Gwen, and Kevin. After a short battle, they realize that the alien is in fact a baby girl. The Alien perceives Gwen as an Anodite and hangs on her every word. Needing to return the baby to her parents, the team follows her back to her ship. After defeating the DNAliens who were mining the quartz rock to finish the jumpgate, the team wakes the baby's parents from stasis, who depart the planet after Ben explains that they've been in stasis for fifty years as a result of Paradox's time experiment. 	A DNAlien mining operation under Los Soledad uncovers an alien spacecraft, from which a large alien creature is released. It wanders around the nearby town collecting random items, eventually attracting the attention of Ben, Gwen, and Kevin. After a short battle, they realize that the alien is in fact a baby girl. The Alien perceives Gwen as an Anodite and hangs on her every word. Needing to return the baby to her parents, the team follows her back to her ship. After defeating the DNAliens who were mining the quartz rock to finish the jumpgate, the team wakes the baby's parents from stasis, who depart the planet after Ben explains that they've been in stasis for fifty years as a result of Paradox's time experiment. 	A DNAlien mining operation under Los Soledad uncovers an alien spacecraft, from which a large alien creature is released. It wanders around the nearby town collecting random items, eventually attracting the attention of Ben, Gwen, and Kevin. After a short battle, they realize that the alien is in fact a baby girl. The Alien perceives Gwen as an Anodite and hangs on her every word. Needing to return the baby to her parents, the team follows her back to her ship. After defeating the DNAliens who were mining the quartz rock to finish the jumpgate, the team wakes the baby's parents from stasis, who depart the planet after Ben explains that they've been in stasis for fifty years as a result of Paradox's time experiment. 	A DNAlien mining operation under Los Soledad uncovers an alien spacecraft, from which a large alien creature is released. It wanders around the nearby town collecting random items, eventually attracting the attention of Ben, Gwen, and Kevin. After a short battle, they realize that the alien is in fact a baby girl. The Alien perceives Gwen as an Anodite and hangs on her every word. Needing to return the baby to her parents, the team follows her back to her ship. After defeating the DNAliens who were mining the quartz rock to finish the jumpgate, the team wakes the baby's parents from stasis, who depart the planet after Ben explains that they've been in stasis for fifty years as a result of Paradox's time experiment.
25 	"War of the Worlds, Part 1" 	March 27, 2009 	 	 	 	
Paradox and Azmuth arrive on Earth to warn Ben of the approaching Highbreed fleet. Gwen and Kevin gather all the allies they've met (Alan, Cooper, Julie and Ship, as well as their enemy Darkstar) to counter the threat. Meanwhile, Azmuth reveals to Ben that the Omnitrix contains the DNA of every sentient species in the galaxy, over one million in total, and unlocks the Master Control so Ben can effectively combat the Highbreed.
This includes all of his old aliens. With Ben as Cannonbolt, the team converge on the Highbreed hyperspace jump gate in Los Soledad in an effort to prevent its activation, but the attack only provokes the Highbreed in charge to summon the fleet ahead of schedule. To try and stop the fleet coming through, the team with Ben as Upchuck attempts to destroy the hyperspace jump gate but it does not work. Ben then turns into Way Big, and tries to rip down the gateway, it starts to work but as the Highbreed in charge now preemptively activates the gate, it initiates and knocks Ben unconscious. 	
Paradox and Azmuth arrive on Earth to warn Ben of the approaching Highbreed fleet. Gwen and Kevin gather all the allies they've met (Alan, Cooper, Julie and Ship, as well as their enemy Darkstar) to counter the threat. Meanwhile, Azmuth reveals to Ben that the Omnitrix contains the DNA of every sentient species in the galaxy, over one million in total, and unlocks the Master Control so Ben can effectively combat the Highbreed.
This includes all of his old aliens. With Ben as Cannonbolt, the team converge on the Highbreed hyperspace jump gate in Los Soledad in an effort to prevent its activation, but the attack only provokes the Highbreed in charge to summon the fleet ahead of schedule. To try and stop the fleet coming through, the team with Ben as Upchuck attempts to destroy the hyperspace jump gate but it does not work. Ben then turns into Way Big, and tries to rip down the gateway, it starts to work but as the Highbreed in charge now preemptively activates the gate, it initiates and knocks Ben unconscious. 	
Paradox and Azmuth arrive on Earth to warn Ben of the approaching Highbreed fleet. Gwen and Kevin gather all the allies they've met (Alan, Cooper, Julie and Ship, as well as their enemy Darkstar) to counter the threat. Meanwhile, Azmuth reveals to Ben that the Omnitrix contains the DNA of every sentient species in the galaxy, over one million in total, and unlocks the Master Control so Ben can effectively combat the Highbreed.
This includes all of his old aliens. With Ben as Cannonbolt, the team converge on the Highbreed hyperspace jump gate in Los Soledad in an effort to prevent its activation, but the attack only provokes the Highbreed in charge to summon the fleet ahead of schedule. To try and stop the fleet coming through, the team with Ben as Upchuck attempts to destroy the hyperspace jump gate but it does not work. Ben then turns into Way Big, and tries to rip down the gateway, it starts to work but as the Highbreed in charge now preemptively activates the gate, it initiates and knocks Ben unconscious. 	
Paradox and Azmuth arrive on Earth to warn Ben of the approaching Highbreed fleet. Gwen and Kevin gather all the allies they've met (Alan, Cooper, Julie and Ship, as well as their enemy Darkstar) to counter the threat. Meanwhile, Azmuth reveals to Ben that the Omnitrix contains the DNA of every sentient species in the galaxy, over one million in total, and unlocks the Master Control so Ben can effectively combat the Highbreed.
This includes all of his old aliens. With Ben as Cannonbolt, the team converge on the Highbreed hyperspace jump gate in Los Soledad in an effort to prevent its activation, but the attack only provokes the Highbreed in charge to summon the fleet ahead of schedule. To try and stop the fleet coming through, the team with Ben as Upchuck attempts to destroy the hyperspace jump gate but it does not work. Ben then turns into Way Big, and tries to rip down the gateway, it starts to work but as the Highbreed in charge now preemptively activates the gate, it initiates and knocks Ben unconscious. 	
Paradox and Azmuth arrive on Earth to warn Ben of the approaching Highbreed fleet. Gwen and Kevin gather all the allies they've met (Alan, Cooper, Julie and Ship, as well as their enemy Darkstar) to counter the threat. Meanwhile, Azmuth reveals to Ben that the Omnitrix contains the DNA of every sentient species in the galaxy, over one million in total, and unlocks the Master Control so Ben can effectively combat the Highbreed.
This includes all of his old aliens. With Ben as Cannonbolt, the team converge on the Highbreed hyperspace jump gate in Los Soledad in an effort to prevent its activation, but the attack only provokes the Highbreed in charge to summon the fleet ahead of schedule. To try and stop the fleet coming through, the team with Ben as Upchuck attempts to destroy the hyperspace jump gate but it does not work. Ben then turns into Way Big, and tries to rip down the gateway, it starts to work but as the Highbreed in charge now preemptively activates the gate, it initiates and knocks Ben unconscious. 	
Paradox and Azmuth arrive on Earth to warn Ben of the approaching Highbreed fleet. Gwen and Kevin gather all the allies they've met (Alan, Cooper, Julie and Ship, as well as their enemy Darkstar) to counter the threat. Meanwhile, Azmuth reveals to Ben that the Omnitrix contains the DNA of every sentient species in the galaxy, over one million in total, and unlocks the Master Control so Ben can effectively combat the Highbreed.
This includes all of his old aliens. With Ben as Cannonbolt, the team converge on the Highbreed hyperspace jump gate in Los Soledad in an effort to prevent its activation, but the attack only provokes the Highbreed in charge to summon the fleet ahead of schedule. To try and stop the fleet coming through, the team with Ben as Upchuck attempts to destroy the hyperspace jump gate but it does not work. Ben then turns into Way Big, and tries to rip down the gateway, it starts to work but as the Highbreed in charge now preemptively activates the gate, it initiates and knocks Ben unconscious. 	
Paradox and Azmuth arrive on Earth to warn Ben of the approaching Highbreed fleet. Gwen and Kevin gather all the allies they've met (Alan, Cooper, Julie and Ship, as well as their enemy Darkstar) to counter the threat. Meanwhile, Azmuth reveals to Ben that the Omnitrix contains the DNA of every sentient species in the galaxy, over one million in total, and unlocks the Master Control so Ben can effectively combat the Highbreed.
This includes all of his old aliens. With Ben as Cannonbolt, the team converge on the Highbreed hyperspace jump gate in Los Soledad in an effort to prevent its activation, but the attack only provokes the Highbreed in charge to summon the fleet ahead of schedule. To try and stop the fleet coming through, the team with Ben as Upchuck attempts to destroy the hyperspace jump gate but it does not work. Ben then turns into Way Big, and tries to rip down the gateway, it starts to work but as the Highbreed in charge now preemptively activates the gate, it initiates and knocks Ben unconscious.
26 	"War of the Worlds, Part 2" 	March 27, 2009 	 	 	 	
The team has to get to the captain of the fleet, on the Highbreed head ship to stop the invasion. Ben, Gwen and Kevin quickly head to the captain of the fleet. The Highbreed commander and the team fight, and an enraged Gwen unleashes her dormant Anodite form for the first time in a desperate attempt to save Kevin, but returns to her normal human form. The trio is then surrounded by a group of DNAliens, but are saved by Grandpa Max, Pierce, Helen and Manny plus one Null Guardian, who have regained control over the Null Void.
Ben, Gwen, Kevin, Azmuth and Ship as a spaceship head to the Highbreed's home world to confront the Highbreed Supreme with Ben as Brainstorm being the pilot. The Highbreed Supreme refuses to recall the fleet, and Azmuth reveals that the Highbreed's obsession with genetic purity has resulted in sterility in their species: they intend to cleanse the galaxy of all life in retaliation. Using the Omnitrix, Ben sends out an energy wave that reprograms the DNA of every Highbreed in the galaxy, fusing their DNA with random species from the Omnitrix to repair their genetic damage. Stunned and horrified at the loss of the genetic unity, the Highbreed Supreme immediately consider racial suicide as their only honorable option, but Reinrassic III, who has returned, convinces his race that their new impurity is desirable, and the fleet is recalled. Max decides to take in Ben's recruits (all except Darkstar, who ran off) and train them. As a side effect of reprogramming the Highbreed genetic damage, Ben finds the Master Control has been reset, leaving him with brand new aliens as well as his old ones.	
The team has to get to the captain of the fleet, on the Highbreed head ship to stop the invasion. Ben, Gwen and Kevin quickly head to the captain of the fleet. The Highbreed commander and the team fight, and an enraged Gwen unleashes her dormant Anodite form for the first time in a desperate attempt to save Kevin, but returns to her normal human form. The trio is then surrounded by a group of DNAliens, but are saved by Grandpa Max, Pierce, Helen and Manny plus one Null Guardian, who have regained control over the Null Void.
Ben, Gwen, Kevin, Azmuth and Ship as a spaceship head to the Highbreed's home world to confront the Highbreed Supreme with Ben as Brainstorm being the pilot. The Highbreed Supreme refuses to recall the fleet, and Azmuth reveals that the Highbreed's obsession with genetic purity has resulted in sterility in their species: they intend to cleanse the galaxy of all life in retaliation. Using the Omnitrix, Ben sends out an energy wave that reprograms the DNA of every Highbreed in the galaxy, fusing their DNA with random species from the Omnitrix to repair their genetic damage. Stunned and horrified at the loss of the genetic unity, the Highbreed Supreme immediately consider racial suicide as their only honorable option, but Reinrassic III, who has returned, convinces his race that their new impurity is desirable, and the fleet is recalled. Max decides to take in Ben's recruits (all except Darkstar, who ran off) and train them. As a side effect of reprogramming the Highbreed genetic damage, Ben finds the Master Control has been reset, leaving him with brand new aliens as well as his old ones.	
The team has to get to the captain of the fleet, on the Highbreed head ship to stop the invasion. Ben, Gwen and Kevin quickly head to the captain of the fleet. The Highbreed commander and the team fight, and an enraged Gwen unleashes her dormant Anodite form for the first time in a desperate attempt to save Kevin, but returns to her normal human form. The trio is then surrounded by a group of DNAliens, but are saved by Grandpa Max, Pierce, Helen and Manny plus one Null Guardian, who have regained control over the Null Void.
Ben, Gwen, Kevin, Azmuth and Ship as a spaceship head to the Highbreed's home world to confront the Highbreed Supreme with Ben as Brainstorm being the pilot. The Highbreed Supreme refuses to recall the fleet, and Azmuth reveals that the Highbreed's obsession with genetic purity has resulted in sterility in their species: they intend to cleanse the galaxy of all life in retaliation. Using the Omnitrix, Ben sends out an energy wave that reprograms the DNA of every Highbreed in the galaxy, fusing their DNA with random species from the Omnitrix to repair their genetic damage. Stunned and horrified at the loss of the genetic unity, the Highbreed Supreme immediately consider racial suicide as their only honorable option, but Reinrassic III, who has returned, convinces his race that their new impurity is desirable, and the fleet is recalled. Max decides to take in Ben's recruits (all except Darkstar, who ran off) and train them. As a side effect of reprogramming the Highbreed genetic damage, Ben finds the Master Control has been reset, leaving him with brand new aliens as well as his old ones.	
The team has to get to the captain of the fleet, on the Highbreed head ship to stop the invasion. Ben, Gwen and Kevin quickly head to the captain of the fleet. The Highbreed commander and the team fight, and an enraged Gwen unleashes her dormant Anodite form for the first time in a desperate attempt to save Kevin, but returns to her normal human form. The trio is then surrounded by a group of DNAliens, but are saved by Grandpa Max, Pierce, Helen and Manny plus one Null Guardian, who have regained control over the Null Void.
Ben, Gwen, Kevin, Azmuth and Ship as a spaceship head to the Highbreed's home world to confront the Highbreed Supreme with Ben as Brainstorm being the pilot. The Highbreed Supreme refuses to recall the fleet, and Azmuth reveals that the Highbreed's obsession with genetic purity has resulted in sterility in their species: they intend to cleanse the galaxy of all life in retaliation. Using the Omnitrix, Ben sends out an energy wave that reprograms the DNA of every Highbreed in the galaxy, fusing their DNA with random species from the Omnitrix to repair their genetic damage. Stunned and horrified at the loss of the genetic unity, the Highbreed Supreme immediately consider racial suicide as their only honorable option, but Reinrassic III, who has returned, convinces his race that their new impurity is desirable, and the fleet is recalled. Max decides to take in Ben's recruits (all except Darkstar, who ran off) and train them. As a side effect of reprogramming the Highbreed genetic damage, Ben finds the Master Control has been reset, leaving him with brand new aliens as well as his old ones.	
The team has to get to the captain of the fleet, on the Highbreed head ship to stop the invasion. Ben, Gwen and Kevin quickly head to the captain of the fleet. The Highbreed commander and the team fight, and an enraged Gwen unleashes her dormant Anodite form for the first time in a desperate attempt to save Kevin, but returns to her normal human form. The trio is then surrounded by a group of DNAliens, but are saved by Grandpa Max, Pierce, Helen and Manny plus one Null Guardian, who have regained control over the Null Void.
Ben, Gwen, Kevin, Azmuth and Ship as a spaceship head to the Highbreed's home world to confront the Highbreed Supreme with Ben as Brainstorm being the pilot. The Highbreed Supreme refuses to recall the fleet, and Azmuth reveals that the Highbreed's obsession with genetic purity has resulted in sterility in their species: they intend to cleanse the galaxy of all life in retaliation. Using the Omnitrix, Ben sends out an energy wave that reprograms the DNA of every Highbreed in the galaxy, fusing their DNA with random species from the Omnitrix to repair their genetic damage. Stunned and horrified at the loss of the genetic unity, the Highbreed Supreme immediately consider racial suicide as their only honorable option, but Reinrassic III, who has returned, convinces his race that their new impurity is desirable, and the fleet is recalled. Max decides to take in Ben's recruits (all except Darkstar, who ran off) and train them. As a side effect of reprogramming the Highbreed genetic damage, Ben finds the Master Control has been reset, leaving him with brand new aliens as well as his old ones.	
The team has to get to the captain of the fleet, on the Highbreed head ship to stop the invasion. Ben, Gwen and Kevin quickly head to the captain of the fleet. The Highbreed commander and the team fight, and an enraged Gwen unleashes her dormant Anodite form for the first time in a desperate attempt to save Kevin, but returns to her normal human form. The trio is then surrounded by a group of DNAliens, but are saved by Grandpa Max, Pierce, Helen and Manny plus one Null Guardian, who have regained control over the Null Void.
Ben, Gwen, Kevin, Azmuth and Ship as a spaceship head to the Highbreed's home world to confront the Highbreed Supreme with Ben as Brainstorm being the pilot. The Highbreed Supreme refuses to recall the fleet, and Azmuth reveals that the Highbreed's obsession with genetic purity has resulted in sterility in their species: they intend to cleanse the galaxy of all life in retaliation. Using the Omnitrix, Ben sends out an energy wave that reprograms the DNA of every Highbreed in the galaxy, fusing their DNA with random species from the Omnitrix to repair their genetic damage. Stunned and horrified at the loss of the genetic unity, the Highbreed Supreme immediately consider racial suicide as their only honorable option, but Reinrassic III, who has returned, convinces his race that their new impurity is desirable, and the fleet is recalled. Max decides to take in Ben's recruits (all except Darkstar, who ran off) and train them. As a side effect of reprogramming the Highbreed genetic damage, Ben finds the Master Control has been reset, leaving him with brand new aliens as well as his old ones.	
The team has to get to the captain of the fleet, on the Highbreed head ship to stop the invasion. Ben, Gwen and Kevin quickly head to the captain of the fleet. The Highbreed commander and the team fight, and an enraged Gwen unleashes her dormant Anodite form for the first time in a desperate attempt to save Kevin, but returns to her normal human form. The trio is then surrounded by a group of DNAliens, but are saved by Grandpa Max, Pierce, Helen and Manny plus one Null Guardian, who have regained control over the Null Void.
Ben, Gwen, Kevin, Azmuth and Ship as a spaceship head to the Highbreed's home world to confront the Highbreed Supreme with Ben as Brainstorm being the pilot. The Highbreed Supreme refuses to recall the fleet, and Azmuth reveals that the Highbreed's obsession with genetic purity has resulted in sterility in their species: they intend to cleanse the galaxy of all life in retaliation. Using the Omnitrix, Ben sends out an energy wave that reprograms the DNA of every Highbreed in the galaxy, fusing their DNA with random species from the Omnitrix to repair their genetic damage. Stunned and horrified at the loss of the genetic unity, the Highbreed Supreme immediately consider racial suicide as their only honorable option, but Reinrassic III, who has returned, convinces his race that their new impurity is desirable, and the fleet is recalled. Max decides to take in Ben's recruits (all except Darkstar, who ran off) and train them. As a side effect of reprogramming the Highbreed genetic damage, Ben finds the Master Control has been reset, leaving him with brand new aliens as well as his old ones.
====Season 3====
# 	Title 	Original air date 	 	 	 	
27 	"Vengeance of Vilgax, Part 1" 	September 11, 2009 	 	 	 	
Vilgax resurfaces with a new army and new and stronger powers. Under the Galactic Code of Conduct, he challenges the greatest champion of each world he visits to single combat, the prize being that champion's planet. Each time he defeats a champion, he absorbs their powers. With the strength of ten heroes at his disposal (including Ultimo's), Vilgax heads to Earth and challenges Ben, giving him 24 hours to prepare. In order to gain a sporting chance, Ben attempts to unlock the Omnitrix's Master Control, despite Azmuth's warnings. Ben's attempts to unlock the Omnitrix cause an overload. 	Vilgax resurfaces with a new army and new and stronger powers. Under the Galactic Code of Conduct, he challenges the greatest champion of each world he visits to single combat, the prize being that champion's planet. Each time he defeats a champion, he absorbs their powers. With the strength of ten heroes at his disposal (including Ultimo's), Vilgax heads to Earth and challenges Ben, giving him 24 hours to prepare. In order to gain a sporting chance, Ben attempts to unlock the Omnitrix's Master Control, despite Azmuth's warnings. Ben's attempts to unlock the Omnitrix cause an overload. 	Vilgax resurfaces with a new army and new and stronger powers. Under the Galactic Code of Conduct, he challenges the greatest champion of each world he visits to single combat, the prize being that champion's planet. Each time he defeats a champion, he absorbs their powers. With the strength of ten heroes at his disposal (including Ultimo's), Vilgax heads to Earth and challenges Ben, giving him 24 hours to prepare. In order to gain a sporting chance, Ben attempts to unlock the Omnitrix's Master Control, despite Azmuth's warnings. Ben's attempts to unlock the Omnitrix cause an overload. 	Vilgax resurfaces with a new army and new and stronger powers. Under the Galactic Code of Conduct, he challenges the greatest champion of each world he visits to single combat, the prize being that champion's planet. Each time he defeats a champion, he absorbs their powers. With the strength of ten heroes at his disposal (including Ultimo's), Vilgax heads to Earth and challenges Ben, giving him 24 hours to prepare. In order to gain a sporting chance, Ben attempts to unlock the Omnitrix's Master Control, despite Azmuth's warnings. Ben's attempts to unlock the Omnitrix cause an overload. 	Vilgax resurfaces with a new army and new and stronger powers. Under the Galactic Code of Conduct, he challenges the greatest champion of each world he visits to single combat, the prize being that champion's planet. Each time he defeats a champion, he absorbs their powers. With the strength of ten heroes at his disposal (including Ultimo's), Vilgax heads to Earth and challenges Ben, giving him 24 hours to prepare. In order to gain a sporting chance, Ben attempts to unlock the Omnitrix's Master Control, despite Azmuth's warnings. Ben's attempts to unlock the Omnitrix cause an overload. 	Vilgax resurfaces with a new army and new and stronger powers. Under the Galactic Code of Conduct, he challenges the greatest champion of each world he visits to single combat, the prize being that champion's planet. Each time he defeats a champion, he absorbs their powers. With the strength of ten heroes at his disposal (including Ultimo's), Vilgax heads to Earth and challenges Ben, giving him 24 hours to prepare. In order to gain a sporting chance, Ben attempts to unlock the Omnitrix's Master Control, despite Azmuth's warnings. Ben's attempts to unlock the Omnitrix cause an overload. 	Vilgax resurfaces with a new army and new and stronger powers. Under the Galactic Code of Conduct, he challenges the greatest champion of each world he visits to single combat, the prize being that champion's planet. Each time he defeats a champion, he absorbs their powers. With the strength of ten heroes at his disposal (including Ultimo's), Vilgax heads to Earth and challenges Ben, giving him 24 hours to prepare. In order to gain a sporting chance, Ben attempts to unlock the Omnitrix's Master Control, despite Azmuth's warnings. Ben's attempts to unlock the Omnitrix cause an overload.
28 	"Vengeance of Vilgax, Part 2" 	September 11, 2009 	 	 	 	
The overload releases the base forms for Chromastone, Spidermonkey, Goop, and Way Big. Kevin is also trapped in a mutatedmetal/rock/wood/crystal form by the energy release. Ben, Gwen and Kevin set out to recapture the four released forms under the orders of Azmuth who tells Ben he won't help him again. They are able to capture three of the four, but Way Big is too far away to reach in time. Ben leaves to fight Vilgax while Gwen and Kevin retrieve Way Big. The battle goes badly for Ben at first, as Vilgax's powers and wide array of weapons are able to overcome his alien forms. When Gwen and Kevin return with Way Big, Ben attempts to use the form, only to end up as Chromastone instead. Vilgax destroys Chromastone, but Ben regenerates from the remains into Diamondhead. Using Diamondhead, Ben easily defeats Vilgax. Vilgax is banished from Earth and never allowed to return, but promises to get his revenge somehow. 	The overload releases the base forms for Chromastone, Spidermonkey, Goop, and Way Big. Kevin is also trapped in a mutatedmetal/rock/wood/crystal form by the energy release. Ben, Gwen and Kevin set out to recapture the four released forms under the orders of Azmuth who tells Ben he won't help him again. They are able to capture three of the four, but Way Big is too far away to reach in time. Ben leaves to fight Vilgax while Gwen and Kevin retrieve Way Big. The battle goes badly for Ben at first, as Vilgax's powers and wide array of weapons are able to overcome his alien forms. When Gwen and Kevin return with Way Big, Ben attempts to use the form, only to end up as Chromastone instead. Vilgax destroys Chromastone, but Ben regenerates from the remains into Diamondhead. Using Diamondhead, Ben easily defeats Vilgax. Vilgax is banished from Earth and never allowed to return, but promises to get his revenge somehow. 	The overload releases the base forms for Chromastone, Spidermonkey, Goop, and Way Big. Kevin is also trapped in a mutatedmetal/rock/wood/crystal form by the energy release. Ben, Gwen and Kevin set out to recapture the four released forms under the orders of Azmuth who tells Ben he won't help him again. They are able to capture three of the four, but Way Big is too far away to reach in time. Ben leaves to fight Vilgax while Gwen and Kevin retrieve Way Big. The battle goes badly for Ben at first, as Vilgax's powers and wide array of weapons are able to overcome his alien forms. When Gwen and Kevin return with Way Big, Ben attempts to use the form, only to end up as Chromastone instead. Vilgax destroys Chromastone, but Ben regenerates from the remains into Diamondhead. Using Diamondhead, Ben easily defeats Vilgax. Vilgax is banished from Earth and never allowed to return, but promises to get his revenge somehow. 	The overload releases the base forms for Chromastone, Spidermonkey, Goop, and Way Big. Kevin is also trapped in a mutatedmetal/rock/wood/crystal form by the energy release. Ben, Gwen and Kevin set out to recapture the four released forms under the orders of Azmuth who tells Ben he won't help him again. They are able to capture three of the four, but Way Big is too far away to reach in time. Ben leaves to fight Vilgax while Gwen and Kevin retrieve Way Big. The battle goes badly for Ben at first, as Vilgax's powers and wide array of weapons are able to overcome his alien forms. When Gwen and Kevin return with Way Big, Ben attempts to use the form, only to end up as Chromastone instead. Vilgax destroys Chromastone, but Ben regenerates from the remains into Diamondhead. Using Diamondhead, Ben easily defeats Vilgax. Vilgax is banished from Earth and never allowed to return, but promises to get his revenge somehow. 	The overload releases the base forms for Chromastone, Spidermonkey, Goop, and Way Big. Kevin is also trapped in a mutatedmetal/rock/wood/crystal form by the energy release. Ben, Gwen and Kevin set out to recapture the four released forms under the orders of Azmuth who tells Ben he won't help him again. They are able to capture three of the four, but Way Big is too far away to reach in time. Ben leaves to fight Vilgax while Gwen and Kevin retrieve Way Big. The battle goes badly for Ben at first, as Vilgax's powers and wide array of weapons are able to overcome his alien forms. When Gwen and Kevin return with Way Big, Ben attempts to use the form, only to end up as Chromastone instead. Vilgax destroys Chromastone, but Ben regenerates from the remains into Diamondhead. Using Diamondhead, Ben easily defeats Vilgax. Vilgax is banished from Earth and never allowed to return, but promises to get his revenge somehow. 	The overload releases the base forms for Chromastone, Spidermonkey, Goop, and Way Big. Kevin is also trapped in a mutatedmetal/rock/wood/crystal form by the energy release. Ben, Gwen and Kevin set out to recapture the four released forms under the orders of Azmuth who tells Ben he won't help him again. They are able to capture three of the four, but Way Big is too far away to reach in time. Ben leaves to fight Vilgax while Gwen and Kevin retrieve Way Big. The battle goes badly for Ben at first, as Vilgax's powers and wide array of weapons are able to overcome his alien forms. When Gwen and Kevin return with Way Big, Ben attempts to use the form, only to end up as Chromastone instead. Vilgax destroys Chromastone, but Ben regenerates from the remains into Diamondhead. Using Diamondhead, Ben easily defeats Vilgax. Vilgax is banished from Earth and never allowed to return, but promises to get his revenge somehow. 	The overload releases the base forms for Chromastone, Spidermonkey, Goop, and Way Big. Kevin is also trapped in a mutatedmetal/rock/wood/crystal form by the energy release. Ben, Gwen and Kevin set out to recapture the four released forms under the orders of Azmuth who tells Ben he won't help him again. They are able to capture three of the four, but Way Big is too far away to reach in time. Ben leaves to fight Vilgax while Gwen and Kevin retrieve Way Big. The battle goes badly for Ben at first, as Vilgax's powers and wide array of weapons are able to overcome his alien forms. When Gwen and Kevin return with Way Big, Ben attempts to use the form, only to end up as Chromastone instead. Vilgax destroys Chromastone, but Ben regenerates from the remains into Diamondhead. Using Diamondhead, Ben easily defeats Vilgax. Vilgax is banished from Earth and never allowed to return, but promises to get his revenge somehow.
29 	"Inferno" 	September 18, 2009 	 	 	 	
Ben, Gwen, and Kevin are sent to investigate an attack by Pyroxivors (a race of subterranean alien cattle) on an oil drilling operation. Deep underground, they discover the humanoid mole-like alien named Moldywarp, their owner. He explains that the creatures were driven above ground by Vulkanus, who has been secretly drilling into the Earth's depths. He plans to drop a bomb into the earth's core, thereby raising the temperature of Earth to match that of his home planet. Ben manages to stop the bomb before it can reach the core, and Moldywarp uses his cache of explosives to seal the cavern permanently. 	Ben, Gwen, and Kevin are sent to investigate an attack by Pyroxivors (a race of subterranean alien cattle) on an oil drilling operation. Deep underground, they discover the humanoid mole-like alien named Moldywarp, their owner. He explains that the creatures were driven above ground by Vulkanus, who has been secretly drilling into the Earth's depths. He plans to drop a bomb into the earth's core, thereby raising the temperature of Earth to match that of his home planet. Ben manages to stop the bomb before it can reach the core, and Moldywarp uses his cache of explosives to seal the cavern permanently. 	Ben, Gwen, and Kevin are sent to investigate an attack by Pyroxivors (a race of subterranean alien cattle) on an oil drilling operation. Deep underground, they discover the humanoid mole-like alien named Moldywarp, their owner. He explains that the creatures were driven above ground by Vulkanus, who has been secretly drilling into the Earth's depths. He plans to drop a bomb into the earth's core, thereby raising the temperature of Earth to match that of his home planet. Ben manages to stop the bomb before it can reach the core, and Moldywarp uses his cache of explosives to seal the cavern permanently. 	Ben, Gwen, and Kevin are sent to investigate an attack by Pyroxivors (a race of subterranean alien cattle) on an oil drilling operation. Deep underground, they discover the humanoid mole-like alien named Moldywarp, their owner. He explains that the creatures were driven above ground by Vulkanus, who has been secretly drilling into the Earth's depths. He plans to drop a bomb into the earth's core, thereby raising the temperature of Earth to match that of his home planet. Ben manages to stop the bomb before it can reach the core, and Moldywarp uses his cache of explosives to seal the cavern permanently. 	Ben, Gwen, and Kevin are sent to investigate an attack by Pyroxivors (a race of subterranean alien cattle) on an oil drilling operation. Deep underground, they discover the humanoid mole-like alien named Moldywarp, their owner. He explains that the creatures were driven above ground by Vulkanus, who has been secretly drilling into the Earth's depths. He plans to drop a bomb into the earth's core, thereby raising the temperature of Earth to match that of his home planet. Ben manages to stop the bomb before it can reach the core, and Moldywarp uses his cache of explosives to seal the cavern permanently. 	Ben, Gwen, and Kevin are sent to investigate an attack by Pyroxivors (a race of subterranean alien cattle) on an oil drilling operation. Deep underground, they discover the humanoid mole-like alien named Moldywarp, their owner. He explains that the creatures were driven above ground by Vulkanus, who has been secretly drilling into the Earth's depths. He plans to drop a bomb into the earth's core, thereby raising the temperature of Earth to match that of his home planet. Ben manages to stop the bomb before it can reach the core, and Moldywarp uses his cache of explosives to seal the cavern permanently. 	Ben, Gwen, and Kevin are sent to investigate an attack by Pyroxivors (a race of subterranean alien cattle) on an oil drilling operation. Deep underground, they discover the humanoid mole-like alien named Moldywarp, their owner. He explains that the creatures were driven above ground by Vulkanus, who has been secretly drilling into the Earth's depths. He plans to drop a bomb into the earth's core, thereby raising the temperature of Earth to match that of his home planet. Ben manages to stop the bomb before it can reach the core, and Moldywarp uses his cache of explosives to seal the cavern permanently.
30 	"Fool's Gold" 	September 25, 2009 	 	 	 	
A species of humanoid Pygmy goat-like aliens come to Earth for a Popcorn Festival in Walton. These aliens feed on popcorn and defecate solid gold, which keeps the town running. Ben, Gwen, and Kevin are called in by one of the aliens named Orb, who has lost track of his friend, Decka. Mayor Coleman has kidnapped Decka in hopes of having a constant supply of gold, but when he feeds the alien meat, he morphs into his primal form that will multiply uncontrollably if it absorbs enough energy. After being told that the species cannot digest silicon, Ben sacrifices himself by feeding Decka an army of Echo Echos, causing him to vomit up everything he ate, including Ben, and return to normal. He and Orb then leave in their ships, with an angry Decka stating that he will tell everyone what Mayor Coleman did to them and they will never come back. Kevin gives Gwen a locket to remember his human form by before the accident. Though Gwen assures him that she does not care what he looks like, Kevin is adamant in his self-loathing. 	A species of humanoid Pygmy goat-like aliens come to Earth for a Popcorn Festival in Walton. These aliens feed on popcorn and defecate solid gold, which keeps the town running. Ben, Gwen, and Kevin are called in by one of the aliens named Orb, who has lost track of his friend, Decka. Mayor Coleman has kidnapped Decka in hopes of having a constant supply of gold, but when he feeds the alien meat, he morphs into his primal form that will multiply uncontrollably if it absorbs enough energy. After being told that the species cannot digest silicon, Ben sacrifices himself by feeding Decka an army of Echo Echos, causing him to vomit up everything he ate, including Ben, and return to normal. He and Orb then leave in their ships, with an angry Decka stating that he will tell everyone what Mayor Coleman did to them and they will never come back. Kevin gives Gwen a locket to remember his human form by before the accident. Though Gwen assures him that she does not care what he looks like, Kevin is adamant in his self-loathing. 	A species of humanoid Pygmy goat-like aliens come to Earth for a Popcorn Festival in Walton. These aliens feed on popcorn and defecate solid gold, which keeps the town running. Ben, Gwen, and Kevin are called in by one of the aliens named Orb, who has lost track of his friend, Decka. Mayor Coleman has kidnapped Decka in hopes of having a constant supply of gold, but when he feeds the alien meat, he morphs into his primal form that will multiply uncontrollably if it absorbs enough energy. After being told that the species cannot digest silicon, Ben sacrifices himself by feeding Decka an army of Echo Echos, causing him to vomit up everything he ate, including Ben, and return to normal. He and Orb then leave in their ships, with an angry Decka stating that he will tell everyone what Mayor Coleman did to them and they will never come back. Kevin gives Gwen a locket to remember his human form by before the accident. Though Gwen assures him that she does not care what he looks like, Kevin is adamant in his self-loathing. 	A species of humanoid Pygmy goat-like aliens come to Earth for a Popcorn Festival in Walton. These aliens feed on popcorn and defecate solid gold, which keeps the town running. Ben, Gwen, and Kevin are called in by one of the aliens named Orb, who has lost track of his friend, Decka. Mayor Coleman has kidnapped Decka in hopes of having a constant supply of gold, but when he feeds the alien meat, he morphs into his primal form that will multiply uncontrollably if it absorbs enough energy. After being told that the species cannot digest silicon, Ben sacrifices himself by feeding Decka an army of Echo Echos, causing him to vomit up everything he ate, including Ben, and return to normal. He and Orb then leave in their ships, with an angry Decka stating that he will tell everyone what Mayor Coleman did to them and they will never come back. Kevin gives Gwen a locket to remember his human form by before the accident. Though Gwen assures him that she does not care what he looks like, Kevin is adamant in his self-loathing. 	A species of humanoid Pygmy goat-like aliens come to Earth for a Popcorn Festival in Walton. These aliens feed on popcorn and defecate solid gold, which keeps the town running. Ben, Gwen, and Kevin are called in by one of the aliens named Orb, who has lost track of his friend, Decka. Mayor Coleman has kidnapped Decka in hopes of having a constant supply of gold, but when he feeds the alien meat, he morphs into his primal form that will multiply uncontrollably if it absorbs enough energy. After being told that the species cannot digest silicon, Ben sacrifices himself by feeding Decka an army of Echo Echos, causing him to vomit up everything he ate, including Ben, and return to normal. He and Orb then leave in their ships, with an angry Decka stating that he will tell everyone what Mayor Coleman did to them and they will never come back. Kevin gives Gwen a locket to remember his human form by before the accident. Though Gwen assures him that she does not care what he looks like, Kevin is adamant in his self-loathing. 	A species of humanoid Pygmy goat-like aliens come to Earth for a Popcorn Festival in Walton. These aliens feed on popcorn and defecate solid gold, which keeps the town running. Ben, Gwen, and Kevin are called in by one of the aliens named Orb, who has lost track of his friend, Decka. Mayor Coleman has kidnapped Decka in hopes of having a constant supply of gold, but when he feeds the alien meat, he morphs into his primal form that will multiply uncontrollably if it absorbs enough energy. After being told that the species cannot digest silicon, Ben sacrifices himself by feeding Decka an army of Echo Echos, causing him to vomit up everything he ate, including Ben, and return to normal. He and Orb then leave in their ships, with an angry Decka stating that he will tell everyone what Mayor Coleman did to them and they will never come back. Kevin gives Gwen a locket to remember his human form by before the accident. Though Gwen assures him that she does not care what he looks like, Kevin is adamant in his self-loathing. 	A species of humanoid Pygmy goat-like aliens come to Earth for a Popcorn Festival in Walton. These aliens feed on popcorn and defecate solid gold, which keeps the town running. Ben, Gwen, and Kevin are called in by one of the aliens named Orb, who has lost track of his friend, Decka. Mayor Coleman has kidnapped Decka in hopes of having a constant supply of gold, but when he feeds the alien meat, he morphs into his primal form that will multiply uncontrollably if it absorbs enough energy. After being told that the species cannot digest silicon, Ben sacrifices himself by feeding Decka an army of Echo Echos, causing him to vomit up everything he ate, including Ben, and return to normal. He and Orb then leave in their ships, with an angry Decka stating that he will tell everyone what Mayor Coleman did to them and they will never come back. Kevin gives Gwen a locket to remember his human form by before the accident. Though Gwen assures him that she does not care what he looks like, Kevin is adamant in his self-loathing.
31 	"Simple" 	October 9, 2009 	 	 	 	
After receiving a message from a five-year-old alien named Probity, Ben convinces Kevin and Gwen to help end a war on the child's home planet. The two sides are bent on war, however; even kidnapping and threatening the respective generals, who are themselves too stubborn to reach an agreement, fails. Ben transforms into Way Big so he may speak to the entire planet at once, but inadvertently worsens the situation when he accidentally destroys the planet's hero's statue. This ironically unites the entire planet in its hate for Ben. Meanwhile, Kevin who has been selling weapons to either side, along with Argit, decides to run with the profits he has made but is instead forced to leave the money behind. The money is discovered by Probity (who was dissatisfied with Ben's attempts to stop the war, her initial admiration turning into hatred). 	After receiving a message from a five-year-old alien named Probity, Ben convinces Kevin and Gwen to help end a war on the child's home planet. The two sides are bent on war, however; even kidnapping and threatening the respective generals, who are themselves too stubborn to reach an agreement, fails. Ben transforms into Way Big so he may speak to the entire planet at once, but inadvertently worsens the situation when he accidentally destroys the planet's hero's statue. This ironically unites the entire planet in its hate for Ben. Meanwhile, Kevin who has been selling weapons to either side, along with Argit, decides to run with the profits he has made but is instead forced to leave the money behind. The money is discovered by Probity (who was dissatisfied with Ben's attempts to stop the war, her initial admiration turning into hatred). 	After receiving a message from a five-year-old alien named Probity, Ben convinces Kevin and Gwen to help end a war on the child's home planet. The two sides are bent on war, however; even kidnapping and threatening the respective generals, who are themselves too stubborn to reach an agreement, fails. Ben transforms into Way Big so he may speak to the entire planet at once, but inadvertently worsens the situation when he accidentally destroys the planet's hero's statue. This ironically unites the entire planet in its hate for Ben. Meanwhile, Kevin who has been selling weapons to either side, along with Argit, decides to run with the profits he has made but is instead forced to leave the money behind. The money is discovered by Probity (who was dissatisfied with Ben's attempts to stop the war, her initial admiration turning into hatred). 	After receiving a message from a five-year-old alien named Probity, Ben convinces Kevin and Gwen to help end a war on the child's home planet. The two sides are bent on war, however; even kidnapping and threatening the respective generals, who are themselves too stubborn to reach an agreement, fails. Ben transforms into Way Big so he may speak to the entire planet at once, but inadvertently worsens the situation when he accidentally destroys the planet's hero's statue. This ironically unites the entire planet in its hate for Ben. Meanwhile, Kevin who has been selling weapons to either side, along with Argit, decides to run with the profits he has made but is instead forced to leave the money behind. The money is discovered by Probity (who was dissatisfied with Ben's attempts to stop the war, her initial admiration turning into hatred). 	After receiving a message from a five-year-old alien named Probity, Ben convinces Kevin and Gwen to help end a war on the child's home planet. The two sides are bent on war, however; even kidnapping and threatening the respective generals, who are themselves too stubborn to reach an agreement, fails. Ben transforms into Way Big so he may speak to the entire planet at once, but inadvertently worsens the situation when he accidentally destroys the planet's hero's statue. This ironically unites the entire planet in its hate for Ben. Meanwhile, Kevin who has been selling weapons to either side, along with Argit, decides to run with the profits he has made but is instead forced to leave the money behind. The money is discovered by Probity (who was dissatisfied with Ben's attempts to stop the war, her initial admiration turning into hatred). 	After receiving a message from a five-year-old alien named Probity, Ben convinces Kevin and Gwen to help end a war on the child's home planet. The two sides are bent on war, however; even kidnapping and threatening the respective generals, who are themselves too stubborn to reach an agreement, fails. Ben transforms into Way Big so he may speak to the entire planet at once, but inadvertently worsens the situation when he accidentally destroys the planet's hero's statue. This ironically unites the entire planet in its hate for Ben. Meanwhile, Kevin who has been selling weapons to either side, along with Argit, decides to run with the profits he has made but is instead forced to leave the money behind. The money is discovered by Probity (who was dissatisfied with Ben's attempts to stop the war, her initial admiration turning into hatred). 	After receiving a message from a five-year-old alien named Probity, Ben convinces Kevin and Gwen to help end a war on the child's home planet. The two sides are bent on war, however; even kidnapping and threatening the respective generals, who are themselves too stubborn to reach an agreement, fails. Ben transforms into Way Big so he may speak to the entire planet at once, but inadvertently worsens the situation when he accidentally destroys the planet's hero's statue. This ironically unites the entire planet in its hate for Ben. Meanwhile, Kevin who has been selling weapons to either side, along with Argit, decides to run with the profits he has made but is instead forced to leave the money behind. The money is discovered by Probity (who was dissatisfied with Ben's attempts to stop the war, her initial admiration turning into hatred).
32 	"Vreedle, Vreedle" 	October 16, 2009 	 	 	 	
Rhomboid and Octagon Vreedle are hired to return Ship to his "parent" Baz-L. Ben and Kevin travel to Coda to dispute Baz-L's claim to Ship (since Baz-L himself had conceded ownership of Ship to Ben and Julie in "Pier Pressure") while Gwen and Julie, with Ship as a Galvanic Mechomorph suit for her, stay behind to hold off the Vreedle Brothers. Ben convinces Judge Domstol to rule in his favor and they arrive on Earth in time to save Ship and defeat the Vreedle Brothers. Despite his reluctance, Baz-L accepts that Ship belongs to Julie now.
Note: This was originally called "Don't Fear the Repo", but it was later changed to "Vreedle, Vreedle". 	
Rhomboid and Octagon Vreedle are hired to return Ship to his "parent" Baz-L. Ben and Kevin travel to Coda to dispute Baz-L's claim to Ship (since Baz-L himself had conceded ownership of Ship to Ben and Julie in "Pier Pressure") while Gwen and Julie, with Ship as a Galvanic Mechomorph suit for her, stay behind to hold off the Vreedle Brothers. Ben convinces Judge Domstol to rule in his favor and they arrive on Earth in time to save Ship and defeat the Vreedle Brothers. Despite his reluctance, Baz-L accepts that Ship belongs to Julie now.
Note: This was originally called "Don't Fear the Repo", but it was later changed to "Vreedle, Vreedle". 	
Rhomboid and Octagon Vreedle are hired to return Ship to his "parent" Baz-L. Ben and Kevin travel to Coda to dispute Baz-L's claim to Ship (since Baz-L himself had conceded ownership of Ship to Ben and Julie in "Pier Pressure") while Gwen and Julie, with Ship as a Galvanic Mechomorph suit for her, stay behind to hold off the Vreedle Brothers. Ben convinces Judge Domstol to rule in his favor and they arrive on Earth in time to save Ship and defeat the Vreedle Brothers. Despite his reluctance, Baz-L accepts that Ship belongs to Julie now.
Note: This was originally called "Don't Fear the Repo", but it was later changed to "Vreedle, Vreedle". 	
Rhomboid and Octagon Vreedle are hired to return Ship to his "parent" Baz-L. Ben and Kevin travel to Coda to dispute Baz-L's claim to Ship (since Baz-L himself had conceded ownership of Ship to Ben and Julie in "Pier Pressure") while Gwen and Julie, with Ship as a Galvanic Mechomorph suit for her, stay behind to hold off the Vreedle Brothers. Ben convinces Judge Domstol to rule in his favor and they arrive on Earth in time to save Ship and defeat the Vreedle Brothers. Despite his reluctance, Baz-L accepts that Ship belongs to Julie now.
Note: This was originally called "Don't Fear the Repo", but it was later changed to "Vreedle, Vreedle". 	
Rhomboid and Octagon Vreedle are hired to return Ship to his "parent" Baz-L. Ben and Kevin travel to Coda to dispute Baz-L's claim to Ship (since Baz-L himself had conceded ownership of Ship to Ben and Julie in "Pier Pressure") while Gwen and Julie, with Ship as a Galvanic Mechomorph suit for her, stay behind to hold off the Vreedle Brothers. Ben convinces Judge Domstol to rule in his favor and they arrive on Earth in time to save Ship and defeat the Vreedle Brothers. Despite his reluctance, Baz-L accepts that Ship belongs to Julie now.
Note: This was originally called "Don't Fear the Repo", but it was later changed to "Vreedle, Vreedle". 	
Rhomboid and Octagon Vreedle are hired to return Ship to his "parent" Baz-L. Ben and Kevin travel to Coda to dispute Baz-L's claim to Ship (since Baz-L himself had conceded ownership of Ship to Ben and Julie in "Pier Pressure") while Gwen and Julie, with Ship as a Galvanic Mechomorph suit for her, stay behind to hold off the Vreedle Brothers. Ben convinces Judge Domstol to rule in his favor and they arrive on Earth in time to save Ship and defeat the Vreedle Brothers. Despite his reluctance, Baz-L accepts that Ship belongs to Julie now.
Note: This was originally called "Don't Fear the Repo", but it was later changed to "Vreedle, Vreedle". 	
Rhomboid and Octagon Vreedle are hired to return Ship to his "parent" Baz-L. Ben and Kevin travel to Coda to dispute Baz-L's claim to Ship (since Baz-L himself had conceded ownership of Ship to Ben and Julie in "Pier Pressure") while Gwen and Julie, with Ship as a Galvanic Mechomorph suit for her, stay behind to hold off the Vreedle Brothers. Ben convinces Judge Domstol to rule in his favor and they arrive on Earth in time to save Ship and defeat the Vreedle Brothers. Despite his reluctance, Baz-L accepts that Ship belongs to Julie now.
Note: This was originally called "Don't Fear the Repo", but it was later changed to "Vreedle, Vreedle".
