Moonstruck

Moonstruck is the twelfth episode of the third season of Ben 10: Ultimate Alien, and the thirty-second episode overall.
==Synopsis==
Grandpa Max reveals the story of how he met Verdona and how he eventually was recruited to become a Plumber.
==Plot==
The beginning of the episode shows Ben, Gwen, Kevin and Max cleaning out the repaired