33 	"Singlehanded" 	October 23, 2009 	 	 	 	
A alien bounty hunter named Sunder attempts to remove the Omnitrix from Ben. His energy axe reacts with the Omnitrix, sending Ben into the Null Void but with his left hand still on Earth, connected by a dimensional rift. Ben's hand, acting of its own accord, locates Julie, who takes it to Gwen and Kevin. While Kevin works to reunite Ben with his hand, Julie and Gwen hold off Sunder. They use the hand to fight off Sunder while Kevin builds a device to return Ben to Earth. In a twist of irony, Ben is brought back on Earth while his hand is sent to the Null Void. Using Sunder's axe in combination with his own device, Kevin restores Ben and Sunder is sent to the Null Void. 	A alien bounty hunter named Sunder attempts to remove the Omnitrix from Ben. His energy axe reacts with the Omnitrix, sending Ben into the Null Void but with his left hand still on Earth, connected by a dimensional rift. Ben's hand, acting of its own accord, locates Julie, who takes it to Gwen and Kevin. While Kevin works to reunite Ben with his hand, Julie and Gwen hold off Sunder. They use the hand to fight off Sunder while Kevin builds a device to return Ben to Earth. In a twist of irony, Ben is brought back on Earth while his hand is sent to the Null Void. Using Sunder's axe in combination with his own device, Kevin restores Ben and Sunder is sent to the Null Void. 	A alien bounty hunter named Sunder attempts to remove the Omnitrix from Ben. His energy axe reacts with the Omnitrix, sending Ben into the Null Void but with his left hand still on Earth, connected by a dimensional rift. Ben's hand, acting of its own accord, locates Julie, who takes it to Gwen and Kevin. While Kevin works to reunite Ben with his hand, Julie and Gwen hold off Sunder. They use the hand to fight off Sunder while Kevin builds a device to return Ben to Earth. In a twist of irony, Ben is brought back on Earth while his hand is sent to the Null Void. Using Sunder's axe in combination with his own device, Kevin restores Ben and Sunder is sent to the Null Void. 	A alien bounty hunter named Sunder attempts to remove the Omnitrix from Ben. His energy axe reacts with the Omnitrix, sending Ben into the Null Void but with his left hand still on Earth, connected by a dimensional rift. Ben's hand, acting of its own accord, locates Julie, who takes it to Gwen and Kevin. While Kevin works to reunite Ben with his hand, Julie and Gwen hold off Sunder. They use the hand to fight off Sunder while Kevin builds a device to return Ben to Earth. In a twist of irony, Ben is brought back on Earth while his hand is sent to the Null Void. Using Sunder's axe in combination with his own device, Kevin restores Ben and Sunder is sent to the Null Void. 	A alien bounty hunter named Sunder attempts to remove the Omnitrix from Ben. His energy axe reacts with the Omnitrix, sending Ben into the Null Void but with his left hand still on Earth, connected by a dimensional rift. Ben's hand, acting of its own accord, locates Julie, who takes it to Gwen and Kevin. While Kevin works to reunite Ben with his hand, Julie and Gwen hold off Sunder. They use the hand to fight off Sunder while Kevin builds a device to return Ben to Earth. In a twist of irony, Ben is brought back on Earth while his hand is sent to the Null Void. Using Sunder's axe in combination with his own device, Kevin restores Ben and Sunder is sent to the Null Void. 	A alien bounty hunter named Sunder attempts to remove the Omnitrix from Ben. His energy axe reacts with the Omnitrix, sending Ben into the Null Void but with his left hand still on Earth, connected by a dimensional rift. Ben's hand, acting of its own accord, locates Julie, who takes it to Gwen and Kevin. While Kevin works to reunite Ben with his hand, Julie and Gwen hold off Sunder. They use the hand to fight off Sunder while Kevin builds a device to return Ben to Earth. In a twist of irony, Ben is brought back on Earth while his hand is sent to the Null Void. Using Sunder's axe in combination with his own device, Kevin restores Ben and Sunder is sent to the Null Void. 	A alien bounty hunter named Sunder attempts to remove the Omnitrix from Ben. His energy axe reacts with the Omnitrix, sending Ben into the Null Void but with his left hand still on Earth, connected by a dimensional rift. Ben's hand, acting of its own accord, locates Julie, who takes it to Gwen and Kevin. While Kevin works to reunite Ben with his hand, Julie and Gwen hold off Sunder. They use the hand to fight off Sunder while Kevin builds a device to return Ben to Earth. In a twist of irony, Ben is brought back on Earth while his hand is sent to the Null Void. Using Sunder's axe in combination with his own device, Kevin restores Ben and Sunder is sent to the Null Void.
34 	"If All Else Fails" 	November 6, 2009 	 	 	 	
An earthquake wakes a Highbreed officer, who was put into stasis and only to be awakened if the Highbreed lost the war. Under his orders, he triggers a weapon of last resort meant to destroy Earth. Mind-controlling seeds take over Grandpa Max and four others, using Max as the brain for a living bomb that will end all life on the planet. The Highbreed officer refuses to believe Ben's claims of peace, and won't divulge how to stop the creature. While Gwen and Kevin try to slow it down, Ben enlists the aid of Reinrassic III to get the Highbreed officer to cooperate. Unable to stop the monster from the outside, Ben, Gwen, and Kevin sneak inside the monster to destroy it within. They manage to save the humans being used as its brain and the Highbreed officer sacrifices himself to dispose of the creature safely. 	An earthquake wakes a Highbreed officer, who was put into stasis and only to be awakened if the Highbreed lost the war. Under his orders, he triggers a weapon of last resort meant to destroy Earth. Mind-controlling seeds take over Grandpa Max and four others, using Max as the brain for a living bomb that will end all life on the planet. The Highbreed officer refuses to believe Ben's claims of peace, and won't divulge how to stop the creature. While Gwen and Kevin try to slow it down, Ben enlists the aid of Reinrassic III to get the Highbreed officer to cooperate. Unable to stop the monster from the outside, Ben, Gwen, and Kevin sneak inside the monster to destroy it within. They manage to save the humans being used as its brain and the Highbreed officer sacrifices himself to dispose of the creature safely. 	An earthquake wakes a Highbreed officer, who was put into stasis and only to be awakened if the Highbreed lost the war. Under his orders, he triggers a weapon of last resort meant to destroy Earth. Mind-controlling seeds take over Grandpa Max and four others, using Max as the brain for a living bomb that will end all life on the planet. The Highbreed officer refuses to believe Ben's claims of peace, and won't divulge how to stop the creature. While Gwen and Kevin try to slow it down, Ben enlists the aid of Reinrassic III to get the Highbreed officer to cooperate. Unable to stop the monster from the outside, Ben, Gwen, and Kevin sneak inside the monster to destroy it within. They manage to save the humans being used as its brain and the Highbreed officer sacrifices himself to dispose of the creature safely. 	An earthquake wakes a Highbreed officer, who was put into stasis and only to be awakened if the Highbreed lost the war. Under his orders, he triggers a weapon of last resort meant to destroy Earth. Mind-controlling seeds take over Grandpa Max and four others, using Max as the brain for a living bomb that will end all life on the planet. The Highbreed officer refuses to believe Ben's claims of peace, and won't divulge how to stop the creature. While Gwen and Kevin try to slow it down, Ben enlists the aid of Reinrassic III to get the Highbreed officer to cooperate. Unable to stop the monster from the outside, Ben, Gwen, and Kevin sneak inside the monster to destroy it within. They manage to save the humans being used as its brain and the Highbreed officer sacrifices himself to dispose of the creature safely. 	An earthquake wakes a Highbreed officer, who was put into stasis and only to be awakened if the Highbreed lost the war. Under his orders, he triggers a weapon of last resort meant to destroy Earth. Mind-controlling seeds take over Grandpa Max and four others, using Max as the brain for a living bomb that will end all life on the planet. The Highbreed officer refuses to believe Ben's claims of peace, and won't divulge how to stop the creature. While Gwen and Kevin try to slow it down, Ben enlists the aid of Reinrassic III to get the Highbreed officer to cooperate. Unable to stop the monster from the outside, Ben, Gwen, and Kevin sneak inside the monster to destroy it within. They manage to save the humans being used as its brain and the Highbreed officer sacrifices himself to dispose of the creature safely. 	An earthquake wakes a Highbreed officer, who was put into stasis and only to be awakened if the Highbreed lost the war. Under his orders, he triggers a weapon of last resort meant to destroy Earth. Mind-controlling seeds take over Grandpa Max and four others, using Max as the brain for a living bomb that will end all life on the planet. The Highbreed officer refuses to believe Ben's claims of peace, and won't divulge how to stop the creature. While Gwen and Kevin try to slow it down, Ben enlists the aid of Reinrassic III to get the Highbreed officer to cooperate. Unable to stop the monster from the outside, Ben, Gwen, and Kevin sneak inside the monster to destroy it within. They manage to save the humans being used as its brain and the Highbreed officer sacrifices himself to dispose of the creature safely. 	An earthquake wakes a Highbreed officer, who was put into stasis and only to be awakened if the Highbreed lost the war. Under his orders, he triggers a weapon of last resort meant to destroy Earth. Mind-controlling seeds take over Grandpa Max and four others, using Max as the brain for a living bomb that will end all life on the planet. The Highbreed officer refuses to believe Ben's claims of peace, and won't divulge how to stop the creature. While Gwen and Kevin try to slow it down, Ben enlists the aid of Reinrassic III to get the Highbreed officer to cooperate. Unable to stop the monster from the outside, Ben, Gwen, and Kevin sneak inside the monster to destroy it within. They manage to save the humans being used as its brain and the Highbreed officer sacrifices himself to dispose of the creature safely.
35 	"In Charm's Way" 	November 13, 2009 	 	 	 	
Kevin is upset by his inability to change back to human form and he vents his frustration by blaming Gwen for her inability to help. Charmcaster, seeking to steal Gwen's magical powers, romantically charms Kevin to trick her into walking into a trap. Despite discovering the ruse and coming prepared, Gwen is still drained of her magic.
Kevin tricks Charmcaster into returning to Ben and Gwen, allowing Gwen to reverse the power-draining spell and regain her powers. Gwen then sucks Charmcaster into a magical vortex. After being drenched with a smoothie, Kevin cleans off in a lake, once again blaming Gwen for his inability. Angry with Kevin, Ben informs him that Gwen has been devoting all of her spare time to try and find a cure for his condition in various spellbooks, leaving Kevin shocked and ashamed for his actions. 	
Kevin is upset by his inability to change back to human form and he vents his frustration by blaming Gwen for her inability to help. Charmcaster, seeking to steal Gwen's magical powers, romantically charms Kevin to trick her into walking into a trap. Despite discovering the ruse and coming prepared, Gwen is still drained of her magic.
Kevin tricks Charmcaster into returning to Ben and Gwen, allowing Gwen to reverse the power-draining spell and regain her powers. Gwen then sucks Charmcaster into a magical vortex. After being drenched with a smoothie, Kevin cleans off in a lake, once again blaming Gwen for his inability. Angry with Kevin, Ben informs him that Gwen has been devoting all of her spare time to try and find a cure for his condition in various spellbooks, leaving Kevin shocked and ashamed for his actions. 	
Kevin is upset by his inability to change back to human form and he vents his frustration by blaming Gwen for her inability to help. Charmcaster, seeking to steal Gwen's magical powers, romantically charms Kevin to trick her into walking into a trap. Despite discovering the ruse and coming prepared, Gwen is still drained of her magic.
Kevin tricks Charmcaster into returning to Ben and Gwen, allowing Gwen to reverse the power-draining spell and regain her powers. Gwen then sucks Charmcaster into a magical vortex. After being drenched with a smoothie, Kevin cleans off in a lake, once again blaming Gwen for his inability. Angry with Kevin, Ben informs him that Gwen has been devoting all of her spare time to try and find a cure for his condition in various spellbooks, leaving Kevin shocked and ashamed for his actions. 	
Kevin is upset by his inability to change back to human form and he vents his frustration by blaming Gwen for her inability to help. Charmcaster, seeking to steal Gwen's magical powers, romantically charms Kevin to trick her into walking into a trap. Despite discovering the ruse and coming prepared, Gwen is still drained of her magic.
Kevin tricks Charmcaster into returning to Ben and Gwen, allowing Gwen to reverse the power-draining spell and regain her powers. Gwen then sucks Charmcaster into a magical vortex. After being drenched with a smoothie, Kevin cleans off in a lake, once again blaming Gwen for his inability. Angry with Kevin, Ben informs him that Gwen has been devoting all of her spare time to try and find a cure for his condition in various spellbooks, leaving Kevin shocked and ashamed for his actions. 	
Kevin is upset by his inability to change back to human form and he vents his frustration by blaming Gwen for her inability to help. Charmcaster, seeking to steal Gwen's magical powers, romantically charms Kevin to trick her into walking into a trap. Despite discovering the ruse and coming prepared, Gwen is still drained of her magic.
Kevin tricks Charmcaster into returning to Ben and Gwen, allowing Gwen to reverse the power-draining spell and regain her powers. Gwen then sucks Charmcaster into a magical vortex. After being drenched with a smoothie, Kevin cleans off in a lake, once again blaming Gwen for his inability. Angry with Kevin, Ben informs him that Gwen has been devoting all of her spare time to try and find a cure for his condition in various spellbooks, leaving Kevin shocked and ashamed for his actions. 	
Kevin is upset by his inability to change back to human form and he vents his frustration by blaming Gwen for her inability to help. Charmcaster, seeking to steal Gwen's magical powers, romantically charms Kevin to trick her into walking into a trap. Despite discovering the ruse and coming prepared, Gwen is still drained of her magic.
Kevin tricks Charmcaster into returning to Ben and Gwen, allowing Gwen to reverse the power-draining spell and regain her powers. Gwen then sucks Charmcaster into a magical vortex. After being drenched with a smoothie, Kevin cleans off in a lake, once again blaming Gwen for his inability. Angry with Kevin, Ben informs him that Gwen has been devoting all of her spare time to try and find a cure for his condition in various spellbooks, leaving Kevin shocked and ashamed for his actions. 	
Kevin is upset by his inability to change back to human form and he vents his frustration by blaming Gwen for her inability to help. Charmcaster, seeking to steal Gwen's magical powers, romantically charms Kevin to trick her into walking into a trap. Despite discovering the ruse and coming prepared, Gwen is still drained of her magic.
Kevin tricks Charmcaster into returning to Ben and Gwen, allowing Gwen to reverse the power-draining spell and regain her powers. Gwen then sucks Charmcaster into a magical vortex. After being drenched with a smoothie, Kevin cleans off in a lake, once again blaming Gwen for his inability. Angry with Kevin, Ben informs him that Gwen has been devoting all of her spare time to try and find a cure for his condition in various spellbooks, leaving Kevin shocked and ashamed for his actions.
36 	"Ghost Town" 	November 20, 2009 	 	 	 	
Vilgax springs Ghostfreak from his prison for the secrets of the Omnitrix, but Ghostfreak betrays him and starts to possess the people of planet Vilgaxia, Vilgax's home world named after him in his honor. After his battle with Ghostfreak, Vilgax returns to Earth to seek Ben's help. Ben, Gwen, Kevin, and Vilgax travel to Vilgaxia to stop him. Ben comes up with a plan for Ghostfreak to possess his body so his DNA will return to the Omnitrix, but Ghostfreak takes over Ben. Just when Ghostfreak is about to take over Vilgax's body as well, he hits Ghostfreak with an explosion of light, weakening Ghostfreak to the point where Ben could control him again. 	Vilgax springs Ghostfreak from his prison for the secrets of the Omnitrix, but Ghostfreak betrays him and starts to possess the people of planet Vilgaxia, Vilgax's home world named after him in his honor. After his battle with Ghostfreak, Vilgax returns to Earth to seek Ben's help. Ben, Gwen, Kevin, and Vilgax travel to Vilgaxia to stop him. Ben comes up with a plan for Ghostfreak to possess his body so his DNA will return to the Omnitrix, but Ghostfreak takes over Ben. Just when Ghostfreak is about to take over Vilgax's body as well, he hits Ghostfreak with an explosion of light, weakening Ghostfreak to the point where Ben could control him again. 	Vilgax springs Ghostfreak from his prison for the secrets of the Omnitrix, but Ghostfreak betrays him and starts to possess the people of planet Vilgaxia, Vilgax's home world named after him in his honor. After his battle with Ghostfreak, Vilgax returns to Earth to seek Ben's help. Ben, Gwen, Kevin, and Vilgax travel to Vilgaxia to stop him. Ben comes up with a plan for Ghostfreak to possess his body so his DNA will return to the Omnitrix, but Ghostfreak takes over Ben. Just when Ghostfreak is about to take over Vilgax's body as well, he hits Ghostfreak with an explosion of light, weakening Ghostfreak to the point where Ben could control him again. 	Vilgax springs Ghostfreak from his prison for the secrets of the Omnitrix, but Ghostfreak betrays him and starts to possess the people of planet Vilgaxia, Vilgax's home world named after him in his honor. After his battle with Ghostfreak, Vilgax returns to Earth to seek Ben's help. Ben, Gwen, Kevin, and Vilgax travel to Vilgaxia to stop him. Ben comes up with a plan for Ghostfreak to possess his body so his DNA will return to the Omnitrix, but Ghostfreak takes over Ben. Just when Ghostfreak is about to take over Vilgax's body as well, he hits Ghostfreak with an explosion of light, weakening Ghostfreak to the point where Ben could control him again. 	Vilgax springs Ghostfreak from his prison for the secrets of the Omnitrix, but Ghostfreak betrays him and starts to possess the people of planet Vilgaxia, Vilgax's home world named after him in his honor. After his battle with Ghostfreak, Vilgax returns to Earth to seek Ben's help. Ben, Gwen, Kevin, and Vilgax travel to Vilgaxia to stop him. Ben comes up with a plan for Ghostfreak to possess his body so his DNA will return to the Omnitrix, but Ghostfreak takes over Ben. Just when Ghostfreak is about to take over Vilgax's body as well, he hits Ghostfreak with an explosion of light, weakening Ghostfreak to the point where Ben could control him again. 	Vilgax springs Ghostfreak from his prison for the secrets of the Omnitrix, but Ghostfreak betrays him and starts to possess the people of planet Vilgaxia, Vilgax's home world named after him in his honor. After his battle with Ghostfreak, Vilgax returns to Earth to seek Ben's help. Ben, Gwen, Kevin, and Vilgax travel to Vilgaxia to stop him. Ben comes up with a plan for Ghostfreak to possess his body so his DNA will return to the Omnitrix, but Ghostfreak takes over Ben. Just when Ghostfreak is about to take over Vilgax's body as well, he hits Ghostfreak with an explosion of light, weakening Ghostfreak to the point where Ben could control him again. 	Vilgax springs Ghostfreak from his prison for the secrets of the Omnitrix, but Ghostfreak betrays him and starts to possess the people of planet Vilgaxia, Vilgax's home world named after him in his honor. After his battle with Ghostfreak, Vilgax returns to Earth to seek Ben's help. Ben, Gwen, Kevin, and Vilgax travel to Vilgaxia to stop him. Ben comes up with a plan for Ghostfreak to possess his body so his DNA will return to the Omnitrix, but Ghostfreak takes over Ben. Just when Ghostfreak is about to take over Vilgax's body as well, he hits Ghostfreak with an explosion of light, weakening Ghostfreak to the point where Ben could control him again.
37 	"Trade-Off" 	December 4, 2009 	 	 	 	
Kevin and Darkstar (Michael Morningstar) set aside their differences to find an alien artifact called the Dominus Librium which can cure their respective conditions. It works, making them both powerless humans. Michael keeps the artifact. Gwen finds out about Kevin's alliance with Michael and confronts Michael about it, only to discover that he planned for her to do so. Using the Dominus Librium, he steals her powers, then Ben's when he and Kevin come looking for her. Kevin, despite being powerless, manages to grab the Dominus Librium, shattering it and returning both himself and Darkstar to their previous forms. Darkstar escapes, promising revenge. 	Kevin and Darkstar (Michael Morningstar) set aside their differences to find an alien artifact called the Dominus Librium which can cure their respective conditions. It works, making them both powerless humans. Michael keeps the artifact. Gwen finds out about Kevin's alliance with Michael and confronts Michael about it, only to discover that he planned for her to do so. Using the Dominus Librium, he steals her powers, then Ben's when he and Kevin come looking for her. Kevin, despite being powerless, manages to grab the Dominus Librium, shattering it and returning both himself and Darkstar to their previous forms. Darkstar escapes, promising revenge. 	Kevin and Darkstar (Michael Morningstar) set aside their differences to find an alien artifact called the Dominus Librium which can cure their respective conditions. It works, making them both powerless humans. Michael keeps the artifact. Gwen finds out about Kevin's alliance with Michael and confronts Michael about it, only to discover that he planned for her to do so. Using the Dominus Librium, he steals her powers, then Ben's when he and Kevin come looking for her. Kevin, despite being powerless, manages to grab the Dominus Librium, shattering it and returning both himself and Darkstar to their previous forms. Darkstar escapes, promising revenge. 	Kevin and Darkstar (Michael Morningstar) set aside their differences to find an alien artifact called the Dominus Librium which can cure their respective conditions. It works, making them both powerless humans. Michael keeps the artifact. Gwen finds out about Kevin's alliance with Michael and confronts Michael about it, only to discover that he planned for her to do so. Using the Dominus Librium, he steals her powers, then Ben's when he and Kevin come looking for her. Kevin, despite being powerless, manages to grab the Dominus Librium, shattering it and returning both himself and Darkstar to their previous forms. Darkstar escapes, promising revenge. 	Kevin and Darkstar (Michael Morningstar) set aside their differences to find an alien artifact called the Dominus Librium which can cure their respective conditions. It works, making them both powerless humans. Michael keeps the artifact. Gwen finds out about Kevin's alliance with Michael and confronts Michael about it, only to discover that he planned for her to do so. Using the Dominus Librium, he steals her powers, then Ben's when he and Kevin come looking for her. Kevin, despite being powerless, manages to grab the Dominus Librium, shattering it and returning both himself and Darkstar to their previous forms. Darkstar escapes, promising revenge. 	Kevin and Darkstar (Michael Morningstar) set aside their differences to find an alien artifact called the Dominus Librium which can cure their respective conditions. It works, making them both powerless humans. Michael keeps the artifact. Gwen finds out about Kevin's alliance with Michael and confronts Michael about it, only to discover that he planned for her to do so. Using the Dominus Librium, he steals her powers, then Ben's when he and Kevin come looking for her. Kevin, despite being powerless, manages to grab the Dominus Librium, shattering it and returning both himself and Darkstar to their previous forms. Darkstar escapes, promising revenge. 	Kevin and Darkstar (Michael Morningstar) set aside their differences to find an alien artifact called the Dominus Librium which can cure their respective conditions. It works, making them both powerless humans. Michael keeps the artifact. Gwen finds out about Kevin's alliance with Michael and confronts Michael about it, only to discover that he planned for her to do so. Using the Dominus Librium, he steals her powers, then Ben's when he and Kevin come looking for her. Kevin, despite being powerless, manages to grab the Dominus Librium, shattering it and returning both himself and Darkstar to their previous forms. Darkstar escapes, promising revenge.
38 	"Busy Box" 	December 11, 2009 	 	 	 	
Ben, Gwen, and Kevin find a curious alien box called the Naljian Destructor, which can robotically duplicate anything and anyone it sees. It quickly copies the powers of Ben, Gwen, and Kevin as they attempt to destroy it before finding out that it is only confrontational if it is attacked. The Vreedle brothers then show up to take the Destructor for themselves. As it has already learned to copy the trio's powers and sees them as enemies, they escape easily. However, the Vreedle Brothers return in short order as the Destructor has become uncontrollable and much more destructive. They try to leave it on Earth, but it blows up their ship when they try to retreat. After a long battle, the trio manages to remove its power source. As soon as it's neutralized, an alien arrives to reclaim it, explaining that it is merely an extra-dimensional children's toy. 	Ben, Gwen, and Kevin find a curious alien box called the Naljian Destructor, which can robotically duplicate anything and anyone it sees. It quickly copies the powers of Ben, Gwen, and Kevin as they attempt to destroy it before finding out that it is only confrontational if it is attacked. The Vreedle brothers then show up to take the Destructor for themselves. As it has already learned to copy the trio's powers and sees them as enemies, they escape easily. However, the Vreedle Brothers return in short order as the Destructor has become uncontrollable and much more destructive. They try to leave it on Earth, but it blows up their ship when they try to retreat. After a long battle, the trio manages to remove its power source. As soon as it's neutralized, an alien arrives to reclaim it, explaining that it is merely an extra-dimensional children's toy. 	Ben, Gwen, and Kevin find a curious alien box called the Naljian Destructor, which can robotically duplicate anything and anyone it sees. It quickly copies the powers of Ben, Gwen, and Kevin as they attempt to destroy it before finding out that it is only confrontational if it is attacked. The Vreedle brothers then show up to take the Destructor for themselves. As it has already learned to copy the trio's powers and sees them as enemies, they escape easily. However, the Vreedle Brothers return in short order as the Destructor has become uncontrollable and much more destructive. They try to leave it on Earth, but it blows up their ship when they try to retreat. After a long battle, the trio manages to remove its power source. As soon as it's neutralized, an alien arrives to reclaim it, explaining that it is merely an extra-dimensional children's toy. 	Ben, Gwen, and Kevin find a curious alien box called the Naljian Destructor, which can robotically duplicate anything and anyone it sees. It quickly copies the powers of Ben, Gwen, and Kevin as they attempt to destroy it before finding out that it is only confrontational if it is attacked. The Vreedle brothers then show up to take the Destructor for themselves. As it has already learned to copy the trio's powers and sees them as enemies, they escape easily. However, the Vreedle Brothers return in short order as the Destructor has become uncontrollable and much more destructive. They try to leave it on Earth, but it blows up their ship when they try to retreat. After a long battle, the trio manages to remove its power source. As soon as it's neutralized, an alien arrives to reclaim it, explaining that it is merely an extra-dimensional children's toy. 	Ben, Gwen, and Kevin find a curious alien box called the Naljian Destructor, which can robotically duplicate anything and anyone it sees. It quickly copies the powers of Ben, Gwen, and Kevin as they attempt to destroy it before finding out that it is only confrontational if it is attacked. The Vreedle brothers then show up to take the Destructor for themselves. As it has already learned to copy the trio's powers and sees them as enemies, they escape easily. However, the Vreedle Brothers return in short order as the Destructor has become uncontrollable and much more destructive. They try to leave it on Earth, but it blows up their ship when they try to retreat. After a long battle, the trio manages to remove its power source. As soon as it's neutralized, an alien arrives to reclaim it, explaining that it is merely an extra-dimensional children's toy. 	Ben, Gwen, and Kevin find a curious alien box called the Naljian Destructor, which can robotically duplicate anything and anyone it sees. It quickly copies the powers of Ben, Gwen, and Kevin as they attempt to destroy it before finding out that it is only confrontational if it is attacked. The Vreedle brothers then show up to take the Destructor for themselves. As it has already learned to copy the trio's powers and sees them as enemies, they escape easily. However, the Vreedle Brothers return in short order as the Destructor has become uncontrollable and much more destructive. They try to leave it on Earth, but it blows up their ship when they try to retreat. After a long battle, the trio manages to remove its power source. As soon as it's neutralized, an alien arrives to reclaim it, explaining that it is merely an extra-dimensional children's toy. 	Ben, Gwen, and Kevin find a curious alien box called the Naljian Destructor, which can robotically duplicate anything and anyone it sees. It quickly copies the powers of Ben, Gwen, and Kevin as they attempt to destroy it before finding out that it is only confrontational if it is attacked. The Vreedle brothers then show up to take the Destructor for themselves. As it has already learned to copy the trio's powers and sees them as enemies, they escape easily. However, the Vreedle Brothers return in short order as the Destructor has become uncontrollable and much more destructive. They try to leave it on Earth, but it blows up their ship when they try to retreat. After a long battle, the trio manages to remove its power source. As soon as it's neutralized, an alien arrives to reclaim it, explaining that it is merely an extra-dimensional children's toy.
39 	"Con of Rath" 	January 8, 2010 	 	 	 	
Zaw-Veenull, a Lewodan Ambassador asks Ben to deliver their Crown Prince Tiffin to Jarret in order to keep peace between the two species. Shortly after their trek begins in space, the Omnitrix malfunctions and turns Ben into an Appoplexian named Rath who wants to fight anything that breathes. The worst part is that Rath can't change back into Ben. Rath keeps picking a fight across the galaxy with anyone who crosses their paths and things don't look good as they approach the Pantaphage homeworld on a mission of peace. During their trek the team encounter's various villains they've faced in the past [Argit, the Vreedle Brothers (clones of the originals), Vulkanus, and the Incursions].
When they finally reach Pantaphage, they discover that Tiffin is a meal for Jarret after which Rath jumps down his throat, rescues the Tiffin and threatens Jarret to never attack the Luoadans. After returning the Tiffin, Kevin revealed that the Tiffin was the one who was causing the malfunction, which has Ben about to beat up Kevin as Rath. 	
Zaw-Veenull, a Lewodan Ambassador asks Ben to deliver their Crown Prince Tiffin to Jarret in order to keep peace between the two species. Shortly after their trek begins in space, the Omnitrix malfunctions and turns Ben into an Appoplexian named Rath who wants to fight anything that breathes. The worst part is that Rath can't change back into Ben. Rath keeps picking a fight across the galaxy with anyone who crosses their paths and things don't look good as they approach the Pantaphage homeworld on a mission of peace. During their trek the team encounter's various villains they've faced in the past [Argit, the Vreedle Brothers (clones of the originals), Vulkanus, and the Incursions].
When they finally reach Pantaphage, they discover that Tiffin is a meal for Jarret after which Rath jumps down his throat, rescues the Tiffin and threatens Jarret to never attack the Luoadans. After returning the Tiffin, Kevin revealed that the Tiffin was the one who was causing the malfunction, which has Ben about to beat up Kevin as Rath. 	
Zaw-Veenull, a Lewodan Ambassador asks Ben to deliver their Crown Prince Tiffin to Jarret in order to keep peace between the two species. Shortly after their trek begins in space, the Omnitrix malfunctions and turns Ben into an Appoplexian named Rath who wants to fight anything that breathes. The worst part is that Rath can't change back into Ben. Rath keeps picking a fight across the galaxy with anyone who crosses their paths and things don't look good as they approach the Pantaphage homeworld on a mission of peace. During their trek the team encounter's various villains they've faced in the past [Argit, the Vreedle Brothers (clones of the originals), Vulkanus, and the Incursions].
When they finally reach Pantaphage, they discover that Tiffin is a meal for Jarret after which Rath jumps down his throat, rescues the Tiffin and threatens Jarret to never attack the Luoadans. After returning the Tiffin, Kevin revealed that the Tiffin was the one who was causing the malfunction, which has Ben about to beat up Kevin as Rath. 	
Zaw-Veenull, a Lewodan Ambassador asks Ben to deliver their Crown Prince Tiffin to Jarret in order to keep peace between the two species. Shortly after their trek begins in space, the Omnitrix malfunctions and turns Ben into an Appoplexian named Rath who wants to fight anything that breathes. The worst part is that Rath can't change back into Ben. Rath keeps picking a fight across the galaxy with anyone who crosses their paths and things don't look good as they approach the Pantaphage homeworld on a mission of peace. During their trek the team encounter's various villains they've faced in the past [Argit, the Vreedle Brothers (clones of the originals), Vulkanus, and the Incursions].
When they finally reach Pantaphage, they discover that Tiffin is a meal for Jarret after which Rath jumps down his throat, rescues the Tiffin and threatens Jarret to never attack the Luoadans. After returning the Tiffin, Kevin revealed that the Tiffin was the one who was causing the malfunction, which has Ben about to beat up Kevin as Rath. 	
Zaw-Veenull, a Lewodan Ambassador asks Ben to deliver their Crown Prince Tiffin to Jarret in order to keep peace between the two species. Shortly after their trek begins in space, the Omnitrix malfunctions and turns Ben into an Appoplexian named Rath who wants to fight anything that breathes. The worst part is that Rath can't change back into Ben. Rath keeps picking a fight across the galaxy with anyone who crosses their paths and things don't look good as they approach the Pantaphage homeworld on a mission of peace. During their trek the team encounter's various villains they've faced in the past [Argit, the Vreedle Brothers (clones of the originals), Vulkanus, and the Incursions].
When they finally reach Pantaphage, they discover that Tiffin is a meal for Jarret after which Rath jumps down his throat, rescues the Tiffin and threatens Jarret to never attack the Luoadans. After returning the Tiffin, Kevin revealed that the Tiffin was the one who was causing the malfunction, which has Ben about to beat up Kevin as Rath. 	
Zaw-Veenull, a Lewodan Ambassador asks Ben to deliver their Crown Prince Tiffin to Jarret in order to keep peace between the two species. Shortly after their trek begins in space, the Omnitrix malfunctions and turns Ben into an Appoplexian named Rath who wants to fight anything that breathes. The worst part is that Rath can't change back into Ben. Rath keeps picking a fight across the galaxy with anyone who crosses their paths and things don't look good as they approach the Pantaphage homeworld on a mission of peace. During their trek the team encounter's various villains they've faced in the past [Argit, the Vreedle Brothers (clones of the originals), Vulkanus, and the Incursions].
When they finally reach Pantaphage, they discover that Tiffin is a meal for Jarret after which Rath jumps down his throat, rescues the Tiffin and threatens Jarret to never attack the Luoadans. After returning the Tiffin, Kevin revealed that the Tiffin was the one who was causing the malfunction, which has Ben about to beat up Kevin as Rath. 	
Zaw-Veenull, a Lewodan Ambassador asks Ben to deliver their Crown Prince Tiffin to Jarret in order to keep peace between the two species. Shortly after their trek begins in space, the Omnitrix malfunctions and turns Ben into an Appoplexian named Rath who wants to fight anything that breathes. The worst part is that Rath can't change back into Ben. Rath keeps picking a fight across the galaxy with anyone who crosses their paths and things don't look good as they approach the Pantaphage homeworld on a mission of peace. During their trek the team encounter's various villains they've faced in the past [Argit, the Vreedle Brothers (clones of the originals), Vulkanus, and the Incursions].
When they finally reach Pantaphage, they discover that Tiffin is a meal for Jarret after which Rath jumps down his throat, rescues the Tiffin and threatens Jarret to never attack the Luoadans. After returning the Tiffin, Kevin revealed that the Tiffin was the one who was causing the malfunction, which has Ben about to beat up Kevin as Rath.
40 	"Primus" 	January 15, 2010 	 	 	 	
In the middle of a fight with another Techadon Robot, Ben, Gwen, and Kevin are unexpectedly transported by the Omnitrix to an alien planet called Primus. They soon discover that the planet is actually created by Azmuth, for it contains all the DNA samples from every life form in the galaxy. They soon learn that Vilgax is there to stop the Omnitrix at its source and that the Omnitrix's fail-safe program brought them there to defend the planet.
Azmuth attempts to stop Vilgax, but loses and Ben is captured along with Kevin and Gwen. Ben offers to teach Vilgax about the Omnitrix if he lets Gwen and Kevin go. He turns Vilgax into Goop, shuts off Goop's artificial gravity projector and removes the Omnitrix from his immobile body. Ben then uses Way Big to throw a giant Vilgax (caused by immersion in the Codon stream) off the planet and, though it doesn't make up for damaging the Omnitrix, Azmuth "thanks" Ben by letting him keep it. 	
In the middle of a fight with another Techadon Robot, Ben, Gwen, and Kevin are unexpectedly transported by the Omnitrix to an alien planet called Primus. They soon discover that the planet is actually created by Azmuth, for it contains all the DNA samples from every life form in the galaxy. They soon learn that Vilgax is there to stop the Omnitrix at its source and that the Omnitrix's fail-safe program brought them there to defend the planet.
Azmuth attempts to stop Vilgax, but loses and Ben is captured along with Kevin and Gwen. Ben offers to teach Vilgax about the Omnitrix if he lets Gwen and Kevin go. He turns Vilgax into Goop, shuts off Goop's artificial gravity projector and removes the Omnitrix from his immobile body. Ben then uses Way Big to throw a giant Vilgax (caused by immersion in the Codon stream) off the planet and, though it doesn't make up for damaging the Omnitrix, Azmuth "thanks" Ben by letting him keep it. 	
In the middle of a fight with another Techadon Robot, Ben, Gwen, and Kevin are unexpectedly transported by the Omnitrix to an alien planet called Primus. They soon discover that the planet is actually created by Azmuth, for it contains all the DNA samples from every life form in the galaxy. They soon learn that Vilgax is there to stop the Omnitrix at its source and that the Omnitrix's fail-safe program brought them there to defend the planet.
Azmuth attempts to stop Vilgax, but loses and Ben is captured along with Kevin and Gwen. Ben offers to teach Vilgax about the Omnitrix if he lets Gwen and Kevin go. He turns Vilgax into Goop, shuts off Goop's artificial gravity projector and removes the Omnitrix from his immobile body. Ben then uses Way Big to throw a giant Vilgax (caused by immersion in the Codon stream) off the planet and, though it doesn't make up for damaging the Omnitrix, Azmuth "thanks" Ben by letting him keep it. 	
In the middle of a fight with another Techadon Robot, Ben, Gwen, and Kevin are unexpectedly transported by the Omnitrix to an alien planet called Primus. They soon discover that the planet is actually created by Azmuth, for it contains all the DNA samples from every life form in the galaxy. They soon learn that Vilgax is there to stop the Omnitrix at its source and that the Omnitrix's fail-safe program brought them there to defend the planet.
Azmuth attempts to stop Vilgax, but loses and Ben is captured along with Kevin and Gwen. Ben offers to teach Vilgax about the Omnitrix if he lets Gwen and Kevin go. He turns Vilgax into Goop, shuts off Goop's artificial gravity projector and removes the Omnitrix from his immobile body. Ben then uses Way Big to throw a giant Vilgax (caused by immersion in the Codon stream) off the planet and, though it doesn't make up for damaging the Omnitrix, Azmuth "thanks" Ben by letting him keep it. 	
In the middle of a fight with another Techadon Robot, Ben, Gwen, and Kevin are unexpectedly transported by the Omnitrix to an alien planet called Primus. They soon discover that the planet is actually created by Azmuth, for it contains all the DNA samples from every life form in the galaxy. They soon learn that Vilgax is there to stop the Omnitrix at its source and that the Omnitrix's fail-safe program brought them there to defend the planet.
Azmuth attempts to stop Vilgax, but loses and Ben is captured along with Kevin and Gwen. Ben offers to teach Vilgax about the Omnitrix if he lets Gwen and Kevin go. He turns Vilgax into Goop, shuts off Goop's artificial gravity projector and removes the Omnitrix from his immobile body. Ben then uses Way Big to throw a giant Vilgax (caused by immersion in the Codon stream) off the planet and, though it doesn't make up for damaging the Omnitrix, Azmuth "thanks" Ben by letting him keep it. 	
In the middle of a fight with another Techadon Robot, Ben, Gwen, and Kevin are unexpectedly transported by the Omnitrix to an alien planet called Primus. They soon discover that the planet is actually created by Azmuth, for it contains all the DNA samples from every life form in the galaxy. They soon learn that Vilgax is there to stop the Omnitrix at its source and that the Omnitrix's fail-safe program brought them there to defend the planet.
Azmuth attempts to stop Vilgax, but loses and Ben is captured along with Kevin and Gwen. Ben offers to teach Vilgax about the Omnitrix if he lets Gwen and Kevin go. He turns Vilgax into Goop, shuts off Goop's artificial gravity projector and removes the Omnitrix from his immobile body. Ben then uses Way Big to throw a giant Vilgax (caused by immersion in the Codon stream) off the planet and, though it doesn't make up for damaging the Omnitrix, Azmuth "thanks" Ben by letting him keep it. 	
In the middle of a fight with another Techadon Robot, Ben, Gwen, and Kevin are unexpectedly transported by the Omnitrix to an alien planet called Primus. They soon discover that the planet is actually created by Azmuth, for it contains all the DNA samples from every life form in the galaxy. They soon learn that Vilgax is there to stop the Omnitrix at its source and that the Omnitrix's fail-safe program brought them there to defend the planet.
Azmuth attempts to stop Vilgax, but loses and Ben is captured along with Kevin and Gwen. Ben offers to teach Vilgax about the Omnitrix if he lets Gwen and Kevin go. He turns Vilgax into Goop, shuts off Goop's artificial gravity projector and removes the Omnitrix from his immobile body. Ben then uses Way Big to throw a giant Vilgax (caused by immersion in the Codon stream) off the planet and, though it doesn't make up for damaging the Omnitrix, Azmuth "thanks" Ben by letting him keep it.
41 	"Time Heals" 	January 22, 2010 	 	 	 	
Gwen, as Lucky Girl, steals the Archamada Book of Magic from Hex's mansion that allows her to travel back in time so she can stop the Omnitrix from overloading back in Vengeance of Vilgax. Paradox intervenes just before she casts the spell, trying to convince her that time traveling has dire consequences. Despite Paradox's warning, Gwen went back in time. When she returns to the present, she learns from Paradox that she was killed by Charmcaster, Ben was defeated by Hex, and Kevin's been made into a rock-skinned slave of Charmcaster.
Paradox stated that Gwen interfering in the past kept them from being strong enough to stop Hex. She then breaks into Hex's mansion and finds an injured Ben. Ben buys Gwen time and Gwen activates the time spell again. This time she convinces both her past selves not to interfere and wipes the memory of the Gwen that belongs in that time period. The two time-traveling Gwens go home and the present Gwen takes the present Ben and present, monstrous Kevin to Mr. Smoothie's. On the way, the gang run into Paradox again who says, "Everything is fine." 	
Gwen, as Lucky Girl, steals the Archamada Book of Magic from Hex's mansion that allows her to travel back in time so she can stop the Omnitrix from overloading back in Vengeance of Vilgax. Paradox intervenes just before she casts the spell, trying to convince her that time traveling has dire consequences. Despite Paradox's warning, Gwen went back in time. When she returns to the present, she learns from Paradox that she was killed by Charmcaster, Ben was defeated by Hex, and Kevin's been made into a rock-skinned slave of Charmcaster.
Paradox stated that Gwen interfering in the past kept them from being strong enough to stop Hex. She then breaks into Hex's mansion and finds an injured Ben. Ben buys Gwen time and Gwen activates the time spell again. This time she convinces both her past selves not to interfere and wipes the memory of the Gwen that belongs in that time period. The two time-traveling Gwens go home and the present Gwen takes the present Ben and present, monstrous Kevin to Mr. Smoothie's. On the way, the gang run into Paradox again who says, "Everything is fine." 	
Gwen, as Lucky Girl, steals the Archamada Book of Magic from Hex's mansion that allows her to travel back in time so she can stop the Omnitrix from overloading back in Vengeance of Vilgax. Paradox intervenes just before she casts the spell, trying to convince her that time traveling has dire consequences. Despite Paradox's warning, Gwen went back in time. When she returns to the present, she learns from Paradox that she was killed by Charmcaster, Ben was defeated by Hex, and Kevin's been made into a rock-skinned slave of Charmcaster.
Paradox stated that Gwen interfering in the past kept them from being strong enough to stop Hex. She then breaks into Hex's mansion and finds an injured Ben. Ben buys Gwen time and Gwen activates the time spell again. This time she convinces both her past selves not to interfere and wipes the memory of the Gwen that belongs in that time period. The two time-traveling Gwens go home and the present Gwen takes the present Ben and present, monstrous Kevin to Mr. Smoothie's. On the way, the gang run into Paradox again who says, "Everything is fine." 	
Gwen, as Lucky Girl, steals the Archamada Book of Magic from Hex's mansion that allows her to travel back in time so she can stop the Omnitrix from overloading back in Vengeance of Vilgax. Paradox intervenes just before she casts the spell, trying to convince her that time traveling has dire consequences. Despite Paradox's warning, Gwen went back in time. When she returns to the present, she learns from Paradox that she was killed by Charmcaster, Ben was defeated by Hex, and Kevin's been made into a rock-skinned slave of Charmcaster.
Paradox stated that Gwen interfering in the past kept them from being strong enough to stop Hex. She then breaks into Hex's mansion and finds an injured Ben. Ben buys Gwen time and Gwen activates the time spell again. This time she convinces both her past selves not to interfere and wipes the memory of the Gwen that belongs in that time period. The two time-traveling Gwens go home and the present Gwen takes the present Ben and present, monstrous Kevin to Mr. Smoothie's. On the way, the gang run into Paradox again who says, "Everything is fine." 	
Gwen, as Lucky Girl, steals the Archamada Book of Magic from Hex's mansion that allows her to travel back in time so she can stop the Omnitrix from overloading back in Vengeance of Vilgax. Paradox intervenes just before she casts the spell, trying to convince her that time traveling has dire consequences. Despite Paradox's warning, Gwen went back in time. When she returns to the present, she learns from Paradox that she was killed by Charmcaster, Ben was defeated by Hex, and Kevin's been made into a rock-skinned slave of Charmcaster.
Paradox stated that Gwen interfering in the past kept them from being strong enough to stop Hex. She then breaks into Hex's mansion and finds an injured Ben. Ben buys Gwen time and Gwen activates the time spell again. This time she convinces both her past selves not to interfere and wipes the memory of the Gwen that belongs in that time period. The two time-traveling Gwens go home and the present Gwen takes the present Ben and present, monstrous Kevin to Mr. Smoothie's. On the way, the gang run into Paradox again who says, "Everything is fine." 	
Gwen, as Lucky Girl, steals the Archamada Book of Magic from Hex's mansion that allows her to travel back in time so she can stop the Omnitrix from overloading back in Vengeance of Vilgax. Paradox intervenes just before she casts the spell, trying to convince her that time traveling has dire consequences. Despite Paradox's warning, Gwen went back in time. When she returns to the present, she learns from Paradox that she was killed by Charmcaster, Ben was defeated by Hex, and Kevin's been made into a rock-skinned slave of Charmcaster.
Paradox stated that Gwen interfering in the past kept them from being strong enough to stop Hex. She then breaks into Hex's mansion and finds an injured Ben. Ben buys Gwen time and Gwen activates the time spell again. This time she convinces both her past selves not to interfere and wipes the memory of the Gwen that belongs in that time period. The two time-traveling Gwens go home and the present Gwen takes the present Ben and present, monstrous Kevin to Mr. Smoothie's. On the way, the gang run into Paradox again who says, "Everything is fine." 	
Gwen, as Lucky Girl, steals the Archamada Book of Magic from Hex's mansion that allows her to travel back in time so she can stop the Omnitrix from overloading back in Vengeance of Vilgax. Paradox intervenes just before she casts the spell, trying to convince her that time traveling has dire consequences. Despite Paradox's warning, Gwen went back in time. When she returns to the present, she learns from Paradox that she was killed by Charmcaster, Ben was defeated by Hex, and Kevin's been made into a rock-skinned slave of Charmcaster.
Paradox stated that Gwen interfering in the past kept them from being strong enough to stop Hex. She then breaks into Hex's mansion and finds an injured Ben. Ben buys Gwen time and Gwen activates the time spell again. This time she convinces both her past selves not to interfere and wipes the memory of the Gwen that belongs in that time period. The two time-traveling Gwens go home and the present Gwen takes the present Ben and present, monstrous Kevin to Mr. Smoothie's. On the way, the gang run into Paradox again who says, "Everything is fine."
42 	"The Secret of Chromastone" 	January 29, 2010 	 	 	 	
When Ben gets sick, he's pleased to see an old friend, Tetrax, but is caught off guard when Tetrax demands Ben give him Chromastone. Tetrax tries to changes Ben into Chromastone, but instead changes into Diamondhead. Ben doesn't even have a chance to explain what happened to Chromastone when Tetrax attacks him demanding that he be handed over. Tetrax shatters Diamondhead and reveals Sugilite(Petropia's Guardian and Chromastone's genetical donor) inside. Sugilite soon flies to Petropia, Tetrax's homeworld. Tetrax soon explains about why he needs Chromastone. He tells Ben, Gwen, and Kevin about Chromastone being the only one to save Petropia with a crystal. Ben's situation gets worse when Vilgax shows up and it is learned he is after the crystal. Ben, Gwen, Kevin, and Tetrax fight Vilgax until Kevin accidentally tells Vilgax what's going on. Vilgax flies to Petropia, while Ben, Gwen, Kevin and Tetrax go pursue him aboard Tetrax's ship. Vilgax soon arrives to Petropia and fights Sugilite, grabs the crystal off of him and flies back to Vilgaxia. Sugilite grows another crystal which Ben (as Diamondhead) uses to finish the procedure of saving Petropia. 	When Ben gets sick, he's pleased to see an old friend, Tetrax, but is caught off guard when Tetrax demands Ben give him Chromastone. Tetrax tries to changes Ben into Chromastone, but instead changes into Diamondhead. Ben doesn't even have a chance to explain what happened to Chromastone when Tetrax attacks him demanding that he be handed over. Tetrax shatters Diamondhead and reveals Sugilite(Petropia's Guardian and Chromastone's genetical donor) inside. Sugilite soon flies to Petropia, Tetrax's homeworld. Tetrax soon explains about why he needs Chromastone. He tells Ben, Gwen, and Kevin about Chromastone being the only one to save Petropia with a crystal. Ben's situation gets worse when Vilgax shows up and it is learned he is after the crystal. Ben, Gwen, Kevin, and Tetrax fight Vilgax until Kevin accidentally tells Vilgax what's going on. Vilgax flies to Petropia, while Ben, Gwen, Kevin and Tetrax go pursue him aboard Tetrax's ship. Vilgax soon arrives to Petropia and fights Sugilite, grabs the crystal off of him and flies back to Vilgaxia. Sugilite grows another crystal which Ben (as Diamondhead) uses to finish the procedure of saving Petropia. 	When Ben gets sick, he's pleased to see an old friend, Tetrax, but is caught off guard when Tetrax demands Ben give him Chromastone. Tetrax tries to changes Ben into Chromastone, but instead changes into Diamondhead. Ben doesn't even have a chance to explain what happened to Chromastone when Tetrax attacks him demanding that he be handed over. Tetrax shatters Diamondhead and reveals Sugilite(Petropia's Guardian and Chromastone's genetical donor) inside. Sugilite soon flies to Petropia, Tetrax's homeworld. Tetrax soon explains about why he needs Chromastone. He tells Ben, Gwen, and Kevin about Chromastone being the only one to save Petropia with a crystal. Ben's situation gets worse when Vilgax shows up and it is learned he is after the crystal. Ben, Gwen, Kevin, and Tetrax fight Vilgax until Kevin accidentally tells Vilgax what's going on. Vilgax flies to Petropia, while Ben, Gwen, Kevin and Tetrax go pursue him aboard Tetrax's ship. Vilgax soon arrives to Petropia and fights Sugilite, grabs the crystal off of him and flies back to Vilgaxia. Sugilite grows another crystal which Ben (as Diamondhead) uses to finish the procedure of saving Petropia. 	When Ben gets sick, he's pleased to see an old friend, Tetrax, but is caught off guard when Tetrax demands Ben give him Chromastone. Tetrax tries to changes Ben into Chromastone, but instead changes into Diamondhead. Ben doesn't even have a chance to explain what happened to Chromastone when Tetrax attacks him demanding that he be handed over. Tetrax shatters Diamondhead and reveals Sugilite(Petropia's Guardian and Chromastone's genetical donor) inside. Sugilite soon flies to Petropia, Tetrax's homeworld. Tetrax soon explains about why he needs Chromastone. He tells Ben, Gwen, and Kevin about Chromastone being the only one to save Petropia with a crystal. Ben's situation gets worse when Vilgax shows up and it is learned he is after the crystal. Ben, Gwen, Kevin, and Tetrax fight Vilgax until Kevin accidentally tells Vilgax what's going on. Vilgax flies to Petropia, while Ben, Gwen, Kevin and Tetrax go pursue him aboard Tetrax's ship. Vilgax soon arrives to Petropia and fights Sugilite, grabs the crystal off of him and flies back to Vilgaxia. Sugilite grows another crystal which Ben (as Diamondhead) uses to finish the procedure of saving Petropia. 	When Ben gets sick, he's pleased to see an old friend, Tetrax, but is caught off guard when Tetrax demands Ben give him Chromastone. Tetrax tries to changes Ben into Chromastone, but instead changes into Diamondhead. Ben doesn't even have a chance to explain what happened to Chromastone when Tetrax attacks him demanding that he be handed over. Tetrax shatters Diamondhead and reveals Sugilite(Petropia's Guardian and Chromastone's genetical donor) inside. Sugilite soon flies to Petropia, Tetrax's homeworld. Tetrax soon explains about why he needs Chromastone. He tells Ben, Gwen, and Kevin about Chromastone being the only one to save Petropia with a crystal. Ben's situation gets worse when Vilgax shows up and it is learned he is after the crystal. Ben, Gwen, Kevin, and Tetrax fight Vilgax until Kevin accidentally tells Vilgax what's going on. Vilgax flies to Petropia, while Ben, Gwen, Kevin and Tetrax go pursue him aboard Tetrax's ship. Vilgax soon arrives to Petropia and fights Sugilite, grabs the crystal off of him and flies back to Vilgaxia. Sugilite grows another crystal which Ben (as Diamondhead) uses to finish the procedure of saving Petropia. 	When Ben gets sick, he's pleased to see an old friend, Tetrax, but is caught off guard when Tetrax demands Ben give him Chromastone. Tetrax tries to changes Ben into Chromastone, but instead changes into Diamondhead. Ben doesn't even have a chance to explain what happened to Chromastone when Tetrax attacks him demanding that he be handed over. Tetrax shatters Diamondhead and reveals Sugilite(Petropia's Guardian and Chromastone's genetical donor) inside. Sugilite soon flies to Petropia, Tetrax's homeworld. Tetrax soon explains about why he needs Chromastone. He tells Ben, Gwen, and Kevin about Chromastone being the only one to save Petropia with a crystal. Ben's situation gets worse when Vilgax shows up and it is learned he is after the crystal. Ben, Gwen, Kevin, and Tetrax fight Vilgax until Kevin accidentally tells Vilgax what's going on. Vilgax flies to Petropia, while Ben, Gwen, Kevin and Tetrax go pursue him aboard Tetrax's ship. Vilgax soon arrives to Petropia and fights Sugilite, grabs the crystal off of him and flies back to Vilgaxia. Sugilite grows another crystal which Ben (as Diamondhead) uses to finish the procedure of saving Petropia. 	When Ben gets sick, he's pleased to see an old friend, Tetrax, but is caught off guard when Tetrax demands Ben give him Chromastone. Tetrax tries to changes Ben into Chromastone, but instead changes into Diamondhead. Ben doesn't even have a chance to explain what happened to Chromastone when Tetrax attacks him demanding that he be handed over. Tetrax shatters Diamondhead and reveals Sugilite(Petropia's Guardian and Chromastone's genetical donor) inside. Sugilite soon flies to Petropia, Tetrax's homeworld. Tetrax soon explains about why he needs Chromastone. He tells Ben, Gwen, and Kevin about Chromastone being the only one to save Petropia with a crystal. Ben's situation gets worse when Vilgax shows up and it is learned he is after the crystal. Ben, Gwen, Kevin, and Tetrax fight Vilgax until Kevin accidentally tells Vilgax what's going on. Vilgax flies to Petropia, while Ben, Gwen, Kevin and Tetrax go pursue him aboard Tetrax's ship. Vilgax soon arrives to Petropia and fights Sugilite, grabs the crystal off of him and flies back to Vilgaxia. Sugilite grows another crystal which Ben (as Diamondhead) uses to finish the procedure of saving Petropia.
43 	"Above and Beyond" 	March 12, 2010 	 	 	 	
Max sends a message to the Plumbers' Helpers when Ben is attacking Max at a space station. Alan, Helen, Manny, and Pierce arrive to the space station and plan to stop Ben. Pierce suggests they work and stay together, but no one listens. Helen, the first to leave the group, finds Ben, but is defeated by Echo Echo. Later the team splits into two. Alan and Pierce get separated and Pierce ends up getting attacked and beaten by Goop. Later, Manny and Helen get separated and get attacked and beaten by Rath. Helen, Manny, and Pierce regroup and try to find Alan. Alan soon finds Ben where he is attacked by Big Chill. Pierce, Manny, and Helen rescue Alan and try to beat Ben, but he manages to escape. Pierce suggests they work together and attack as a team. Soon they find Ben, who goes Humongousaur at full size and fights the Plumbers' Helpers. They soon suggest to attack Ben at once and throw Humongousaur into space. Because Humongosaur's weight threw off the balance of the ship's gravity control backup systems, they realize the ship is falling out of orbit, about to crash into London, so they sacrifice themselves for Earth by self-destructing the ship, but it doesn't explode. Max and Ben reveal that it was all a test, except the part with the space station crashing into London, and that they're soon heading to the Plumbers' Academy.
Note: Gwen and Kevin are mentioned in this episode but don't appear for the first time. 	
Max sends a message to the Plumbers' Helpers when Ben is attacking Max at a space station. Alan, Helen, Manny, and Pierce arrive to the space station and plan to stop Ben. Pierce suggests they work and stay together, but no one listens. Helen, the first to leave the group, finds Ben, but is defeated by Echo Echo. Later the team splits into two. Alan and Pierce get separated and Pierce ends up getting attacked and beaten by Goop. Later, Manny and Helen get separated and get attacked and beaten by Rath. Helen, Manny, and Pierce regroup and try to find Alan. Alan soon finds Ben where he is attacked by Big Chill. Pierce, Manny, and Helen rescue Alan and try to beat Ben, but he manages to escape. Pierce suggests they work together and attack as a team. Soon they find Ben, who goes Humongousaur at full size and fights the Plumbers' Helpers. They soon suggest to attack Ben at once and throw Humongousaur into space. Because Humongosaur's weight threw off the balance of the ship's gravity control backup systems, they realize the ship is falling out of orbit, about to crash into London, so they sacrifice themselves for Earth by self-destructing the ship, but it doesn't explode. Max and Ben reveal that it was all a test, except the part with the space station crashing into London, and that they're soon heading to the Plumbers' Academy.
Note: Gwen and Kevin are mentioned in this episode but don't appear for the first time. 	
Max sends a message to the Plumbers' Helpers when Ben is attacking Max at a space station. Alan, Helen, Manny, and Pierce arrive to the space station and plan to stop Ben. Pierce suggests they work and stay together, but no one listens. Helen, the first to leave the group, finds Ben, but is defeated by Echo Echo. Later the team splits into two. Alan and Pierce get separated and Pierce ends up getting attacked and beaten by Goop. Later, Manny and Helen get separated and get attacked and beaten by Rath. Helen, Manny, and Pierce regroup and try to find Alan. Alan soon finds Ben where he is attacked by Big Chill. Pierce, Manny, and Helen rescue Alan and try to beat Ben, but he manages to escape. Pierce suggests they work together and attack as a team. Soon they find Ben, who goes Humongousaur at full size and fights the Plumbers' Helpers. They soon suggest to attack Ben at once and throw Humongousaur into space. Because Humongosaur's weight threw off the balance of the ship's gravity control backup systems, they realize the ship is falling out of orbit, about to crash into London, so they sacrifice themselves for Earth by self-destructing the ship, but it doesn't explode. Max and Ben reveal that it was all a test, except the part with the space station crashing into London, and that they're soon heading to the Plumbers' Academy.
Note: Gwen and Kevin are mentioned in this episode but don't appear for the first time. 	
Max sends a message to the Plumbers' Helpers when Ben is attacking Max at a space station. Alan, Helen, Manny, and Pierce arrive to the space station and plan to stop Ben. Pierce suggests they work and stay together, but no one listens. Helen, the first to leave the group, finds Ben, but is defeated by Echo Echo. Later the team splits into two. Alan and Pierce get separated and Pierce ends up getting attacked and beaten by Goop. Later, Manny and Helen get separated and get attacked and beaten by Rath. Helen, Manny, and Pierce regroup and try to find Alan. Alan soon finds Ben where he is attacked by Big Chill. Pierce, Manny, and Helen rescue Alan and try to beat Ben, but he manages to escape. Pierce suggests they work together and attack as a team. Soon they find Ben, who goes Humongousaur at full size and fights the Plumbers' Helpers. They soon suggest to attack Ben at once and throw Humongousaur into space. Because Humongosaur's weight threw off the balance of the ship's gravity control backup systems, they realize the ship is falling out of orbit, about to crash into London, so they sacrifice themselves for Earth by self-destructing the ship, but it doesn't explode. Max and Ben reveal that it was all a test, except the part with the space station crashing into London, and that they're soon heading to the Plumbers' Academy.
Note: Gwen and Kevin are mentioned in this episode but don't appear for the first time. 	
Max sends a message to the Plumbers' Helpers when Ben is attacking Max at a space station. Alan, Helen, Manny, and Pierce arrive to the space station and plan to stop Ben. Pierce suggests they work and stay together, but no one listens. Helen, the first to leave the group, finds Ben, but is defeated by Echo Echo. Later the team splits into two. Alan and Pierce get separated and Pierce ends up getting attacked and beaten by Goop. Later, Manny and Helen get separated and get attacked and beaten by Rath. Helen, Manny, and Pierce regroup and try to find Alan. Alan soon finds Ben where he is attacked by Big Chill. Pierce, Manny, and Helen rescue Alan and try to beat Ben, but he manages to escape. Pierce suggests they work together and attack as a team. Soon they find Ben, who goes Humongousaur at full size and fights the Plumbers' Helpers. They soon suggest to attack Ben at once and throw Humongousaur into space. Because Humongosaur's weight threw off the balance of the ship's gravity control backup systems, they realize the ship is falling out of orbit, about to crash into London, so they sacrifice themselves for Earth by self-destructing the ship, but it doesn't explode. Max and Ben reveal that it was all a test, except the part with the space station crashing into London, and that they're soon heading to the Plumbers' Academy.
Note: Gwen and Kevin are mentioned in this episode but don't appear for the first time. 	
Max sends a message to the Plumbers' Helpers when Ben is attacking Max at a space station. Alan, Helen, Manny, and Pierce arrive to the space station and plan to stop Ben. Pierce suggests they work and stay together, but no one listens. Helen, the first to leave the group, finds Ben, but is defeated by Echo Echo. Later the team splits into two. Alan and Pierce get separated and Pierce ends up getting attacked and beaten by Goop. Later, Manny and Helen get separated and get attacked and beaten by Rath. Helen, Manny, and Pierce regroup and try to find Alan. Alan soon finds Ben where he is attacked by Big Chill. Pierce, Manny, and Helen rescue Alan and try to beat Ben, but he manages to escape. Pierce suggests they work together and attack as a team. Soon they find Ben, who goes Humongousaur at full size and fights the Plumbers' Helpers. They soon suggest to attack Ben at once and throw Humongousaur into space. Because Humongosaur's weight threw off the balance of the ship's gravity control backup systems, they realize the ship is falling out of orbit, about to crash into London, so they sacrifice themselves for Earth by self-destructing the ship, but it doesn't explode. Max and Ben reveal that it was all a test, except the part with the space station crashing into London, and that they're soon heading to the Plumbers' Academy.
Note: Gwen and Kevin are mentioned in this episode but don't appear for the first time. 	
Max sends a message to the Plumbers' Helpers when Ben is attacking Max at a space station. Alan, Helen, Manny, and Pierce arrive to the space station and plan to stop Ben. Pierce suggests they work and stay together, but no one listens. Helen, the first to leave the group, finds Ben, but is defeated by Echo Echo. Later the team splits into two. Alan and Pierce get separated and Pierce ends up getting attacked and beaten by Goop. Later, Manny and Helen get separated and get attacked and beaten by Rath. Helen, Manny, and Pierce regroup and try to find Alan. Alan soon finds Ben where he is attacked by Big Chill. Pierce, Manny, and Helen rescue Alan and try to beat Ben, but he manages to escape. Pierce suggests they work together and attack as a team. Soon they find Ben, who goes Humongousaur at full size and fights the Plumbers' Helpers. They soon suggest to attack Ben at once and throw Humongousaur into space. Because Humongosaur's weight threw off the balance of the ship's gravity control backup systems, they realize the ship is falling out of orbit, about to crash into London, so they sacrifice themselves for Earth by self-destructing the ship, but it doesn't explode. Max and Ben reveal that it was all a test, except the part with the space station crashing into London, and that they're soon heading to the Plumbers' Academy.
Note: Gwen and Kevin are mentioned in this episode but don't appear for the first time.
44 	"Vendetta" 	March 19, 2010 	 	 	 	
A deadly criminal known as "Ragnarok" breaks out of the Null Void, and begins a search for a mysterious key. Meanwhile, Kevin returns home to find his house ransacked with his mom, who confesses the truth about Ragnarok. Kevin then asks Ben and Gwen if they know anything about Ragnarok, and when they tell him they don't. He tells them to stay out of the situation. The two, now concerned, ask Grandpa Max if he knows anything about the escape. He confesses to having a partner named Devin, who risked his life to stop Ragnarok several years ago. His partner's full name was none other than Devin Levin, Kevin's father. Ben and Gwen track Kevin with his Plumber's badge and together, they force Ragnarok to flee. Gwen then helps Kevin find the "key" which is revealed to be disguised as a picture frame of a younger Kevin and his father, but Ragnarok steals it, then teleports to his ship called "the Harvester".. Ben, Gwen, and Kevin manage to transport themselves via the same signal, but before they find Ragnarok, Kevin tricks the other two to get into an escape pod. With Ben and Gwen descending down to Earth, Kevin can now exact his vengeance without interference. He and Ragnarok battle, while Kevin causes the entire ship to destabilize into a vortex. Ragnarok begs Kevin to save him, stating that his father would too. Despite his desperation, Kevin merely takes his key and deliberately allows him to get sucked into the vortex. Ragnarok's ship explodes. Ben and Gwen see the explosion from the ground and think Kevin is dead but Ben turns around when he hears Kevin and they notice that he survived the explosion. Kevin then walks home after mentioning that Ragnarok is dead. 	A deadly criminal known as "Ragnarok" breaks out of the Null Void, and begins a search for a mysterious key. Meanwhile, Kevin returns home to find his house ransacked with his mom, who confesses the truth about Ragnarok. Kevin then asks Ben and Gwen if they know anything about Ragnarok, and when they tell him they don't. He tells them to stay out of the situation. The two, now concerned, ask Grandpa Max if he knows anything about the escape. He confesses to having a partner named Devin, who risked his life to stop Ragnarok several years ago. His partner's full name was none other than Devin Levin, Kevin's father. Ben and Gwen track Kevin with his Plumber's badge and together, they force Ragnarok to flee. Gwen then helps Kevin find the "key" which is revealed to be disguised as a picture frame of a younger Kevin and his father, but Ragnarok steals it, then teleports to his ship called "the Harvester".. Ben, Gwen, and Kevin manage to transport themselves via the same signal, but before they find Ragnarok, Kevin tricks the other two to get into an escape pod. With Ben and Gwen descending down to Earth, Kevin can now exact his vengeance without interference. He and Ragnarok battle, while Kevin causes the entire ship to destabilize into a vortex. Ragnarok begs Kevin to save him, stating that his father would too. Despite his desperation, Kevin merely takes his key and deliberately allows him to get sucked into the vortex. Ragnarok's ship explodes. Ben and Gwen see the explosion from the ground and think Kevin is dead but Ben turns around when he hears Kevin and they notice that he survived the explosion. Kevin then walks home after mentioning that Ragnarok is dead. 	A deadly criminal known as "Ragnarok" breaks out of the Null Void, and begins a search for a mysterious key. Meanwhile, Kevin returns home to find his house ransacked with his mom, who confesses the truth about Ragnarok. Kevin then asks Ben and Gwen if they know anything about Ragnarok, and when they tell him they don't. He tells them to stay out of the situation. The two, now concerned, ask Grandpa Max if he knows anything about the escape. He confesses to having a partner named Devin, who risked his life to stop Ragnarok several years ago. His partner's full name was none other than Devin Levin, Kevin's father. Ben and Gwen track Kevin with his Plumber's badge and together, they force Ragnarok to flee. Gwen then helps Kevin find the "key" which is revealed to be disguised as a picture frame of a younger Kevin and his father, but Ragnarok steals it, then teleports to his ship called "the Harvester".. Ben, Gwen, and Kevin manage to transport themselves via the same signal, but before they find Ragnarok, Kevin tricks the other two to get into an escape pod. With Ben and Gwen descending down to Earth, Kevin can now exact his vengeance without interference. He and Ragnarok battle, while Kevin causes the entire ship to destabilize into a vortex. Ragnarok begs Kevin to save him, stating that his father would too. Despite his desperation, Kevin merely takes his key and deliberately allows him to get sucked into the vortex. Ragnarok's ship explodes. Ben and Gwen see the explosion from the ground and think Kevin is dead but Ben turns around when he hears Kevin and they notice that he survived the explosion. Kevin then walks home after mentioning that Ragnarok is dead. 	A deadly criminal known as "Ragnarok" breaks out of the Null Void, and begins a search for a mysterious key. Meanwhile, Kevin returns home to find his house ransacked with his mom, who confesses the truth about Ragnarok. Kevin then asks Ben and Gwen if they know anything about Ragnarok, and when they tell him they don't. He tells them to stay out of the situation. The two, now concerned, ask Grandpa Max if he knows anything about the escape. He confesses to having a partner named Devin, who risked his life to stop Ragnarok several years ago. His partner's full name was none other than Devin Levin, Kevin's father. Ben and Gwen track Kevin with his Plumber's badge and together, they force Ragnarok to flee. Gwen then helps Kevin find the "key" which is revealed to be disguised as a picture frame of a younger Kevin and his father, but Ragnarok steals it, then teleports to his ship called "the Harvester".. Ben, Gwen, and Kevin manage to transport themselves via the same signal, but before they find Ragnarok, Kevin tricks the other two to get into an escape pod. With Ben and Gwen descending down to Earth, Kevin can now exact his vengeance without interference. He and Ragnarok battle, while Kevin causes the entire ship to destabilize into a vortex. Ragnarok begs Kevin to save him, stating that his father would too. Despite his desperation, Kevin merely takes his key and deliberately allows him to get sucked into the vortex. Ragnarok's ship explodes. Ben and Gwen see the explosion from the ground and think Kevin is dead but Ben turns around when he hears Kevin and they notice that he survived the explosion. Kevin then walks home after mentioning that Ragnarok is dead. 	A deadly criminal known as "Ragnarok" breaks out of the Null Void, and begins a search for a mysterious key. Meanwhile, Kevin returns home to find his house ransacked with his mom, who confesses the truth about Ragnarok. Kevin then asks Ben and Gwen if they know anything about Ragnarok, and when they tell him they don't. He tells them to stay out of the situation. The two, now concerned, ask Grandpa Max if he knows anything about the escape. He confesses to having a partner named Devin, who risked his life to stop Ragnarok several years ago. His partner's full name was none other than Devin Levin, Kevin's father. Ben and Gwen track Kevin with his Plumber's badge and together, they force Ragnarok to flee. Gwen then helps Kevin find the "key" which is revealed to be disguised as a picture frame of a younger Kevin and his father, but Ragnarok steals it, then teleports to his ship called "the Harvester".. Ben, Gwen, and Kevin manage to transport themselves via the same signal, but before they find Ragnarok, Kevin tricks the other two to get into an escape pod. With Ben and Gwen descending down to Earth, Kevin can now exact his vengeance without interference. He and Ragnarok battle, while Kevin causes the entire ship to destabilize into a vortex. Ragnarok begs Kevin to save him, stating that his father would too. Despite his desperation, Kevin merely takes his key and deliberately allows him to get sucked into the vortex. Ragnarok's ship explodes. Ben and Gwen see the explosion from the ground and think Kevin is dead but Ben turns around when he hears Kevin and they notice that he survived the explosion. Kevin then walks home after mentioning that Ragnarok is dead. 	A deadly criminal known as "Ragnarok" breaks out of the Null Void, and begins a search for a mysterious key. Meanwhile, Kevin returns home to find his house ransacked with his mom, who confesses the truth about Ragnarok. Kevin then asks Ben and Gwen if they know anything about Ragnarok, and when they tell him they don't. He tells them to stay out of the situation. The two, now concerned, ask Grandpa Max if he knows anything about the escape. He confesses to having a partner named Devin, who risked his life to stop Ragnarok several years ago. His partner's full name was none other than Devin Levin, Kevin's father. Ben and Gwen track Kevin with his Plumber's badge and together, they force Ragnarok to flee. Gwen then helps Kevin find the "key" which is revealed to be disguised as a picture frame of a younger Kevin and his father, but Ragnarok steals it, then teleports to his ship called "the Harvester".. Ben, Gwen, and Kevin manage to transport themselves via the same signal, but before they find Ragnarok, Kevin tricks the other two to get into an escape pod. With Ben and Gwen descending down to Earth, Kevin can now exact his vengeance without interference. He and Ragnarok battle, while Kevin causes the entire ship to destabilize into a vortex. Ragnarok begs Kevin to save him, stating that his father would too. Despite his desperation, Kevin merely takes his key and deliberately allows him to get sucked into the vortex. Ragnarok's ship explodes. Ben and Gwen see the explosion from the ground and think Kevin is dead but Ben turns around when he hears Kevin and they notice that he survived the explosion. Kevin then walks home after mentioning that Ragnarok is dead. 	A deadly criminal known as "Ragnarok" breaks out of the Null Void, and begins a search for a mysterious key. Meanwhile, Kevin returns home to find his house ransacked with his mom, who confesses the truth about Ragnarok. Kevin then asks Ben and Gwen if they know anything about Ragnarok, and when they tell him they don't. He tells them to stay out of the situation. The two, now concerned, ask Grandpa Max if he knows anything about the escape. He confesses to having a partner named Devin, who risked his life to stop Ragnarok several years ago. His partner's full name was none other than Devin Levin, Kevin's father. Ben and Gwen track Kevin with his Plumber's badge and together, they force Ragnarok to flee. Gwen then helps Kevin find the "key" which is revealed to be disguised as a picture frame of a younger Kevin and his father, but Ragnarok steals it, then teleports to his ship called "the Harvester".. Ben, Gwen, and Kevin manage to transport themselves via the same signal, but before they find Ragnarok, Kevin tricks the other two to get into an escape pod. With Ben and Gwen descending down to Earth, Kevin can now exact his vengeance without interference. He and Ragnarok battle, while Kevin causes the entire ship to destabilize into a vortex. Ragnarok begs Kevin to save him, stating that his father would too. Despite his desperation, Kevin merely takes his key and deliberately allows him to get sucked into the vortex. Ragnarok's ship explodes. Ben and Gwen see the explosion from the ground and think Kevin is dead but Ben turns around when he hears Kevin and they notice that he survived the explosion. Kevin then walks home after mentioning that Ragnarok is dead.
45 	"The Final Battle, Part 1" 	March 26, 2010 	 	 	 	
Albedo steals the incomplete Ultimatrix (a new device which Azmuth is working on) from Azmuth's lab and completes it. He tries revert to his old form but he is not able to, for he needs the Omnitrix. Soon Vilgax proposes that the two of them should take revenge on Ben. Myaxx warns Azmuth of the Ultrimatrix's disappearance. Meanwhile, Ben is captured by an old enemy, Kraab. Gwen and Kevin, along with Ship, take flight to rescue Ben, while in the process destroys Kraab's ship, and rescuing Kraab as well. Later, Albedo defeats and captures Kevin (as Diamondhead) and Gwen (as Swampfire) and fails to defeat Max as Spidermonkey so runs away as Rath. Max goes to Ben's house and Albedo appears on his TV, blackmailing Ben to come to his friends' rescue. Albedo, as Humugousaur, turns into Ultimate Humungousaur, with the power of the Ultimatrix, and fights Ben as Humungosaur. Ben discovers that Albedo has been working in conjunction with Vilgax. In order to save his friends, Ben gives up the Omnitrix to Vilgax. 	Albedo steals the incomplete Ultimatrix (a new device which Azmuth is working on) from Azmuth's lab and completes it. He tries revert to his old form but he is not able to, for he needs the Omnitrix. Soon Vilgax proposes that the two of them should take revenge on Ben. Myaxx warns Azmuth of the Ultrimatrix's disappearance. Meanwhile, Ben is captured by an old enemy, Kraab. Gwen and Kevin, along with Ship, take flight to rescue Ben, while in the process destroys Kraab's ship, and rescuing Kraab as well. Later, Albedo defeats and captures Kevin (as Diamondhead) and Gwen (as Swampfire) and fails to defeat Max as Spidermonkey so runs away as Rath. Max goes to Ben's house and Albedo appears on his TV, blackmailing Ben to come to his friends' rescue. Albedo, as Humugousaur, turns into Ultimate Humungousaur, with the power of the Ultimatrix, and fights Ben as Humungosaur. Ben discovers that Albedo has been working in conjunction with Vilgax. In order to save his friends, Ben gives up the Omnitrix to Vilgax. 	Albedo steals the incomplete Ultimatrix (a new device which Azmuth is working on) from Azmuth's lab and completes it. He tries revert to his old form but he is not able to, for he needs the Omnitrix. Soon Vilgax proposes that the two of them should take revenge on Ben. Myaxx warns Azmuth of the Ultrimatrix's disappearance. Meanwhile, Ben is captured by an old enemy, Kraab. Gwen and Kevin, along with Ship, take flight to rescue Ben, while in the process destroys Kraab's ship, and rescuing Kraab as well. Later, Albedo defeats and captures Kevin (as Diamondhead) and Gwen (as Swampfire) and fails to defeat Max as Spidermonkey so runs away as Rath. Max goes to Ben's house and Albedo appears on his TV, blackmailing Ben to come to his friends' rescue. Albedo, as Humugousaur, turns into Ultimate Humungousaur, with the power of the Ultimatrix, and fights Ben as Humungosaur. Ben discovers that Albedo has been working in conjunction with Vilgax. In order to save his friends, Ben gives up the Omnitrix to Vilgax. 	Albedo steals the incomplete Ultimatrix (a new device which Azmuth is working on) from Azmuth's lab and completes it. He tries revert to his old form but he is not able to, for he needs the Omnitrix. Soon Vilgax proposes that the two of them should take revenge on Ben. Myaxx warns Azmuth of the Ultrimatrix's disappearance. Meanwhile, Ben is captured by an old enemy, Kraab. Gwen and Kevin, along with Ship, take flight to rescue Ben, while in the process destroys Kraab's ship, and rescuing Kraab as well. Later, Albedo defeats and captures Kevin (as Diamondhead) and Gwen (as Swampfire) and fails to defeat Max as Spidermonkey so runs away as Rath. Max goes to Ben's house and Albedo appears on his TV, blackmailing Ben to come to his friends' rescue. Albedo, as Humugousaur, turns into Ultimate Humungousaur, with the power of the Ultimatrix, and fights Ben as Humungosaur. Ben discovers that Albedo has been working in conjunction with Vilgax. In order to save his friends, Ben gives up the Omnitrix to Vilgax. 	Albedo steals the incomplete Ultimatrix (a new device which Azmuth is working on) from Azmuth's lab and completes it. He tries revert to his old form but he is not able to, for he needs the Omnitrix. Soon Vilgax proposes that the two of them should take revenge on Ben. Myaxx warns Azmuth of the Ultrimatrix's disappearance. Meanwhile, Ben is captured by an old enemy, Kraab. Gwen and Kevin, along with Ship, take flight to rescue Ben, while in the process destroys Kraab's ship, and rescuing Kraab as well. Later, Albedo defeats and captures Kevin (as Diamondhead) and Gwen (as Swampfire) and fails to defeat Max as Spidermonkey so runs away as Rath. Max goes to Ben's house and Albedo appears on his TV, blackmailing Ben to come to his friends' rescue. Albedo, as Humugousaur, turns into Ultimate Humungousaur, with the power of the Ultimatrix, and fights Ben as Humungosaur. Ben discovers that Albedo has been working in conjunction with Vilgax. In order to save his friends, Ben gives up the Omnitrix to Vilgax. 	Albedo steals the incomplete Ultimatrix (a new device which Azmuth is working on) from Azmuth's lab and completes it. He tries revert to his old form but he is not able to, for he needs the Omnitrix. Soon Vilgax proposes that the two of them should take revenge on Ben. Myaxx warns Azmuth of the Ultrimatrix's disappearance. Meanwhile, Ben is captured by an old enemy, Kraab. Gwen and Kevin, along with Ship, take flight to rescue Ben, while in the process destroys Kraab's ship, and rescuing Kraab as well. Later, Albedo defeats and captures Kevin (as Diamondhead) and Gwen (as Swampfire) and fails to defeat Max as Spidermonkey so runs away as Rath. Max goes to Ben's house and Albedo appears on his TV, blackmailing Ben to come to his friends' rescue. Albedo, as Humugousaur, turns into Ultimate Humungousaur, with the power of the Ultimatrix, and fights Ben as Humungosaur. Ben discovers that Albedo has been working in conjunction with Vilgax. In order to save his friends, Ben gives up the Omnitrix to Vilgax. 	Albedo steals the incomplete Ultimatrix (a new device which Azmuth is working on) from Azmuth's lab and completes it. He tries revert to his old form but he is not able to, for he needs the Omnitrix. Soon Vilgax proposes that the two of them should take revenge on Ben. Myaxx warns Azmuth of the Ultrimatrix's disappearance. Meanwhile, Ben is captured by an old enemy, Kraab. Gwen and Kevin, along with Ship, take flight to rescue Ben, while in the process destroys Kraab's ship, and rescuing Kraab as well. Later, Albedo defeats and captures Kevin (as Diamondhead) and Gwen (as Swampfire) and fails to defeat Max as Spidermonkey so runs away as Rath. Max goes to Ben's house and Albedo appears on his TV, blackmailing Ben to come to his friends' rescue. Albedo, as Humugousaur, turns into Ultimate Humungousaur, with the power of the Ultimatrix, and fights Ben as Humungosaur. Ben discovers that Albedo has been working in conjunction with Vilgax. In order to save his friends, Ben gives up the Omnitrix to Vilgax.
46 	"The Final Battle, Part 2" 	March 26, 2010 	 	 	 	
Max arrives and frees Ben and the gang and gives Gwen her old spell book which she uses to cast a teleportation spell that allows the gang to escape. Vilgax betrays Albedo, keeping the Omnitrix (against their deal) and uses it to turn his army of bioids into Humongousaurs. Albedo fights and defeats most of them as Ultimate Humongousaur but they eventually defeat him. Ashamed from what he recently did, Ben runs away into the forest where Gwen comes to help him but she is unable to as Ben is too depressed. Ben cries out Azmuth's name for help. Behind him, Azmuth reveals to Ben the secrets to the Ultimatrix and how to defeat Vilgax and Albedo. Powerless, Ben along with Gwen, Kevin, and Max, go aboard Vilgax's ship and faces off with Vilgax to stop his invasion of Earth. Ben sets the Omnitrix on self-destruct when Vilgax refuses to surrender it and eventually the Omnitrix self-destructs, which causes Kevin to return to his normal self. Ben then sets Albedo's Ultimatrix to self-destruct as well, but Albedo gives the Ultimatrix to Ben and shuts off the self-destruct. With the Omnitrix destroyed, Ben goes off and fights Vilgax with Swampfire from the Ultimatrix, but since Swampfire is too weak, he soon becomes Ultimate Swampfire and fights Vilgax while Gwen and Max take control of Vilgax's ship which is about to crash onto Earth. As the ship sinks underwater, Ben escapes Vilgax's true alien form, a giant octopus-like creature, and comes to surface as Jetray where Gwen, Kevin and Max are floating after the ship's fusion drive explodes, apparently with Ben still inside it. Ben appears shortly afterwards and the whole gang hugs. Kevin wondered if Vilgax is alive and if he will return, but Ben says, "If he ever does, it's hero time!".	Max arrives and frees Ben and the gang and gives Gwen her old spell book which she uses to cast a teleportation spell that allows the gang to escape. Vilgax betrays Albedo, keeping the Omnitrix (against their deal) and uses it to turn his army of bioids into Humongousaurs. Albedo fights and defeats most of them as Ultimate Humongousaur but they eventually defeat him. Ashamed from what he recently did, Ben runs away into the forest where Gwen comes to help him but she is unable to as Ben is too depressed. Ben cries out Azmuth's name for help. Behind him, Azmuth reveals to Ben the secrets to the Ultimatrix and how to defeat Vilgax and Albedo. Powerless, Ben along with Gwen, Kevin, and Max, go aboard Vilgax's ship and faces off with Vilgax to stop his invasion of Earth. Ben sets the Omnitrix on self-destruct when Vilgax refuses to surrender it and eventually the Omnitrix self-destructs, which causes Kevin to return to his normal self. Ben then sets Albedo's Ultimatrix to self-destruct as well, but Albedo gives the Ultimatrix to Ben and shuts off the self-destruct. With the Omnitrix destroyed, Ben goes off and fights Vilgax with Swampfire from the Ultimatrix, but since Swampfire is too weak, he soon becomes Ultimate Swampfire and fights Vilgax while Gwen and Max take control of Vilgax's ship which is about to crash onto Earth. As the ship sinks underwater, Ben escapes Vilgax's true alien form, a giant octopus-like creature, and comes to surface as Jetray where Gwen, Kevin and Max are floating after the ship's fusion drive explodes, apparently with Ben still inside it. Ben appears shortly afterwards and the whole gang hugs. Kevin wondered if Vilgax is alive and if he will return, but Ben says, "If he ever does, it's hero time!".	Max arrives and frees Ben and the gang and gives Gwen her old spell book which she uses to cast a teleportation spell that allows the gang to escape. Vilgax betrays Albedo, keeping the Omnitrix (against their deal) and uses it to turn his army of bioids into Humongousaurs. Albedo fights and defeats most of them as Ultimate Humongousaur but they eventually defeat him. Ashamed from what he recently did, Ben runs away into the forest where Gwen comes to help him but she is unable to as Ben is too depressed. Ben cries out Azmuth's name for help. Behind him, Azmuth reveals to Ben the secrets to the Ultimatrix and how to defeat Vilgax and Albedo. Powerless, Ben along with Gwen, Kevin, and Max, go aboard Vilgax's ship and faces off with Vilgax to stop his invasion of Earth. Ben sets the Omnitrix on self-destruct when Vilgax refuses to surrender it and eventually the Omnitrix self-destructs, which causes Kevin to return to his normal self. Ben then sets Albedo's Ultimatrix to self-destruct as well, but Albedo gives the Ultimatrix to Ben and shuts off the self-destruct. With the Omnitrix destroyed, Ben goes off and fights Vilgax with Swampfire from the Ultimatrix, but since Swampfire is too weak, he soon becomes Ultimate Swampfire and fights Vilgax while Gwen and Max take control of Vilgax's ship which is about to crash onto Earth. As the ship sinks underwater, Ben escapes Vilgax's true alien form, a giant octopus-like creature, and comes to surface as Jetray where Gwen, Kevin and Max are floating after the ship's fusion drive explodes, apparently with Ben still inside it. Ben appears shortly afterwards and the whole gang hugs. Kevin wondered if Vilgax is alive and if he will return, but Ben says, "If he ever does, it's hero time!".	Max arrives and frees Ben and the gang and gives Gwen her old spell book which she uses to cast a teleportation spell that allows the gang to escape. Vilgax betrays Albedo, keeping the Omnitrix (against their deal) and uses it to turn his army of bioids into Humongousaurs. Albedo fights and defeats most of them as Ultimate Humongousaur but they eventually defeat him. Ashamed from what he recently did, Ben runs away into the forest where Gwen comes to help him but she is unable to as Ben is too depressed. Ben cries out Azmuth's name for help. Behind him, Azmuth reveals to Ben the secrets to the Ultimatrix and how to defeat Vilgax and Albedo. Powerless, Ben along with Gwen, Kevin, and Max, go aboard Vilgax's ship and faces off with Vilgax to stop his invasion of Earth. Ben sets the Omnitrix on self-destruct when Vilgax refuses to surrender it and eventually the Omnitrix self-destructs, which causes Kevin to return to his normal self. Ben then sets Albedo's Ultimatrix to self-destruct as well, but Albedo gives the Ultimatrix to Ben and shuts off the self-destruct. With the Omnitrix destroyed, Ben goes off and fights Vilgax with Swampfire from the Ultimatrix, but since Swampfire is too weak, he soon becomes Ultimate Swampfire and fights Vilgax while Gwen and Max take control of Vilgax's ship which is about to crash onto Earth. As the ship sinks underwater, Ben escapes Vilgax's true alien form, a giant octopus-like creature, and comes to surface as Jetray where Gwen, Kevin and Max are floating after the ship's fusion drive explodes, apparently with Ben still inside it. Ben appears shortly afterwards and the whole gang hugs. Kevin wondered if Vilgax is alive and if he will return, but Ben says, "If he ever does, it's hero time!".	Max arrives and frees Ben and the gang and gives Gwen her old spell book which she uses to cast a teleportation spell that allows the gang to escape. Vilgax betrays Albedo, keeping the Omnitrix (against their deal) and uses it to turn his army of bioids into Humongousaurs. Albedo fights and defeats most of them as Ultimate Humongousaur but they eventually defeat him. Ashamed from what he recently did, Ben runs away into the forest where Gwen comes to help him but she is unable to as Ben is too depressed. Ben cries out Azmuth's name for help. Behind him, Azmuth reveals to Ben the secrets to the Ultimatrix and how to defeat Vilgax and Albedo. Powerless, Ben along with Gwen, Kevin, and Max, go aboard Vilgax's ship and faces off with Vilgax to stop his invasion of Earth. Ben sets the Omnitrix on self-destruct when Vilgax refuses to surrender it and eventually the Omnitrix self-destructs, which causes Kevin to return to his normal self. Ben then sets Albedo's Ultimatrix to self-destruct as well, but Albedo gives the Ultimatrix to Ben and shuts off the self-destruct. With the Omnitrix destroyed, Ben goes off and fights Vilgax with Swampfire from the Ultimatrix, but since Swampfire is too weak, he soon becomes Ultimate Swampfire and fights Vilgax while Gwen and Max take control of Vilgax's ship which is about to crash onto Earth. As the ship sinks underwater, Ben escapes Vilgax's true alien form, a giant octopus-like creature, and comes to surface as Jetray where Gwen, Kevin and Max are floating after the ship's fusion drive explodes, apparently with Ben still inside it. Ben appears shortly afterwards and the whole gang hugs. Kevin wondered if Vilgax is alive and if he will return, but Ben says, "If he ever does, it's hero time!".	Max arrives and frees Ben and the gang and gives Gwen her old spell book which she uses to cast a teleportation spell that allows the gang to escape. Vilgax betrays Albedo, keeping the Omnitrix (against their deal) and uses it to turn his army of bioids into Humongousaurs. Albedo fights and defeats most of them as Ultimate Humongousaur but they eventually defeat him. Ashamed from what he recently did, Ben runs away into the forest where Gwen comes to help him but she is unable to as Ben is too depressed. Ben cries out Azmuth's name for help. Behind him, Azmuth reveals to Ben the secrets to the Ultimatrix and how to defeat Vilgax and Albedo. Powerless, Ben along with Gwen, Kevin, and Max, go aboard Vilgax's ship and faces off with Vilgax to stop his invasion of Earth. Ben sets the Omnitrix on self-destruct when Vilgax refuses to surrender it and eventually the Omnitrix self-destructs, which causes Kevin to return to his normal self. Ben then sets Albedo's Ultimatrix to self-destruct as well, but Albedo gives the Ultimatrix to Ben and shuts off the self-destruct. With the Omnitrix destroyed, Ben goes off and fights Vilgax with Swampfire from the Ultimatrix, but since Swampfire is too weak, he soon becomes Ultimate Swampfire and fights Vilgax while Gwen and Max take control of Vilgax's ship which is about to crash onto Earth. As the ship sinks underwater, Ben escapes Vilgax's true alien form, a giant octopus-like creature, and comes to surface as Jetray where Gwen, Kevin and Max are floating after the ship's fusion drive explodes, apparently with Ben still inside it. Ben appears shortly afterwards and the whole gang hugs. Kevin wondered if Vilgax is alive and if he will return, but Ben says, "If he ever does, it's hero time!".	Max arrives and frees Ben and the gang and gives Gwen her old spell book which she uses to cast a teleportation spell that allows the gang to escape. Vilgax betrays Albedo, keeping the Omnitrix (against their deal) and uses it to turn his army of bioids into Humongousaurs. Albedo fights and defeats most of them as Ultimate Humongousaur but they eventually defeat him. Ashamed from what he recently did, Ben runs away into the forest where Gwen comes to help him but she is unable to as Ben is too depressed. Ben cries out Azmuth's name for help. Behind him, Azmuth reveals to Ben the secrets to the Ultimatrix and how to defeat Vilgax and Albedo. Powerless, Ben along with Gwen, Kevin, and Max, go aboard Vilgax's ship and faces off with Vilgax to stop his invasion of Earth. Ben sets the Omnitrix on self-destruct when Vilgax refuses to surrender it and eventually the Omnitrix self-destructs, which causes Kevin to return to his normal self. Ben then sets Albedo's Ultimatrix to self-destruct as well, but Albedo gives the Ultimatrix to Ben and shuts off the self-destruct. With the Omnitrix destroyed, Ben goes off and fights Vilgax with Swampfire from the Ultimatrix, but since Swampfire is too weak, he soon becomes Ultimate Swampfire and fights Vilgax while Gwen and Max take control of Vilgax's ship which is about to crash onto Earth. As the ship sinks underwater, Ben escapes Vilgax's true alien form, a giant octopus-like creature, and comes to surface as Jetray where Gwen, Kevin and Max are floating after the ship's fusion drive explodes, apparently with Ben still inside it. Ben appears shortly afterwards and the whole gang hugs. Kevin wondered if Vilgax is alive and if he will return, but Ben says, "If he ever does, it's hero time!".
===Ben 10: Ultimate Alien===
====Season 1====
# 	Title 	Original air date 	 	 	 	
1 	"Fame" 	April 23, 2010 	 	 	 	
Ben's secret identity is revealed to the entire world, and he is now a superhero loved everywhere by kids and teenagers, but distrusted by many adults. Kevin and Gwen find out who revealed Ben's secret and where he lives, and the three go to "pay him a visit". The informant turns out to be a young boy named Jimmy Jones, who has followed Ben's exploits ever since he was ten-years old. With Jimmy's help, Ben and company discover a series of alien attacks in Florida. The unknown alien steals a nuclear device from a prototype interstellar rocket. They follow the alien to his ship, which he intends to launch using the nuke, which would destroy central Florida. Ben fights him as Spidermonkey, but proves to be too strong for him, so Ben turns into Ultimate Spidermonkey, with the Ultimatrix, defeating the alien with ease. Once defeated, the alien, named Bivalvan, reveals he is from the Andromeda Galaxy who was kidnapped by an alien named Aggregor. He is left restrained, with assurance that the Plumbers will be along to bring him back home. Ben reluctantly returns to school with some encouragement from Julie. The students greet him with applause, including his old bullies Cash and JT. Meanwhile, Bivalvan is found and recaptured by Aggregor.
Ultimatrix Alien Debuts: Humungousaur (Ultimate Alien Debut), Jetray (Ultimate Alien Debut), Chromastone(Ultimate Alien Debut), Spidermonkey (Ultimate Alien Debut), Ultimate Spidermonkey (official Debut)	
Ben's secret identity is revealed to the entire world, and he is now a superhero loved everywhere by kids and teenagers, but distrusted by many adults. Kevin and Gwen find out who revealed Ben's secret and where he lives, and the three go to "pay him a visit". The informant turns out to be a young boy named Jimmy Jones, who has followed Ben's exploits ever since he was ten-years old. With Jimmy's help, Ben and company discover a series of alien attacks in Florida. The unknown alien steals a nuclear device from a prototype interstellar rocket. They follow the alien to his ship, which he intends to launch using the nuke, which would destroy central Florida. Ben fights him as Spidermonkey, but proves to be too strong for him, so Ben turns into Ultimate Spidermonkey, with the Ultimatrix, defeating the alien with ease. Once defeated, the alien, named Bivalvan, reveals he is from the Andromeda Galaxy who was kidnapped by an alien named Aggregor. He is left restrained, with assurance that the Plumbers will be along to bring him back home. Ben reluctantly returns to school with some encouragement from Julie. The students greet him with applause, including his old bullies Cash and JT. Meanwhile, Bivalvan is found and recaptured by Aggregor.
Ultimatrix Alien Debuts: Humungousaur (Ultimate Alien Debut), Jetray (Ultimate Alien Debut), Chromastone(Ultimate Alien Debut), Spidermonkey (Ultimate Alien Debut), Ultimate Spidermonkey (official Debut)	
Ben's secret identity is revealed to the entire world, and he is now a superhero loved everywhere by kids and teenagers, but distrusted by many adults. Kevin and Gwen find out who revealed Ben's secret and where he lives, and the three go to "pay him a visit". The informant turns out to be a young boy named Jimmy Jones, who has followed Ben's exploits ever since he was ten-years old. With Jimmy's help, Ben and company discover a series of alien attacks in Florida. The unknown alien steals a nuclear device from a prototype interstellar rocket. They follow the alien to his ship, which he intends to launch using the nuke, which would destroy central Florida. Ben fights him as Spidermonkey, but proves to be too strong for him, so Ben turns into Ultimate Spidermonkey, with the Ultimatrix, defeating the alien with ease. Once defeated, the alien, named Bivalvan, reveals he is from the Andromeda Galaxy who was kidnapped by an alien named Aggregor. He is left restrained, with assurance that the Plumbers will be along to bring him back home. Ben reluctantly returns to school with some encouragement from Julie. The students greet him with applause, including his old bullies Cash and JT. Meanwhile, Bivalvan is found and recaptured by Aggregor.
Ultimatrix Alien Debuts: Humungousaur (Ultimate Alien Debut), Jetray (Ultimate Alien Debut), Chromastone(Ultimate Alien Debut), Spidermonkey (Ultimate Alien Debut), Ultimate Spidermonkey (official Debut)	
Ben's secret identity is revealed to the entire world, and he is now a superhero loved everywhere by kids and teenagers, but distrusted by many adults. Kevin and Gwen find out who revealed Ben's secret and where he lives, and the three go to "pay him a visit". The informant turns out to be a young boy named Jimmy Jones, who has followed Ben's exploits ever since he was ten-years old. With Jimmy's help, Ben and company discover a series of alien attacks in Florida. The unknown alien steals a nuclear device from a prototype interstellar rocket. They follow the alien to his ship, which he intends to launch using the nuke, which would destroy central Florida. Ben fights him as Spidermonkey, but proves to be too strong for him, so Ben turns into Ultimate Spidermonkey, with the Ultimatrix, defeating the alien with ease. Once defeated, the alien, named Bivalvan, reveals he is from the Andromeda Galaxy who was kidnapped by an alien named Aggregor. He is left restrained, with assurance that the Plumbers will be along to bring him back home. Ben reluctantly returns to school with some encouragement from Julie. The students greet him with applause, including his old bullies Cash and JT. Meanwhile, Bivalvan is found and recaptured by Aggregor.
Ultimatrix Alien Debuts: Humungousaur (Ultimate Alien Debut), Jetray (Ultimate Alien Debut), Chromastone(Ultimate Alien Debut), Spidermonkey (Ultimate Alien Debut), Ultimate Spidermonkey (official Debut)	
Ben's secret identity is revealed to the entire world, and he is now a superhero loved everywhere by kids and teenagers, but distrusted by many adults. Kevin and Gwen find out who revealed Ben's secret and where he lives, and the three go to "pay him a visit". The informant turns out to be a young boy named Jimmy Jones, who has followed Ben's exploits ever since he was ten-years old. With Jimmy's help, Ben and company discover a series of alien attacks in Florida. The unknown alien steals a nuclear device from a prototype interstellar rocket. They follow the alien to his ship, which he intends to launch using the nuke, which would destroy central Florida. Ben fights him as Spidermonkey, but proves to be too strong for him, so Ben turns into Ultimate Spidermonkey, with the Ultimatrix, defeating the alien with ease. Once defeated, the alien, named Bivalvan, reveals he is from the Andromeda Galaxy who was kidnapped by an alien named Aggregor. He is left restrained, with assurance that the Plumbers will be along to bring him back home. Ben reluctantly returns to school with some encouragement from Julie. The students greet him with applause, including his old bullies Cash and JT. Meanwhile, Bivalvan is found and recaptured by Aggregor.
Ultimatrix Alien Debuts: Humungousaur (Ultimate Alien Debut), Jetray (Ultimate Alien Debut), Chromastone(Ultimate Alien Debut), Spidermonkey (Ultimate Alien Debut), Ultimate Spidermonkey (official Debut)	
Ben's secret identity is revealed to the entire world, and he is now a superhero loved everywhere by kids and teenagers, but distrusted by many adults. Kevin and Gwen find out who revealed Ben's secret and where he lives, and the three go to "pay him a visit". The informant turns out to be a young boy named Jimmy Jones, who has followed Ben's exploits ever since he was ten-years old. With Jimmy's help, Ben and company discover a series of alien attacks in Florida. The unknown alien steals a nuclear device from a prototype interstellar rocket. They follow the alien to his ship, which he intends to launch using the nuke, which would destroy central Florida. Ben fights him as Spidermonkey, but proves to be too strong for him, so Ben turns into Ultimate Spidermonkey, with the Ultimatrix, defeating the alien with ease. Once defeated, the alien, named Bivalvan, reveals he is from the Andromeda Galaxy who was kidnapped by an alien named Aggregor. He is left restrained, with assurance that the Plumbers will be along to bring him back home. Ben reluctantly returns to school with some encouragement from Julie. The students greet him with applause, including his old bullies Cash and JT. Meanwhile, Bivalvan is found and recaptured by Aggregor.
Ultimatrix Alien Debuts: Humungousaur (Ultimate Alien Debut), Jetray (Ultimate Alien Debut), Chromastone(Ultimate Alien Debut), Spidermonkey (Ultimate Alien Debut), Ultimate Spidermonkey (official Debut)	
Ben's secret identity is revealed to the entire world, and he is now a superhero loved everywhere by kids and teenagers, but distrusted by many adults. Kevin and Gwen find out who revealed Ben's secret and where he lives, and the three go to "pay him a visit". The informant turns out to be a young boy named Jimmy Jones, who has followed Ben's exploits ever since he was ten-years old. With Jimmy's help, Ben and company discover a series of alien attacks in Florida. The unknown alien steals a nuclear device from a prototype interstellar rocket. They follow the alien to his ship, which he intends to launch using the nuke, which would destroy central Florida. Ben fights him as Spidermonkey, but proves to be too strong for him, so Ben turns into Ultimate Spidermonkey, with the Ultimatrix, defeating the alien with ease. Once defeated, the alien, named Bivalvan, reveals he is from the Andromeda Galaxy who was kidnapped by an alien named Aggregor. He is left restrained, with assurance that the Plumbers will be along to bring him back home. Ben reluctantly returns to school with some encouragement from Julie. The students greet him with applause, including his old bullies Cash and JT. Meanwhile, Bivalvan is found and recaptured by Aggregor.
Ultimatrix Alien Debuts: Humungousaur (Ultimate Alien Debut), Jetray (Ultimate Alien Debut), Chromastone(Ultimate Alien Debut), Spidermonkey (Ultimate Alien Debut), Ultimate Spidermonkey (official Debut)
2 	"Duped" 	April 30, 2010 	 	 	 	
After trashing a Plasma Beam Tank belonging to the Forever Knights, Ben decides he needs to be in three places at once: 1) go to Julie's tennis game, 2) He has to fight the Forever Knights with Kevin, and 3) see the Sumo Slammers 3D movie. Using Echo Echo, he divides himself into three copies and transforms back into human form, creating three of himself. However, each is one part of his personality: one is logical, one is sensitive, and one is immature and insensitive. The sensitive Ben goes with Kevin to the museum, the insensitive Ben stays to watch Julie's match, and the logical Ben goes to see Sumo Slammers. Insensitive Ben proceeds to embarrass Julie while sensitive Ben cannot properly fight. When the Forever Knights steal a Aztec Battle Armor, Ben calls in his other selves for assistance, only to quickly realize that none of them are good fighters alone. He recombines into one and uses Lodestar to separate the armor, destroying it. Ben tries to apologize to Julie, which she almost accepts, until he admits he already went to see the Sumo Slammers movie when she suggests they go see it. Furious with Ben, Julie storms off with Gwen and Kevin right behind her leaving him alone to repent for what he has done in order to gain back their trust.
Ultimatrix Alien Debuts: Rath (Ultimate Alien Debut), Echo Echo (Ultimate Alien Debut), Big Chill (Ultimate Alien Debut), Cannonbolt (Ultimate Alien Debut), Upchuck (Ultimate Alien Debut), Lodestar (Ultimate Alien Debut),	
After trashing a Plasma Beam Tank belonging to the Forever Knights, Ben decides he needs to be in three places at once: 1) go to Julie's tennis game, 2) He has to fight the Forever Knights with Kevin, and 3) see the Sumo Slammers 3D movie. Using Echo Echo, he divides himself into three copies and transforms back into human form, creating three of himself. However, each is one part of his personality: one is logical, one is sensitive, and one is immature and insensitive. The sensitive Ben goes with Kevin to the museum, the insensitive Ben stays to watch Julie's match, and the logical Ben goes to see Sumo Slammers. Insensitive Ben proceeds to embarrass Julie while sensitive Ben cannot properly fight. When the Forever Knights steal a Aztec Battle Armor, Ben calls in his other selves for assistance, only to quickly realize that none of them are good fighters alone. He recombines into one and uses Lodestar to separate the armor, destroying it. Ben tries to apologize to Julie, which she almost accepts, until he admits he already went to see the Sumo Slammers movie when she suggests they go see it. Furious with Ben, Julie storms off with Gwen and Kevin right behind her leaving him alone to repent for what he has done in order to gain back their trust.
Ultimatrix Alien Debuts: Rath (Ultimate Alien Debut), Echo Echo (Ultimate Alien Debut), Big Chill (Ultimate Alien Debut), Cannonbolt (Ultimate Alien Debut), Upchuck (Ultimate Alien Debut), Lodestar (Ultimate Alien Debut),	
After trashing a Plasma Beam Tank belonging to the Forever Knights, Ben decides he needs to be in three places at once: 1) go to Julie's tennis game, 2) He has to fight the Forever Knights with Kevin, and 3) see the Sumo Slammers 3D movie. Using Echo Echo, he divides himself into three copies and transforms back into human form, creating three of himself. However, each is one part of his personality: one is logical, one is sensitive, and one is immature and insensitive. The sensitive Ben goes with Kevin to the museum, the insensitive Ben stays to watch Julie's match, and the logical Ben goes to see Sumo Slammers. Insensitive Ben proceeds to embarrass Julie while sensitive Ben cannot properly fight. When the Forever Knights steal a Aztec Battle Armor, Ben calls in his other selves for assistance, only to quickly realize that none of them are good fighters alone. He recombines into one and uses Lodestar to separate the armor, destroying it. Ben tries to apologize to Julie, which she almost accepts, until he admits he already went to see the Sumo Slammers movie when she suggests they go see it. Furious with Ben, Julie storms off with Gwen and Kevin right behind her leaving him alone to repent for what he has done in order to gain back their trust.
Ultimatrix Alien Debuts: Rath (Ultimate Alien Debut), Echo Echo (Ultimate Alien Debut), Big Chill (Ultimate Alien Debut), Cannonbolt (Ultimate Alien Debut), Upchuck (Ultimate Alien Debut), Lodestar (Ultimate Alien Debut),	
After trashing a Plasma Beam Tank belonging to the Forever Knights, Ben decides he needs to be in three places at once: 1) go to Julie's tennis game, 2) He has to fight the Forever Knights with Kevin, and 3) see the Sumo Slammers 3D movie. Using Echo Echo, he divides himself into three copies and transforms back into human form, creating three of himself. However, each is one part of his personality: one is logical, one is sensitive, and one is immature and insensitive. The sensitive Ben goes with Kevin to the museum, the insensitive Ben stays to watch Julie's match, and the logical Ben goes to see Sumo Slammers. Insensitive Ben proceeds to embarrass Julie while sensitive Ben cannot properly fight. When the Forever Knights steal a Aztec Battle Armor, Ben calls in his other selves for assistance, only to quickly realize that none of them are good fighters alone. He recombines into one and uses Lodestar to separate the armor, destroying it. Ben tries to apologize to Julie, which she almost accepts, until he admits he already went to see the Sumo Slammers movie when she suggests they go see it. Furious with Ben, Julie storms off with Gwen and Kevin right behind her leaving him alone to repent for what he has done in order to gain back their trust.
Ultimatrix Alien Debuts: Rath (Ultimate Alien Debut), Echo Echo (Ultimate Alien Debut), Big Chill (Ultimate Alien Debut), Cannonbolt (Ultimate Alien Debut), Upchuck (Ultimate Alien Debut), Lodestar (Ultimate Alien Debut),	
After trashing a Plasma Beam Tank belonging to the Forever Knights, Ben decides he needs to be in three places at once: 1) go to Julie's tennis game, 2) He has to fight the Forever Knights with Kevin, and 3) see the Sumo Slammers 3D movie. Using Echo Echo, he divides himself into three copies and transforms back into human form, creating three of himself. However, each is one part of his personality: one is logical, one is sensitive, and one is immature and insensitive. The sensitive Ben goes with Kevin to the museum, the insensitive Ben stays to watch Julie's match, and the logical Ben goes to see Sumo Slammers. Insensitive Ben proceeds to embarrass Julie while sensitive Ben cannot properly fight. When the Forever Knights steal a Aztec Battle Armor, Ben calls in his other selves for assistance, only to quickly realize that none of them are good fighters alone. He recombines into one and uses Lodestar to separate the armor, destroying it. Ben tries to apologize to Julie, which she almost accepts, until he admits he already went to see the Sumo Slammers movie when she suggests they go see it. Furious with Ben, Julie storms off with Gwen and Kevin right behind her leaving him alone to repent for what he has done in order to gain back their trust.
Ultimatrix Alien Debuts: Rath (Ultimate Alien Debut), Echo Echo (Ultimate Alien Debut), Big Chill (Ultimate Alien Debut), Cannonbolt (Ultimate Alien Debut), Upchuck (Ultimate Alien Debut), Lodestar (Ultimate Alien Debut),	
After trashing a Plasma Beam Tank belonging to the Forever Knights, Ben decides he needs to be in three places at once: 1) go to Julie's tennis game, 2) He has to fight the Forever Knights with Kevin, and 3) see the Sumo Slammers 3D movie. Using Echo Echo, he divides himself into three copies and transforms back into human form, creating three of himself. However, each is one part of his personality: one is logical, one is sensitive, and one is immature and insensitive. The sensitive Ben goes with Kevin to the museum, the insensitive Ben stays to watch Julie's match, and the logical Ben goes to see Sumo Slammers. Insensitive Ben proceeds to embarrass Julie while sensitive Ben cannot properly fight. When the Forever Knights steal a Aztec Battle Armor, Ben calls in his other selves for assistance, only to quickly realize that none of them are good fighters alone. He recombines into one and uses Lodestar to separate the armor, destroying it. Ben tries to apologize to Julie, which she almost accepts, until he admits he already went to see the Sumo Slammers movie when she suggests they go see it. Furious with Ben, Julie storms off with Gwen and Kevin right behind her leaving him alone to repent for what he has done in order to gain back their trust.
Ultimatrix Alien Debuts: Rath (Ultimate Alien Debut), Echo Echo (Ultimate Alien Debut), Big Chill (Ultimate Alien Debut), Cannonbolt (Ultimate Alien Debut), Upchuck (Ultimate Alien Debut), Lodestar (Ultimate Alien Debut),	
After trashing a Plasma Beam Tank belonging to the Forever Knights, Ben decides he needs to be in three places at once: 1) go to Julie's tennis game, 2) He has to fight the Forever Knights with Kevin, and 3) see the Sumo Slammers 3D movie. Using Echo Echo, he divides himself into three copies and transforms back into human form, creating three of himself. However, each is one part of his personality: one is logical, one is sensitive, and one is immature and insensitive. The sensitive Ben goes with Kevin to the museum, the insensitive Ben stays to watch Julie's match, and the logical Ben goes to see Sumo Slammers. Insensitive Ben proceeds to embarrass Julie while sensitive Ben cannot properly fight. When the Forever Knights steal a Aztec Battle Armor, Ben calls in his other selves for assistance, only to quickly realize that none of them are good fighters alone. He recombines into one and uses Lodestar to separate the armor, destroying it. Ben tries to apologize to Julie, which she almost accepts, until he admits he already went to see the Sumo Slammers movie when she suggests they go see it. Furious with Ben, Julie storms off with Gwen and Kevin right behind her leaving him alone to repent for what he has done in order to gain back their trust.
Ultimatrix Alien Debuts: Rath (Ultimate Alien Debut), Echo Echo (Ultimate Alien Debut), Big Chill (Ultimate Alien Debut), Cannonbolt (Ultimate Alien Debut), Upchuck (Ultimate Alien Debut), Lodestar (Ultimate Alien Debut),
3 	"Hit 'Em Where they Live" 	May 7, 2010 	 	 	 	
Ben's enemies are targeting his parents now that he's famous. Max, unable to deal with them alone following a fight with Sevenseven, has to enlist Ben's aid. Vulkanus, Charmcaster, and Zombozo try to attack Ben's dad, Carl, but Ben, Gwen, and Kevin intercept them. Realizing that, as a team, Ben and his friends are too strong to beat, Zombozo decides to "divide and conquer". He kidnaps Ben's mother, Sandra, knocking out Gwen who tried to protect her, and hides her in a carnival to lure the team out and separate them, but Ben and Kevin manage to beat Vulkanus and Charmcaster respectively, with Ben using Ultimate Big Chill. Gwen is left to fight Zombozo, and briefly uses her Anodite form to scare him into leaving their families alone and to spread the word to every other villain.
Ultimatrix Alien Debuts: Swampfire (Ultimate Alien Debut), Ultimate Big Chill (official Debut) 	
Ben's enemies are targeting his parents now that he's famous. Max, unable to deal with them alone following a fight with Sevenseven, has to enlist Ben's aid. Vulkanus, Charmcaster, and Zombozo try to attack Ben's dad, Carl, but Ben, Gwen, and Kevin intercept them. Realizing that, as a team, Ben and his friends are too strong to beat, Zombozo decides to "divide and conquer". He kidnaps Ben's mother, Sandra, knocking out Gwen who tried to protect her, and hides her in a carnival to lure the team out and separate them, but Ben and Kevin manage to beat Vulkanus and Charmcaster respectively, with Ben using Ultimate Big Chill. Gwen is left to fight Zombozo, and briefly uses her Anodite form to scare him into leaving their families alone and to spread the word to every other villain.
Ultimatrix Alien Debuts: Swampfire (Ultimate Alien Debut), Ultimate Big Chill (official Debut) 	
Ben's enemies are targeting his parents now that he's famous. Max, unable to deal with them alone following a fight with Sevenseven, has to enlist Ben's aid. Vulkanus, Charmcaster, and Zombozo try to attack Ben's dad, Carl, but Ben, Gwen, and Kevin intercept them. Realizing that, as a team, Ben and his friends are too strong to beat, Zombozo decides to "divide and conquer". He kidnaps Ben's mother, Sandra, knocking out Gwen who tried to protect her, and hides her in a carnival to lure the team out and separate them, but Ben and Kevin manage to beat Vulkanus and Charmcaster respectively, with Ben using Ultimate Big Chill. Gwen is left to fight Zombozo, and briefly uses her Anodite form to scare him into leaving their families alone and to spread the word to every other villain.
Ultimatrix Alien Debuts: Swampfire (Ultimate Alien Debut), Ultimate Big Chill (official Debut) 	
Ben's enemies are targeting his parents now that he's famous. Max, unable to deal with them alone following a fight with Sevenseven, has to enlist Ben's aid. Vulkanus, Charmcaster, and Zombozo try to attack Ben's dad, Carl, but Ben, Gwen, and Kevin intercept them. Realizing that, as a team, Ben and his friends are too strong to beat, Zombozo decides to "divide and conquer". He kidnaps Ben's mother, Sandra, knocking out Gwen who tried to protect her, and hides her in a carnival to lure the team out and separate them, but Ben and Kevin manage to beat Vulkanus and Charmcaster respectively, with Ben using Ultimate Big Chill. Gwen is left to fight Zombozo, and briefly uses her Anodite form to scare him into leaving their families alone and to spread the word to every other villain.
Ultimatrix Alien Debuts: Swampfire (Ultimate Alien Debut), Ultimate Big Chill (official Debut) 	
Ben's enemies are targeting his parents now that he's famous. Max, unable to deal with them alone following a fight with Sevenseven, has to enlist Ben's aid. Vulkanus, Charmcaster, and Zombozo try to attack Ben's dad, Carl, but Ben, Gwen, and Kevin intercept them. Realizing that, as a team, Ben and his friends are too strong to beat, Zombozo decides to "divide and conquer". He kidnaps Ben's mother, Sandra, knocking out Gwen who tried to protect her, and hides her in a carnival to lure the team out and separate them, but Ben and Kevin manage to beat Vulkanus and Charmcaster respectively, with Ben using Ultimate Big Chill. Gwen is left to fight Zombozo, and briefly uses her Anodite form to scare him into leaving their families alone and to spread the word to every other villain.
Ultimatrix Alien Debuts: Swampfire (Ultimate Alien Debut), Ultimate Big Chill (official Debut) 	
Ben's enemies are targeting his parents now that he's famous. Max, unable to deal with them alone following a fight with Sevenseven, has to enlist Ben's aid. Vulkanus, Charmcaster, and Zombozo try to attack Ben's dad, Carl, but Ben, Gwen, and Kevin intercept them. Realizing that, as a team, Ben and his friends are too strong to beat, Zombozo decides to "divide and conquer". He kidnaps Ben's mother, Sandra, knocking out Gwen who tried to protect her, and hides her in a carnival to lure the team out and separate them, but Ben and Kevin manage to beat Vulkanus and Charmcaster respectively, with Ben using Ultimate Big Chill. Gwen is left to fight Zombozo, and briefly uses her Anodite form to scare him into leaving their families alone and to spread the word to every other villain.
Ultimatrix Alien Debuts: Swampfire (Ultimate Alien Debut), Ultimate Big Chill (official Debut) 	
Ben's enemies are targeting his parents now that he's famous. Max, unable to deal with them alone following a fight with Sevenseven, has to enlist Ben's aid. Vulkanus, Charmcaster, and Zombozo try to attack Ben's dad, Carl, but Ben, Gwen, and Kevin intercept them. Realizing that, as a team, Ben and his friends are too strong to beat, Zombozo decides to "divide and conquer". He kidnaps Ben's mother, Sandra, knocking out Gwen who tried to protect her, and hides her in a carnival to lure the team out and separate them, but Ben and Kevin manage to beat Vulkanus and Charmcaster respectively, with Ben using Ultimate Big Chill. Gwen is left to fight Zombozo, and briefly uses her Anodite form to scare him into leaving their families alone and to spread the word to every other villain.
Ultimatrix Alien Debuts: Swampfire (Ultimate Alien Debut), Ultimate Big Chill (official Debut)
4 	"Video Games" 	May 14, 2010 	 	 	 	
While Gwen and Kevin are fighting each other about bad driving teaching of Kevin, Ben's celebrity status lands him in a starring role in a video game. Using motion capture technology, they record the moves of his various alien forms to integrate them into the game. In reality, however, the video game offer is a ruse by TV reporter Will Harangue and his assistant Oliver as part of his plan to create a robot to defeat Ben. After defeating Ben twice and trashing his reputation, Harangue challenges Ben to a final showdown on live TV. Unable to defeat the robot conventionally, Ben realizes what Harangue has done and uses Nanomech, the one alien he couldn't get data on, to destroy the robot from within.
Ultimatrix Alien Debuts: Four Arms (Ultimate Alien Debut), Nanomech (Ultimate Alien Debut), Way Big (Ultimate Alien Debut) 	
While Gwen and Kevin are fighting each other about bad driving teaching of Kevin, Ben's celebrity status lands him in a starring role in a video game. Using motion capture technology, they record the moves of his various alien forms to integrate them into the game. In reality, however, the video game offer is a ruse by TV reporter Will Harangue and his assistant Oliver as part of his plan to create a robot to defeat Ben. After defeating Ben twice and trashing his reputation, Harangue challenges Ben to a final showdown on live TV. Unable to defeat the robot conventionally, Ben realizes what Harangue has done and uses Nanomech, the one alien he couldn't get data on, to destroy the robot from within.
Ultimatrix Alien Debuts: Four Arms (Ultimate Alien Debut), Nanomech (Ultimate Alien Debut), Way Big (Ultimate Alien Debut) 	
While Gwen and Kevin are fighting each other about bad driving teaching of Kevin, Ben's celebrity status lands him in a starring role in a video game. Using motion capture technology, they record the moves of his various alien forms to integrate them into the game. In reality, however, the video game offer is a ruse by TV reporter Will Harangue and his assistant Oliver as part of his plan to create a robot to defeat Ben. After defeating Ben twice and trashing his reputation, Harangue challenges Ben to a final showdown on live TV. Unable to defeat the robot conventionally, Ben realizes what Harangue has done and uses Nanomech, the one alien he couldn't get data on, to destroy the robot from within.
Ultimatrix Alien Debuts: Four Arms (Ultimate Alien Debut), Nanomech (Ultimate Alien Debut), Way Big (Ultimate Alien Debut) 	
While Gwen and Kevin are fighting each other about bad driving teaching of Kevin, Ben's celebrity status lands him in a starring role in a video game. Using motion capture technology, they record the moves of his various alien forms to integrate them into the game. In reality, however, the video game offer is a ruse by TV reporter Will Harangue and his assistant Oliver as part of his plan to create a robot to defeat Ben. After defeating Ben twice and trashing his reputation, Harangue challenges Ben to a final showdown on live TV. Unable to defeat the robot conventionally, Ben realizes what Harangue has done and uses Nanomech, the one alien he couldn't get data on, to destroy the robot from within.
Ultimatrix Alien Debuts: Four Arms (Ultimate Alien Debut), Nanomech (Ultimate Alien Debut), Way Big (Ultimate Alien Debut) 	
While Gwen and Kevin are fighting each other about bad driving teaching of Kevin, Ben's celebrity status lands him in a starring role in a video game. Using motion capture technology, they record the moves of his various alien forms to integrate them into the game. In reality, however, the video game offer is a ruse by TV reporter Will Harangue and his assistant Oliver as part of his plan to create a robot to defeat Ben. After defeating Ben twice and trashing his reputation, Harangue challenges Ben to a final showdown on live TV. Unable to defeat the robot conventionally, Ben realizes what Harangue has done and uses Nanomech, the one alien he couldn't get data on, to destroy the robot from within.
Ultimatrix Alien Debuts: Four Arms (Ultimate Alien Debut), Nanomech (Ultimate Alien Debut), Way Big (Ultimate Alien Debut) 	
While Gwen and Kevin are fighting each other about bad driving teaching of Kevin, Ben's celebrity status lands him in a starring role in a video game. Using motion capture technology, they record the moves of his various alien forms to integrate them into the game. In reality, however, the video game offer is a ruse by TV reporter Will Harangue and his assistant Oliver as part of his plan to create a robot to defeat Ben. After defeating Ben twice and trashing his reputation, Harangue challenges Ben to a final showdown on live TV. Unable to defeat the robot conventionally, Ben realizes what Harangue has done and uses Nanomech, the one alien he couldn't get data on, to destroy the robot from within.
Ultimatrix Alien Debuts: Four Arms (Ultimate Alien Debut), Nanomech (Ultimate Alien Debut), Way Big (Ultimate Alien Debut) 	
While Gwen and Kevin are fighting each other about bad driving teaching of Kevin, Ben's celebrity status lands him in a starring role in a video game. Using motion capture technology, they record the moves of his various alien forms to integrate them into the game. In reality, however, the video game offer is a ruse by TV reporter Will Harangue and his assistant Oliver as part of his plan to create a robot to defeat Ben. After defeating Ben twice and trashing his reputation, Harangue challenges Ben to a final showdown on live TV. Unable to defeat the robot conventionally, Ben realizes what Harangue has done and uses Nanomech, the one alien he couldn't get data on, to destroy the robot from within.
Ultimatrix Alien Debuts: Four Arms (Ultimate Alien Debut), Nanomech (Ultimate Alien Debut), Way Big (Ultimate Alien Debut)
5 	"Escape from Aggregor" 	May 21, 2010 	 	 	 	
A turtle-like alien is causing a rampage in Bellwood. After managing to draw Ben out, who uses Ultimate Big Chill against him, and once Gwen convinces them to use the translators in their badges, he explains that he determined this to be the easiest method of finding Ben. The alien, named Galapagus, tells of how he escaped from Aggregor alongside four other aliens: Bivalvan, P'andor, Andreas and Ra'ad. Aggregor kidnapped them in a plot to permanently absorb all of their abilities. Though the aliens escaped from Aggregor's spaceship, they crash-landed on Earth. After Ben's Ultimatrix scans Galapagus' DNA, he arranges for the Plumbers to get Galapagus back to his home planet. Unfortunately for Galapagus, Aggregor was impersonating the Plumber, and recaptures him.
Ultimatrix Alien Debuts: Brainstorm (Ultimate Alien Debut) 	
A turtle-like alien is causing a rampage in Bellwood. After managing to draw Ben out, who uses Ultimate Big Chill against him, and once Gwen convinces them to use the translators in their badges, he explains that he determined this to be the easiest method of finding Ben. The alien, named Galapagus, tells of how he escaped from Aggregor alongside four other aliens: Bivalvan, P'andor, Andreas and Ra'ad. Aggregor kidnapped them in a plot to permanently absorb all of their abilities. Though the aliens escaped from Aggregor's spaceship, they crash-landed on Earth. After Ben's Ultimatrix scans Galapagus' DNA, he arranges for the Plumbers to get Galapagus back to his home planet. Unfortunately for Galapagus, Aggregor was impersonating the Plumber, and recaptures him.
Ultimatrix Alien Debuts: Brainstorm (Ultimate Alien Debut) 	
A turtle-like alien is causing a rampage in Bellwood. After managing to draw Ben out, who uses Ultimate Big Chill against him, and once Gwen convinces them to use the translators in their badges, he explains that he determined this to be the easiest method of finding Ben. The alien, named Galapagus, tells of how he escaped from Aggregor alongside four other aliens: Bivalvan, P'andor, Andreas and Ra'ad. Aggregor kidnapped them in a plot to permanently absorb all of their abilities. Though the aliens escaped from Aggregor's spaceship, they crash-landed on Earth. After Ben's Ultimatrix scans Galapagus' DNA, he arranges for the Plumbers to get Galapagus back to his home planet. Unfortunately for Galapagus, Aggregor was impersonating the Plumber, and recaptures him.
Ultimatrix Alien Debuts: Brainstorm (Ultimate Alien Debut) 	
A turtle-like alien is causing a rampage in Bellwood. After managing to draw Ben out, who uses Ultimate Big Chill against him, and once Gwen convinces them to use the translators in their badges, he explains that he determined this to be the easiest method of finding Ben. The alien, named Galapagus, tells of how he escaped from Aggregor alongside four other aliens: Bivalvan, P'andor, Andreas and Ra'ad. Aggregor kidnapped them in a plot to permanently absorb all of their abilities. Though the aliens escaped from Aggregor's spaceship, they crash-landed on Earth. After Ben's Ultimatrix scans Galapagus' DNA, he arranges for the Plumbers to get Galapagus back to his home planet. Unfortunately for Galapagus, Aggregor was impersonating the Plumber, and recaptures him.
Ultimatrix Alien Debuts: Brainstorm (Ultimate Alien Debut) 	
A turtle-like alien is causing a rampage in Bellwood. After managing to draw Ben out, who uses Ultimate Big Chill against him, and once Gwen convinces them to use the translators in their badges, he explains that he determined this to be the easiest method of finding Ben. The alien, named Galapagus, tells of how he escaped from Aggregor alongside four other aliens: Bivalvan, P'andor, Andreas and Ra'ad. Aggregor kidnapped them in a plot to permanently absorb all of their abilities. Though the aliens escaped from Aggregor's spaceship, they crash-landed on Earth. After Ben's Ultimatrix scans Galapagus' DNA, he arranges for the Plumbers to get Galapagus back to his home planet. Unfortunately for Galapagus, Aggregor was impersonating the Plumber, and recaptures him.
Ultimatrix Alien Debuts: Brainstorm (Ultimate Alien Debut) 	
A turtle-like alien is causing a rampage in Bellwood. After managing to draw Ben out, who uses Ultimate Big Chill against him, and once Gwen convinces them to use the translators in their badges, he explains that he determined this to be the easiest method of finding Ben. The alien, named Galapagus, tells of how he escaped from Aggregor alongside four other aliens: Bivalvan, P'andor, Andreas and Ra'ad. Aggregor kidnapped them in a plot to permanently absorb all of their abilities. Though the aliens escaped from Aggregor's spaceship, they crash-landed on Earth. After Ben's Ultimatrix scans Galapagus' DNA, he arranges for the Plumbers to get Galapagus back to his home planet. Unfortunately for Galapagus, Aggregor was impersonating the Plumber, and recaptures him.
Ultimatrix Alien Debuts: Brainstorm (Ultimate Alien Debut) 	
A turtle-like alien is causing a rampage in Bellwood. After managing to draw Ben out, who uses Ultimate Big Chill against him, and once Gwen convinces them to use the translators in their badges, he explains that he determined this to be the easiest method of finding Ben. The alien, named Galapagus, tells of how he escaped from Aggregor alongside four other aliens: Bivalvan, P'andor, Andreas and Ra'ad. Aggregor kidnapped them in a plot to permanently absorb all of their abilities. Though the aliens escaped from Aggregor's spaceship, they crash-landed on Earth. After Ben's Ultimatrix scans Galapagus' DNA, he arranges for the Plumbers to get Galapagus back to his home planet. Unfortunately for Galapagus, Aggregor was impersonating the Plumber, and recaptures him.
Ultimatrix Alien Debuts: Brainstorm (Ultimate Alien Debut)
6 	"Too Hot to Handle" 	May 28, 2010 	 	 	 	
P'andor (one of the aliens who were captured by Aggregor) offers a huge cash reward to anyone who can break him out of his containment suit. Kevin decides to take the job, only to back out upon learning that P'andor is highly radioactive. Ben tries to stop them as Ultimate Humuongosaur, but he manages to escape. Since Kevin has the ability to open the suit using his Osmosian powers to absorb Taedenite, P'andor tricks him into cutting it open. Free from his containment, P'andor begins feeding on all the energy he can find, making his way to a nuclear power plant. Ben uses Ultimate Cannonbolt and with Kevin's help is able to trap P'andor back inside his suit, and deliver him to a pair of Plumbers who offer to take him back to his home world. Unfortunately, Aggregor intercepts the Plumbers' ship in space and recaptures P'andor.
Ultimatrix Alien Debuts: Ultimate Humungousaur (Ultimate Alien Debut), Water Hazard (Official Debut), Ultimate Cannonbolt(Official Debut), 	
P'andor (one of the aliens who were captured by Aggregor) offers a huge cash reward to anyone who can break him out of his containment suit. Kevin decides to take the job, only to back out upon learning that P'andor is highly radioactive. Ben tries to stop them as Ultimate Humuongosaur, but he manages to escape. Since Kevin has the ability to open the suit using his Osmosian powers to absorb Taedenite, P'andor tricks him into cutting it open. Free from his containment, P'andor begins feeding on all the energy he can find, making his way to a nuclear power plant. Ben uses Ultimate Cannonbolt and with Kevin's help is able to trap P'andor back inside his suit, and deliver him to a pair of Plumbers who offer to take him back to his home world. Unfortunately, Aggregor intercepts the Plumbers' ship in space and recaptures P'andor.
Ultimatrix Alien Debuts: Ultimate Humungousaur (Ultimate Alien Debut), Water Hazard (Official Debut), Ultimate Cannonbolt(Official Debut), 	
P'andor (one of the aliens who were captured by Aggregor) offers a huge cash reward to anyone who can break him out of his containment suit. Kevin decides to take the job, only to back out upon learning that P'andor is highly radioactive. Ben tries to stop them as Ultimate Humuongosaur, but he manages to escape. Since Kevin has the ability to open the suit using his Osmosian powers to absorb Taedenite, P'andor tricks him into cutting it open. Free from his containment, P'andor begins feeding on all the energy he can find, making his way to a nuclear power plant. Ben uses Ultimate Cannonbolt and with Kevin's help is able to trap P'andor back inside his suit, and deliver him to a pair of Plumbers who offer to take him back to his home world. Unfortunately, Aggregor intercepts the Plumbers' ship in space and recaptures P'andor.
Ultimatrix Alien Debuts: Ultimate Humungousaur (Ultimate Alien Debut), Water Hazard (Official Debut), Ultimate Cannonbolt(Official Debut), 	
P'andor (one of the aliens who were captured by Aggregor) offers a huge cash reward to anyone who can break him out of his containment suit. Kevin decides to take the job, only to back out upon learning that P'andor is highly radioactive. Ben tries to stop them as Ultimate Humuongosaur, but he manages to escape. Since Kevin has the ability to open the suit using his Osmosian powers to absorb Taedenite, P'andor tricks him into cutting it open. Free from his containment, P'andor begins feeding on all the energy he can find, making his way to a nuclear power plant. Ben uses Ultimate Cannonbolt and with Kevin's help is able to trap P'andor back inside his suit, and deliver him to a pair of Plumbers who offer to take him back to his home world. Unfortunately, Aggregor intercepts the Plumbers' ship in space and recaptures P'andor.
Ultimatrix Alien Debuts: Ultimate Humungousaur (Ultimate Alien Debut), Water Hazard (Official Debut), Ultimate Cannonbolt(Official Debut), 	
P'andor (one of the aliens who were captured by Aggregor) offers a huge cash reward to anyone who can break him out of his containment suit. Kevin decides to take the job, only to back out upon learning that P'andor is highly radioactive. Ben tries to stop them as Ultimate Humuongosaur, but he manages to escape. Since Kevin has the ability to open the suit using his Osmosian powers to absorb Taedenite, P'andor tricks him into cutting it open. Free from his containment, P'andor begins feeding on all the energy he can find, making his way to a nuclear power plant. Ben uses Ultimate Cannonbolt and with Kevin's help is able to trap P'andor back inside his suit, and deliver him to a pair of Plumbers who offer to take him back to his home world. Unfortunately, Aggregor intercepts the Plumbers' ship in space and recaptures P'andor.
Ultimatrix Alien Debuts: Ultimate Humungousaur (Ultimate Alien Debut), Water Hazard (Official Debut), Ultimate Cannonbolt(Official Debut), 	
P'andor (one of the aliens who were captured by Aggregor) offers a huge cash reward to anyone who can break him out of his containment suit. Kevin decides to take the job, only to back out upon learning that P'andor is highly radioactive. Ben tries to stop them as Ultimate Humuongosaur, but he manages to escape. Since Kevin has the ability to open the suit using his Osmosian powers to absorb Taedenite, P'andor tricks him into cutting it open. Free from his containment, P'andor begins feeding on all the energy he can find, making his way to a nuclear power plant. Ben uses Ultimate Cannonbolt and with Kevin's help is able to trap P'andor back inside his suit, and deliver him to a pair of Plumbers who offer to take him back to his home world. Unfortunately, Aggregor intercepts the Plumbers' ship in space and recaptures P'andor.
Ultimatrix Alien Debuts: Ultimate Humungousaur (Ultimate Alien Debut), Water Hazard (Official Debut), Ultimate Cannonbolt(Official Debut), 	
P'andor (one of the aliens who were captured by Aggregor) offers a huge cash reward to anyone who can break him out of his containment suit. Kevin decides to take the job, only to back out upon learning that P'andor is highly radioactive. Ben tries to stop them as Ultimate Humuongosaur, but he manages to escape. Since Kevin has the ability to open the suit using his Osmosian powers to absorb Taedenite, P'andor tricks him into cutting it open. Free from his containment, P'andor begins feeding on all the energy he can find, making his way to a nuclear power plant. Ben uses Ultimate Cannonbolt and with Kevin's help is able to trap P'andor back inside his suit, and deliver him to a pair of Plumbers who offer to take him back to his home world. Unfortunately, Aggregor intercepts the Plumbers' ship in space and recaptures P'andor.
Ultimatrix Alien Debuts: Ultimate Humungousaur (Ultimate Alien Debut), Water Hazard (Official Debut), Ultimate Cannonbolt(Official Debut),
7 	"Andreas’ Fault" 	June 4, 2010 	 	 	 	
When Ben, Kevin, and Gwen investigate an odd string of thefts by the Forever Knights, they learn that Argit is using Andreas (one of the aliens who were captured by Aggregor) to frighten the Forever Knights into making him their leader. Argit's plans go bad when the Forever Knights eventually revolt (under Sir Dagonet), and throw him into a dungeon with Ben and the others. When they discover that the Knights plan to execute Andreas, they break out and save him. As a last act of spite, Sir Dagonet sets a bomb that will destroy everything within five miles. Andreas sacrifices himself to absorb the force of the explosion. Although Ben and company believe him to be dead, Andreas survives and was recaptured by Aggregor.
Ultimatrix Alien Debuts: Goop (Ultimate Alien Debut) 	
When Ben, Kevin, and Gwen investigate an odd string of thefts by the Forever Knights, they learn that Argit is using Andreas (one of the aliens who were captured by Aggregor) to frighten the Forever Knights into making him their leader. Argit's plans go bad when the Forever Knights eventually revolt (under Sir Dagonet), and throw him into a dungeon with Ben and the others. When they discover that the Knights plan to execute Andreas, they break out and save him. As a last act of spite, Sir Dagonet sets a bomb that will destroy everything within five miles. Andreas sacrifices himself to absorb the force of the explosion. Although Ben and company believe him to be dead, Andreas survives and was recaptured by Aggregor.
Ultimatrix Alien Debuts: Goop (Ultimate Alien Debut) 	
When Ben, Kevin, and Gwen investigate an odd string of thefts by the Forever Knights, they learn that Argit is using Andreas (one of the aliens who were captured by Aggregor) to frighten the Forever Knights into making him their leader. Argit's plans go bad when the Forever Knights eventually revolt (under Sir Dagonet), and throw him into a dungeon with Ben and the others. When they discover that the Knights plan to execute Andreas, they break out and save him. As a last act of spite, Sir Dagonet sets a bomb that will destroy everything within five miles. Andreas sacrifices himself to absorb the force of the explosion. Although Ben and company believe him to be dead, Andreas survives and was recaptured by Aggregor.
Ultimatrix Alien Debuts: Goop (Ultimate Alien Debut) 	
When Ben, Kevin, and Gwen investigate an odd string of thefts by the Forever Knights, they learn that Argit is using Andreas (one of the aliens who were captured by Aggregor) to frighten the Forever Knights into making him their leader. Argit's plans go bad when the Forever Knights eventually revolt (under Sir Dagonet), and throw him into a dungeon with Ben and the others. When they discover that the Knights plan to execute Andreas, they break out and save him. As a last act of spite, Sir Dagonet sets a bomb that will destroy everything within five miles. Andreas sacrifices himself to absorb the force of the explosion. Although Ben and company believe him to be dead, Andreas survives and was recaptured by Aggregor.
Ultimatrix Alien Debuts: Goop (Ultimate Alien Debut) 	
When Ben, Kevin, and Gwen investigate an odd string of thefts by the Forever Knights, they learn that Argit is using Andreas (one of the aliens who were captured by Aggregor) to frighten the Forever Knights into making him their leader. Argit's plans go bad when the Forever Knights eventually revolt (under Sir Dagonet), and throw him into a dungeon with Ben and the others. When they discover that the Knights plan to execute Andreas, they break out and save him. As a last act of spite, Sir Dagonet sets a bomb that will destroy everything within five miles. Andreas sacrifices himself to absorb the force of the explosion. Although Ben and company believe him to be dead, Andreas survives and was recaptured by Aggregor.
Ultimatrix Alien Debuts: Goop (Ultimate Alien Debut) 	
When Ben, Kevin, and Gwen investigate an odd string of thefts by the Forever Knights, they learn that Argit is using Andreas (one of the aliens who were captured by Aggregor) to frighten the Forever Knights into making him their leader. Argit's plans go bad when the Forever Knights eventually revolt (under Sir Dagonet), and throw him into a dungeon with Ben and the others. When they discover that the Knights plan to execute Andreas, they break out and save him. As a last act of spite, Sir Dagonet sets a bomb that will destroy everything within five miles. Andreas sacrifices himself to absorb the force of the explosion. Although Ben and company believe him to be dead, Andreas survives and was recaptured by Aggregor.
Ultimatrix Alien Debuts: Goop (Ultimate Alien Debut) 	
When Ben, Kevin, and Gwen investigate an odd string of thefts by the Forever Knights, they learn that Argit is using Andreas (one of the aliens who were captured by Aggregor) to frighten the Forever Knights into making him their leader. Argit's plans go bad when the Forever Knights eventually revolt (under Sir Dagonet), and throw him into a dungeon with Ben and the others. When they discover that the Knights plan to execute Andreas, they break out and save him. As a last act of spite, Sir Dagonet sets a bomb that will destroy everything within five miles. Andreas sacrifices himself to absorb the force of the explosion. Although Ben and company believe him to be dead, Andreas survives and was recaptured by Aggregor.
Ultimatrix Alien Debuts: Goop (Ultimate Alien Debut)
8 	"Fused" 	June 11, 2010 	 	 	 	
After ambushing Ben at his house, Ra'ad (one of the aliens who were captured by Aggregor) after a short fight is thrown into a pool by Jetray. Electrocuted, he awakes in Los Selodad and blames Ben for letting Aggregor recapture the other four aliens. Aggregor has been tracking them through the Ultimatrix as a homing beacon each time it scans one of them. While trying to resist being scanned by the Ultimatrix, Ra'ad causes it to malfunction, and puts himself inside it, trapping both his and Ben's consciousnesses in the same body and turning off the Ultimatrix when Aggregor comes to capture Ra'ad, and Gwen teleports them away after a brief fight. Despite Ra'ad's protests, Gwen and Kevin reactivate the Ultimatrix, and separate them. In doing so, they alert Aggregor to their location. Ra'ad flees, leaving the others to be wiped out by the Osmosian. After Kevin scolds Ra'ad for his cowardice, he decides to surrender himself to save Ben, and is recaptured by Aggregor. After the battle, Ben swears that he will do whatever it takes to save the captured aliens.
Ultimatrix Alien Debuts: Ampfibian (Official Debut) 	
After ambushing Ben at his house, Ra'ad (one of the aliens who were captured by Aggregor) after a short fight is thrown into a pool by Jetray. Electrocuted, he awakes in Los Selodad and blames Ben for letting Aggregor recapture the other four aliens. Aggregor has been tracking them through the Ultimatrix as a homing beacon each time it scans one of them. While trying to resist being scanned by the Ultimatrix, Ra'ad causes it to malfunction, and puts himself inside it, trapping both his and Ben's consciousnesses in the same body and turning off the Ultimatrix when Aggregor comes to capture Ra'ad, and Gwen teleports them away after a brief fight. Despite Ra'ad's protests, Gwen and Kevin reactivate the Ultimatrix, and separate them. In doing so, they alert Aggregor to their location. Ra'ad flees, leaving the others to be wiped out by the Osmosian. After Kevin scolds Ra'ad for his cowardice, he decides to surrender himself to save Ben, and is recaptured by Aggregor. After the battle, Ben swears that he will do whatever it takes to save the captured aliens.
Ultimatrix Alien Debuts: Ampfibian (Official Debut) 	
After ambushing Ben at his house, Ra'ad (one of the aliens who were captured by Aggregor) after a short fight is thrown into a pool by Jetray. Electrocuted, he awakes in Los Selodad and blames Ben for letting Aggregor recapture the other four aliens. Aggregor has been tracking them through the Ultimatrix as a homing beacon each time it scans one of them. While trying to resist being scanned by the Ultimatrix, Ra'ad causes it to malfunction, and puts himself inside it, trapping both his and Ben's consciousnesses in the same body and turning off the Ultimatrix when Aggregor comes to capture Ra'ad, and Gwen teleports them away after a brief fight. Despite Ra'ad's protests, Gwen and Kevin reactivate the Ultimatrix, and separate them. In doing so, they alert Aggregor to their location. Ra'ad flees, leaving the others to be wiped out by the Osmosian. After Kevin scolds Ra'ad for his cowardice, he decides to surrender himself to save Ben, and is recaptured by Aggregor. After the battle, Ben swears that he will do whatever it takes to save the captured aliens.
Ultimatrix Alien Debuts: Ampfibian (Official Debut) 	
After ambushing Ben at his house, Ra'ad (one of the aliens who were captured by Aggregor) after a short fight is thrown into a pool by Jetray. Electrocuted, he awakes in Los Selodad and blames Ben for letting Aggregor recapture the other four aliens. Aggregor has been tracking them through the Ultimatrix as a homing beacon each time it scans one of them. While trying to resist being scanned by the Ultimatrix, Ra'ad causes it to malfunction, and puts himself inside it, trapping both his and Ben's consciousnesses in the same body and turning off the Ultimatrix when Aggregor comes to capture Ra'ad, and Gwen teleports them away after a brief fight. Despite Ra'ad's protests, Gwen and Kevin reactivate the Ultimatrix, and separate them. In doing so, they alert Aggregor to their location. Ra'ad flees, leaving the others to be wiped out by the Osmosian. After Kevin scolds Ra'ad for his cowardice, he decides to surrender himself to save Ben, and is recaptured by Aggregor. After the battle, Ben swears that he will do whatever it takes to save the captured aliens.
Ultimatrix Alien Debuts: Ampfibian (Official Debut) 	
After ambushing Ben at his house, Ra'ad (one of the aliens who were captured by Aggregor) after a short fight is thrown into a pool by Jetray. Electrocuted, he awakes in Los Selodad and blames Ben for letting Aggregor recapture the other four aliens. Aggregor has been tracking them through the Ultimatrix as a homing beacon each time it scans one of them. While trying to resist being scanned by the Ultimatrix, Ra'ad causes it to malfunction, and puts himself inside it, trapping both his and Ben's consciousnesses in the same body and turning off the Ultimatrix when Aggregor comes to capture Ra'ad, and Gwen teleports them away after a brief fight. Despite Ra'ad's protests, Gwen and Kevin reactivate the Ultimatrix, and separate them. In doing so, they alert Aggregor to their location. Ra'ad flees, leaving the others to be wiped out by the Osmosian. After Kevin scolds Ra'ad for his cowardice, he decides to surrender himself to save Ben, and is recaptured by Aggregor. After the battle, Ben swears that he will do whatever it takes to save the captured aliens.
Ultimatrix Alien Debuts: Ampfibian (Official Debut) 	
After ambushing Ben at his house, Ra'ad (one of the aliens who were captured by Aggregor) after a short fight is thrown into a pool by Jetray. Electrocuted, he awakes in Los Selodad and blames Ben for letting Aggregor recapture the other four aliens. Aggregor has been tracking them through the Ultimatrix as a homing beacon each time it scans one of them. While trying to resist being scanned by the Ultimatrix, Ra'ad causes it to malfunction, and puts himself inside it, trapping both his and Ben's consciousnesses in the same body and turning off the Ultimatrix when Aggregor comes to capture Ra'ad, and Gwen teleports them away after a brief fight. Despite Ra'ad's protests, Gwen and Kevin reactivate the Ultimatrix, and separate them. In doing so, they alert Aggregor to their location. Ra'ad flees, leaving the others to be wiped out by the Osmosian. After Kevin scolds Ra'ad for his cowardice, he decides to surrender himself to save Ben, and is recaptured by Aggregor. After the battle, Ben swears that he will do whatever it takes to save the captured aliens.
Ultimatrix Alien Debuts: Ampfibian (Official Debut) 	
After ambushing Ben at his house, Ra'ad (one of the aliens who were captured by Aggregor) after a short fight is thrown into a pool by Jetray. Electrocuted, he awakes in Los Selodad and blames Ben for letting Aggregor recapture the other four aliens. Aggregor has been tracking them through the Ultimatrix as a homing beacon each time it scans one of them. While trying to resist being scanned by the Ultimatrix, Ra'ad causes it to malfunction, and puts himself inside it, trapping both his and Ben's consciousnesses in the same body and turning off the Ultimatrix when Aggregor comes to capture Ra'ad, and Gwen teleports them away after a brief fight. Despite Ra'ad's protests, Gwen and Kevin reactivate the Ultimatrix, and separate them. In doing so, they alert Aggregor to their location. Ra'ad flees, leaving the others to be wiped out by the Osmosian. After Kevin scolds Ra'ad for his cowardice, he decides to surrender himself to save Ben, and is recaptured by Aggregor. After the battle, Ben swears that he will do whatever it takes to save the captured aliens.
Ultimatrix Alien Debuts: Ampfibian (Official Debut)
9 	"Hero Time" 	June 18, 2010 	 	 	 	
Ben saves actress Jennifer Nocturne from a group of thugs and she is immediately smitten with him, much to Julie's chagrin. However, Ben's only interest is in Captain Nemesis, Ben's hero, who shows up moments after Ben defeats the thugs. Nemesis was actually responsible for hiring the thugs, having hoped to boost publicity by rescuing Jennifer. He tries again by releasing a group of dangerous robots led by Computron, only to be upstaged by Ben. After Ben casually comments on having defeated more of the robots than Nemesis, Will Harangue twists his comments into doubts about Nemesis' abilities. Nemesis decides to hold a friendly test of skill between them, and Ben again comes out on top. Finally pushed to the edge, he captures Julie and Jennifer, daring Ben to try and save them. Ben rescues Julie and they get back together again, while leaving Jennifer to Kevin and Gwen, then defeats Nemesis (now calling himself Overlord). Overlord is arrested, while Gwen is quick to discourage Jennifer from getting close to her most recent male rescuer. Will Harangue reports about Captain Nemesis' actions stating that a good man did bad things in order to stop "the menace that is Ben Tennyson."
Ultimatrix Alien Debuts: Armodrillo (Official Debut)	
Ben saves actress Jennifer Nocturne from a group of thugs and she is immediately smitten with him, much to Julie's chagrin. However, Ben's only interest is in Captain Nemesis, Ben's hero, who shows up moments after Ben defeats the thugs. Nemesis was actually responsible for hiring the thugs, having hoped to boost publicity by rescuing Jennifer. He tries again by releasing a group of dangerous robots led by Computron, only to be upstaged by Ben. After Ben casually comments on having defeated more of the robots than Nemesis, Will Harangue twists his comments into doubts about Nemesis' abilities. Nemesis decides to hold a friendly test of skill between them, and Ben again comes out on top. Finally pushed to the edge, he captures Julie and Jennifer, daring Ben to try and save them. Ben rescues Julie and they get back together again, while leaving Jennifer to Kevin and Gwen, then defeats Nemesis (now calling himself Overlord). Overlord is arrested, while Gwen is quick to discourage Jennifer from getting close to her most recent male rescuer. Will Harangue reports about Captain Nemesis' actions stating that a good man did bad things in order to stop "the menace that is Ben Tennyson."
Ultimatrix Alien Debuts: Armodrillo (Official Debut)	
Ben saves actress Jennifer Nocturne from a group of thugs and she is immediately smitten with him, much to Julie's chagrin. However, Ben's only interest is in Captain Nemesis, Ben's hero, who shows up moments after Ben defeats the thugs. Nemesis was actually responsible for hiring the thugs, having hoped to boost publicity by rescuing Jennifer. He tries again by releasing a group of dangerous robots led by Computron, only to be upstaged by Ben. After Ben casually comments on having defeated more of the robots than Nemesis, Will Harangue twists his comments into doubts about Nemesis' abilities. Nemesis decides to hold a friendly test of skill between them, and Ben again comes out on top. Finally pushed to the edge, he captures Julie and Jennifer, daring Ben to try and save them. Ben rescues Julie and they get back together again, while leaving Jennifer to Kevin and Gwen, then defeats Nemesis (now calling himself Overlord). Overlord is arrested, while Gwen is quick to discourage Jennifer from getting close to her most recent male rescuer. Will Harangue reports about Captain Nemesis' actions stating that a good man did bad things in order to stop "the menace that is Ben Tennyson."
Ultimatrix Alien Debuts: Armodrillo (Official Debut)	
Ben saves actress Jennifer Nocturne from a group of thugs and she is immediately smitten with him, much to Julie's chagrin. However, Ben's only interest is in Captain Nemesis, Ben's hero, who shows up moments after Ben defeats the thugs. Nemesis was actually responsible for hiring the thugs, having hoped to boost publicity by rescuing Jennifer. He tries again by releasing a group of dangerous robots led by Computron, only to be upstaged by Ben. After Ben casually comments on having defeated more of the robots than Nemesis, Will Harangue twists his comments into doubts about Nemesis' abilities. Nemesis decides to hold a friendly test of skill between them, and Ben again comes out on top. Finally pushed to the edge, he captures Julie and Jennifer, daring Ben to try and save them. Ben rescues Julie and they get back together again, while leaving Jennifer to Kevin and Gwen, then defeats Nemesis (now calling himself Overlord). Overlord is arrested, while Gwen is quick to discourage Jennifer from getting close to her most recent male rescuer. Will Harangue reports about Captain Nemesis' actions stating that a good man did bad things in order to stop "the menace that is Ben Tennyson."
Ultimatrix Alien Debuts: Armodrillo (Official Debut)	
Ben saves actress Jennifer Nocturne from a group of thugs and she is immediately smitten with him, much to Julie's chagrin. However, Ben's only interest is in Captain Nemesis, Ben's hero, who shows up moments after Ben defeats the thugs. Nemesis was actually responsible for hiring the thugs, having hoped to boost publicity by rescuing Jennifer. He tries again by releasing a group of dangerous robots led by Computron, only to be upstaged by Ben. After Ben casually comments on having defeated more of the robots than Nemesis, Will Harangue twists his comments into doubts about Nemesis' abilities. Nemesis decides to hold a friendly test of skill between them, and Ben again comes out on top. Finally pushed to the edge, he captures Julie and Jennifer, daring Ben to try and save them. Ben rescues Julie and they get back together again, while leaving Jennifer to Kevin and Gwen, then defeats Nemesis (now calling himself Overlord). Overlord is arrested, while Gwen is quick to discourage Jennifer from getting close to her most recent male rescuer. Will Harangue reports about Captain Nemesis' actions stating that a good man did bad things in order to stop "the menace that is Ben Tennyson."
Ultimatrix Alien Debuts: Armodrillo (Official Debut)	
Ben saves actress Jennifer Nocturne from a group of thugs and she is immediately smitten with him, much to Julie's chagrin. However, Ben's only interest is in Captain Nemesis, Ben's hero, who shows up moments after Ben defeats the thugs. Nemesis was actually responsible for hiring the thugs, having hoped to boost publicity by rescuing Jennifer. He tries again by releasing a group of dangerous robots led by Computron, only to be upstaged by Ben. After Ben casually comments on having defeated more of the robots than Nemesis, Will Harangue twists his comments into doubts about Nemesis' abilities. Nemesis decides to hold a friendly test of skill between them, and Ben again comes out on top. Finally pushed to the edge, he captures Julie and Jennifer, daring Ben to try and save them. Ben rescues Julie and they get back together again, while leaving Jennifer to Kevin and Gwen, then defeats Nemesis (now calling himself Overlord). Overlord is arrested, while Gwen is quick to discourage Jennifer from getting close to her most recent male rescuer. Will Harangue reports about Captain Nemesis' actions stating that a good man did bad things in order to stop "the menace that is Ben Tennyson."
Ultimatrix Alien Debuts: Armodrillo (Official Debut)	
Ben saves actress Jennifer Nocturne from a group of thugs and she is immediately smitten with him, much to Julie's chagrin. However, Ben's only interest is in Captain Nemesis, Ben's hero, who shows up moments after Ben defeats the thugs. Nemesis was actually responsible for hiring the thugs, having hoped to boost publicity by rescuing Jennifer. He tries again by releasing a group of dangerous robots led by Computron, only to be upstaged by Ben. After Ben casually comments on having defeated more of the robots than Nemesis, Will Harangue twists his comments into doubts about Nemesis' abilities. Nemesis decides to hold a friendly test of skill between them, and Ben again comes out on top. Finally pushed to the edge, he captures Julie and Jennifer, daring Ben to try and save them. Ben rescues Julie and they get back together again, while leaving Jennifer to Kevin and Gwen, then defeats Nemesis (now calling himself Overlord). Overlord is arrested, while Gwen is quick to discourage Jennifer from getting close to her most recent male rescuer. Will Harangue reports about Captain Nemesis' actions stating that a good man did bad things in order to stop "the menace that is Ben Tennyson."
Ultimatrix Alien Debuts: Armodrillo (Official Debut)
10 	"Ultimate Aggregor" 	October 10, 2010 	 	 	 	
With all five aliens in his possession, Aggregor tries to return to his home planet Osmos to absorb all of their powers, but a Plumber ambush damages his ship, so he instead heads for Los Soledad in order to use Paradox's time machine as an alternate power source. Despite Ben, Kevin, Gwen, and Grandpa Max's best efforts, Aggregor succeeds in absorbing the aliens' forms and powers, turning himself into an unstoppable amalgam of the quintet: Ultimate Aggregor.
Ultimatrix Alien Debuts: Ultimate Swampfire (Ultimate Alien Debut) 	
With all five aliens in his possession, Aggregor tries to return to his home planet Osmos to absorb all of their powers, but a Plumber ambush damages his ship, so he instead heads for Los Soledad in order to use Paradox's time machine as an alternate power source. Despite Ben, Kevin, Gwen, and Grandpa Max's best efforts, Aggregor succeeds in absorbing the aliens' forms and powers, turning himself into an unstoppable amalgam of the quintet: Ultimate Aggregor.
Ultimatrix Alien Debuts: Ultimate Swampfire (Ultimate Alien Debut) 	
With all five aliens in his possession, Aggregor tries to return to his home planet Osmos to absorb all of their powers, but a Plumber ambush damages his ship, so he instead heads for Los Soledad in order to use Paradox's time machine as an alternate power source. Despite Ben, Kevin, Gwen, and Grandpa Max's best efforts, Aggregor succeeds in absorbing the aliens' forms and powers, turning himself into an unstoppable amalgam of the quintet: Ultimate Aggregor.
Ultimatrix Alien Debuts: Ultimate Swampfire (Ultimate Alien Debut) 	
With all five aliens in his possession, Aggregor tries to return to his home planet Osmos to absorb all of their powers, but a Plumber ambush damages his ship, so he instead heads for Los Soledad in order to use Paradox's time machine as an alternate power source. Despite Ben, Kevin, Gwen, and Grandpa Max's best efforts, Aggregor succeeds in absorbing the aliens' forms and powers, turning himself into an unstoppable amalgam of the quintet: Ultimate Aggregor.
Ultimatrix Alien Debuts: Ultimate Swampfire (Ultimate Alien Debut) 	
With all five aliens in his possession, Aggregor tries to return to his home planet Osmos to absorb all of their powers, but a Plumber ambush damages his ship, so he instead heads for Los Soledad in order to use Paradox's time machine as an alternate power source. Despite Ben, Kevin, Gwen, and Grandpa Max's best efforts, Aggregor succeeds in absorbing the aliens' forms and powers, turning himself into an unstoppable amalgam of the quintet: Ultimate Aggregor.
Ultimatrix Alien Debuts: Ultimate Swampfire (Ultimate Alien Debut) 	
With all five aliens in his possession, Aggregor tries to return to his home planet Osmos to absorb all of their powers, but a Plumber ambush damages his ship, so he instead heads for Los Soledad in order to use Paradox's time machine as an alternate power source. Despite Ben, Kevin, Gwen, and Grandpa Max's best efforts, Aggregor succeeds in absorbing the aliens' forms and powers, turning himself into an unstoppable amalgam of the quintet: Ultimate Aggregor.
Ultimatrix Alien Debuts: Ultimate Swampfire (Ultimate Alien Debut) 	
With all five aliens in his possession, Aggregor tries to return to his home planet Osmos to absorb all of their powers, but a Plumber ambush damages his ship, so he instead heads for Los Soledad in order to use Paradox's time machine as an alternate power source. Despite Ben, Kevin, Gwen, and Grandpa Max's best efforts, Aggregor succeeds in absorbing the aliens' forms and powers, turning himself into an unstoppable amalgam of the quintet: Ultimate Aggregor.
Ultimatrix Alien Debuts: Ultimate Swampfire (Ultimate Alien Debut)
11 	"Map of Infinity" 	October 10, 2010 	 	 	 	
With his new powers, Aggregor easily defeats Ben and his friends. Azmuth tells Ben that Aggregor intends to steal the Map of Infinity, a complete map of the entire universe. With it, he'll be able to find the Forge of Creation, the birthplace of the universe. He further explains that Aggregor stole the five aliens' powers to protect him from the traps guarding the map, which was split into four pieces by Professor Paradox. In order to keep him from assembling the map, the team tries to take the first piece of the Map of Infinity first, which is at Mykdl'dy (A Necrofriggian(Big Chill) sentinent colony planet). After a battle with the Necrofriggian guards, they go through the temple that houses the piece, getting past the traps, but are unable to retrieve the piece after Ben (as Fourarms) and Kevin are holding a door up, and Gwen is knocked out by a poison spike. Aggregor appears and thanks them for disabling the traps for him, and in a boost of anger, Ben holds the door himself, allowing them to escape.
Ultimatrix Alien Debuts: Ultimate Echo Echo (Official Debut) 	
With his new powers, Aggregor easily defeats Ben and his friends. Azmuth tells Ben that Aggregor intends to steal the Map of Infinity, a complete map of the entire universe. With it, he'll be able to find the Forge of Creation, the birthplace of the universe. He further explains that Aggregor stole the five aliens' powers to protect him from the traps guarding the map, which was split into four pieces by Professor Paradox. In order to keep him from assembling the map, the team tries to take the first piece of the Map of Infinity first, which is at Mykdl'dy (A Necrofriggian(Big Chill) sentinent colony planet). After a battle with the Necrofriggian guards, they go through the temple that houses the piece, getting past the traps, but are unable to retrieve the piece after Ben (as Fourarms) and Kevin are holding a door up, and Gwen is knocked out by a poison spike. Aggregor appears and thanks them for disabling the traps for him, and in a boost of anger, Ben holds the door himself, allowing them to escape.
Ultimatrix Alien Debuts: Ultimate Echo Echo (Official Debut) 	
With his new powers, Aggregor easily defeats Ben and his friends. Azmuth tells Ben that Aggregor intends to steal the Map of Infinity, a complete map of the entire universe. With it, he'll be able to find the Forge of Creation, the birthplace of the universe. He further explains that Aggregor stole the five aliens' powers to protect him from the traps guarding the map, which was split into four pieces by Professor Paradox. In order to keep him from assembling the map, the team tries to take the first piece of the Map of Infinity first, which is at Mykdl'dy (A Necrofriggian(Big Chill) sentinent colony planet). After a battle with the Necrofriggian guards, they go through the temple that houses the piece, getting past the traps, but are unable to retrieve the piece after Ben (as Fourarms) and Kevin are holding a door up, and Gwen is knocked out by a poison spike. Aggregor appears and thanks them for disabling the traps for him, and in a boost of anger, Ben holds the door himself, allowing them to escape.
Ultimatrix Alien Debuts: Ultimate Echo Echo (Official Debut) 	
With his new powers, Aggregor easily defeats Ben and his friends. Azmuth tells Ben that Aggregor intends to steal the Map of Infinity, a complete map of the entire universe. With it, he'll be able to find the Forge of Creation, the birthplace of the universe. He further explains that Aggregor stole the five aliens' powers to protect him from the traps guarding the map, which was split into four pieces by Professor Paradox. In order to keep him from assembling the map, the team tries to take the first piece of the Map of Infinity first, which is at Mykdl'dy (A Necrofriggian(Big Chill) sentinent colony planet). After a battle with the Necrofriggian guards, they go through the temple that houses the piece, getting past the traps, but are unable to retrieve the piece after Ben (as Fourarms) and Kevin are holding a door up, and Gwen is knocked out by a poison spike. Aggregor appears and thanks them for disabling the traps for him, and in a boost of anger, Ben holds the door himself, allowing them to escape.
Ultimatrix Alien Debuts: Ultimate Echo Echo (Official Debut) 	
With his new powers, Aggregor easily defeats Ben and his friends. Azmuth tells Ben that Aggregor intends to steal the Map of Infinity, a complete map of the entire universe. With it, he'll be able to find the Forge of Creation, the birthplace of the universe. He further explains that Aggregor stole the five aliens' powers to protect him from the traps guarding the map, which was split into four pieces by Professor Paradox. In order to keep him from assembling the map, the team tries to take the first piece of the Map of Infinity first, which is at Mykdl'dy (A Necrofriggian(Big Chill) sentinent colony planet). After a battle with the Necrofriggian guards, they go through the temple that houses the piece, getting past the traps, but are unable to retrieve the piece after Ben (as Fourarms) and Kevin are holding a door up, and Gwen is knocked out by a poison spike. Aggregor appears and thanks them for disabling the traps for him, and in a boost of anger, Ben holds the door himself, allowing them to escape.
Ultimatrix Alien Debuts: Ultimate Echo Echo (Official Debut) 	
With his new powers, Aggregor easily defeats Ben and his friends. Azmuth tells Ben that Aggregor intends to steal the Map of Infinity, a complete map of the entire universe. With it, he'll be able to find the Forge of Creation, the birthplace of the universe. He further explains that Aggregor stole the five aliens' powers to protect him from the traps guarding the map, which was split into four pieces by Professor Paradox. In order to keep him from assembling the map, the team tries to take the first piece of the Map of Infinity first, which is at Mykdl'dy (A Necrofriggian(Big Chill) sentinent colony planet). After a battle with the Necrofriggian guards, they go through the temple that houses the piece, getting past the traps, but are unable to retrieve the piece after Ben (as Fourarms) and Kevin are holding a door up, and Gwen is knocked out by a poison spike. Aggregor appears and thanks them for disabling the traps for him, and in a boost of anger, Ben holds the door himself, allowing them to escape.
Ultimatrix Alien Debuts: Ultimate Echo Echo (Official Debut) 	
With his new powers, Aggregor easily defeats Ben and his friends. Azmuth tells Ben that Aggregor intends to steal the Map of Infinity, a complete map of the entire universe. With it, he'll be able to find the Forge of Creation, the birthplace of the universe. He further explains that Aggregor stole the five aliens' powers to protect him from the traps guarding the map, which was split into four pieces by Professor Paradox. In order to keep him from assembling the map, the team tries to take the first piece of the Map of Infinity first, which is at Mykdl'dy (A Necrofriggian(Big Chill) sentinent colony planet). After a battle with the Necrofriggian guards, they go through the temple that houses the piece, getting past the traps, but are unable to retrieve the piece after Ben (as Fourarms) and Kevin are holding a door up, and Gwen is knocked out by a poison spike. Aggregor appears and thanks them for disabling the traps for him, and in a boost of anger, Ben holds the door himself, allowing them to escape.
Ultimatrix Alien Debuts: Ultimate Echo Echo (Official Debut)
12 	"Reflected Glory" 	October 15, 2010 	 	 	 	
Cash and JT start a TV show with Oliver (who was fired by Will Harangue after what happened in Video Games) as their cameraman, in which they claim to be the brains behind Ben's success as a hero. Ben, Gwen, and Kevin agree to play along after a sob story from the duo. Monitoring the broadcast, Vilgax's former assistant Psyphon is convinced the boys are responsible for his master's defeat and decides to kill them. During a mission to recover a Power Decoupler from the Forever Knights, Psyphon attacks, having augmented his abilities with Vilgax's technology and unleashes some R.E.D.s (Robotic Extermination Devices). Cash and JT are forced to admit their duplicity on camera to save themselves, so Psyphon turns his attention back to Ben. Ben cannot overcome him, even as Ultimate Spidermonkey, so Cash gets the idea to use the Power Decoupler on Psyphon, draining his power. Ben then knocks him out. Unfortunately for the duo, their act of heroism goes unnoticed, the weapon having knocked out the camera before firing, and their earlier confession has alienated their fanbase. Oliver leaves telling the boys that the show is over.
Ultimatrix Alien Debuts: Terraspin (Official Debut) 	
Cash and JT start a TV show with Oliver (who was fired by Will Harangue after what happened in Video Games) as their cameraman, in which they claim to be the brains behind Ben's success as a hero. Ben, Gwen, and Kevin agree to play along after a sob story from the duo. Monitoring the broadcast, Vilgax's former assistant Psyphon is convinced the boys are responsible for his master's defeat and decides to kill them. During a mission to recover a Power Decoupler from the Forever Knights, Psyphon attacks, having augmented his abilities with Vilgax's technology and unleashes some R.E.D.s (Robotic Extermination Devices). Cash and JT are forced to admit their duplicity on camera to save themselves, so Psyphon turns his attention back to Ben. Ben cannot overcome him, even as Ultimate Spidermonkey, so Cash gets the idea to use the Power Decoupler on Psyphon, draining his power. Ben then knocks him out. Unfortunately for the duo, their act of heroism goes unnoticed, the weapon having knocked out the camera before firing, and their earlier confession has alienated their fanbase. Oliver leaves telling the boys that the show is over.
Ultimatrix Alien Debuts: Terraspin (Official Debut) 	
Cash and JT start a TV show with Oliver (who was fired by Will Harangue after what happened in Video Games) as their cameraman, in which they claim to be the brains behind Ben's success as a hero. Ben, Gwen, and Kevin agree to play along after a sob story from the duo. Monitoring the broadcast, Vilgax's former assistant Psyphon is convinced the boys are responsible for his master's defeat and decides to kill them. During a mission to recover a Power Decoupler from the Forever Knights, Psyphon attacks, having augmented his abilities with Vilgax's technology and unleashes some R.E.D.s (Robotic Extermination Devices). Cash and JT are forced to admit their duplicity on camera to save themselves, so Psyphon turns his attention back to Ben. Ben cannot overcome him, even as Ultimate Spidermonkey, so Cash gets the idea to use the Power Decoupler on Psyphon, draining his power. Ben then knocks him out. Unfortunately for the duo, their act of heroism goes unnoticed, the weapon having knocked out the camera before firing, and their earlier confession has alienated their fanbase. Oliver leaves telling the boys that the show is over.
Ultimatrix Alien Debuts: Terraspin (Official Debut) 	
Cash and JT start a TV show with Oliver (who was fired by Will Harangue after what happened in Video Games) as their cameraman, in which they claim to be the brains behind Ben's success as a hero. Ben, Gwen, and Kevin agree to play along after a sob story from the duo. Monitoring the broadcast, Vilgax's former assistant Psyphon is convinced the boys are responsible for his master's defeat and decides to kill them. During a mission to recover a Power Decoupler from the Forever Knights, Psyphon attacks, having augmented his abilities with Vilgax's technology and unleashes some R.E.D.s (Robotic Extermination Devices). Cash and JT are forced to admit their duplicity on camera to save themselves, so Psyphon turns his attention back to Ben. Ben cannot overcome him, even as Ultimate Spidermonkey, so Cash gets the idea to use the Power Decoupler on Psyphon, draining his power. Ben then knocks him out. Unfortunately for the duo, their act of heroism goes unnoticed, the weapon having knocked out the camera before firing, and their earlier confession has alienated their fanbase. Oliver leaves telling the boys that the show is over.
Ultimatrix Alien Debuts: Terraspin (Official Debut) 	
Cash and JT start a TV show with Oliver (who was fired by Will Harangue after what happened in Video Games) as their cameraman, in which they claim to be the brains behind Ben's success as a hero. Ben, Gwen, and Kevin agree to play along after a sob story from the duo. Monitoring the broadcast, Vilgax's former assistant Psyphon is convinced the boys are responsible for his master's defeat and decides to kill them. During a mission to recover a Power Decoupler from the Forever Knights, Psyphon attacks, having augmented his abilities with Vilgax's technology and unleashes some R.E.D.s (Robotic Extermination Devices). Cash and JT are forced to admit their duplicity on camera to save themselves, so Psyphon turns his attention back to Ben. Ben cannot overcome him, even as Ultimate Spidermonkey, so Cash gets the idea to use the Power Decoupler on Psyphon, draining his power. Ben then knocks him out. Unfortunately for the duo, their act of heroism goes unnoticed, the weapon having knocked out the camera before firing, and their earlier confession has alienated their fanbase. Oliver leaves telling the boys that the show is over.
Ultimatrix Alien Debuts: Terraspin (Official Debut) 	
Cash and JT start a TV show with Oliver (who was fired by Will Harangue after what happened in Video Games) as their cameraman, in which they claim to be the brains behind Ben's success as a hero. Ben, Gwen, and Kevin agree to play along after a sob story from the duo. Monitoring the broadcast, Vilgax's former assistant Psyphon is convinced the boys are responsible for his master's defeat and decides to kill them. During a mission to recover a Power Decoupler from the Forever Knights, Psyphon attacks, having augmented his abilities with Vilgax's technology and unleashes some R.E.D.s (Robotic Extermination Devices). Cash and JT are forced to admit their duplicity on camera to save themselves, so Psyphon turns his attention back to Ben. Ben cannot overcome him, even as Ultimate Spidermonkey, so Cash gets the idea to use the Power Decoupler on Psyphon, draining his power. Ben then knocks him out. Unfortunately for the duo, their act of heroism goes unnoticed, the weapon having knocked out the camera before firing, and their earlier confession has alienated their fanbase. Oliver leaves telling the boys that the show is over.
Ultimatrix Alien Debuts: Terraspin (Official Debut) 	
Cash and JT start a TV show with Oliver (who was fired by Will Harangue after what happened in Video Games) as their cameraman, in which they claim to be the brains behind Ben's success as a hero. Ben, Gwen, and Kevin agree to play along after a sob story from the duo. Monitoring the broadcast, Vilgax's former assistant Psyphon is convinced the boys are responsible for his master's defeat and decides to kill them. During a mission to recover a Power Decoupler from the Forever Knights, Psyphon attacks, having augmented his abilities with Vilgax's technology and unleashes some R.E.D.s (Robotic Extermination Devices). Cash and JT are forced to admit their duplicity on camera to save themselves, so Psyphon turns his attention back to Ben. Ben cannot overcome him, even as Ultimate Spidermonkey, so Cash gets the idea to use the Power Decoupler on Psyphon, draining his power. Ben then knocks him out. Unfortunately for the duo, their act of heroism goes unnoticed, the weapon having knocked out the camera before firing, and their earlier confession has alienated their fanbase. Oliver leaves telling the boys that the show is over.
Ultimatrix Alien Debuts: Terraspin (Official Debut)
13 	"Deep" 	October 22, 2010 	 	 	 	
Ben, Gwen, and Kevin travel to the water planet Pisces (Ripjaws' home planet) after finding out that Aggregor is on the planet. Aided by Magister Pyke, they travel to the planet's core, which contains a gravitational multiplier holding the water planet together. Aggregor steals the device, which is actually a disguised piece of the Map of Infinity, and escapes, causing the inhabitants to mistake Ben, Gwen and Kevin as the thieves. To save the planet from floating into space, Ben transforms into Goop and uses his Anti-Gravity Multiplier as a replacement. Goop is atomized into the water of the planet, allowing him to draw all the lost water back in. With Pisces back to normal and their ship repaired, Ben, Gwen, and Kevin return to Earth. 	Ben, Gwen, and Kevin travel to the water planet Pisces (Ripjaws' home planet) after finding out that Aggregor is on the planet. Aided by Magister Pyke, they travel to the planet's core, which contains a gravitational multiplier holding the water planet together. Aggregor steals the device, which is actually a disguised piece of the Map of Infinity, and escapes, causing the inhabitants to mistake Ben, Gwen and Kevin as the thieves. To save the planet from floating into space, Ben transforms into Goop and uses his Anti-Gravity Multiplier as a replacement. Goop is atomized into the water of the planet, allowing him to draw all the lost water back in. With Pisces back to normal and their ship repaired, Ben, Gwen, and Kevin return to Earth. 	Ben, Gwen, and Kevin travel to the water planet Pisces (Ripjaws' home planet) after finding out that Aggregor is on the planet. Aided by Magister Pyke, they travel to the planet's core, which contains a gravitational multiplier holding the water planet together. Aggregor steals the device, which is actually a disguised piece of the Map of Infinity, and escapes, causing the inhabitants to mistake Ben, Gwen and Kevin as the thieves. To save the planet from floating into space, Ben transforms into Goop and uses his Anti-Gravity Multiplier as a replacement. Goop is atomized into the water of the planet, allowing him to draw all the lost water back in. With Pisces back to normal and their ship repaired, Ben, Gwen, and Kevin return to Earth. 	Ben, Gwen, and Kevin travel to the water planet Pisces (Ripjaws' home planet) after finding out that Aggregor is on the planet. Aided by Magister Pyke, they travel to the planet's core, which contains a gravitational multiplier holding the water planet together. Aggregor steals the device, which is actually a disguised piece of the Map of Infinity, and escapes, causing the inhabitants to mistake Ben, Gwen and Kevin as the thieves. To save the planet from floating into space, Ben transforms into Goop and uses his Anti-Gravity Multiplier as a replacement. Goop is atomized into the water of the planet, allowing him to draw all the lost water back in. With Pisces back to normal and their ship repaired, Ben, Gwen, and Kevin return to Earth. 	Ben, Gwen, and Kevin travel to the water planet Pisces (Ripjaws' home planet) after finding out that Aggregor is on the planet. Aided by Magister Pyke, they travel to the planet's core, which contains a gravitational multiplier holding the water planet together. Aggregor steals the device, which is actually a disguised piece of the Map of Infinity, and escapes, causing the inhabitants to mistake Ben, Gwen and Kevin as the thieves. To save the planet from floating into space, Ben transforms into Goop and uses his Anti-Gravity Multiplier as a replacement. Goop is atomized into the water of the planet, allowing him to draw all the lost water back in. With Pisces back to normal and their ship repaired, Ben, Gwen, and Kevin return to Earth. 	Ben, Gwen, and Kevin travel to the water planet Pisces (Ripjaws' home planet) after finding out that Aggregor is on the planet. Aided by Magister Pyke, they travel to the planet's core, which contains a gravitational multiplier holding the water planet together. Aggregor steals the device, which is actually a disguised piece of the Map of Infinity, and escapes, causing the inhabitants to mistake Ben, Gwen and Kevin as the thieves. To save the planet from floating into space, Ben transforms into Goop and uses his Anti-Gravity Multiplier as a replacement. Goop is atomized into the water of the planet, allowing him to draw all the lost water back in. With Pisces back to normal and their ship repaired, Ben, Gwen, and Kevin return to Earth. 	Ben, Gwen, and Kevin travel to the water planet Pisces (Ripjaws' home planet) after finding out that Aggregor is on the planet. Aided by Magister Pyke, they travel to the planet's core, which contains a gravitational multiplier holding the water planet together. Aggregor steals the device, which is actually a disguised piece of the Map of Infinity, and escapes, causing the inhabitants to mistake Ben, Gwen and Kevin as the thieves. To save the planet from floating into space, Ben transforms into Goop and uses his Anti-Gravity Multiplier as a replacement. Goop is atomized into the water of the planet, allowing him to draw all the lost water back in. With Pisces back to normal and their ship repaired, Ben, Gwen, and Kevin return to Earth.
14 	"Where the Magic Happens" 	October 29, 2010 	 	 	 	
Gwen, Ben, and Kevin follow Aggregor into a mystical dimension called Legerdomain with the help of Charmcaster, who was born there. They believe Aggregor's target to be the Alpha Rune worn by Addwaitya, ruler of Legerdomain, which they suspect is a disguised piece of the Map of Infinity. Gwen and Charmcaster work together several times, and the two develop a bond that seems to lead to Charmcaster changing her ways. While the group tries to steal the Alpha Rune, Aggregor uses the distraction to knock Addwaitya out and take it himself. Gwen, Ben, and Kevin escape Legerdomain with Charmcaster's help, but Charmcaster stays behind to free Legerdomain and her people from Addwaitya's rule. Ben promises Gwen that they will find a way to return and help Charmcaster after Aggregor is defeated. 	Gwen, Ben, and Kevin follow Aggregor into a mystical dimension called Legerdomain with the help of Charmcaster, who was born there. They believe Aggregor's target to be the Alpha Rune worn by Addwaitya, ruler of Legerdomain, which they suspect is a disguised piece of the Map of Infinity. Gwen and Charmcaster work together several times, and the two develop a bond that seems to lead to Charmcaster changing her ways. While the group tries to steal the Alpha Rune, Aggregor uses the distraction to knock Addwaitya out and take it himself. Gwen, Ben, and Kevin escape Legerdomain with Charmcaster's help, but Charmcaster stays behind to free Legerdomain and her people from Addwaitya's rule. Ben promises Gwen that they will find a way to return and help Charmcaster after Aggregor is defeated. 	Gwen, Ben, and Kevin follow Aggregor into a mystical dimension called Legerdomain with the help of Charmcaster, who was born there. They believe Aggregor's target to be the Alpha Rune worn by Addwaitya, ruler of Legerdomain, which they suspect is a disguised piece of the Map of Infinity. Gwen and Charmcaster work together several times, and the two develop a bond that seems to lead to Charmcaster changing her ways. While the group tries to steal the Alpha Rune, Aggregor uses the distraction to knock Addwaitya out and take it himself. Gwen, Ben, and Kevin escape Legerdomain with Charmcaster's help, but Charmcaster stays behind to free Legerdomain and her people from Addwaitya's rule. Ben promises Gwen that they will find a way to return and help Charmcaster after Aggregor is defeated. 	Gwen, Ben, and Kevin follow Aggregor into a mystical dimension called Legerdomain with the help of Charmcaster, who was born there. They believe Aggregor's target to be the Alpha Rune worn by Addwaitya, ruler of Legerdomain, which they suspect is a disguised piece of the Map of Infinity. Gwen and Charmcaster work together several times, and the two develop a bond that seems to lead to Charmcaster changing her ways. While the group tries to steal the Alpha Rune, Aggregor uses the distraction to knock Addwaitya out and take it himself. Gwen, Ben, and Kevin escape Legerdomain with Charmcaster's help, but Charmcaster stays behind to free Legerdomain and her people from Addwaitya's rule. Ben promises Gwen that they will find a way to return and help Charmcaster after Aggregor is defeated. 	Gwen, Ben, and Kevin follow Aggregor into a mystical dimension called Legerdomain with the help of Charmcaster, who was born there. They believe Aggregor's target to be the Alpha Rune worn by Addwaitya, ruler of Legerdomain, which they suspect is a disguised piece of the Map of Infinity. Gwen and Charmcaster work together several times, and the two develop a bond that seems to lead to Charmcaster changing her ways. While the group tries to steal the Alpha Rune, Aggregor uses the distraction to knock Addwaitya out and take it himself. Gwen, Ben, and Kevin escape Legerdomain with Charmcaster's help, but Charmcaster stays behind to free Legerdomain and her people from Addwaitya's rule. Ben promises Gwen that they will find a way to return and help Charmcaster after Aggregor is defeated. 	Gwen, Ben, and Kevin follow Aggregor into a mystical dimension called Legerdomain with the help of Charmcaster, who was born there. They believe Aggregor's target to be the Alpha Rune worn by Addwaitya, ruler of Legerdomain, which they suspect is a disguised piece of the Map of Infinity. Gwen and Charmcaster work together several times, and the two develop a bond that seems to lead to Charmcaster changing her ways. While the group tries to steal the Alpha Rune, Aggregor uses the distraction to knock Addwaitya out and take it himself. Gwen, Ben, and Kevin escape Legerdomain with Charmcaster's help, but Charmcaster stays behind to free Legerdomain and her people from Addwaitya's rule. Ben promises Gwen that they will find a way to return and help Charmcaster after Aggregor is defeated. 	Gwen, Ben, and Kevin follow Aggregor into a mystical dimension called Legerdomain with the help of Charmcaster, who was born there. They believe Aggregor's target to be the Alpha Rune worn by Addwaitya, ruler of Legerdomain, which they suspect is a disguised piece of the Map of Infinity. Gwen and Charmcaster work together several times, and the two develop a bond that seems to lead to Charmcaster changing her ways. While the group tries to steal the Alpha Rune, Aggregor uses the distraction to knock Addwaitya out and take it himself. Gwen, Ben, and Kevin escape Legerdomain with Charmcaster's help, but Charmcaster stays behind to free Legerdomain and her people from Addwaitya's rule. Ben promises Gwen that they will find a way to return and help Charmcaster after Aggregor is defeated.
15 	"Perplexahedron" 	November 5, 2010 	 	 	 	
Azmuth was upset at Ben's failure to protect the first three pieces of the Map of Infinity, teleports Ben, Gwen, and Kevin to the fourth piece's location: a deadly artificial planet known as Perplexhahedron, created by Professor Paradox to destroy anyone who enters it. Ben, Gwen, and Kevin manage to fight their way through the traps. They are separated, and Gwen encounters Aggregor, but he simply ignores and leaves her in a freezing room. After that, Ben and Kevin accidentally find her there, then Gwen and Kevin kiss. They reach the Sentinel, who gives them the final piece. When the piece is taken, the whole planet starts to fall apart. The Sentinel stays behind, content that he has fulfilled his purpose in life, but Ben insists on rescuing him. However, Aggregor has found the Sentinel by the time Ben returns, and in the ensuing battle manages to take the final piece of the map from Ben, because he carried it back with him and dropped it. After getting back to the ship, the Sentinel, dismayed that his life amounted to nothing, vanishes into thin air. Though they've lost the battle, Kevin assures Ben that the war isn't over.
Ultimatrix Alien Debuts: Ripjaws (Ultimate Alien Debut) 	
Azmuth was upset at Ben's failure to protect the first three pieces of the Map of Infinity, teleports Ben, Gwen, and Kevin to the fourth piece's location: a deadly artificial planet known as Perplexhahedron, created by Professor Paradox to destroy anyone who enters it. Ben, Gwen, and Kevin manage to fight their way through the traps. They are separated, and Gwen encounters Aggregor, but he simply ignores and leaves her in a freezing room. After that, Ben and Kevin accidentally find her there, then Gwen and Kevin kiss. They reach the Sentinel, who gives them the final piece. When the piece is taken, the whole planet starts to fall apart. The Sentinel stays behind, content that he has fulfilled his purpose in life, but Ben insists on rescuing him. However, Aggregor has found the Sentinel by the time Ben returns, and in the ensuing battle manages to take the final piece of the map from Ben, because he carried it back with him and dropped it. After getting back to the ship, the Sentinel, dismayed that his life amounted to nothing, vanishes into thin air. Though they've lost the battle, Kevin assures Ben that the war isn't over.
Ultimatrix Alien Debuts: Ripjaws (Ultimate Alien Debut) 	
Azmuth was upset at Ben's failure to protect the first three pieces of the Map of Infinity, teleports Ben, Gwen, and Kevin to the fourth piece's location: a deadly artificial planet known as Perplexhahedron, created by Professor Paradox to destroy anyone who enters it. Ben, Gwen, and Kevin manage to fight their way through the traps. They are separated, and Gwen encounters Aggregor, but he simply ignores and leaves her in a freezing room. After that, Ben and Kevin accidentally find her there, then Gwen and Kevin kiss. They reach the Sentinel, who gives them the final piece. When the piece is taken, the whole planet starts to fall apart. The Sentinel stays behind, content that he has fulfilled his purpose in life, but Ben insists on rescuing him. However, Aggregor has found the Sentinel by the time Ben returns, and in the ensuing battle manages to take the final piece of the map from Ben, because he carried it back with him and dropped it. After getting back to the ship, the Sentinel, dismayed that his life amounted to nothing, vanishes into thin air. Though they've lost the battle, Kevin assures Ben that the war isn't over.
Ultimatrix Alien Debuts: Ripjaws (Ultimate Alien Debut) 	
Azmuth was upset at Ben's failure to protect the first three pieces of the Map of Infinity, teleports Ben, Gwen, and Kevin to the fourth piece's location: a deadly artificial planet known as Perplexhahedron, created by Professor Paradox to destroy anyone who enters it. Ben, Gwen, and Kevin manage to fight their way through the traps. They are separated, and Gwen encounters Aggregor, but he simply ignores and leaves her in a freezing room. After that, Ben and Kevin accidentally find her there, then Gwen and Kevin kiss. They reach the Sentinel, who gives them the final piece. When the piece is taken, the whole planet starts to fall apart. The Sentinel stays behind, content that he has fulfilled his purpose in life, but Ben insists on rescuing him. However, Aggregor has found the Sentinel by the time Ben returns, and in the ensuing battle manages to take the final piece of the map from Ben, because he carried it back with him and dropped it. After getting back to the ship, the Sentinel, dismayed that his life amounted to nothing, vanishes into thin air. Though they've lost the battle, Kevin assures Ben that the war isn't over.
Ultimatrix Alien Debuts: Ripjaws (Ultimate Alien Debut) 	
Azmuth was upset at Ben's failure to protect the first three pieces of the Map of Infinity, teleports Ben, Gwen, and Kevin to the fourth piece's location: a deadly artificial planet known as Perplexhahedron, created by Professor Paradox to destroy anyone who enters it. Ben, Gwen, and Kevin manage to fight their way through the traps. They are separated, and Gwen encounters Aggregor, but he simply ignores and leaves her in a freezing room. After that, Ben and Kevin accidentally find her there, then Gwen and Kevin kiss. They reach the Sentinel, who gives them the final piece. When the piece is taken, the whole planet starts to fall apart. The Sentinel stays behind, content that he has fulfilled his purpose in life, but Ben insists on rescuing him. However, Aggregor has found the Sentinel by the time Ben returns, and in the ensuing battle manages to take the final piece of the map from Ben, because he carried it back with him and dropped it. After getting back to the ship, the Sentinel, dismayed that his life amounted to nothing, vanishes into thin air. Though they've lost the battle, Kevin assures Ben that the war isn't over.
Ultimatrix Alien Debuts: Ripjaws (Ultimate Alien Debut) 	
Azmuth was upset at Ben's failure to protect the first three pieces of the Map of Infinity, teleports Ben, Gwen, and Kevin to the fourth piece's location: a deadly artificial planet known as Perplexhahedron, created by Professor Paradox to destroy anyone who enters it. Ben, Gwen, and Kevin manage to fight their way through the traps. They are separated, and Gwen encounters Aggregor, but he simply ignores and leaves her in a freezing room. After that, Ben and Kevin accidentally find her there, then Gwen and Kevin kiss. They reach the Sentinel, who gives them the final piece. When the piece is taken, the whole planet starts to fall apart. The Sentinel stays behind, content that he has fulfilled his purpose in life, but Ben insists on rescuing him. However, Aggregor has found the Sentinel by the time Ben returns, and in the ensuing battle manages to take the final piece of the map from Ben, because he carried it back with him and dropped it. After getting back to the ship, the Sentinel, dismayed that his life amounted to nothing, vanishes into thin air. Though they've lost the battle, Kevin assures Ben that the war isn't over.
Ultimatrix Alien Debuts: Ripjaws (Ultimate Alien Debut) 	
Azmuth was upset at Ben's failure to protect the first three pieces of the Map of Infinity, teleports Ben, Gwen, and Kevin to the fourth piece's location: a deadly artificial planet known as Perplexhahedron, created by Professor Paradox to destroy anyone who enters it. Ben, Gwen, and Kevin manage to fight their way through the traps. They are separated, and Gwen encounters Aggregor, but he simply ignores and leaves her in a freezing room. After that, Ben and Kevin accidentally find her there, then Gwen and Kevin kiss. They reach the Sentinel, who gives them the final piece. When the piece is taken, the whole planet starts to fall apart. The Sentinel stays behind, content that he has fulfilled his purpose in life, but Ben insists on rescuing him. However, Aggregor has found the Sentinel by the time Ben returns, and in the ensuing battle manages to take the final piece of the map from Ben, because he carried it back with him and dropped it. After getting back to the ship, the Sentinel, dismayed that his life amounted to nothing, vanishes into thin air. Though they've lost the battle, Kevin assures Ben that the war isn't over.
Ultimatrix Alien Debuts: Ripjaws (Ultimate Alien Debut)
16 	"The Forge of Creation" 	November 12, 2010 	 	 	 	
Azmuth is still upset with Ben, Gwen, and Kevin for letting Aggregor get all of the four pieces of the Map of Infinity. Ben resolves to become Alien X to get Bellicus and Serena to cooperate. When this fails, Paradox arrives and changes Alien X back to Ben. After a brief argument, Paradox and Azmuth explain that the Forge of Creation is where all Celestialsapiens (Alien X's race) are born, and Aggregor hopes to absorb the powers and abilities of a newborn Celestialsapien and become omnipotent. Paradox takes them to the Forge of Creation, where an accident pulls Ben's ten-year-old self out of the timestream. After a few difficulties, past-Ben teams up with his future self to stop Aggregor. As they make their way through the Forge, they discover many Celestialsapiens in debate with themselves, and eventually a Celestialsapien egg. Aggregor reaches the egg at the same time the group does and takes everyone out with ease. In a last-ditch effort, Kevin absorbs energy from present-Ben's Ultimatrix, but the process drives him insane. He is now mutated like his old self, but has the new aliens instead of the old ones, becoming Ultimate Kevin. Kevin easily defeats Aggregor before absorbing his stolen power and attempting to kill him, only to be met with opposition from Gwen and both Bens. Past-Ben manages to get through to Kevin, who spares Aggregor's life before flying away, claiming he will not be so merciful next time. Paradox arrives at that moment to take them home before the other Celestialsapiens wake up, since he is not supposed to be near them, and return past-Ben to his own time period. Paradox claims that past-Ben will dismiss the entire experience as a dream while present-day Ben resolves to stop Kevin.
Ultimatrix Alien Debuts: Alien X (Ultimate Alien Debut), NRG (Official Debut)
Omnitrix Alien Debuts: Heatblast (10 year old, Ultimate Alien Debut), Wildmutt (10 year old, Ultimate Alien Debut), Four Arms (10 year old, Ultimate Alien Debut), Stinkfly (10 year old, Ultimate Alien Debut)	
Azmuth is still upset with Ben, Gwen, and Kevin for letting Aggregor get all of the four pieces of the Map of Infinity. Ben resolves to become Alien X to get Bellicus and Serena to cooperate. When this fails, Paradox arrives and changes Alien X back to Ben. After a brief argument, Paradox and Azmuth explain that the Forge of Creation is where all Celestialsapiens (Alien X's race) are born, and Aggregor hopes to absorb the powers and abilities of a newborn Celestialsapien and become omnipotent. Paradox takes them to the Forge of Creation, where an accident pulls Ben's ten-year-old self out of the timestream. After a few difficulties, past-Ben teams up with his future self to stop Aggregor. As they make their way through the Forge, they discover many Celestialsapiens in debate with themselves, and eventually a Celestialsapien egg. Aggregor reaches the egg at the same time the group does and takes everyone out with ease. In a last-ditch effort, Kevin absorbs energy from present-Ben's Ultimatrix, but the process drives him insane. He is now mutated like his old self, but has the new aliens instead of the old ones, becoming Ultimate Kevin. Kevin easily defeats Aggregor before absorbing his stolen power and attempting to kill him, only to be met with opposition from Gwen and both Bens. Past-Ben manages to get through to Kevin, who spares Aggregor's life before flying away, claiming he will not be so merciful next time. Paradox arrives at that moment to take them home before the other Celestialsapiens wake up, since he is not supposed to be near them, and return past-Ben to his own time period. Paradox claims that past-Ben will dismiss the entire experience as a dream while present-day Ben resolves to stop Kevin.
Ultimatrix Alien Debuts: Alien X (Ultimate Alien Debut), NRG (Official Debut)
Omnitrix Alien Debuts: Heatblast (10 year old, Ultimate Alien Debut), Wildmutt (10 year old, Ultimate Alien Debut), Four Arms (10 year old, Ultimate Alien Debut), Stinkfly (10 year old, Ultimate Alien Debut)	
Azmuth is still upset with Ben, Gwen, and Kevin for letting Aggregor get all of the four pieces of the Map of Infinity. Ben resolves to become Alien X to get Bellicus and Serena to cooperate. When this fails, Paradox arrives and changes Alien X back to Ben. After a brief argument, Paradox and Azmuth explain that the Forge of Creation is where all Celestialsapiens (Alien X's race) are born, and Aggregor hopes to absorb the powers and abilities of a newborn Celestialsapien and become omnipotent. Paradox takes them to the Forge of Creation, where an accident pulls Ben's ten-year-old self out of the timestream. After a few difficulties, past-Ben teams up with his future self to stop Aggregor. As they make their way through the Forge, they discover many Celestialsapiens in debate with themselves, and eventually a Celestialsapien egg. Aggregor reaches the egg at the same time the group does and takes everyone out with ease. In a last-ditch effort, Kevin absorbs energy from present-Ben's Ultimatrix, but the process drives him insane. He is now mutated like his old self, but has the new aliens instead of the old ones, becoming Ultimate Kevin. Kevin easily defeats Aggregor before absorbing his stolen power and attempting to kill him, only to be met with opposition from Gwen and both Bens. Past-Ben manages to get through to Kevin, who spares Aggregor's life before flying away, claiming he will not be so merciful next time. Paradox arrives at that moment to take them home before the other Celestialsapiens wake up, since he is not supposed to be near them, and return past-Ben to his own time period. Paradox claims that past-Ben will dismiss the entire experience as a dream while present-day Ben resolves to stop Kevin.
Ultimatrix Alien Debuts: Alien X (Ultimate Alien Debut), NRG (Official Debut)
Omnitrix Alien Debuts: Heatblast (10 year old, Ultimate Alien Debut), Wildmutt (10 year old, Ultimate Alien Debut), Four Arms (10 year old, Ultimate Alien Debut), Stinkfly (10 year old, Ultimate Alien Debut)	
Azmuth is still upset with Ben, Gwen, and Kevin for letting Aggregor get all of the four pieces of the Map of Infinity. Ben resolves to become Alien X to get Bellicus and Serena to cooperate. When this fails, Paradox arrives and changes Alien X back to Ben. After a brief argument, Paradox and Azmuth explain that the Forge of Creation is where all Celestialsapiens (Alien X's race) are born, and Aggregor hopes to absorb the powers and abilities of a newborn Celestialsapien and become omnipotent. Paradox takes them to the Forge of Creation, where an accident pulls Ben's ten-year-old self out of the timestream. After a few difficulties, past-Ben teams up with his future self to stop Aggregor. As they make their way through the Forge, they discover many Celestialsapiens in debate with themselves, and eventually a Celestialsapien egg. Aggregor reaches the egg at the same time the group does and takes everyone out with ease. In a last-ditch effort, Kevin absorbs energy from present-Ben's Ultimatrix, but the process drives him insane. He is now mutated like his old self, but has the new aliens instead of the old ones, becoming Ultimate Kevin. Kevin easily defeats Aggregor before absorbing his stolen power and attempting to kill him, only to be met with opposition from Gwen and both Bens. Past-Ben manages to get through to Kevin, who spares Aggregor's life before flying away, claiming he will not be so merciful next time. Paradox arrives at that moment to take them home before the other Celestialsapiens wake up, since he is not supposed to be near them, and return past-Ben to his own time period. Paradox claims that past-Ben will dismiss the entire experience as a dream while present-day Ben resolves to stop Kevin.
Ultimatrix Alien Debuts: Alien X (Ultimate Alien Debut), NRG (Official Debut)
Omnitrix Alien Debuts: Heatblast (10 year old, Ultimate Alien Debut), Wildmutt (10 year old, Ultimate Alien Debut), Four Arms (10 year old, Ultimate Alien Debut), Stinkfly (10 year old, Ultimate Alien Debut)	
Azmuth is still upset with Ben, Gwen, and Kevin for letting Aggregor get all of the four pieces of the Map of Infinity. Ben resolves to become Alien X to get Bellicus and Serena to cooperate. When this fails, Paradox arrives and changes Alien X back to Ben. After a brief argument, Paradox and Azmuth explain that the Forge of Creation is where all Celestialsapiens (Alien X's race) are born, and Aggregor hopes to absorb the powers and abilities of a newborn Celestialsapien and become omnipotent. Paradox takes them to the Forge of Creation, where an accident pulls Ben's ten-year-old self out of the timestream. After a few difficulties, past-Ben teams up with his future self to stop Aggregor. As they make their way through the Forge, they discover many Celestialsapiens in debate with themselves, and eventually a Celestialsapien egg. Aggregor reaches the egg at the same time the group does and takes everyone out with ease. In a last-ditch effort, Kevin absorbs energy from present-Ben's Ultimatrix, but the process drives him insane. He is now mutated like his old self, but has the new aliens instead of the old ones, becoming Ultimate Kevin. Kevin easily defeats Aggregor before absorbing his stolen power and attempting to kill him, only to be met with opposition from Gwen and both Bens. Past-Ben manages to get through to Kevin, who spares Aggregor's life before flying away, claiming he will not be so merciful next time. Paradox arrives at that moment to take them home before the other Celestialsapiens wake up, since he is not supposed to be near them, and return past-Ben to his own time period. Paradox claims that past-Ben will dismiss the entire experience as a dream while present-day Ben resolves to stop Kevin.
Ultimatrix Alien Debuts: Alien X (Ultimate Alien Debut), NRG (Official Debut)
Omnitrix Alien Debuts: Heatblast (10 year old, Ultimate Alien Debut), Wildmutt (10 year old, Ultimate Alien Debut), Four Arms (10 year old, Ultimate Alien Debut), Stinkfly (10 year old, Ultimate Alien Debut)	
Azmuth is still upset with Ben, Gwen, and Kevin for letting Aggregor get all of the four pieces of the Map of Infinity. Ben resolves to become Alien X to get Bellicus and Serena to cooperate. When this fails, Paradox arrives and changes Alien X back to Ben. After a brief argument, Paradox and Azmuth explain that the Forge of Creation is where all Celestialsapiens (Alien X's race) are born, and Aggregor hopes to absorb the powers and abilities of a newborn Celestialsapien and become omnipotent. Paradox takes them to the Forge of Creation, where an accident pulls Ben's ten-year-old self out of the timestream. After a few difficulties, past-Ben teams up with his future self to stop Aggregor. As they make their way through the Forge, they discover many Celestialsapiens in debate with themselves, and eventually a Celestialsapien egg. Aggregor reaches the egg at the same time the group does and takes everyone out with ease. In a last-ditch effort, Kevin absorbs energy from present-Ben's Ultimatrix, but the process drives him insane. He is now mutated like his old self, but has the new aliens instead of the old ones, becoming Ultimate Kevin. Kevin easily defeats Aggregor before absorbing his stolen power and attempting to kill him, only to be met with opposition from Gwen and both Bens. Past-Ben manages to get through to Kevin, who spares Aggregor's life before flying away, claiming he will not be so merciful next time. Paradox arrives at that moment to take them home before the other Celestialsapiens wake up, since he is not supposed to be near them, and return past-Ben to his own time period. Paradox claims that past-Ben will dismiss the entire experience as a dream while present-day Ben resolves to stop Kevin.
Ultimatrix Alien Debuts: Alien X (Ultimate Alien Debut), NRG (Official Debut)
Omnitrix Alien Debuts: Heatblast (10 year old, Ultimate Alien Debut), Wildmutt (10 year old, Ultimate Alien Debut), Four Arms (10 year old, Ultimate Alien Debut), Stinkfly (10 year old, Ultimate Alien Debut)	
Azmuth is still upset with Ben, Gwen, and Kevin for letting Aggregor get all of the four pieces of the Map of Infinity. Ben resolves to become Alien X to get Bellicus and Serena to cooperate. When this fails, Paradox arrives and changes Alien X back to Ben. After a brief argument, Paradox and Azmuth explain that the Forge of Creation is where all Celestialsapiens (Alien X's race) are born, and Aggregor hopes to absorb the powers and abilities of a newborn Celestialsapien and become omnipotent. Paradox takes them to the Forge of Creation, where an accident pulls Ben's ten-year-old self out of the timestream. After a few difficulties, past-Ben teams up with his future self to stop Aggregor. As they make their way through the Forge, they discover many Celestialsapiens in debate with themselves, and eventually a Celestialsapien egg. Aggregor reaches the egg at the same time the group does and takes everyone out with ease. In a last-ditch effort, Kevin absorbs energy from present-Ben's Ultimatrix, but the process drives him insane. He is now mutated like his old self, but has the new aliens instead of the old ones, becoming Ultimate Kevin. Kevin easily defeats Aggregor before absorbing his stolen power and attempting to kill him, only to be met with opposition from Gwen and both Bens. Past-Ben manages to get through to Kevin, who spares Aggregor's life before flying away, claiming he will not be so merciful next time. Paradox arrives at that moment to take them home before the other Celestialsapiens wake up, since he is not supposed to be near them, and return past-Ben to his own time period. Paradox claims that past-Ben will dismiss the entire experience as a dream while present-day Ben resolves to stop Kevin.
Ultimatrix Alien Debuts: Alien X (Ultimate Alien Debut), NRG (Official Debut)
Omnitrix Alien Debuts: Heatblast (10 year old, Ultimate Alien Debut), Wildmutt (10 year old, Ultimate Alien Debut), Four Arms (10 year old, Ultimate Alien Debut), Stinkfly (10 year old, Ultimate Alien Debut)
17 	"...Nor Iron Bars a Cage" 	November 19, 2010 	 	 	 	
With Kevin having absorbed the Ultimatrix's aliens and gone back to his insane state, he returns back to the Null Void prison, Incarcecon. Ben and Gwen, searching for answers, realize they have to go to Incarcecon in an attempt to stop Kevin from killing the warden, Morgg. There are also flashbacks that Kevin has, how he left his first mutation and started to absorb solid matter both with the help of a fellow inmate named Kwarrel, and showed how he escaped from the prison, with Kwarrel sacrificing himself to Morgg in the process. Ben and Gwen soon realize that Morgg is forcing the prisoners to mine a blue substance which is sold as a hallucinogenic drug. Kevin manages to catch up with Morgg to exact his revenge, dropping him in an elevator and cutting the line. Gwen saves him and take him into custody, but by the time they hit surface, the prison is in ruins. Kevin fled the prison, and Ben thinks that Kevin may have to be put down, much to Gwen's shock and horror. 	With Kevin having absorbed the Ultimatrix's aliens and gone back to his insane state, he returns back to the Null Void prison, Incarcecon. Ben and Gwen, searching for answers, realize they have to go to Incarcecon in an attempt to stop Kevin from killing the warden, Morgg. There are also flashbacks that Kevin has, how he left his first mutation and started to absorb solid matter both with the help of a fellow inmate named Kwarrel, and showed how he escaped from the prison, with Kwarrel sacrificing himself to Morgg in the process. Ben and Gwen soon realize that Morgg is forcing the prisoners to mine a blue substance which is sold as a hallucinogenic drug. Kevin manages to catch up with Morgg to exact his revenge, dropping him in an elevator and cutting the line. Gwen saves him and take him into custody, but by the time they hit surface, the prison is in ruins. Kevin fled the prison, and Ben thinks that Kevin may have to be put down, much to Gwen's shock and horror. 	With Kevin having absorbed the Ultimatrix's aliens and gone back to his insane state, he returns back to the Null Void prison, Incarcecon. Ben and Gwen, searching for answers, realize they have to go to Incarcecon in an attempt to stop Kevin from killing the warden, Morgg. There are also flashbacks that Kevin has, how he left his first mutation and started to absorb solid matter both with the help of a fellow inmate named Kwarrel, and showed how he escaped from the prison, with Kwarrel sacrificing himself to Morgg in the process. Ben and Gwen soon realize that Morgg is forcing the prisoners to mine a blue substance which is sold as a hallucinogenic drug. Kevin manages to catch up with Morgg to exact his revenge, dropping him in an elevator and cutting the line. Gwen saves him and take him into custody, but by the time they hit surface, the prison is in ruins. Kevin fled the prison, and Ben thinks that Kevin may have to be put down, much to Gwen's shock and horror. 	With Kevin having absorbed the Ultimatrix's aliens and gone back to his insane state, he returns back to the Null Void prison, Incarcecon. Ben and Gwen, searching for answers, realize they have to go to Incarcecon in an attempt to stop Kevin from killing the warden, Morgg. There are also flashbacks that Kevin has, how he left his first mutation and started to absorb solid matter both with the help of a fellow inmate named Kwarrel, and showed how he escaped from the prison, with Kwarrel sacrificing himself to Morgg in the process. Ben and Gwen soon realize that Morgg is forcing the prisoners to mine a blue substance which is sold as a hallucinogenic drug. Kevin manages to catch up with Morgg to exact his revenge, dropping him in an elevator and cutting the line. Gwen saves him and take him into custody, but by the time they hit surface, the prison is in ruins. Kevin fled the prison, and Ben thinks that Kevin may have to be put down, much to Gwen's shock and horror. 	With Kevin having absorbed the Ultimatrix's aliens and gone back to his insane state, he returns back to the Null Void prison, Incarcecon. Ben and Gwen, searching for answers, realize they have to go to Incarcecon in an attempt to stop Kevin from killing the warden, Morgg. There are also flashbacks that Kevin has, how he left his first mutation and started to absorb solid matter both with the help of a fellow inmate named Kwarrel, and showed how he escaped from the prison, with Kwarrel sacrificing himself to Morgg in the process. Ben and Gwen soon realize that Morgg is forcing the prisoners to mine a blue substance which is sold as a hallucinogenic drug. Kevin manages to catch up with Morgg to exact his revenge, dropping him in an elevator and cutting the line. Gwen saves him and take him into custody, but by the time they hit surface, the prison is in ruins. Kevin fled the prison, and Ben thinks that Kevin may have to be put down, much to Gwen's shock and horror. 	With Kevin having absorbed the Ultimatrix's aliens and gone back to his insane state, he returns back to the Null Void prison, Incarcecon. Ben and Gwen, searching for answers, realize they have to go to Incarcecon in an attempt to stop Kevin from killing the warden, Morgg. There are also flashbacks that Kevin has, how he left his first mutation and started to absorb solid matter both with the help of a fellow inmate named Kwarrel, and showed how he escaped from the prison, with Kwarrel sacrificing himself to Morgg in the process. Ben and Gwen soon realize that Morgg is forcing the prisoners to mine a blue substance which is sold as a hallucinogenic drug. Kevin manages to catch up with Morgg to exact his revenge, dropping him in an elevator and cutting the line. Gwen saves him and take him into custody, but by the time they hit surface, the prison is in ruins. Kevin fled the prison, and Ben thinks that Kevin may have to be put down, much to Gwen's shock and horror. 	With Kevin having absorbed the Ultimatrix's aliens and gone back to his insane state, he returns back to the Null Void prison, Incarcecon. Ben and Gwen, searching for answers, realize they have to go to Incarcecon in an attempt to stop Kevin from killing the warden, Morgg. There are also flashbacks that Kevin has, how he left his first mutation and started to absorb solid matter both with the help of a fellow inmate named Kwarrel, and showed how he escaped from the prison, with Kwarrel sacrificing himself to Morgg in the process. Ben and Gwen soon realize that Morgg is forcing the prisoners to mine a blue substance which is sold as a hallucinogenic drug. Kevin manages to catch up with Morgg to exact his revenge, dropping him in an elevator and cutting the line. Gwen saves him and take him into custody, but by the time they hit surface, the prison is in ruins. Kevin fled the prison, and Ben thinks that Kevin may have to be put down, much to Gwen's shock and horror.
18 	"The Enemy of My Enemy" 	December 3, 2010 	 	 	 	
Argit travels to Earth to borrow supplies from Kevin for a scam, where he discovers Kevin's condition and is nearly killed by the insane and vengeful Ultimate Kevin. Ben and Gwen send Argit to the Plumber's Academy to protect him from Kevin. While there Argit meets up with the Vreedle brothers (this particular set is training to be Plumbers to avoid being assassinated by their father again), where he explains that their father sent him there to rig their grades. Kevin then goes to the Plumber's Academy to kill Argit. Ben battles Kevin but cannot defeat him. Rhomboid then launches a nuclear fission bomb, which will destroy the Academy and everyone in it, but Ben uses Ultimate Echo-Echo to destroy the bomb. Kevin attacks Argit and seemingly kills him. When Gwen tries to stop Kevin, he attacks her, but does not kill her because of what she used to mean to him, suggesting there is hope for him still. After Kevin leaves, Ben reveals Argit is simply pretending to be dead (as his species can temporarily stop their pulse) and Argit is arrested by the Vreedle Brothers by the order of Magister Colonach. 	Argit travels to Earth to borrow supplies from Kevin for a scam, where he discovers Kevin's condition and is nearly killed by the insane and vengeful Ultimate Kevin. Ben and Gwen send Argit to the Plumber's Academy to protect him from Kevin. While there Argit meets up with the Vreedle brothers (this particular set is training to be Plumbers to avoid being assassinated by their father again), where he explains that their father sent him there to rig their grades. Kevin then goes to the Plumber's Academy to kill Argit. Ben battles Kevin but cannot defeat him. Rhomboid then launches a nuclear fission bomb, which will destroy the Academy and everyone in it, but Ben uses Ultimate Echo-Echo to destroy the bomb. Kevin attacks Argit and seemingly kills him. When Gwen tries to stop Kevin, he attacks her, but does not kill her because of what she used to mean to him, suggesting there is hope for him still. After Kevin leaves, Ben reveals Argit is simply pretending to be dead (as his species can temporarily stop their pulse) and Argit is arrested by the Vreedle Brothers by the order of Magister Colonach. 	Argit travels to Earth to borrow supplies from Kevin for a scam, where he discovers Kevin's condition and is nearly killed by the insane and vengeful Ultimate Kevin. Ben and Gwen send Argit to the Plumber's Academy to protect him from Kevin. While there Argit meets up with the Vreedle brothers (this particular set is training to be Plumbers to avoid being assassinated by their father again), where he explains that their father sent him there to rig their grades. Kevin then goes to the Plumber's Academy to kill Argit. Ben battles Kevin but cannot defeat him. Rhomboid then launches a nuclear fission bomb, which will destroy the Academy and everyone in it, but Ben uses Ultimate Echo-Echo to destroy the bomb. Kevin attacks Argit and seemingly kills him. When Gwen tries to stop Kevin, he attacks her, but does not kill her because of what she used to mean to him, suggesting there is hope for him still. After Kevin leaves, Ben reveals Argit is simply pretending to be dead (as his species can temporarily stop their pulse) and Argit is arrested by the Vreedle Brothers by the order of Magister Colonach. 	Argit travels to Earth to borrow supplies from Kevin for a scam, where he discovers Kevin's condition and is nearly killed by the insane and vengeful Ultimate Kevin. Ben and Gwen send Argit to the Plumber's Academy to protect him from Kevin. While there Argit meets up with the Vreedle brothers (this particular set is training to be Plumbers to avoid being assassinated by their father again), where he explains that their father sent him there to rig their grades. Kevin then goes to the Plumber's Academy to kill Argit. Ben battles Kevin but cannot defeat him. Rhomboid then launches a nuclear fission bomb, which will destroy the Academy and everyone in it, but Ben uses Ultimate Echo-Echo to destroy the bomb. Kevin attacks Argit and seemingly kills him. When Gwen tries to stop Kevin, he attacks her, but does not kill her because of what she used to mean to him, suggesting there is hope for him still. After Kevin leaves, Ben reveals Argit is simply pretending to be dead (as his species can temporarily stop their pulse) and Argit is arrested by the Vreedle Brothers by the order of Magister Colonach. 	Argit travels to Earth to borrow supplies from Kevin for a scam, where he discovers Kevin's condition and is nearly killed by the insane and vengeful Ultimate Kevin. Ben and Gwen send Argit to the Plumber's Academy to protect him from Kevin. While there Argit meets up with the Vreedle brothers (this particular set is training to be Plumbers to avoid being assassinated by their father again), where he explains that their father sent him there to rig their grades. Kevin then goes to the Plumber's Academy to kill Argit. Ben battles Kevin but cannot defeat him. Rhomboid then launches a nuclear fission bomb, which will destroy the Academy and everyone in it, but Ben uses Ultimate Echo-Echo to destroy the bomb. Kevin attacks Argit and seemingly kills him. When Gwen tries to stop Kevin, he attacks her, but does not kill her because of what she used to mean to him, suggesting there is hope for him still. After Kevin leaves, Ben reveals Argit is simply pretending to be dead (as his species can temporarily stop their pulse) and Argit is arrested by the Vreedle Brothers by the order of Magister Colonach. 	Argit travels to Earth to borrow supplies from Kevin for a scam, where he discovers Kevin's condition and is nearly killed by the insane and vengeful Ultimate Kevin. Ben and Gwen send Argit to the Plumber's Academy to protect him from Kevin. While there Argit meets up with the Vreedle brothers (this particular set is training to be Plumbers to avoid being assassinated by their father again), where he explains that their father sent him there to rig their grades. Kevin then goes to the Plumber's Academy to kill Argit. Ben battles Kevin but cannot defeat him. Rhomboid then launches a nuclear fission bomb, which will destroy the Academy and everyone in it, but Ben uses Ultimate Echo-Echo to destroy the bomb. Kevin attacks Argit and seemingly kills him. When Gwen tries to stop Kevin, he attacks her, but does not kill her because of what she used to mean to him, suggesting there is hope for him still. After Kevin leaves, Ben reveals Argit is simply pretending to be dead (as his species can temporarily stop their pulse) and Argit is arrested by the Vreedle Brothers by the order of Magister Colonach. 	Argit travels to Earth to borrow supplies from Kevin for a scam, where he discovers Kevin's condition and is nearly killed by the insane and vengeful Ultimate Kevin. Ben and Gwen send Argit to the Plumber's Academy to protect him from Kevin. While there Argit meets up with the Vreedle brothers (this particular set is training to be Plumbers to avoid being assassinated by their father again), where he explains that their father sent him there to rig their grades. Kevin then goes to the Plumber's Academy to kill Argit. Ben battles Kevin but cannot defeat him. Rhomboid then launches a nuclear fission bomb, which will destroy the Academy and everyone in it, but Ben uses Ultimate Echo-Echo to destroy the bomb. Kevin attacks Argit and seemingly kills him. When Gwen tries to stop Kevin, he attacks her, but does not kill her because of what she used to mean to him, suggesting there is hope for him still. After Kevin leaves, Ben reveals Argit is simply pretending to be dead (as his species can temporarily stop their pulse) and Argit is arrested by the Vreedle Brothers by the order of Magister Colonach.
19 	"Absolute Power, Part 1" 	December 10, 2010 	 	 	 	
After Kevin absorbs the powers and abilities of Alan, Helen, Manny, Pierce, and Dr. Viktor, Ben and Gwen argue about the best way to deal with him. Ben decides to kill him, while Gwen argues that Kevin can still be saved. The argument escalates into a heated battle between the two first-cousins, which Ben wins as Way Big using an incredibly strong and powerful cosmic ray attack. He then starts looking for Kevin, attacking anyone who has ever had any criminal connections with him, including the Forever Knights and Vulkanus. Gwen, looking for an alternative, tracks down Darkstar. She convinces Darkstar to help Kevin, and in return, she gives him enough mana to retain his normal appearance for one year. Together with a newly matured Cooper, Darkstar devises a plan to save Kevin using a fragment of the Dominus Librium. He and Cooper build a machine in Los Soledad, using the left over pieces of both Aggregor's matter energy converting device, and Professor Paradox's time machine, to strengthen and amplify the piece's energy-draining abilities, thus restoring Kevin's sanity. Darkstar also devises a plan to have Kevin absorb a fraction of Gwen's magical and Anodite abilities so that he will hunt her for more.	After Kevin absorbs the powers and abilities of Alan, Helen, Manny, Pierce, and Dr. Viktor, Ben and Gwen argue about the best way to deal with him. Ben decides to kill him, while Gwen argues that Kevin can still be saved. The argument escalates into a heated battle between the two first-cousins, which Ben wins as Way Big using an incredibly strong and powerful cosmic ray attack. He then starts looking for Kevin, attacking anyone who has ever had any criminal connections with him, including the Forever Knights and Vulkanus. Gwen, looking for an alternative, tracks down Darkstar. She convinces Darkstar to help Kevin, and in return, she gives him enough mana to retain his normal appearance for one year. Together with a newly matured Cooper, Darkstar devises a plan to save Kevin using a fragment of the Dominus Librium. He and Cooper build a machine in Los Soledad, using the left over pieces of both Aggregor's matter energy converting device, and Professor Paradox's time machine, to strengthen and amplify the piece's energy-draining abilities, thus restoring Kevin's sanity. Darkstar also devises a plan to have Kevin absorb a fraction of Gwen's magical and Anodite abilities so that he will hunt her for more.	After Kevin absorbs the powers and abilities of Alan, Helen, Manny, Pierce, and Dr. Viktor, Ben and Gwen argue about the best way to deal with him. Ben decides to kill him, while Gwen argues that Kevin can still be saved. The argument escalates into a heated battle between the two first-cousins, which Ben wins as Way Big using an incredibly strong and powerful cosmic ray attack. He then starts looking for Kevin, attacking anyone who has ever had any criminal connections with him, including the Forever Knights and Vulkanus. Gwen, looking for an alternative, tracks down Darkstar. She convinces Darkstar to help Kevin, and in return, she gives him enough mana to retain his normal appearance for one year. Together with a newly matured Cooper, Darkstar devises a plan to save Kevin using a fragment of the Dominus Librium. He and Cooper build a machine in Los Soledad, using the left over pieces of both Aggregor's matter energy converting device, and Professor Paradox's time machine, to strengthen and amplify the piece's energy-draining abilities, thus restoring Kevin's sanity. Darkstar also devises a plan to have Kevin absorb a fraction of Gwen's magical and Anodite abilities so that he will hunt her for more.	After Kevin absorbs the powers and abilities of Alan, Helen, Manny, Pierce, and Dr. Viktor, Ben and Gwen argue about the best way to deal with him. Ben decides to kill him, while Gwen argues that Kevin can still be saved. The argument escalates into a heated battle between the two first-cousins, which Ben wins as Way Big using an incredibly strong and powerful cosmic ray attack. He then starts looking for Kevin, attacking anyone who has ever had any criminal connections with him, including the Forever Knights and Vulkanus. Gwen, looking for an alternative, tracks down Darkstar. She convinces Darkstar to help Kevin, and in return, she gives him enough mana to retain his normal appearance for one year. Together with a newly matured Cooper, Darkstar devises a plan to save Kevin using a fragment of the Dominus Librium. He and Cooper build a machine in Los Soledad, using the left over pieces of both Aggregor's matter energy converting device, and Professor Paradox's time machine, to strengthen and amplify the piece's energy-draining abilities, thus restoring Kevin's sanity. Darkstar also devises a plan to have Kevin absorb a fraction of Gwen's magical and Anodite abilities so that he will hunt her for more.	After Kevin absorbs the powers and abilities of Alan, Helen, Manny, Pierce, and Dr. Viktor, Ben and Gwen argue about the best way to deal with him. Ben decides to kill him, while Gwen argues that Kevin can still be saved. The argument escalates into a heated battle between the two first-cousins, which Ben wins as Way Big using an incredibly strong and powerful cosmic ray attack. He then starts looking for Kevin, attacking anyone who has ever had any criminal connections with him, including the Forever Knights and Vulkanus. Gwen, looking for an alternative, tracks down Darkstar. She convinces Darkstar to help Kevin, and in return, she gives him enough mana to retain his normal appearance for one year. Together with a newly matured Cooper, Darkstar devises a plan to save Kevin using a fragment of the Dominus Librium. He and Cooper build a machine in Los Soledad, using the left over pieces of both Aggregor's matter energy converting device, and Professor Paradox's time machine, to strengthen and amplify the piece's energy-draining abilities, thus restoring Kevin's sanity. Darkstar also devises a plan to have Kevin absorb a fraction of Gwen's magical and Anodite abilities so that he will hunt her for more.	After Kevin absorbs the powers and abilities of Alan, Helen, Manny, Pierce, and Dr. Viktor, Ben and Gwen argue about the best way to deal with him. Ben decides to kill him, while Gwen argues that Kevin can still be saved. The argument escalates into a heated battle between the two first-cousins, which Ben wins as Way Big using an incredibly strong and powerful cosmic ray attack. He then starts looking for Kevin, attacking anyone who has ever had any criminal connections with him, including the Forever Knights and Vulkanus. Gwen, looking for an alternative, tracks down Darkstar. She convinces Darkstar to help Kevin, and in return, she gives him enough mana to retain his normal appearance for one year. Together with a newly matured Cooper, Darkstar devises a plan to save Kevin using a fragment of the Dominus Librium. He and Cooper build a machine in Los Soledad, using the left over pieces of both Aggregor's matter energy converting device, and Professor Paradox's time machine, to strengthen and amplify the piece's energy-draining abilities, thus restoring Kevin's sanity. Darkstar also devises a plan to have Kevin absorb a fraction of Gwen's magical and Anodite abilities so that he will hunt her for more.	After Kevin absorbs the powers and abilities of Alan, Helen, Manny, Pierce, and Dr. Viktor, Ben and Gwen argue about the best way to deal with him. Ben decides to kill him, while Gwen argues that Kevin can still be saved. The argument escalates into a heated battle between the two first-cousins, which Ben wins as Way Big using an incredibly strong and powerful cosmic ray attack. He then starts looking for Kevin, attacking anyone who has ever had any criminal connections with him, including the Forever Knights and Vulkanus. Gwen, looking for an alternative, tracks down Darkstar. She convinces Darkstar to help Kevin, and in return, she gives him enough mana to retain his normal appearance for one year. Together with a newly matured Cooper, Darkstar devises a plan to save Kevin using a fragment of the Dominus Librium. He and Cooper build a machine in Los Soledad, using the left over pieces of both Aggregor's matter energy converting device, and Professor Paradox's time machine, to strengthen and amplify the piece's energy-draining abilities, thus restoring Kevin's sanity. Darkstar also devises a plan to have Kevin absorb a fraction of Gwen's magical and Anodite abilities so that he will hunt her for more.
20 	"Absolute Power, Part 2" 	December 10, 2010 	 	 	 	
The first part of the plan is a success, but Cooper and Darkstar need more time to finish the machine, so Ben recruits his remaining allies, Grandpa Max, Julie, and Ship, to help hold him off. After a long standoff, Ben is able to use Ultimate Echo Echo to finally subdue Kevin and hook him into the completed machine. The machine restores an exhausted Kevin to normal. Suddenly, Darkstar uses the machine to drain the powers and abilities from Kevin into himself, glowing with almightly god-like power. Predicting this outcome in advance, Ben hits a kill switch on the machine that takes all the stolen powers from Darkstar, and gives them back to their rightful owners, in the process of returning Bivalvan, Galapagus, P'andor, Andreas, and Ra'ad to life. Ra'ad thanks them. Kevin and Gwen kiss. Then Kevin apologizes to Ben for his actions, and offers him a ride to Mr. Smoothie's to get a smoothie. 	The first part of the plan is a success, but Cooper and Darkstar need more time to finish the machine, so Ben recruits his remaining allies, Grandpa Max, Julie, and Ship, to help hold him off. After a long standoff, Ben is able to use Ultimate Echo Echo to finally subdue Kevin and hook him into the completed machine. The machine restores an exhausted Kevin to normal. Suddenly, Darkstar uses the machine to drain the powers and abilities from Kevin into himself, glowing with almightly god-like power. Predicting this outcome in advance, Ben hits a kill switch on the machine that takes all the stolen powers from Darkstar, and gives them back to their rightful owners, in the process of returning Bivalvan, Galapagus, P'andor, Andreas, and Ra'ad to life. Ra'ad thanks them. Kevin and Gwen kiss. Then Kevin apologizes to Ben for his actions, and offers him a ride to Mr. Smoothie's to get a smoothie. 	The first part of the plan is a success, but Cooper and Darkstar need more time to finish the machine, so Ben recruits his remaining allies, Grandpa Max, Julie, and Ship, to help hold him off. After a long standoff, Ben is able to use Ultimate Echo Echo to finally subdue Kevin and hook him into the completed machine. The machine restores an exhausted Kevin to normal. Suddenly, Darkstar uses the machine to drain the powers and abilities from Kevin into himself, glowing with almightly god-like power. Predicting this outcome in advance, Ben hits a kill switch on the machine that takes all the stolen powers from Darkstar, and gives them back to their rightful owners, in the process of returning Bivalvan, Galapagus, P'andor, Andreas, and Ra'ad to life. Ra'ad thanks them. Kevin and Gwen kiss. Then Kevin apologizes to Ben for his actions, and offers him a ride to Mr. Smoothie's to get a smoothie. 	The first part of the plan is a success, but Cooper and Darkstar need more time to finish the machine, so Ben recruits his remaining allies, Grandpa Max, Julie, and Ship, to help hold him off. After a long standoff, Ben is able to use Ultimate Echo Echo to finally subdue Kevin and hook him into the completed machine. The machine restores an exhausted Kevin to normal. Suddenly, Darkstar uses the machine to drain the powers and abilities from Kevin into himself, glowing with almightly god-like power. Predicting this outcome in advance, Ben hits a kill switch on the machine that takes all the stolen powers from Darkstar, and gives them back to their rightful owners, in the process of returning Bivalvan, Galapagus, P'andor, Andreas, and Ra'ad to life. Ra'ad thanks them. Kevin and Gwen kiss. Then Kevin apologizes to Ben for his actions, and offers him a ride to Mr. Smoothie's to get a smoothie. 	The first part of the plan is a success, but Cooper and Darkstar need more time to finish the machine, so Ben recruits his remaining allies, Grandpa Max, Julie, and Ship, to help hold him off. After a long standoff, Ben is able to use Ultimate Echo Echo to finally subdue Kevin and hook him into the completed machine. The machine restores an exhausted Kevin to normal. Suddenly, Darkstar uses the machine to drain the powers and abilities from Kevin into himself, glowing with almightly god-like power. Predicting this outcome in advance, Ben hits a kill switch on the machine that takes all the stolen powers from Darkstar, and gives them back to their rightful owners, in the process of returning Bivalvan, Galapagus, P'andor, Andreas, and Ra'ad to life. Ra'ad thanks them. Kevin and Gwen kiss. Then Kevin apologizes to Ben for his actions, and offers him a ride to Mr. Smoothie's to get a smoothie. 	The first part of the plan is a success, but Cooper and Darkstar need more time to finish the machine, so Ben recruits his remaining allies, Grandpa Max, Julie, and Ship, to help hold him off. After a long standoff, Ben is able to use Ultimate Echo Echo to finally subdue Kevin and hook him into the completed machine. The machine restores an exhausted Kevin to normal. Suddenly, Darkstar uses the machine to drain the powers and abilities from Kevin into himself, glowing with almightly god-like power. Predicting this outcome in advance, Ben hits a kill switch on the machine that takes all the stolen powers from Darkstar, and gives them back to their rightful owners, in the process of returning Bivalvan, Galapagus, P'andor, Andreas, and Ra'ad to life. Ra'ad thanks them. Kevin and Gwen kiss. Then Kevin apologizes to Ben for his actions, and offers him a ride to Mr. Smoothie's to get a smoothie. 	The first part of the plan is a success, but Cooper and Darkstar need more time to finish the machine, so Ben recruits his remaining allies, Grandpa Max, Julie, and Ship, to help hold him off. After a long standoff, Ben is able to use Ultimate Echo Echo to finally subdue Kevin and hook him into the completed machine. The machine restores an exhausted Kevin to normal. Suddenly, Darkstar uses the machine to drain the powers and abilities from Kevin into himself, glowing with almightly god-like power. Predicting this outcome in advance, Ben hits a kill switch on the machine that takes all the stolen powers from Darkstar, and gives them back to their rightful owners, in the process of returning Bivalvan, Galapagus, P'andor, Andreas, and Ra'ad to life. Ra'ad thanks them. Kevin and Gwen kiss. Then Kevin apologizes to Ben for his actions, and offers him a ride to Mr. Smoothie's to get a smoothie.
====Season 2====
# 	Title 	Original air date 	 	
21 	"The Transmogrification of Eunice" 	February 4, 2011 	 	
Ben, Gwen, and Kevin go out into the wilderness for a camping trip. During a car race between Ben and Kevin, a strange pod falls from space. While trying to open the pod, Gwen cuts her hand on it. The pod then opens to reveal a beautiful, dark green-eyed, blonde-haired girl. Gwen gives the girl some of her spare clothes and the girl reveals her name to be Eunice, though she doesn't remember anything else. As the camping trip continues Eunice is revealed to have a strange connection to nature and Ben begins to develop strong romantic feelings for Eunice.
Sunder then arrives on Earth on a mission to find Eunice. While Ben tries to take Eunice to see the ravine, Sunder appears and Ben and Eunice are separated. Ben, Gwen, and Kevin find Eunice at the ravine where Sunder activates a button on her neck, which turns her into a cylinder-like device (presumably an Omnitrix core). Ben stops Sunder from escaping with Eunice and Kevin returns Eunice back to her human form. As Eunice interrogates Sunder about her past, Azmuth appears and tells them that Eunice is actually one of his earlier prototypes of the Omnitrix, known as the Unitrix,(Uni as in one as opposed to Omni as in all.) and when Gwen had electrocuted her hand on the pod, the Unitrix absorbed her human DNA, creating Eunice, and that Sunder was freed from the Null Void by him to retrieve the Unitrix for him. Ben convinces Azmuth to not put Eunice into storage but to instead put her on Primus. Before leaving, Eunice gives Ben a blue-violet flower as a sign of her equally strong romantic love and infatuation for him to remember her by.	
Ben, Gwen, and Kevin go out into the wilderness for a camping trip. During a car race between Ben and Kevin, a strange pod falls from space. While trying to open the pod, Gwen cuts her hand on it. The pod then opens to reveal a beautiful, dark green-eyed, blonde-haired girl. Gwen gives the girl some of her spare clothes and the girl reveals her name to be Eunice, though she doesn't remember anything else. As the camping trip continues Eunice is revealed to have a strange connection to nature and Ben begins to develop strong romantic feelings for Eunice.
Sunder then arrives on Earth on a mission to find Eunice. While Ben tries to take Eunice to see the ravine, Sunder appears and Ben and Eunice are separated. Ben, Gwen, and Kevin find Eunice at the ravine where Sunder activates a button on her neck, which turns her into a cylinder-like device (presumably an Omnitrix core). Ben stops Sunder from escaping with Eunice and Kevin returns Eunice back to her human form. As Eunice interrogates Sunder about her past, Azmuth appears and tells them that Eunice is actually one of his earlier prototypes of the Omnitrix, known as the Unitrix,(Uni as in one as opposed to Omni as in all.) and when Gwen had electrocuted her hand on the pod, the Unitrix absorbed her human DNA, creating Eunice, and that Sunder was freed from the Null Void by him to retrieve the Unitrix for him. Ben convinces Azmuth to not put Eunice into storage but to instead put her on Primus. Before leaving, Eunice gives Ben a blue-violet flower as a sign of her equally strong romantic love and infatuation for him to remember her by.	
Ben, Gwen, and Kevin go out into the wilderness for a camping trip. During a car race between Ben and Kevin, a strange pod falls from space. While trying to open the pod, Gwen cuts her hand on it. The pod then opens to reveal a beautiful, dark green-eyed, blonde-haired girl. Gwen gives the girl some of her spare clothes and the girl reveals her name to be Eunice, though she doesn't remember anything else. As the camping trip continues Eunice is revealed to have a strange connection to nature and Ben begins to develop strong romantic feelings for Eunice.
Sunder then arrives on Earth on a mission to find Eunice. While Ben tries to take Eunice to see the ravine, Sunder appears and Ben and Eunice are separated. Ben, Gwen, and Kevin find Eunice at the ravine where Sunder activates a button on her neck, which turns her into a cylinder-like device (presumably an Omnitrix core). Ben stops Sunder from escaping with Eunice and Kevin returns Eunice back to her human form. As Eunice interrogates Sunder about her past, Azmuth appears and tells them that Eunice is actually one of his earlier prototypes of the Omnitrix, known as the Unitrix,(Uni as in one as opposed to Omni as in all.) and when Gwen had electrocuted her hand on the pod, the Unitrix absorbed her human DNA, creating Eunice, and that Sunder was freed from the Null Void by him to retrieve the Unitrix for him. Ben convinces Azmuth to not put Eunice into storage but to instead put her on Primus. Before leaving, Eunice gives Ben a blue-violet flower as a sign of her equally strong romantic love and infatuation for him to remember her by.	
Ben, Gwen, and Kevin go out into the wilderness for a camping trip. During a car race between Ben and Kevin, a strange pod falls from space. While trying to open the pod, Gwen cuts her hand on it. The pod then opens to reveal a beautiful, dark green-eyed, blonde-haired girl. Gwen gives the girl some of her spare clothes and the girl reveals her name to be Eunice, though she doesn't remember anything else. As the camping trip continues Eunice is revealed to have a strange connection to nature and Ben begins to develop strong romantic feelings for Eunice.
Sunder then arrives on Earth on a mission to find Eunice. While Ben tries to take Eunice to see the ravine, Sunder appears and Ben and Eunice are separated. Ben, Gwen, and Kevin find Eunice at the ravine where Sunder activates a button on her neck, which turns her into a cylinder-like device (presumably an Omnitrix core). Ben stops Sunder from escaping with Eunice and Kevin returns Eunice back to her human form. As Eunice interrogates Sunder about her past, Azmuth appears and tells them that Eunice is actually one of his earlier prototypes of the Omnitrix, known as the Unitrix,(Uni as in one as opposed to Omni as in all.) and when Gwen had electrocuted her hand on the pod, the Unitrix absorbed her human DNA, creating Eunice, and that Sunder was freed from the Null Void by him to retrieve the Unitrix for him. Ben convinces Azmuth to not put Eunice into storage but to instead put her on Primus. Before leaving, Eunice gives Ben a blue-violet flower as a sign of her equally strong romantic love and infatuation for him to remember her by.	
Ben, Gwen, and Kevin go out into the wilderness for a camping trip. During a car race between Ben and Kevin, a strange pod falls from space. While trying to open the pod, Gwen cuts her hand on it. The pod then opens to reveal a beautiful, dark green-eyed, blonde-haired girl. Gwen gives the girl some of her spare clothes and the girl reveals her name to be Eunice, though she doesn't remember anything else. As the camping trip continues Eunice is revealed to have a strange connection to nature and Ben begins to develop strong romantic feelings for Eunice.
Sunder then arrives on Earth on a mission to find Eunice. While Ben tries to take Eunice to see the ravine, Sunder appears and Ben and Eunice are separated. Ben, Gwen, and Kevin find Eunice at the ravine where Sunder activates a button on her neck, which turns her into a cylinder-like device (presumably an Omnitrix core). Ben stops Sunder from escaping with Eunice and Kevin returns Eunice back to her human form. As Eunice interrogates Sunder about her past, Azmuth appears and tells them that Eunice is actually one of his earlier prototypes of the Omnitrix, known as the Unitrix,(Uni as in one as opposed to Omni as in all.) and when Gwen had electrocuted her hand on the pod, the Unitrix absorbed her human DNA, creating Eunice, and that Sunder was freed from the Null Void by him to retrieve the Unitrix for him. Ben convinces Azmuth to not put Eunice into storage but to instead put her on Primus. Before leaving, Eunice gives Ben a blue-violet flower as a sign of her equally strong romantic love and infatuation for him to remember her by.
22 	"Eye of the Beholder" 	February 11, 2011 	 	
Baz-L is on a distant planet where he is stealing some valuable gems from some temple statues. Later, the temple guardian worshippers attack Baz-L. Ship suddenly hears Baz-L's cries for help, and leaves Julie to help his old owner. Julie ask Ben for help to locate Ship, who left to help Baz-L. However, their break-up makes things difficult, but Gwen and Kevin agree to help Julie. Ben realizes his mistake, so he transforms into Jetray and flies into space to chase after the Mecha-Vehicle. Gwen, Kevin, and Julie find Ship.
Ship refuses to go back to Earth without saving Baz-L first. Ben arrives on the planet. Kevin tells Ben that the reason Julie broke up with him was because he was being a jerk. Soon they reach Baz-L, who is still being tortured by the one-eyed aliens to reveal the location of their precious artifact, the Occulent. The Sentinels, the statues, awaken and attack Ben and others for the Occulent. But it is revealed that Baz-El had eaten the Occulent, so Julie gives it back to the Sentinel and they go back to their stationary positions. Julie then gives Ship to Baz-L, saying that Ship would be happier with him. However, Ship decides to remain with Julie. Ben apologizes to Julie for being such a jerk and promises to make it up to Julie by trying to be a better boyfriend, which makes her happier again.	
Baz-L is on a distant planet where he is stealing some valuable gems from some temple statues. Later, the temple guardian worshippers attack Baz-L. Ship suddenly hears Baz-L's cries for help, and leaves Julie to help his old owner. Julie ask Ben for help to locate Ship, who left to help Baz-L. However, their break-up makes things difficult, but Gwen and Kevin agree to help Julie. Ben realizes his mistake, so he transforms into Jetray and flies into space to chase after the Mecha-Vehicle. Gwen, Kevin, and Julie find Ship.
Ship refuses to go back to Earth without saving Baz-L first. Ben arrives on the planet. Kevin tells Ben that the reason Julie broke up with him was because he was being a jerk. Soon they reach Baz-L, who is still being tortured by the one-eyed aliens to reveal the location of their precious artifact, the Occulent. The Sentinels, the statues, awaken and attack Ben and others for the Occulent. But it is revealed that Baz-El had eaten the Occulent, so Julie gives it back to the Sentinel and they go back to their stationary positions. Julie then gives Ship to Baz-L, saying that Ship would be happier with him. However, Ship decides to remain with Julie. Ben apologizes to Julie for being such a jerk and promises to make it up to Julie by trying to be a better boyfriend, which makes her happier again.	
Baz-L is on a distant planet where he is stealing some valuable gems from some temple statues. Later, the temple guardian worshippers attack Baz-L. Ship suddenly hears Baz-L's cries for help, and leaves Julie to help his old owner. Julie ask Ben for help to locate Ship, who left to help Baz-L. However, their break-up makes things difficult, but Gwen and Kevin agree to help Julie. Ben realizes his mistake, so he transforms into Jetray and flies into space to chase after the Mecha-Vehicle. Gwen, Kevin, and Julie find Ship.
Ship refuses to go back to Earth without saving Baz-L first. Ben arrives on the planet. Kevin tells Ben that the reason Julie broke up with him was because he was being a jerk. Soon they reach Baz-L, who is still being tortured by the one-eyed aliens to reveal the location of their precious artifact, the Occulent. The Sentinels, the statues, awaken and attack Ben and others for the Occulent. But it is revealed that Baz-El had eaten the Occulent, so Julie gives it back to the Sentinel and they go back to their stationary positions. Julie then gives Ship to Baz-L, saying that Ship would be happier with him. However, Ship decides to remain with Julie. Ben apologizes to Julie for being such a jerk and promises to make it up to Julie by trying to be a better boyfriend, which makes her happier again.	
Baz-L is on a distant planet where he is stealing some valuable gems from some temple statues. Later, the temple guardian worshippers attack Baz-L. Ship suddenly hears Baz-L's cries for help, and leaves Julie to help his old owner. Julie ask Ben for help to locate Ship, who left to help Baz-L. However, their break-up makes things difficult, but Gwen and Kevin agree to help Julie. Ben realizes his mistake, so he transforms into Jetray and flies into space to chase after the Mecha-Vehicle. Gwen, Kevin, and Julie find Ship.
Ship refuses to go back to Earth without saving Baz-L first. Ben arrives on the planet. Kevin tells Ben that the reason Julie broke up with him was because he was being a jerk. Soon they reach Baz-L, who is still being tortured by the one-eyed aliens to reveal the location of their precious artifact, the Occulent. The Sentinels, the statues, awaken and attack Ben and others for the Occulent. But it is revealed that Baz-El had eaten the Occulent, so Julie gives it back to the Sentinel and they go back to their stationary positions. Julie then gives Ship to Baz-L, saying that Ship would be happier with him. However, Ship decides to remain with Julie. Ben apologizes to Julie for being such a jerk and promises to make it up to Julie by trying to be a better boyfriend, which makes her happier again.	
Baz-L is on a distant planet where he is stealing some valuable gems from some temple statues. Later, the temple guardian worshippers attack Baz-L. Ship suddenly hears Baz-L's cries for help, and leaves Julie to help his old owner. Julie ask Ben for help to locate Ship, who left to help Baz-L. However, their break-up makes things difficult, but Gwen and Kevin agree to help Julie. Ben realizes his mistake, so he transforms into Jetray and flies into space to chase after the Mecha-Vehicle. Gwen, Kevin, and Julie find Ship.
Ship refuses to go back to Earth without saving Baz-L first. Ben arrives on the planet. Kevin tells Ben that the reason Julie broke up with him was because he was being a jerk. Soon they reach Baz-L, who is still being tortured by the one-eyed aliens to reveal the location of their precious artifact, the Occulent. The Sentinels, the statues, awaken and attack Ben and others for the Occulent. But it is revealed that Baz-El had eaten the Occulent, so Julie gives it back to the Sentinel and they go back to their stationary positions. Julie then gives Ship to Baz-L, saying that Ship would be happier with him. However, Ship decides to remain with Julie. Ben apologizes to Julie for being such a jerk and promises to make it up to Julie by trying to be a better boyfriend, which makes her happier again.
23 	"Viktor: The Spoils" 	February 18, 2011 	 	
Zarcovia's soldiers has found the frozen body of Dr. Viktor (after the events of Absolute Power, where Kevin attacked him). Prince Gyula and King Xarion want to see this weapon, Gyula wants to control Dr. Viktor to use him against rebels in their civil war, but Xarion tells him not to, King Xarion asks for help from Ben, Gwen, and Kevin and explains what Gyula is trying to accomplish. When they find Dr. Viktor's corpse, they are found by Gyula's soldiers, while fighting them, Dr. Viktor's ice block begins to melt and he breaks free, Gyula reveals that Dr. Viktor is under his control, Dr. Viktor defeats Ben, Gwen and Kevin and imprison them, along with Xarion. Gwen manages to free Xarion, but he takes an unconscious Ben for his own plans. He conducts an experiment on Ben using AmpFibian, Dr. Viktor, and himself, but Prince Gyula interferes in order to stop Xarion from taking control of Dr. Viktor. Unfortunately, King Xarion's mind has been transferred to Dr. Viktor's body King Xarion, now calling himself King Viktor, starts hurting Prince Gyula. He releases Gyula as a last act of mercy, and starts attacking the rebels, but was defeated by Heatblast, Gwen and Kevin. Gyula and his soldiers try to take King Viktor back, but Ben takes Gyula's device that controls his soldiers and sets them free. King Viktor swears to Ben to take revenge.
Ultimatrix Alien Debuts: Wildmutt (16 year old, Ultimate Alien Debut), Heatblast (16 year old, Ultimate Alien Debut)	
Zarcovia's soldiers has found the frozen body of Dr. Viktor (after the events of Absolute Power, where Kevin attacked him). Prince Gyula and King Xarion want to see this weapon, Gyula wants to control Dr. Viktor to use him against rebels in their civil war, but Xarion tells him not to, King Xarion asks for help from Ben, Gwen, and Kevin and explains what Gyula is trying to accomplish. When they find Dr. Viktor's corpse, they are found by Gyula's soldiers, while fighting them, Dr. Viktor's ice block begins to melt and he breaks free, Gyula reveals that Dr. Viktor is under his control, Dr. Viktor defeats Ben, Gwen and Kevin and imprison them, along with Xarion. Gwen manages to free Xarion, but he takes an unconscious Ben for his own plans. He conducts an experiment on Ben using AmpFibian, Dr. Viktor, and himself, but Prince Gyula interferes in order to stop Xarion from taking control of Dr. Viktor. Unfortunately, King Xarion's mind has been transferred to Dr. Viktor's body King Xarion, now calling himself King Viktor, starts hurting Prince Gyula. He releases Gyula as a last act of mercy, and starts attacking the rebels, but was defeated by Heatblast, Gwen and Kevin. Gyula and his soldiers try to take King Viktor back, but Ben takes Gyula's device that controls his soldiers and sets them free. King Viktor swears to Ben to take revenge.
Ultimatrix Alien Debuts: Wildmutt (16 year old, Ultimate Alien Debut), Heatblast (16 year old, Ultimate Alien Debut)	
Zarcovia's soldiers has found the frozen body of Dr. Viktor (after the events of Absolute Power, where Kevin attacked him). Prince Gyula and King Xarion want to see this weapon, Gyula wants to control Dr. Viktor to use him against rebels in their civil war, but Xarion tells him not to, King Xarion asks for help from Ben, Gwen, and Kevin and explains what Gyula is trying to accomplish. When they find Dr. Viktor's corpse, they are found by Gyula's soldiers, while fighting them, Dr. Viktor's ice block begins to melt and he breaks free, Gyula reveals that Dr. Viktor is under his control, Dr. Viktor defeats Ben, Gwen and Kevin and imprison them, along with Xarion. Gwen manages to free Xarion, but he takes an unconscious Ben for his own plans. He conducts an experiment on Ben using AmpFibian, Dr. Viktor, and himself, but Prince Gyula interferes in order to stop Xarion from taking control of Dr. Viktor. Unfortunately, King Xarion's mind has been transferred to Dr. Viktor's body King Xarion, now calling himself King Viktor, starts hurting Prince Gyula. He releases Gyula as a last act of mercy, and starts attacking the rebels, but was defeated by Heatblast, Gwen and Kevin. Gyula and his soldiers try to take King Viktor back, but Ben takes Gyula's device that controls his soldiers and sets them free. King Viktor swears to Ben to take revenge.
Ultimatrix Alien Debuts: Wildmutt (16 year old, Ultimate Alien Debut), Heatblast (16 year old, Ultimate Alien Debut)	
Zarcovia's soldiers has found the frozen body of Dr. Viktor (after the events of Absolute Power, where Kevin attacked him). Prince Gyula and King Xarion want to see this weapon, Gyula wants to control Dr. Viktor to use him against rebels in their civil war, but Xarion tells him not to, King Xarion asks for help from Ben, Gwen, and Kevin and explains what Gyula is trying to accomplish. When they find Dr. Viktor's corpse, they are found by Gyula's soldiers, while fighting them, Dr. Viktor's ice block begins to melt and he breaks free, Gyula reveals that Dr. Viktor is under his control, Dr. Viktor defeats Ben, Gwen and Kevin and imprison them, along with Xarion. Gwen manages to free Xarion, but he takes an unconscious Ben for his own plans. He conducts an experiment on Ben using AmpFibian, Dr. Viktor, and himself, but Prince Gyula interferes in order to stop Xarion from taking control of Dr. Viktor. Unfortunately, King Xarion's mind has been transferred to Dr. Viktor's body King Xarion, now calling himself King Viktor, starts hurting Prince Gyula. He releases Gyula as a last act of mercy, and starts attacking the rebels, but was defeated by Heatblast, Gwen and Kevin. Gyula and his soldiers try to take King Viktor back, but Ben takes Gyula's device that controls his soldiers and sets them free. King Viktor swears to Ben to take revenge.
Ultimatrix Alien Debuts: Wildmutt (16 year old, Ultimate Alien Debut), Heatblast (16 year old, Ultimate Alien Debut)	
Zarcovia's soldiers has found the frozen body of Dr. Viktor (after the events of Absolute Power, where Kevin attacked him). Prince Gyula and King Xarion want to see this weapon, Gyula wants to control Dr. Viktor to use him against rebels in their civil war, but Xarion tells him not to, King Xarion asks for help from Ben, Gwen, and Kevin and explains what Gyula is trying to accomplish. When they find Dr. Viktor's corpse, they are found by Gyula's soldiers, while fighting them, Dr. Viktor's ice block begins to melt and he breaks free, Gyula reveals that Dr. Viktor is under his control, Dr. Viktor defeats Ben, Gwen and Kevin and imprison them, along with Xarion. Gwen manages to free Xarion, but he takes an unconscious Ben for his own plans. He conducts an experiment on Ben using AmpFibian, Dr. Viktor, and himself, but Prince Gyula interferes in order to stop Xarion from taking control of Dr. Viktor. Unfortunately, King Xarion's mind has been transferred to Dr. Viktor's body King Xarion, now calling himself King Viktor, starts hurting Prince Gyula. He releases Gyula as a last act of mercy, and starts attacking the rebels, but was defeated by Heatblast, Gwen and Kevin. Gyula and his soldiers try to take King Viktor back, but Ben takes Gyula's device that controls his soldiers and sets them free. King Viktor swears to Ben to take revenge.
Ultimatrix Alien Debuts: Wildmutt (16 year old, Ultimate Alien Debut), Heatblast (16 year old, Ultimate Alien Debut)
24 	"The Big Story" 	March 4, 2011 	 	
Jimmy Jones sees a meteor falling in a cave. He goes in the cave and an alien plant attacks him. He tells Ben and his team about it, but only Ben believes him. They go in the cave but, the plant isn't there. Jimmy offers some peanuts to Ben, but he says that he is allergic. The next day, Jimmy sees Ben going into the cave and talking to the plant. He takes a photo of that, but the photo isn't good, so Gwen doesn't believe him. Later, Jimmy goes to the supermarket and Ben, as Humongousaur, attacks him. Jimmy takes his bicycle and runs, but Ben becomes Cannonbolt and hunts him down. Jimmy goes to Gwen and Kevin and they all go to the cave. In the entrance of the cave they catch Jimmy and they take him to the plant.
Jimmy finds that Gwen, Kevin, and Ben are clones made by the plant. Jimmy remembers Ben's false allergies to peanuts and he throws his peanuts on the cages that the real Ben, Gwen and Kevin are in. Ben takes the Ultimatrix from his clone then he becomes Ultimate Swampfire and he destroys the Plant. After that, Gwen tells to Jimmy that they will take him more seriously next time.	
Jimmy Jones sees a meteor falling in a cave. He goes in the cave and an alien plant attacks him. He tells Ben and his team about it, but only Ben believes him. They go in the cave but, the plant isn't there. Jimmy offers some peanuts to Ben, but he says that he is allergic. The next day, Jimmy sees Ben going into the cave and talking to the plant. He takes a photo of that, but the photo isn't good, so Gwen doesn't believe him. Later, Jimmy goes to the supermarket and Ben, as Humongousaur, attacks him. Jimmy takes his bicycle and runs, but Ben becomes Cannonbolt and hunts him down. Jimmy goes to Gwen and Kevin and they all go to the cave. In the entrance of the cave they catch Jimmy and they take him to the plant.
Jimmy finds that Gwen, Kevin, and Ben are clones made by the plant. Jimmy remembers Ben's false allergies to peanuts and he throws his peanuts on the cages that the real Ben, Gwen and Kevin are in. Ben takes the Ultimatrix from his clone then he becomes Ultimate Swampfire and he destroys the Plant. After that, Gwen tells to Jimmy that they will take him more seriously next time.	
Jimmy Jones sees a meteor falling in a cave. He goes in the cave and an alien plant attacks him. He tells Ben and his team about it, but only Ben believes him. They go in the cave but, the plant isn't there. Jimmy offers some peanuts to Ben, but he says that he is allergic. The next day, Jimmy sees Ben going into the cave and talking to the plant. He takes a photo of that, but the photo isn't good, so Gwen doesn't believe him. Later, Jimmy goes to the supermarket and Ben, as Humongousaur, attacks him. Jimmy takes his bicycle and runs, but Ben becomes Cannonbolt and hunts him down. Jimmy goes to Gwen and Kevin and they all go to the cave. In the entrance of the cave they catch Jimmy and they take him to the plant.
Jimmy finds that Gwen, Kevin, and Ben are clones made by the plant. Jimmy remembers Ben's false allergies to peanuts and he throws his peanuts on the cages that the real Ben, Gwen and Kevin are in. Ben takes the Ultimatrix from his clone then he becomes Ultimate Swampfire and he destroys the Plant. After that, Gwen tells to Jimmy that they will take him more seriously next time.	
Jimmy Jones sees a meteor falling in a cave. He goes in the cave and an alien plant attacks him. He tells Ben and his team about it, but only Ben believes him. They go in the cave but, the plant isn't there. Jimmy offers some peanuts to Ben, but he says that he is allergic. The next day, Jimmy sees Ben going into the cave and talking to the plant. He takes a photo of that, but the photo isn't good, so Gwen doesn't believe him. Later, Jimmy goes to the supermarket and Ben, as Humongousaur, attacks him. Jimmy takes his bicycle and runs, but Ben becomes Cannonbolt and hunts him down. Jimmy goes to Gwen and Kevin and they all go to the cave. In the entrance of the cave they catch Jimmy and they take him to the plant.
Jimmy finds that Gwen, Kevin, and Ben are clones made by the plant. Jimmy remembers Ben's false allergies to peanuts and he throws his peanuts on the cages that the real Ben, Gwen and Kevin are in. Ben takes the Ultimatrix from his clone then he becomes Ultimate Swampfire and he destroys the Plant. After that, Gwen tells to Jimmy that they will take him more seriously next time.	
Jimmy Jones sees a meteor falling in a cave. He goes in the cave and an alien plant attacks him. He tells Ben and his team about it, but only Ben believes him. They go in the cave but, the plant isn't there. Jimmy offers some peanuts to Ben, but he says that he is allergic. The next day, Jimmy sees Ben going into the cave and talking to the plant. He takes a photo of that, but the photo isn't good, so Gwen doesn't believe him. Later, Jimmy goes to the supermarket and Ben, as Humongousaur, attacks him. Jimmy takes his bicycle and runs, but Ben becomes Cannonbolt and hunts him down. Jimmy goes to Gwen and Kevin and they all go to the cave. In the entrance of the cave they catch Jimmy and they take him to the plant.
Jimmy finds that Gwen, Kevin, and Ben are clones made by the plant. Jimmy remembers Ben's false allergies to peanuts and he throws his peanuts on the cages that the real Ben, Gwen and Kevin are in. Ben takes the Ultimatrix from his clone then he becomes Ultimate Swampfire and he destroys the Plant. After that, Gwen tells to Jimmy that they will take him more seriously next time.
25 	"Girl Trouble" 	March 11, 2011 	 	
The team goes to Gwen's house to find a solution to defeat Computron's minions from Dimension 12. When they go to Gwen's room, they find a dark-hair girl. Gwen's mother, Natalie, tells them that it's Sunny, Gwen's naughty cousin. They try to leave the house, but Gwen's mom insists they take Sunny with them. The team takes Sunny to the mission but, they left her in Kevin's car. They go to fight the robots. Ben becomes Four Arms. Sunny gets bored in the car, and she follows them. She destroys the robots with ease. Sunny is very happy, but the team is looking at her strangely. Gwen tells her mom that Sunny is an Anodite, much to her surprise.
Then, a big monster knocks on the door. It is Antonio, Sunny's lovestruck boyfriend. Gwen tries to stop Sunny from going with him, but fails. The team goes to defeat the robots, which have returned. During the fight, Sunny comes to have fun and she defeats some of the robots. When Gwen tells Sunny that her parents don't want her dating Antonio, Sunny sheds her human disguise and a fight ensues. Ben becomes Ultimate Humongousaur and defeats Antonio. Sunny proves to be much stronger and more powerful than Gwen, and she managed to immobilize Gwen with her long flowing tendrils of whitish-magenta hair. Gwen summons Grandma Verdona through a manna field, who comes and takes Sunny and Antonio back to Anodyne so that their parents can deal with them themselves.	
The team goes to Gwen's house to find a solution to defeat Computron's minions from Dimension 12. When they go to Gwen's room, they find a dark-hair girl. Gwen's mother, Natalie, tells them that it's Sunny, Gwen's naughty cousin. They try to leave the house, but Gwen's mom insists they take Sunny with them. The team takes Sunny to the mission but, they left her in Kevin's car. They go to fight the robots. Ben becomes Four Arms. Sunny gets bored in the car, and she follows them. She destroys the robots with ease. Sunny is very happy, but the team is looking at her strangely. Gwen tells her mom that Sunny is an Anodite, much to her surprise.
Then, a big monster knocks on the door. It is Antonio, Sunny's lovestruck boyfriend. Gwen tries to stop Sunny from going with him, but fails. The team goes to defeat the robots, which have returned. During the fight, Sunny comes to have fun and she defeats some of the robots. When Gwen tells Sunny that her parents don't want her dating Antonio, Sunny sheds her human disguise and a fight ensues. Ben becomes Ultimate Humongousaur and defeats Antonio. Sunny proves to be much stronger and more powerful than Gwen, and she managed to immobilize Gwen with her long flowing tendrils of whitish-magenta hair. Gwen summons Grandma Verdona through a manna field, who comes and takes Sunny and Antonio back to Anodyne so that their parents can deal with them themselves.	
The team goes to Gwen's house to find a solution to defeat Computron's minions from Dimension 12. When they go to Gwen's room, they find a dark-hair girl. Gwen's mother, Natalie, tells them that it's Sunny, Gwen's naughty cousin. They try to leave the house, but Gwen's mom insists they take Sunny with them. The team takes Sunny to the mission but, they left her in Kevin's car. They go to fight the robots. Ben becomes Four Arms. Sunny gets bored in the car, and she follows them. She destroys the robots with ease. Sunny is very happy, but the team is looking at her strangely. Gwen tells her mom that Sunny is an Anodite, much to her surprise.
Then, a big monster knocks on the door. It is Antonio, Sunny's lovestruck boyfriend. Gwen tries to stop Sunny from going with him, but fails. The team goes to defeat the robots, which have returned. During the fight, Sunny comes to have fun and she defeats some of the robots. When Gwen tells Sunny that her parents don't want her dating Antonio, Sunny sheds her human disguise and a fight ensues. Ben becomes Ultimate Humongousaur and defeats Antonio. Sunny proves to be much stronger and more powerful than Gwen, and she managed to immobilize Gwen with her long flowing tendrils of whitish-magenta hair. Gwen summons Grandma Verdona through a manna field, who comes and takes Sunny and Antonio back to Anodyne so that their parents can deal with them themselves.	
The team goes to Gwen's house to find a solution to defeat Computron's minions from Dimension 12. When they go to Gwen's room, they find a dark-hair girl. Gwen's mother, Natalie, tells them that it's Sunny, Gwen's naughty cousin. They try to leave the house, but Gwen's mom insists they take Sunny with them. The team takes Sunny to the mission but, they left her in Kevin's car. They go to fight the robots. Ben becomes Four Arms. Sunny gets bored in the car, and she follows them. She destroys the robots with ease. Sunny is very happy, but the team is looking at her strangely. Gwen tells her mom that Sunny is an Anodite, much to her surprise.
Then, a big monster knocks on the door. It is Antonio, Sunny's lovestruck boyfriend. Gwen tries to stop Sunny from going with him, but fails. The team goes to defeat the robots, which have returned. During the fight, Sunny comes to have fun and she defeats some of the robots. When Gwen tells Sunny that her parents don't want her dating Antonio, Sunny sheds her human disguise and a fight ensues. Ben becomes Ultimate Humongousaur and defeats Antonio. Sunny proves to be much stronger and more powerful than Gwen, and she managed to immobilize Gwen with her long flowing tendrils of whitish-magenta hair. Gwen summons Grandma Verdona through a manna field, who comes and takes Sunny and Antonio back to Anodyne so that their parents can deal with them themselves.	
The team goes to Gwen's house to find a solution to defeat Computron's minions from Dimension 12. When they go to Gwen's room, they find a dark-hair girl. Gwen's mother, Natalie, tells them that it's Sunny, Gwen's naughty cousin. They try to leave the house, but Gwen's mom insists they take Sunny with them. The team takes Sunny to the mission but, they left her in Kevin's car. They go to fight the robots. Ben becomes Four Arms. Sunny gets bored in the car, and she follows them. She destroys the robots with ease. Sunny is very happy, but the team is looking at her strangely. Gwen tells her mom that Sunny is an Anodite, much to her surprise.
Then, a big monster knocks on the door. It is Antonio, Sunny's lovestruck boyfriend. Gwen tries to stop Sunny from going with him, but fails. The team goes to defeat the robots, which have returned. During the fight, Sunny comes to have fun and she defeats some of the robots. When Gwen tells Sunny that her parents don't want her dating Antonio, Sunny sheds her human disguise and a fight ensues. Ben becomes Ultimate Humongousaur and defeats Antonio. Sunny proves to be much stronger and more powerful than Gwen, and she managed to immobilize Gwen with her long flowing tendrils of whitish-magenta hair. Gwen summons Grandma Verdona through a manna field, who comes and takes Sunny and Antonio back to Anodyne so that their parents can deal with them themselves.
26 	"Revenge of the Swarm" 	March 18, 2011 	 	
Taking place months after the events of "Alien Swarm", Victor Validus attacks Ben at night but when he defends himself he finds a Nanochip. Ben, Kevin and Gwen find Elena Validus and see what is going on. 	Taking place months after the events of "Alien Swarm", Victor Validus attacks Ben at night but when he defends himself he finds a Nanochip. Ben, Kevin and Gwen find Elena Validus and see what is going on. 	Taking place months after the events of "Alien Swarm", Victor Validus attacks Ben at night but when he defends himself he finds a Nanochip. Ben, Kevin and Gwen find Elena Validus and see what is going on. 	Taking place months after the events of "Alien Swarm", Victor Validus attacks Ben at night but when he defends himself he finds a Nanochip. Ben, Kevin and Gwen find Elena Validus and see what is going on. 	Taking place months after the events of "Alien Swarm", Victor Validus attacks Ben at night but when he defends himself he finds a Nanochip. Ben, Kevin and Gwen find Elena Validus and see what is going on.
27 	"The Creature from Beyond" 	March 25, 2011 	 	
An old man named George watches TV. In fact, he is actually watching some Forever Knights live. The group of Forever Knights that he is watching tries to break an ancient seal. The Knights headed up by Sir Reginald knew that behind that seal was the secret of the First Forever Knight, and possibly a cache of alien tech. A squire named Winston tries to tell Sir Reginald that this is a bad idea, but they ignore him and continue to break the seal. A bright light suddenly shone from the cracks in the seal. Old Man George runs away from the TV and leaves his home. The team goes to the place that the Knights were and encounter another Forever Knights group led by Sir Cyrus (who claims that his group is much different from the Forever Knights led by Patrick, Urian and Driscoll). Gwen finds that a monster was sealed there.
They find the monster which is a Limax-like medium-sized monster. The monster touches Gwen's head and Gwen enters its mind. A few minutes later, she goes in her mind again. Kevin in his metal form also has his head touched but it has no effect on him. At the end of the fight, the monster kidnaps Winston. Gwen learns that the monster is a Lucubra, a monster from another dimension. They find the Lucubra again, but they don't let Gwen join in the fight unless they need her (due to the mental after-effects the monster has on her). They go in, Ben becomes Armodrillo and the Lucubra attacks them. Just when Gwen is about to go in, Sir Cyrus with his group appears. They go in, Ben becomes NRG, and when Lucubra tried to attack his head the team discovers that metal is immune to the Lucubra's mind control. NRG opens a big hole and Gwen conjures a spell to take Lucubra back to its dimension. In the end, Old Man George goes to the door and discovers that the monster isn't in it..	
An old man named George watches TV. In fact, he is actually watching some Forever Knights live. The group of Forever Knights that he is watching tries to break an ancient seal. The Knights headed up by Sir Reginald knew that behind that seal was the secret of the First Forever Knight, and possibly a cache of alien tech. A squire named Winston tries to tell Sir Reginald that this is a bad idea, but they ignore him and continue to break the seal. A bright light suddenly shone from the cracks in the seal. Old Man George runs away from the TV and leaves his home. The team goes to the place that the Knights were and encounter another Forever Knights group led by Sir Cyrus (who claims that his group is much different from the Forever Knights led by Patrick, Urian and Driscoll). Gwen finds that a monster was sealed there.
They find the monster which is a Limax-like medium-sized monster. The monster touches Gwen's head and Gwen enters its mind. A few minutes later, she goes in her mind again. Kevin in his metal form also has his head touched but it has no effect on him. At the end of the fight, the monster kidnaps Winston. Gwen learns that the monster is a Lucubra, a monster from another dimension. They find the Lucubra again, but they don't let Gwen join in the fight unless they need her (due to the mental after-effects the monster has on her). They go in, Ben becomes Armodrillo and the Lucubra attacks them. Just when Gwen is about to go in, Sir Cyrus with his group appears. They go in, Ben becomes NRG, and when Lucubra tried to attack his head the team discovers that metal is immune to the Lucubra's mind control. NRG opens a big hole and Gwen conjures a spell to take Lucubra back to its dimension. In the end, Old Man George goes to the door and discovers that the monster isn't in it..	
An old man named George watches TV. In fact, he is actually watching some Forever Knights live. The group of Forever Knights that he is watching tries to break an ancient seal. The Knights headed up by Sir Reginald knew that behind that seal was the secret of the First Forever Knight, and possibly a cache of alien tech. A squire named Winston tries to tell Sir Reginald that this is a bad idea, but they ignore him and continue to break the seal. A bright light suddenly shone from the cracks in the seal. Old Man George runs away from the TV and leaves his home. The team goes to the place that the Knights were and encounter another Forever Knights group led by Sir Cyrus (who claims that his group is much different from the Forever Knights led by Patrick, Urian and Driscoll). Gwen finds that a monster was sealed there.
They find the monster which is a Limax-like medium-sized monster. The monster touches Gwen's head and Gwen enters its mind. A few minutes later, she goes in her mind again. Kevin in his metal form also has his head touched but it has no effect on him. At the end of the fight, the monster kidnaps Winston. Gwen learns that the monster is a Lucubra, a monster from another dimension. They find the Lucubra again, but they don't let Gwen join in the fight unless they need her (due to the mental after-effects the monster has on her). They go in, Ben becomes Armodrillo and the Lucubra attacks them. Just when Gwen is about to go in, Sir Cyrus with his group appears. They go in, Ben becomes NRG, and when Lucubra tried to attack his head the team discovers that metal is immune to the Lucubra's mind control. NRG opens a big hole and Gwen conjures a spell to take Lucubra back to its dimension. In the end, Old Man George goes to the door and discovers that the monster isn't in it..	
An old man named George watches TV. In fact, he is actually watching some Forever Knights live. The group of Forever Knights that he is watching tries to break an ancient seal. The Knights headed up by Sir Reginald knew that behind that seal was the secret of the First Forever Knight, and possibly a cache of alien tech. A squire named Winston tries to tell Sir Reginald that this is a bad idea, but they ignore him and continue to break the seal. A bright light suddenly shone from the cracks in the seal. Old Man George runs away from the TV and leaves his home. The team goes to the place that the Knights were and encounter another Forever Knights group led by Sir Cyrus (who claims that his group is much different from the Forever Knights led by Patrick, Urian and Driscoll). Gwen finds that a monster was sealed there.
They find the monster which is a Limax-like medium-sized monster. The monster touches Gwen's head and Gwen enters its mind. A few minutes later, she goes in her mind again. Kevin in his metal form also has his head touched but it has no effect on him. At the end of the fight, the monster kidnaps Winston. Gwen learns that the monster is a Lucubra, a monster from another dimension. They find the Lucubra again, but they don't let Gwen join in the fight unless they need her (due to the mental after-effects the monster has on her). They go in, Ben becomes Armodrillo and the Lucubra attacks them. Just when Gwen is about to go in, Sir Cyrus with his group appears. They go in, Ben becomes NRG, and when Lucubra tried to attack his head the team discovers that metal is immune to the Lucubra's mind control. NRG opens a big hole and Gwen conjures a spell to take Lucubra back to its dimension. In the end, Old Man George goes to the door and discovers that the monster isn't in it..	
An old man named George watches TV. In fact, he is actually watching some Forever Knights live. The group of Forever Knights that he is watching tries to break an ancient seal. The Knights headed up by Sir Reginald knew that behind that seal was the secret of the First Forever Knight, and possibly a cache of alien tech. A squire named Winston tries to tell Sir Reginald that this is a bad idea, but they ignore him and continue to break the seal. A bright light suddenly shone from the cracks in the seal. Old Man George runs away from the TV and leaves his home. The team goes to the place that the Knights were and encounter another Forever Knights group led by Sir Cyrus (who claims that his group is much different from the Forever Knights led by Patrick, Urian and Driscoll). Gwen finds that a monster was sealed there.
They find the monster which is a Limax-like medium-sized monster. The monster touches Gwen's head and Gwen enters its mind. A few minutes later, she goes in her mind again. Kevin in his metal form also has his head touched but it has no effect on him. At the end of the fight, the monster kidnaps Winston. Gwen learns that the monster is a Lucubra, a monster from another dimension. They find the Lucubra again, but they don't let Gwen join in the fight unless they need her (due to the mental after-effects the monster has on her). They go in, Ben becomes Armodrillo and the Lucubra attacks them. Just when Gwen is about to go in, Sir Cyrus with his group appears. They go in, Ben becomes NRG, and when Lucubra tried to attack his head the team discovers that metal is immune to the Lucubra's mind control. NRG opens a big hole and Gwen conjures a spell to take Lucubra back to its dimension. In the end, Old Man George goes to the door and discovers that the monster isn't in it..
28 	"Basic Training" 	April 1, 2011 	 	
When Ben, Gwen, and Kevin battle Trombipular, a elephant-like alien, they are summoned to Plumbers Academy to go under training. They create a friendship with an alien named Tack and Ben dislikes the drill instructor, Magister Hulca, that is being targeted for revenge, by a menacing Tetramand.
Ultimatrix Alien Debuts: Fasttrack (Official Debut) 	
When Ben, Gwen, and Kevin battle Trombipular, a elephant-like alien, they are summoned to Plumbers Academy to go under training. They create a friendship with an alien named Tack and Ben dislikes the drill instructor, Magister Hulca, that is being targeted for revenge, by a menacing Tetramand.
Ultimatrix Alien Debuts: Fasttrack (Official Debut) 	
When Ben, Gwen, and Kevin battle Trombipular, a elephant-like alien, they are summoned to Plumbers Academy to go under training. They create a friendship with an alien named Tack and Ben dislikes the drill instructor, Magister Hulca, that is being targeted for revenge, by a menacing Tetramand.
Ultimatrix Alien Debuts: Fasttrack (Official Debut) 	
When Ben, Gwen, and Kevin battle Trombipular, a elephant-like alien, they are summoned to Plumbers Academy to go under training. They create a friendship with an alien named Tack and Ben dislikes the drill instructor, Magister Hulca, that is being targeted for revenge, by a menacing Tetramand.
Ultimatrix Alien Debuts: Fasttrack (Official Debut) 	
When Ben, Gwen, and Kevin battle Trombipular, a elephant-like alien, they are summoned to Plumbers Academy to go under training. They create a friendship with an alien named Tack and Ben dislikes the drill instructor, Magister Hulca, that is being targeted for revenge, by a menacing Tetramand.
Ultimatrix Alien Debuts: Fasttrack (Official Debut)
29 	"It's Not Easy Being Gwen" 	April 8, 2011 	 	
Gwen must juggle things around, in which she has to help Ben and Kevin re-capture Dr. Animo, fill out invitations for her mom's family reunion, help Kevin get into school, finish exams, and go to her best friend Emily's piano performance. 	Gwen must juggle things around, in which she has to help Ben and Kevin re-capture Dr. Animo, fill out invitations for her mom's family reunion, help Kevin get into school, finish exams, and go to her best friend Emily's piano performance. 	Gwen must juggle things around, in which she has to help Ben and Kevin re-capture Dr. Animo, fill out invitations for her mom's family reunion, help Kevin get into school, finish exams, and go to her best friend Emily's piano performance. 	Gwen must juggle things around, in which she has to help Ben and Kevin re-capture Dr. Animo, fill out invitations for her mom's family reunion, help Kevin get into school, finish exams, and go to her best friend Emily's piano performance. 	Gwen must juggle things around, in which she has to help Ben and Kevin re-capture Dr. Animo, fill out invitations for her mom's family reunion, help Kevin get into school, finish exams, and go to her best friend Emily's piano performance.
30 	"Ben 10,000 Returns" 	April 15, 2011 	 	
Following a visit from Paradox after a fight with Eon, Ben 10,000 arrives twenty years from the future to seek the aid of his past counterpart in tracking down Eon. It is revealed that Eon is actually alternate reality Ben, and he wanted to destroy all the other Ben's, to become the one and only Ben Tennyson. It was also revealed that the ten-year old Ben in "Ben 10: Race Against Time" is an alternate Ben, who isn't the Ben in "Ben 10: Ultimate Alien". Plus, the Ben 10,000 that Gwen and Ben met when they were ten isn't the same Ben 10,000 they meet in the episode. This thirty-six-year old Ben 10,000 is actually the current Ben, twenty years later.
Ben 10,000 Omnitrix Alien Debuts: Ultimate Humungousaur (Official Debut), Articguana (Ultimate Alien Debut), Heatblast (Ultimate Alien Debut), Clockwork (Official Debut), Spidermonkey (Official Debut), Jetray (Official Debut), Diamondhead (Ultimate Alien Debut), XLR8 (Ultimate Alien Debut),	
Following a visit from Paradox after a fight with Eon, Ben 10,000 arrives twenty years from the future to seek the aid of his past counterpart in tracking down Eon. It is revealed that Eon is actually alternate reality Ben, and he wanted to destroy all the other Ben's, to become the one and only Ben Tennyson. It was also revealed that the ten-year old Ben in "Ben 10: Race Against Time" is an alternate Ben, who isn't the Ben in "Ben 10: Ultimate Alien". Plus, the Ben 10,000 that Gwen and Ben met when they were ten isn't the same Ben 10,000 they meet in the episode. This thirty-six-year old Ben 10,000 is actually the current Ben, twenty years later.
Ben 10,000 Omnitrix Alien Debuts: Ultimate Humungousaur (Official Debut), Articguana (Ultimate Alien Debut), Heatblast (Ultimate Alien Debut), Clockwork (Official Debut), Spidermonkey (Official Debut), Jetray (Official Debut), Diamondhead (Ultimate Alien Debut), XLR8 (Ultimate Alien Debut),	
Following a visit from Paradox after a fight with Eon, Ben 10,000 arrives twenty years from the future to seek the aid of his past counterpart in tracking down Eon. It is revealed that Eon is actually alternate reality Ben, and he wanted to destroy all the other Ben's, to become the one and only Ben Tennyson. It was also revealed that the ten-year old Ben in "Ben 10: Race Against Time" is an alternate Ben, who isn't the Ben in "Ben 10: Ultimate Alien". Plus, the Ben 10,000 that Gwen and Ben met when they were ten isn't the same Ben 10,000 they meet in the episode. This thirty-six-year old Ben 10,000 is actually the current Ben, twenty years later.
Ben 10,000 Omnitrix Alien Debuts: Ultimate Humungousaur (Official Debut), Articguana (Ultimate Alien Debut), Heatblast (Ultimate Alien Debut), Clockwork (Official Debut), Spidermonkey (Official Debut), Jetray (Official Debut), Diamondhead (Ultimate Alien Debut), XLR8 (Ultimate Alien Debut),	
Following a visit from Paradox after a fight with Eon, Ben 10,000 arrives twenty years from the future to seek the aid of his past counterpart in tracking down Eon. It is revealed that Eon is actually alternate reality Ben, and he wanted to destroy all the other Ben's, to become the one and only Ben Tennyson. It was also revealed that the ten-year old Ben in "Ben 10: Race Against Time" is an alternate Ben, who isn't the Ben in "Ben 10: Ultimate Alien". Plus, the Ben 10,000 that Gwen and Ben met when they were ten isn't the same Ben 10,000 they meet in the episode. This thirty-six-year old Ben 10,000 is actually the current Ben, twenty years later.
Ben 10,000 Omnitrix Alien Debuts: Ultimate Humungousaur (Official Debut), Articguana (Ultimate Alien Debut), Heatblast (Ultimate Alien Debut), Clockwork (Official Debut), Spidermonkey (Official Debut), Jetray (Official Debut), Diamondhead (Ultimate Alien Debut), XLR8 (Ultimate Alien Debut),	
Following a visit from Paradox after a fight with Eon, Ben 10,000 arrives twenty years from the future to seek the aid of his past counterpart in tracking down Eon. It is revealed that Eon is actually alternate reality Ben, and he wanted to destroy all the other Ben's, to become the one and only Ben Tennyson. It was also revealed that the ten-year old Ben in "Ben 10: Race Against Time" is an alternate Ben, who isn't the Ben in "Ben 10: Ultimate Alien". Plus, the Ben 10,000 that Gwen and Ben met when they were ten isn't the same Ben 10,000 they meet in the episode. This thirty-six-year old Ben 10,000 is actually the current Ben, twenty years later.
Ben 10,000 Omnitrix Alien Debuts: Ultimate Humungousaur (Official Debut), Articguana (Ultimate Alien Debut), Heatblast (Ultimate Alien Debut), Clockwork (Official Debut), Spidermonkey (Official Debut), Jetray (Official Debut), Diamondhead (Ultimate Alien Debut), XLR8 (Ultimate Alien Debut),
31 	"Moonstruck" 	April 22, 2011 	 	
The history of how Max and Verdona Tennyson first met and of their purely intense and close blossoming romance is revealed in Grandpa Max's memory flashes that tells Ben, Gwen, and Kevin of how he had fallen truly, strongly, madly in love with an Anodite alien. 	The history of how Max and Verdona Tennyson first met and of their purely intense and close blossoming romance is revealed in Grandpa Max's memory flashes that tells Ben, Gwen, and Kevin of how he had fallen truly, strongly, madly in love with an Anodite alien. 	The history of how Max and Verdona Tennyson first met and of their purely intense and close blossoming romance is revealed in Grandpa Max's memory flashes that tells Ben, Gwen, and Kevin of how he had fallen truly, strongly, madly in love with an Anodite alien. 	The history of how Max and Verdona Tennyson first met and of their purely intense and close blossoming romance is revealed in Grandpa Max's memory flashes that tells Ben, Gwen, and Kevin of how he had fallen truly, strongly, madly in love with an Anodite alien. 	The history of how Max and Verdona Tennyson first met and of their purely intense and close blossoming romance is revealed in Grandpa Max's memory flashes that tells Ben, Gwen, and Kevin of how he had fallen truly, strongly, madly in love with an Anodite alien.
32 	"Prisoner Number 775 is Missing" 	April 29, 2011 	 	
The secrets of Area 51 are revealed to Ben Tennyson by Colonel Rozum after Old George infiltrates and destroys it, setting free the 775th prisoner.
Ultimatrix Alien Debuts: Ultimate Wildmutt (Official Debut), ChamAlien (Official Debut) 	
The secrets of Area 51 are revealed to Ben Tennyson by Colonel Rozum after Old George infiltrates and destroys it, setting free the 775th prisoner.
Ultimatrix Alien Debuts: Ultimate Wildmutt (Official Debut), ChamAlien (Official Debut) 	
The secrets of Area 51 are revealed to Ben Tennyson by Colonel Rozum after Old George infiltrates and destroys it, setting free the 775th prisoner.
Ultimatrix Alien Debuts: Ultimate Wildmutt (Official Debut), ChamAlien (Official Debut) 	
The secrets of Area 51 are revealed to Ben Tennyson by Colonel Rozum after Old George infiltrates and destroys it, setting free the 775th prisoner.
Ultimatrix Alien Debuts: Ultimate Wildmutt (Official Debut), ChamAlien (Official Debut) 	
The secrets of Area 51 are revealed to Ben Tennyson by Colonel Rozum after Old George infiltrates and destroys it, setting free the 775th prisoner.
Ultimatrix Alien Debuts: Ultimate Wildmutt (Official Debut), ChamAlien (Official Debut)
33 	"The Purge" 	September 16, 2011 	 	
Driscoll, Urian, Enoch and Patrick are all sitting in the same room, eyeing each other with utmost loathing. Chaos erupts when Driscoll angrily berates that Urian is wasting his time by calling him in at dead of night, accompanied by the "heretics", until Old George arrives. He scolds them for separating the Forever Knights into different factions. Incensed, Driscoll warns George to "choose his next words carefully". He then orders his knights to attack Old George for his insults but are helpless against Old George's more technologically advanced Forever Knight bodyguards. Driscoll then attacks Old George himself but is defeated with very little effort by Old George. Then, Old George reveals his identity and Driscoll kneels before him, calling him "Founder of Our Order, The Original Forever Knight", followed by the other Forever Kings and their knights. Old George unites the Forever Knight factions into one and vows to rid the Earth of all aliens. Pierce, whose identity is hidden by an ID Mask, is romantically flirting with a girl, but a group of Forever Knights come and demand that he leave Earth. They break his ID Mask, scaring the girl away and then kill him when he refuses to leave Earth. Meanwhile, NRG, Gwen, and Kevin are fighting Trumbipulor, who has escaped the Null Void. Despite their efforts, he escapes as Argit arrives in a shuttlecraft. He explains that the Forever Knights are trying to make him and other aliens leave Earth, and he needs their help to convince them to let them stay. Despite their lack of trust in him, they decide to look into his story. Finding that a few hundred aliens have indeed "left", they go to a Forever Knight castle to investigate. However, they accidentally activate the castle's security alarm; releasing another Dragon Robot, far much stronger than before. Lodestar and Kevin easily destroy the dragon. The group head to an alien food market to investigate and talk to the butcher Mr. Baumann to find out why the aliens are leaving. Mr. Baumann tells them that he has no idea, so Ben, Gwen and Kevin leave. They sneak back in and it is then revealed that he has been hiding an alien family from the Forever Knights. Mr. Baumann tells the gang that the Forever Knights have been attacking aliens on Earth. The team decides to set a trap and wait for the Forever Knights to show up at the date that a supply ship for the alien food market is coming. Soon, the gang is watching over a bunch of aliens as the supply ship comes, but some of George's knights arrive and attack the team. Ben (as Upchuck), Gwen and Kevin try to fight them off, but the Forever Knights outnumber them and a Plasma Beam Tank drives in and easily defeats Ben, Gwen and Kevin.
Ben, Gwen and Kevin free themselves from the handcuffs they have been placed in and get ready to fight the Forever knights again, but Ben decides to challenge Driscoll to a duel, going from Spidermonkey to Ultimate Spidermonkey. Though Driscoll is gaining the upper hand, thanks to his armour, Ultimate Spidermonkey beats him and threatens him to free the alien he has captured as prisoners and get rid of the knights. The Forever Knights free the aliens and leave. Driscoll reports his failure to George, but George reassures him that he will not be punished and that this will be the beginning of a far greater war, "The battle of a hundred lifetimes".	
Driscoll, Urian, Enoch and Patrick are all sitting in the same room, eyeing each other with utmost loathing. Chaos erupts when Driscoll angrily berates that Urian is wasting his time by calling him in at dead of night, accompanied by the "heretics", until Old George arrives. He scolds them for separating the Forever Knights into different factions. Incensed, Driscoll warns George to "choose his next words carefully". He then orders his knights to attack Old George for his insults but are helpless against Old George's more technologically advanced Forever Knight bodyguards. Driscoll then attacks Old George himself but is defeated with very little effort by Old George. Then, Old George reveals his identity and Driscoll kneels before him, calling him "Founder of Our Order, The Original Forever Knight", followed by the other Forever Kings and their knights. Old George unites the Forever Knight factions into one and vows to rid the Earth of all aliens. Pierce, whose identity is hidden by an ID Mask, is romantically flirting with a girl, but a group of Forever Knights come and demand that he leave Earth. They break his ID Mask, scaring the girl away and then kill him when he refuses to leave Earth. Meanwhile, NRG, Gwen, and Kevin are fighting Trumbipulor, who has escaped the Null Void. Despite their efforts, he escapes as Argit arrives in a shuttlecraft. He explains that the Forever Knights are trying to make him and other aliens leave Earth, and he needs their help to convince them to let them stay. Despite their lack of trust in him, they decide to look into his story. Finding that a few hundred aliens have indeed "left", they go to a Forever Knight castle to investigate. However, they accidentally activate the castle's security alarm; releasing another Dragon Robot, far much stronger than before. Lodestar and Kevin easily destroy the dragon. The group head to an alien food market to investigate and talk to the butcher Mr. Baumann to find out why the aliens are leaving. Mr. Baumann tells them that he has no idea, so Ben, Gwen and Kevin leave. They sneak back in and it is then revealed that he has been hiding an alien family from the Forever Knights. Mr. Baumann tells the gang that the Forever Knights have been attacking aliens on Earth. The team decides to set a trap and wait for the Forever Knights to show up at the date that a supply ship for the alien food market is coming. Soon, the gang is watching over a bunch of aliens as the supply ship comes, but some of George's knights arrive and attack the team. Ben (as Upchuck), Gwen and Kevin try to fight them off, but the Forever Knights outnumber them and a Plasma Beam Tank drives in and easily defeats Ben, Gwen and Kevin.
Ben, Gwen and Kevin free themselves from the handcuffs they have been placed in and get ready to fight the Forever knights again, but Ben decides to challenge Driscoll to a duel, going from Spidermonkey to Ultimate Spidermonkey. Though Driscoll is gaining the upper hand, thanks to his armour, Ultimate Spidermonkey beats him and threatens him to free the alien he has captured as prisoners and get rid of the knights. The Forever Knights free the aliens and leave. Driscoll reports his failure to George, but George reassures him that he will not be punished and that this will be the beginning of a far greater war, "The battle of a hundred lifetimes".	
Driscoll, Urian, Enoch and Patrick are all sitting in the same room, eyeing each other with utmost loathing. Chaos erupts when Driscoll angrily berates that Urian is wasting his time by calling him in at dead of night, accompanied by the "heretics", until Old George arrives. He scolds them for separating the Forever Knights into different factions. Incensed, Driscoll warns George to "choose his next words carefully". He then orders his knights to attack Old George for his insults but are helpless against Old George's more technologically advanced Forever Knight bodyguards. Driscoll then attacks Old George himself but is defeated with very little effort by Old George. Then, Old George reveals his identity and Driscoll kneels before him, calling him "Founder of Our Order, The Original Forever Knight", followed by the other Forever Kings and their knights. Old George unites the Forever Knight factions into one and vows to rid the Earth of all aliens. Pierce, whose identity is hidden by an ID Mask, is romantically flirting with a girl, but a group of Forever Knights come and demand that he leave Earth. They break his ID Mask, scaring the girl away and then kill him when he refuses to leave Earth. Meanwhile, NRG, Gwen, and Kevin are fighting Trumbipulor, who has escaped the Null Void. Despite their efforts, he escapes as Argit arrives in a shuttlecraft. He explains that the Forever Knights are trying to make him and other aliens leave Earth, and he needs their help to convince them to let them stay. Despite their lack of trust in him, they decide to look into his story. Finding that a few hundred aliens have indeed "left", they go to a Forever Knight castle to investigate. However, they accidentally activate the castle's security alarm; releasing another Dragon Robot, far much stronger than before. Lodestar and Kevin easily destroy the dragon. The group head to an alien food market to investigate and talk to the butcher Mr. Baumann to find out why the aliens are leaving. Mr. Baumann tells them that he has no idea, so Ben, Gwen and Kevin leave. They sneak back in and it is then revealed that he has been hiding an alien family from the Forever Knights. Mr. Baumann tells the gang that the Forever Knights have been attacking aliens on Earth. The team decides to set a trap and wait for the Forever Knights to show up at the date that a supply ship for the alien food market is coming. Soon, the gang is watching over a bunch of aliens as the supply ship comes, but some of George's knights arrive and attack the team. Ben (as Upchuck), Gwen and Kevin try to fight them off, but the Forever Knights outnumber them and a Plasma Beam Tank drives in and easily defeats Ben, Gwen and Kevin.
Ben, Gwen and Kevin free themselves from the handcuffs they have been placed in and get ready to fight the Forever knights again, but Ben decides to challenge Driscoll to a duel, going from Spidermonkey to Ultimate Spidermonkey. Though Driscoll is gaining the upper hand, thanks to his armour, Ultimate Spidermonkey beats him and threatens him to free the alien he has captured as prisoners and get rid of the knights. The Forever Knights free the aliens and leave. Driscoll reports his failure to George, but George reassures him that he will not be punished and that this will be the beginning of a far greater war, "The battle of a hundred lifetimes".	
Driscoll, Urian, Enoch and Patrick are all sitting in the same room, eyeing each other with utmost loathing. Chaos erupts when Driscoll angrily berates that Urian is wasting his time by calling him in at dead of night, accompanied by the "heretics", until Old George arrives. He scolds them for separating the Forever Knights into different factions. Incensed, Driscoll warns George to "choose his next words carefully". He then orders his knights to attack Old George for his insults but are helpless against Old George's more technologically advanced Forever Knight bodyguards. Driscoll then attacks Old George himself but is defeated with very little effort by Old George. Then, Old George reveals his identity and Driscoll kneels before him, calling him "Founder of Our Order, The Original Forever Knight", followed by the other Forever Kings and their knights. Old George unites the Forever Knight factions into one and vows to rid the Earth of all aliens. Pierce, whose identity is hidden by an ID Mask, is romantically flirting with a girl, but a group of Forever Knights come and demand that he leave Earth. They break his ID Mask, scaring the girl away and then kill him when he refuses to leave Earth. Meanwhile, NRG, Gwen, and Kevin are fighting Trumbipulor, who has escaped the Null Void. Despite their efforts, he escapes as Argit arrives in a shuttlecraft. He explains that the Forever Knights are trying to make him and other aliens leave Earth, and he needs their help to convince them to let them stay. Despite their lack of trust in him, they decide to look into his story. Finding that a few hundred aliens have indeed "left", they go to a Forever Knight castle to investigate. However, they accidentally activate the castle's security alarm; releasing another Dragon Robot, far much stronger than before. Lodestar and Kevin easily destroy the dragon. The group head to an alien food market to investigate and talk to the butcher Mr. Baumann to find out why the aliens are leaving. Mr. Baumann tells them that he has no idea, so Ben, Gwen and Kevin leave. They sneak back in and it is then revealed that he has been hiding an alien family from the Forever Knights. Mr. Baumann tells the gang that the Forever Knights have been attacking aliens on Earth. The team decides to set a trap and wait for the Forever Knights to show up at the date that a supply ship for the alien food market is coming. Soon, the gang is watching over a bunch of aliens as the supply ship comes, but some of George's knights arrive and attack the team. Ben (as Upchuck), Gwen and Kevin try to fight them off, but the Forever Knights outnumber them and a Plasma Beam Tank drives in and easily defeats Ben, Gwen and Kevin.
Ben, Gwen and Kevin free themselves from the handcuffs they have been placed in and get ready to fight the Forever knights again, but Ben decides to challenge Driscoll to a duel, going from Spidermonkey to Ultimate Spidermonkey. Though Driscoll is gaining the upper hand, thanks to his armour, Ultimate Spidermonkey beats him and threatens him to free the alien he has captured as prisoners and get rid of the knights. The Forever Knights free the aliens and leave. Driscoll reports his failure to George, but George reassures him that he will not be punished and that this will be the beginning of a far greater war, "The battle of a hundred lifetimes".	
Driscoll, Urian, Enoch and Patrick are all sitting in the same room, eyeing each other with utmost loathing. Chaos erupts when Driscoll angrily berates that Urian is wasting his time by calling him in at dead of night, accompanied by the "heretics", until Old George arrives. He scolds them for separating the Forever Knights into different factions. Incensed, Driscoll warns George to "choose his next words carefully". He then orders his knights to attack Old George for his insults but are helpless against Old George's more technologically advanced Forever Knight bodyguards. Driscoll then attacks Old George himself but is defeated with very little effort by Old George. Then, Old George reveals his identity and Driscoll kneels before him, calling him "Founder of Our Order, The Original Forever Knight", followed by the other Forever Kings and their knights. Old George unites the Forever Knight factions into one and vows to rid the Earth of all aliens. Pierce, whose identity is hidden by an ID Mask, is romantically flirting with a girl, but a group of Forever Knights come and demand that he leave Earth. They break his ID Mask, scaring the girl away and then kill him when he refuses to leave Earth. Meanwhile, NRG, Gwen, and Kevin are fighting Trumbipulor, who has escaped the Null Void. Despite their efforts, he escapes as Argit arrives in a shuttlecraft. He explains that the Forever Knights are trying to make him and other aliens leave Earth, and he needs their help to convince them to let them stay. Despite their lack of trust in him, they decide to look into his story. Finding that a few hundred aliens have indeed "left", they go to a Forever Knight castle to investigate. However, they accidentally activate the castle's security alarm; releasing another Dragon Robot, far much stronger than before. Lodestar and Kevin easily destroy the dragon. The group head to an alien food market to investigate and talk to the butcher Mr. Baumann to find out why the aliens are leaving. Mr. Baumann tells them that he has no idea, so Ben, Gwen and Kevin leave. They sneak back in and it is then revealed that he has been hiding an alien family from the Forever Knights. Mr. Baumann tells the gang that the Forever Knights have been attacking aliens on Earth. The team decides to set a trap and wait for the Forever Knights to show up at the date that a supply ship for the alien food market is coming. Soon, the gang is watching over a bunch of aliens as the supply ship comes, but some of George's knights arrive and attack the team. Ben (as Upchuck), Gwen and Kevin try to fight them off, but the Forever Knights outnumber them and a Plasma Beam Tank drives in and easily defeats Ben, Gwen and Kevin.
Ben, Gwen and Kevin free themselves from the handcuffs they have been placed in and get ready to fight the Forever knights again, but Ben decides to challenge Driscoll to a duel, going from Spidermonkey to Ultimate Spidermonkey. Though Driscoll is gaining the upper hand, thanks to his armour, Ultimate Spidermonkey beats him and threatens him to free the alien he has captured as prisoners and get rid of the knights. The Forever Knights free the aliens and leave. Driscoll reports his failure to George, but George reassures him that he will not be punished and that this will be the beginning of a far greater war, "The battle of a hundred lifetimes".
34 	"Simian Says" 	September 23, 2011 	 	
Simian accidentally unleashes a Xenocyte Queen which orchestrates an invasion of the Arachnachimps' planet. When Eunice goes missing, Ben, Gwen, and Kevin end up helping Simian liberate the Arachnachimps' planet from a DNAlien version of the Arachnachimp Mizaru.
Note: Eunice affectionately kisses Ben on the cheek in this episode as a sign that she really likes and cares about him a lot. 	
Simian accidentally unleashes a Xenocyte Queen which orchestrates an invasion of the Arachnachimps' planet. When Eunice goes missing, Ben, Gwen, and Kevin end up helping Simian liberate the Arachnachimps' planet from a DNAlien version of the Arachnachimp Mizaru.
Note: Eunice affectionately kisses Ben on the cheek in this episode as a sign that she really likes and cares about him a lot. 	
Simian accidentally unleashes a Xenocyte Queen which orchestrates an invasion of the Arachnachimps' planet. When Eunice goes missing, Ben, Gwen, and Kevin end up helping Simian liberate the Arachnachimps' planet from a DNAlien version of the Arachnachimp Mizaru.
Note: Eunice affectionately kisses Ben on the cheek in this episode as a sign that she really likes and cares about him a lot. 	
Simian accidentally unleashes a Xenocyte Queen which orchestrates an invasion of the Arachnachimps' planet. When Eunice goes missing, Ben, Gwen, and Kevin end up helping Simian liberate the Arachnachimps' planet from a DNAlien version of the Arachnachimp Mizaru.
Note: Eunice affectionately kisses Ben on the cheek in this episode as a sign that she really likes and cares about him a lot. 	
Simian accidentally unleashes a Xenocyte Queen which orchestrates an invasion of the Arachnachimps' planet. When Eunice goes missing, Ben, Gwen, and Kevin end up helping Simian liberate the Arachnachimps' planet from a DNAlien version of the Arachnachimp Mizaru.
Note: Eunice affectionately kisses Ben on the cheek in this episode as a sign that she really likes and cares about him a lot.
35 	"Greetings from Techadon" 	September 30, 2011 	 	
Techadon robots go after Ben on orders from Vulkanus. 	Techadon robots go after Ben on orders from Vulkanus. 	Techadon robots go after Ben on orders from Vulkanus. 	Techadon robots go after Ben on orders from Vulkanus. 	Techadon robots go after Ben on orders from Vulkanus.
36 	"Flame Keepers' Circle" 	October 7, 2011 	 	
Julie joins a cult called the Flame Keepers' Circle. Ben discovers that the Flame Keepers' Circle worships Vilgax, whom they mistook for Diagon, a destructive squid-like monster. 	Julie joins a cult called the Flame Keepers' Circle. Ben discovers that the Flame Keepers' Circle worships Vilgax, whom they mistook for Diagon, a destructive squid-like monster. 	Julie joins a cult called the Flame Keepers' Circle. Ben discovers that the Flame Keepers' Circle worships Vilgax, whom they mistook for Diagon, a destructive squid-like monster. 	Julie joins a cult called the Flame Keepers' Circle. Ben discovers that the Flame Keepers' Circle worships Vilgax, whom they mistook for Diagon, a destructive squid-like monster. 	Julie joins a cult called the Flame Keepers' Circle. Ben discovers that the Flame Keepers' Circle worships Vilgax, whom they mistook for Diagon, a destructive squid-like monster.
37 	"Double or Nothing" 	October 14, 2011 	 	
Albedo profits from Ben's fame and creates a play about him with the help of three alien actors based on the aliens in Ben's Ultimatrix. 	Albedo profits from Ben's fame and creates a play about him with the help of three alien actors based on the aliens in Ben's Ultimatrix. 	Albedo profits from Ben's fame and creates a play about him with the help of three alien actors based on the aliens in Ben's Ultimatrix. 	Albedo profits from Ben's fame and creates a play about him with the help of three alien actors based on the aliens in Ben's Ultimatrix. 	Albedo profits from Ben's fame and creates a play about him with the help of three alien actors based on the aliens in Ben's Ultimatrix.
38 	"The Perfect Girlfriend" 	October 21, 2011 	 	
Elena and the nanochips return and impersonate Julie while the real Julie is at a tennis tournament overseas. Ben does not catch onto this until the very end when the real Julie returns and causes Elena to realize that she had never really, strongly loved and cared about Ben in the first place. 	Elena and the nanochips return and impersonate Julie while the real Julie is at a tennis tournament overseas. Ben does not catch onto this until the very end when the real Julie returns and causes Elena to realize that she had never really, strongly loved and cared about Ben in the first place. 	Elena and the nanochips return and impersonate Julie while the real Julie is at a tennis tournament overseas. Ben does not catch onto this until the very end when the real Julie returns and causes Elena to realize that she had never really, strongly loved and cared about Ben in the first place. 	Elena and the nanochips return and impersonate Julie while the real Julie is at a tennis tournament overseas. Ben does not catch onto this until the very end when the real Julie returns and causes Elena to realize that she had never really, strongly loved and cared about Ben in the first place. 	Elena and the nanochips return and impersonate Julie while the real Julie is at a tennis tournament overseas. Ben does not catch onto this until the very end when the real Julie returns and causes Elena to realize that she had never really, strongly loved and cared about Ben in the first place.
39 	"The Ultimate Sacrifice" 	October 28, 2011 	 	
The ultimate aliens inside Ben's Ultimatrix demand their freedom and end up sucking Ben into the Ultimatrix. While Gwen assumes her Anodite form as her astral projection to enter the Ultimatrix to help Ben, Kevin travels to planet Galvan Prime to convince Azmuth to help.
Ultimatrix Alien Debuts: Ghostfreak (Ultimate Alien Debut) 	
The ultimate aliens inside Ben's Ultimatrix demand their freedom and end up sucking Ben into the Ultimatrix. While Gwen assumes her Anodite form as her astral projection to enter the Ultimatrix to help Ben, Kevin travels to planet Galvan Prime to convince Azmuth to help.
Ultimatrix Alien Debuts: Ghostfreak (Ultimate Alien Debut) 	
The ultimate aliens inside Ben's Ultimatrix demand their freedom and end up sucking Ben into the Ultimatrix. While Gwen assumes her Anodite form as her astral projection to enter the Ultimatrix to help Ben, Kevin travels to planet Galvan Prime to convince Azmuth to help.
Ultimatrix Alien Debuts: Ghostfreak (Ultimate Alien Debut) 	
The ultimate aliens inside Ben's Ultimatrix demand their freedom and end up sucking Ben into the Ultimatrix. While Gwen assumes her Anodite form as her astral projection to enter the Ultimatrix to help Ben, Kevin travels to planet Galvan Prime to convince Azmuth to help.
Ultimatrix Alien Debuts: Ghostfreak (Ultimate Alien Debut) 	
The ultimate aliens inside Ben's Ultimatrix demand their freedom and end up sucking Ben into the Ultimatrix. While Gwen assumes her Anodite form as her astral projection to enter the Ultimatrix to help Ben, Kevin travels to planet Galvan Prime to convince Azmuth to help.
Ultimatrix Alien Debuts: Ghostfreak (Ultimate Alien Debut)
40 	"The Widening Gyre" 	November 4, 2011 	 	
The gang look into the Pacific Garbage Vortex when some people have gone missing. When they arrive, they find the missing people and two agents sent by Colonel Rozum while dealing with giant seagulls and a sentient Trash Monster.
Note: References to Captain Planet and The X-Files were made by Kevin when the gang lands on the Pacific Garbage Vortex. He describes them as shows he watched as a kid, "5 kids with the power to recycle" and "with the 2 agents who went around investigating weird stuff". 	
The gang look into the Pacific Garbage Vortex when some people have gone missing. When they arrive, they find the missing people and two agents sent by Colonel Rozum while dealing with giant seagulls and a sentient Trash Monster.
Note: References to Captain Planet and The X-Files were made by Kevin when the gang lands on the Pacific Garbage Vortex. He describes them as shows he watched as a kid, "5 kids with the power to recycle" and "with the 2 agents who went around investigating weird stuff". 	
The gang look into the Pacific Garbage Vortex when some people have gone missing. When they arrive, they find the missing people and two agents sent by Colonel Rozum while dealing with giant seagulls and a sentient Trash Monster.
Note: References to Captain Planet and The X-Files were made by Kevin when the gang lands on the Pacific Garbage Vortex. He describes them as shows he watched as a kid, "5 kids with the power to recycle" and "with the 2 agents who went around investigating weird stuff". 	
The gang look into the Pacific Garbage Vortex when some people have gone missing. When they arrive, they find the missing people and two agents sent by Colonel Rozum while dealing with giant seagulls and a sentient Trash Monster.
Note: References to Captain Planet and The X-Files were made by Kevin when the gang lands on the Pacific Garbage Vortex. He describes them as shows he watched as a kid, "5 kids with the power to recycle" and "with the 2 agents who went around investigating weird stuff". 	
The gang look into the Pacific Garbage Vortex when some people have gone missing. When they arrive, they find the missing people and two agents sent by Colonel Rozum while dealing with giant seagulls and a sentient Trash Monster.
Note: References to Captain Planet and The X-Files were made by Kevin when the gang lands on the Pacific Garbage Vortex. He describes them as shows he watched as a kid, "5 kids with the power to recycle" and "with the 2 agents who went around investigating weird stuff".
41 	"The Mother of All Vreedles[3]" 	November 18, 2011 	 	
Ma Vreedle plans to spawn an army of Pretty Boy Vreedle clones, which could dry up Earth's oceans.[2] 	Ma Vreedle plans to spawn an army of Pretty Boy Vreedle clones, which could dry up Earth's oceans.[2] 	Ma Vreedle plans to spawn an army of Pretty Boy Vreedle clones, which could dry up Earth's oceans.[2] 	Ma Vreedle plans to spawn an army of Pretty Boy Vreedle clones, which could dry up Earth's oceans.[2] 	Ma Vreedle plans to spawn an army of Pretty Boy Vreedle clones, which could dry up Earth's oceans.[2]
42 	"A Knight to Remember" 	December 2, 2011 	 	
Vilgax and the Flame Keepers' Circle fight against George and the Forever Knights along with Ben Tennyson. Vilgax gets Dagon's heart and ends up being sucked into Dagon's dimension.
Ultimatrix Alien Debuts: Eatle (Official Debut) 	
Vilgax and the Flame Keepers' Circle fight against George and the Forever Knights along with Ben Tennyson. Vilgax gets Dagon's heart and ends up being sucked into Dagon's dimension.
Ultimatrix Alien Debuts: Eatle (Official Debut) 	
Vilgax and the Flame Keepers' Circle fight against George and the Forever Knights along with Ben Tennyson. Vilgax gets Dagon's heart and ends up being sucked into Dagon's dimension.
Ultimatrix Alien Debuts: Eatle (Official Debut) 	
Vilgax and the Flame Keepers' Circle fight against George and the Forever Knights along with Ben Tennyson. Vilgax gets Dagon's heart and ends up being sucked into Dagon's dimension.
Ultimatrix Alien Debuts: Eatle (Official Debut) 	
Vilgax and the Flame Keepers' Circle fight against George and the Forever Knights along with Ben Tennyson. Vilgax gets Dagon's heart and ends up being sucked into Dagon's dimension.
Ultimatrix Alien Debuts: Eatle (Official Debut)
43 	"Solitary Alignment" 	December 9, 2011 	 	
Azmuth reveals how Old George got his sword and slew Dagon. 	Azmuth reveals how Old George got his sword and slew Dagon. 	Azmuth reveals how Old George got his sword and slew Dagon. 	Azmuth reveals how Old George got his sword and slew Dagon. 	Azmuth reveals how Old George got his sword and slew Dagon.
44 	"Inspector 13" 	February 4, 2012 	 	
Techadon Weapon Master 13 arrives on Earth and demands to have the Ultimatrix.
Ultimatrix Alien Debuts: Clockwork (16 year old, Official Debut), 	
Techadon Weapon Master 13 arrives on Earth and demands to have the Ultimatrix.
Ultimatrix Alien Debuts: Clockwork (16 year old, Official Debut), 	
Techadon Weapon Master 13 arrives on Earth and demands to have the Ultimatrix.
Ultimatrix Alien Debuts: Clockwork (16 year old, Official Debut), 	
Techadon Weapon Master 13 arrives on Earth and demands to have the Ultimatrix.
Ultimatrix Alien Debuts: Clockwork (16 year old, Official Debut), 	
Techadon Weapon Master 13 arrives on Earth and demands to have the Ultimatrix.
Ultimatrix Alien Debuts: Clockwork (16 year old, Official Debut),
45 	"The Enemy of My Frenemy" 	February 11, 2012 	 	
Gwen and the gang set out to rescue Charmcaster from her home world of Ledgerdomain. 	Gwen and the gang set out to rescue Charmcaster from her home world of Ledgerdomain. 	Gwen and the gang set out to rescue Charmcaster from her home world of Ledgerdomain. 	Gwen and the gang set out to rescue Charmcaster from her home world of Ledgerdomain. 	Gwen and the gang set out to rescue Charmcaster from her home world of Ledgerdomain.
46 	"Couples Retreat" 	February 18, 2012 	 	
Darkstar romantically charms and seduces Charmcaster and uses her magical strength and power to his own evil advantage. Meanwhile, Gwen and Kevin have a disagreement over the protection of one of her spellbooks.
Note: The title of the episode is referenced to a romantic comedy film "Couples Retreat." 	
Darkstar romantically charms and seduces Charmcaster and uses her magical strength and power to his own evil advantage. Meanwhile, Gwen and Kevin have a disagreement over the protection of one of her spellbooks.
Note: The title of the episode is referenced to a romantic comedy film "Couples Retreat." 	
Darkstar romantically charms and seduces Charmcaster and uses her magical strength and power to his own evil advantage. Meanwhile, Gwen and Kevin have a disagreement over the protection of one of her spellbooks.
Note: The title of the episode is referenced to a romantic comedy film "Couples Retreat." 	
Darkstar romantically charms and seduces Charmcaster and uses her magical strength and power to his own evil advantage. Meanwhile, Gwen and Kevin have a disagreement over the protection of one of her spellbooks.
Note: The title of the episode is referenced to a romantic comedy film "Couples Retreat." 	
Darkstar romantically charms and seduces Charmcaster and uses her magical strength and power to his own evil advantage. Meanwhile, Gwen and Kevin have a disagreement over the protection of one of her spellbooks.
Note: The title of the episode is referenced to a romantic comedy film "Couples Retreat."
47 	"Catch a Falling Star" 	February 25, 2012 	 	
Jennifer Nocturne runs away with Captain Nemesis after freeing him from jail in hopes of creating a new life with him. 	Jennifer Nocturne runs away with Captain Nemesis after freeing him from jail in hopes of creating a new life with him. 	Jennifer Nocturne runs away with Captain Nemesis after freeing him from jail in hopes of creating a new life with him. 	Jennifer Nocturne runs away with Captain Nemesis after freeing him from jail in hopes of creating a new life with him. 	Jennifer Nocturne runs away with Captain Nemesis after freeing him from jail in hopes of creating a new life with him.
48 	"The Eggman Cometh" 	March 3, 2012 	 	
Dr. Animo returns with a plot to transform eggs into pterodactyls.
Ultimatrix Alien Debuts: Jury Rigg (Official Debut) 	
Dr. Animo returns with a plot to transform eggs into pterodactyls.
Ultimatrix Alien Debuts: Jury Rigg (Official Debut) 	
Dr. Animo returns with a plot to transform eggs into pterodactyls.
Ultimatrix Alien Debuts: Jury Rigg (Official Debut) 	
Dr. Animo returns with a plot to transform eggs into pterodactyls.
Ultimatrix Alien Debuts: Jury Rigg (Official Debut) 	
Dr. Animo returns with a plot to transform eggs into pterodactyls.
Ultimatrix Alien Debuts: Jury Rigg (Official Debut)
49 	"Night of the Living Nightmare[4]" 	March 10, 2012[5] 	 	
Albedo returns and infects Ben with a Cassiopeian Dream Eater, trapping him into a dream world where he kept being attacked by several of his enemies. Eventually, when Albedo enters the dream posing as Kevin and Gwen in an attempt to take the Ultimatrix, Ben figures out it's really him and starts fighting him. As Ben starts taking over the dream world, Albedo attempts to put back the Dream Eater, only to slip on a spilled smoothie and accidentally end up being the one infected. In the real world, it was revealed that Ben was never infected, as Albedo slipped on a smoothie, thus replaying the same thing that happened in Albedo's nightmare. While they get him to a Galvan doctor in order to remove the Dream Eater, Albedo is seen inside the dream world, being confronted by some of the Ultimatrix Aliens and fearfully begs them to stay away as they come near him.	Albedo returns and infects Ben with a Cassiopeian Dream Eater, trapping him into a dream world where he kept being attacked by several of his enemies. Eventually, when Albedo enters the dream posing as Kevin and Gwen in an attempt to take the Ultimatrix, Ben figures out it's really him and starts fighting him. As Ben starts taking over the dream world, Albedo attempts to put back the Dream Eater, only to slip on a spilled smoothie and accidentally end up being the one infected. In the real world, it was revealed that Ben was never infected, as Albedo slipped on a smoothie, thus replaying the same thing that happened in Albedo's nightmare. While they get him to a Galvan doctor in order to remove the Dream Eater, Albedo is seen inside the dream world, being confronted by some of the Ultimatrix Aliens and fearfully begs them to stay away as they come near him.	Albedo returns and infects Ben with a Cassiopeian Dream Eater, trapping him into a dream world where he kept being attacked by several of his enemies. Eventually, when Albedo enters the dream posing as Kevin and Gwen in an attempt to take the Ultimatrix, Ben figures out it's really him and starts fighting him. As Ben starts taking over the dream world, Albedo attempts to put back the Dream Eater, only to slip on a spilled smoothie and accidentally end up being the one infected. In the real world, it was revealed that Ben was never infected, as Albedo slipped on a smoothie, thus replaying the same thing that happened in Albedo's nightmare. While they get him to a Galvan doctor in order to remove the Dream Eater, Albedo is seen inside the dream world, being confronted by some of the Ultimatrix Aliens and fearfully begs them to stay away as they come near him.	Albedo returns and infects Ben with a Cassiopeian Dream Eater, trapping him into a dream world where he kept being attacked by several of his enemies. Eventually, when Albedo enters the dream posing as Kevin and Gwen in an attempt to take the Ultimatrix, Ben figures out it's really him and starts fighting him. As Ben starts taking over the dream world, Albedo attempts to put back the Dream Eater, only to slip on a spilled smoothie and accidentally end up being the one infected. In the real world, it was revealed that Ben was never infected, as Albedo slipped on a smoothie, thus replaying the same thing that happened in Albedo's nightmare. While they get him to a Galvan doctor in order to remove the Dream Eater, Albedo is seen inside the dream world, being confronted by some of the Ultimatrix Aliens and fearfully begs them to stay away as they come near him.	Albedo returns and infects Ben with a Cassiopeian Dream Eater, trapping him into a dream world where he kept being attacked by several of his enemies. Eventually, when Albedo enters the dream posing as Kevin and Gwen in an attempt to take the Ultimatrix, Ben figures out it's really him and starts fighting him. As Ben starts taking over the dream world, Albedo attempts to put back the Dream Eater, only to slip on a spilled smoothie and accidentally end up being the one infected. In the real world, it was revealed that Ben was never infected, as Albedo slipped on a smoothie, thus replaying the same thing that happened in Albedo's nightmare. While they get him to a Galvan doctor in order to remove the Dream Eater, Albedo is seen inside the dream world, being confronted by some of the Ultimatrix Aliens and fearfully begs them to stay away as they come near him.
50 	"The Beginning of the End[4]" 	March 17, 2012[5] 	 	
The Forever Knights battle Dagon's Esoterica, and Ben's plan to help the knights fails as they are too intent on fighting him to listen. 	The Forever Knights battle Dagon's Esoterica, and Ben's plan to help the knights fails as they are too intent on fighting him to listen. 	The Forever Knights battle Dagon's Esoterica, and Ben's plan to help the knights fails as they are too intent on fighting him to listen. 	The Forever Knights battle Dagon's Esoterica, and Ben's plan to help the knights fails as they are too intent on fighting him to listen. 	The Forever Knights battle Dagon's Esoterica, and Ben's plan to help the knights fails as they are too intent on fighting him to listen.
51 	"The Ultimate Enemy, Part 1[4]" 	March 24, 2012 	 	
Ben, Gwen, Kevin, and George try to stop Dagon's resurrection, but first, they must defeat the demon's herald: Vilgax, now merged with a Lucubra and more powerful than ever. To make matters worse, Dagon releases a wave that transforms everyone on the planet into an Esoterica, save Ben, Gwen, Kevin, George, Julie, and Ship. Gwen is briefly turned against her allies due to her previous psychic enslavement by a Lucubra, but Kevin is able to restore her mind. Unfortunately, the combined efforts of Vilgax and Gwen manage to break the seal, releasing Dagon at last. 	Ben, Gwen, Kevin, and George try to stop Dagon's resurrection, but first, they must defeat the demon's herald: Vilgax, now merged with a Lucubra and more powerful than ever. To make matters worse, Dagon releases a wave that transforms everyone on the planet into an Esoterica, save Ben, Gwen, Kevin, George, Julie, and Ship. Gwen is briefly turned against her allies due to her previous psychic enslavement by a Lucubra, but Kevin is able to restore her mind. Unfortunately, the combined efforts of Vilgax and Gwen manage to break the seal, releasing Dagon at last. 	Ben, Gwen, Kevin, and George try to stop Dagon's resurrection, but first, they must defeat the demon's herald: Vilgax, now merged with a Lucubra and more powerful than ever. To make matters worse, Dagon releases a wave that transforms everyone on the planet into an Esoterica, save Ben, Gwen, Kevin, George, Julie, and Ship. Gwen is briefly turned against her allies due to her previous psychic enslavement by a Lucubra, but Kevin is able to restore her mind. Unfortunately, the combined efforts of Vilgax and Gwen manage to break the seal, releasing Dagon at last. 	Ben, Gwen, Kevin, and George try to stop Dagon's resurrection, but first, they must defeat the demon's herald: Vilgax, now merged with a Lucubra and more powerful than ever. To make matters worse, Dagon releases a wave that transforms everyone on the planet into an Esoterica, save Ben, Gwen, Kevin, George, Julie, and Ship. Gwen is briefly turned against her allies due to her previous psychic enslavement by a Lucubra, but Kevin is able to restore her mind. Unfortunately, the combined efforts of Vilgax and Gwen manage to break the seal, releasing Dagon at last. 	Ben, Gwen, Kevin, and George try to stop Dagon's resurrection, but first, they must defeat the demon's herald: Vilgax, now merged with a Lucubra and more powerful than ever. To make matters worse, Dagon releases a wave that transforms everyone on the planet into an Esoterica, save Ben, Gwen, Kevin, George, Julie, and Ship. Gwen is briefly turned against her allies due to her previous psychic enslavement by a Lucubra, but Kevin is able to restore her mind. Unfortunately, the combined efforts of Vilgax and Gwen manage to break the seal, releasing Dagon at last.
52 	"The Ultimate Enemy, Part 2[4]" 	March 31, 2012 	 	
The monstrous squid declares his intent to conquer Ben's universe, and summons the Esoterica to destroy the heroes. Despite debuting his Ultimate Way Big form, Ben fails to defeat the extradimensional fiend, who proceeds to destroy Sir George by electrocuting him with dark lightning. All seems lost until Vilgax returns, capturing Diagon by Psyphon's power-absorbing machine. Before the heroes can stop him, Psyphon proceeds to transfer Dagon's power to Vilgax, making the galactic conqueror into a nearly-unstoppable force. Gwen warps Ben, Kevin and herself into the Plumber's base in Mount Rushmore to hide from Vilgax, but the newly-empowered villain tracks them down and has his horde of Esoterica attack. Gwen uses the base's defenses to repel the brainwashed humans, but Vilgax personally attacks the base and disables both Gwen and Kevin. Confronting his old foe, Ben wields George's sword, Ascalon, and uses it to drain Dagon's power from Vilgax. Reverted to his original form, Vilgax tries to corrupt Ben, asking what he plans to do with the combined power of Ascalon, Diagon, and the Ultimatrix. Ben declares his intent to revert the Esoterica into humans, but Vilgax derides him for thinking "too small"; with his new power, Ben could destroy all evil in the universe. Gwen and Kevin both encourage Ben to resist Vilgax's temptation, and Julie (in Ship's armor mode) arrives to further sway her friend away from the path of tyranny. Ben demands quiet as he considers his options, and after remembering his adventures, he uses his power to transform the Esoterica back into humans. To everyone's surprise, Azmuth appears before them and asks Ben to return Ascalon and the Ultimatrix to him. Ben wonders if he has not yet proved his worthiness to the diminutive alien, but Azmuth corrects him; the Ultimatrix is no longer worthy of him. He gives Ben a new version of the Omnitrix; the "true" version Azmuth has been developing ever since he gave Ben the prototype six years ago. Cryptically suggesting that Ben may get the Master Control at a later date ("Perhaps on your eighteenth birthday"), Azmuth disappears, leaving the heroes to bask in victory. Afterwards, Azmuth deactivating the Ultimatrix because it just a prototype.
Ultimatrix Alien Debuts: Ultimate Way Big (Official Debut)
*Note: This episode is dedicated to the memory of Dwayne McDuffie, one of the writers of Ben 10, who died on February 21, 2011	
The monstrous squid declares his intent to conquer Ben's universe, and summons the Esoterica to destroy the heroes. Despite debuting his Ultimate Way Big form, Ben fails to defeat the extradimensional fiend, who proceeds to destroy Sir George by electrocuting him with dark lightning. All seems lost until Vilgax returns, capturing Diagon by Psyphon's power-absorbing machine. Before the heroes can stop him, Psyphon proceeds to transfer Dagon's power to Vilgax, making the galactic conqueror into a nearly-unstoppable force. Gwen warps Ben, Kevin and herself into the Plumber's base in Mount Rushmore to hide from Vilgax, but the newly-empowered villain tracks them down and has his horde of Esoterica attack. Gwen uses the base's defenses to repel the brainwashed humans, but Vilgax personally attacks the base and disables both Gwen and Kevin. Confronting his old foe, Ben wields George's sword, Ascalon, and uses it to drain Dagon's power from Vilgax. Reverted to his original form, Vilgax tries to corrupt Ben, asking what he plans to do with the combined power of Ascalon, Diagon, and the Ultimatrix. Ben declares his intent to revert the Esoterica into humans, but Vilgax derides him for thinking "too small"; with his new power, Ben could destroy all evil in the universe. Gwen and Kevin both encourage Ben to resist Vilgax's temptation, and Julie (in Ship's armor mode) arrives to further sway her friend away from the path of tyranny. Ben demands quiet as he considers his options, and after remembering his adventures, he uses his power to transform the Esoterica back into humans. To everyone's surprise, Azmuth appears before them and asks Ben to return Ascalon and the Ultimatrix to him. Ben wonders if he has not yet proved his worthiness to the diminutive alien, but Azmuth corrects him; the Ultimatrix is no longer worthy of him. He gives Ben a new version of the Omnitrix; the "true" version Azmuth has been developing ever since he gave Ben the prototype six years ago. Cryptically suggesting that Ben may get the Master Control at a later date ("Perhaps on your eighteenth birthday"), Azmuth disappears, leaving the heroes to bask in victory. Afterwards, Azmuth deactivating the Ultimatrix because it just a prototype.
Ultimatrix Alien Debuts: Ultimate Way Big (Official Debut)
*Note: This episode is dedicated to the memory of Dwayne McDuffie, one of the writers of Ben 10, who died on February 21, 2011	
The monstrous squid declares his intent to conquer Ben's universe, and summons the Esoterica to destroy the heroes. Despite debuting his Ultimate Way Big form, Ben fails to defeat the extradimensional fiend, who proceeds to destroy Sir George by electrocuting him with dark lightning. All seems lost until Vilgax returns, capturing Diagon by Psyphon's power-absorbing machine. Before the heroes can stop him, Psyphon proceeds to transfer Dagon's power to Vilgax, making the galactic conqueror into a nearly-unstoppable force. Gwen warps Ben, Kevin and herself into the Plumber's base in Mount Rushmore to hide from Vilgax, but the newly-empowered villain tracks them down and has his horde of Esoterica attack. Gwen uses the base's defenses to repel the brainwashed humans, but Vilgax personally attacks the base and disables both Gwen and Kevin. Confronting his old foe, Ben wields George's sword, Ascalon, and uses it to drain Dagon's power from Vilgax. Reverted to his original form, Vilgax tries to corrupt Ben, asking what he plans to do with the combined power of Ascalon, Diagon, and the Ultimatrix. Ben declares his intent to revert the Esoterica into humans, but Vilgax derides him for thinking "too small"; with his new power, Ben could destroy all evil in the universe. Gwen and Kevin both encourage Ben to resist Vilgax's temptation, and Julie (in Ship's armor mode) arrives to further sway her friend away from the path of tyranny. Ben demands quiet as he considers his options, and after remembering his adventures, he uses his power to transform the Esoterica back into humans. To everyone's surprise, Azmuth appears before them and asks Ben to return Ascalon and the Ultimatrix to him. Ben wonders if he has not yet proved his worthiness to the diminutive alien, but Azmuth corrects him; the Ultimatrix is no longer worthy of him. He gives Ben a new version of the Omnitrix; the "true" version Azmuth has been developing ever since he gave Ben the prototype six years ago. Cryptically suggesting that Ben may get the Master Control at a later date ("Perhaps on your eighteenth birthday"), Azmuth disappears, leaving the heroes to bask in victory. Afterwards, Azmuth deactivating the Ultimatrix because it just a prototype.
Ultimatrix Alien Debuts: Ultimate Way Big (Official Debut)
*Note: This episode is dedicated to the memory of Dwayne McDuffie, one of the writers of Ben 10, who died on February 21, 2011	
The monstrous squid declares his intent to conquer Ben's universe, and summons the Esoterica to destroy the heroes. Despite debuting his Ultimate Way Big form, Ben fails to defeat the extradimensional fiend, who proceeds to destroy Sir George by electrocuting him with dark lightning. All seems lost until Vilgax returns, capturing Diagon by Psyphon's power-absorbing machine. Before the heroes can stop him, Psyphon proceeds to transfer Dagon's power to Vilgax, making the galactic conqueror into a nearly-unstoppable force. Gwen warps Ben, Kevin and herself into the Plumber's base in Mount Rushmore to hide from Vilgax, but the newly-empowered villain tracks them down and has his horde of Esoterica attack. Gwen uses the base's defenses to repel the brainwashed humans, but Vilgax personally attacks the base and disables both Gwen and Kevin. Confronting his old foe, Ben wields George's sword, Ascalon, and uses it to drain Dagon's power from Vilgax. Reverted to his original form, Vilgax tries to corrupt Ben, asking what he plans to do with the combined power of Ascalon, Diagon, and the Ultimatrix. Ben declares his intent to revert the Esoterica into humans, but Vilgax derides him for thinking "too small"; with his new power, Ben could destroy all evil in the universe. Gwen and Kevin both encourage Ben to resist Vilgax's temptation, and Julie (in Ship's armor mode) arrives to further sway her friend away from the path of tyranny. Ben demands quiet as he considers his options, and after remembering his adventures, he uses his power to transform the Esoterica back into humans. To everyone's surprise, Azmuth appears before them and asks Ben to return Ascalon and the Ultimatrix to him. Ben wonders if he has not yet proved his worthiness to the diminutive alien, but Azmuth corrects him; the Ultimatrix is no longer worthy of him. He gives Ben a new version of the Omnitrix; the "true" version Azmuth has been developing ever since he gave Ben the prototype six years ago. Cryptically suggesting that Ben may get the Master Control at a later date ("Perhaps on your eighteenth birthday"), Azmuth disappears, leaving the heroes to bask in victory. Afterwards, Azmuth deactivating the Ultimatrix because it just a prototype.
Ultimatrix Alien Debuts: Ultimate Way Big (Official Debut)
*Note: This episode is dedicated to the memory of Dwayne McDuffie, one of the writers of Ben 10, who died on February 21, 2011	
The monstrous squid declares his intent to conquer Ben's universe, and summons the Esoterica to destroy the heroes. Despite debuting his Ultimate Way Big form, Ben fails to defeat the extradimensional fiend, who proceeds to destroy Sir George by electrocuting him with dark lightning. All seems lost until Vilgax returns, capturing Diagon by Psyphon's power-absorbing machine. Before the heroes can stop him, Psyphon proceeds to transfer Dagon's power to Vilgax, making the galactic conqueror into a nearly-unstoppable force. Gwen warps Ben, Kevin and herself into the Plumber's base in Mount Rushmore to hide from Vilgax, but the newly-empowered villain tracks them down and has his horde of Esoterica attack. Gwen uses the base's defenses to repel the brainwashed humans, but Vilgax personally attacks the base and disables both Gwen and Kevin. Confronting his old foe, Ben wields George's sword, Ascalon, and uses it to drain Dagon's power from Vilgax. Reverted to his original form, Vilgax tries to corrupt Ben, asking what he plans to do with the combined power of Ascalon, Diagon, and the Ultimatrix. Ben declares his intent to revert the Esoterica into humans, but Vilgax derides him for thinking "too small"; with his new power, Ben could destroy all evil in the universe. Gwen and Kevin both encourage Ben to resist Vilgax's temptation, and Julie (in Ship's armor mode) arrives to further sway her friend away from the path of tyranny. Ben demands quiet as he considers his options, and after remembering his adventures, he uses his power to transform the Esoterica back into humans. To everyone's surprise, Azmuth appears before them and asks Ben to return Ascalon and the Ultimatrix to him. Ben wonders if he has not yet proved his worthiness to the diminutive alien, but Azmuth corrects him; the Ultimatrix is no longer worthy of him. He gives Ben a new version of the Omnitrix; the "true" version Azmuth has been developing ever since he gave Ben the prototype six years ago. Cryptically suggesting that Ben may get the Master Control at a later date ("Perhaps on your eighteenth birthday"), Azmuth disappears, leaving the heroes to bask in victory. Afterwards, Azmuth deactivating the Ultimatrix because it just a prototype.
Ultimatrix Alien Debuts: Ultimate Way Big (Official Debut)
*Note: This episode is dedicated to the memory of Dwayne McDuffie, one of the writers of Ben 10, who died on February 21, 2011
===Ben 10: Omniverse===
====Arc 1 - A New Beginning====
# 	Title 	Original air date
1 	"The More Things Change, Part 1" 	August 1, 2012
2 	"The More Things Change, Part 2" 	September 22, 2012
3 	"A Jolt From The Past" 	September 29, 2012
4 	"Trouble Helix" 	October 6, 2012
5 	"Have I Got a Deal For You" 	October 13, 2012
6 	"It Was Them" 	October 20, 2012
7 	"So Long, And Thanks For All The Smoothies"	October 27, 2012
8 	"Hot Stretch" 	November 3, 2012
9 	"Of Predators and Prey, Part 1" 	November 10, 2012
10	"Of Predators and Prey, Part 2" 	November 17, 2012
====Arc 2 - Malware's Revenge====
# 	Title 	Original air date
11	"Outbreak" 	November 24, 2012
12	"Many Happy Returns" 	December 1, 2012
13	"Gone Fishin'" 	December 8, 2012
14	"Blukic & Driba Go to Mr. Smoothy's"	December 15, 2012
15	"Malefactor" 	December 22, 2012
16	"Arrested Development" 	January 5, 2013
17	"Bros in Space" 	January 12, 2013
18	"Ben Again" 	January 19, 2013
19	"Store 23" 	January 26, 2013
20	"Special Delivery" 	February 2, 2013
====Arc 3 - Incursean Invasion====
# 	Title 	Original air date
21	"Showdown, Part 1" 	February 9, 2013
22	"Showdown, Part 2" 	February 16, 2013
23	"Tummy Trouble" 	February 23, 2013
24	"Vilgax Must Croak" 	March 2, 2013
25	"While You Were Away" 	March 9, 2013
26	"The Frogs of War, Part 1"	March 16, 2013
27	"The Frogs of War, Part 2"	March 16, 2013
28	"Rules of Engagement" 	March 23, 2013
29	"Rad" 	March 30, 2013
30	"Evil's Encore" 	April 6, 2013
====Arc 4 - Duel of the Duplicates====
# 	Title 	Original air date
31	"T.G.I.S." 	October 5, 2013
32	"Food Around the Corner" 	October 12, 2013
33	"O Mother, Where Art Thou?"	October 19, 2013
34	"Return to Forever" 	October 26, 2013
35	"Mud is Thicker Than Water"	November 2, 2013
36	"OTTO Motives" 	November 9, 2013
37	"The Ultimate Heist" 	November 16, 2013
38	"A Fistful of Brains" 	November 23, 2013
39	"For a Few Brains More" 	November 30, 2013
40	"Max's Monster" 	December 7, 2013
====Arc 5 - Galactic Monsters====
# 	Title 	Original air date
41	"Something Zombozo This Way Comes"	February 15, 2014
42	"Mystery, Incorporeal" 	February 22, 2014
43	"Bengeance is Mine" 	March 1, 2014
44	"An American Benwolf in London" 	March 8, 2014
45	"Animo Crackers" 	March 15, 2014
46	"Rad Monster Party" 	March 22, 2014
47	"Charmed, I'm Sure" 	March 29, 2014
48	"The Vampire Strikes Back" 	April 5, 2014
49	"Catfight" 	April 12, 2014
50	"Collect This" 	April 19, 2014
====Arc 6 - The Evil Rooters====
# 	Title 	Original air date
51	"And Then There Were None" 	TBA
52	"And Then There Was Ben" 	TBA
53	"The Vengers" 	TBA
54	"Cough It Up" 	TBA
55	"The Rooters of All Evil" 	TBA
56	"Blukic and Driba Go to Area 51"	TBA
57	"No Honor Among Bros" 	TBA
58	"Universe Vs. Tennyson" 	TBA
59	"Weapon XI, Part 1" 	TBA
60	"Weapon XI, Part 2" 	TBA
===Movies===
#Secret of the Omniverse
#Destroy All Aliens
===Shorts===
Ben 10
#	Title 	Original air date				
 	 	 				
1	"Hijacked" 	July 9, 2008 				
2	"Snack Break" 	July 10, 2008 				
3	"Survival Skills" 	July 12, 2008 				
4	"Radio Dazed" 	July 13, 2008 				
5	"Sleepaway Camper" 	July 14, 2008 				
6	"Dogged Pursuit" 	July 18, 2008 				
7	"Let the Games Begin"	July 19, 2008 				
8	"Handle with Care" 	July 20, 2008 				
9	"Road Trip Rumble" 	July 21, 2008 				
Alien Force
# 	Title 	Original air date			
 	 	 			
1 	"Top 10 Gwen Moments" 	March 1, 2010 			
2 	"Top 10 Kevin Moments" 	March 2, 2010 			
3 	"Top 10 Scariest Moments" 	March 3, 2010 			
4 	"Top 10 Grossest Moments" 	March 4, 2010 			
5 	"Top 10 Punches" 	March 8, 2010 			
6 	"Top 10 Supporting Characters"	March 9, 2010 			
7 	"Top 10 Aliens" 	March 10, 2010 			
7 	"Top 10 Villains" 	March 11, 2010 			
8 	"Top 10 Stupidest Moments" 	March 15, 2010 			
9 	"Top 10 Cars" 	March 16, 2010 			
10	"Top 10 Omnitrix Aliens" 	March 17, 2010 			
===Crossovers===
*Ben 10/Generator Rex: Heroes United
Category:Cartoon
Category:Needs Work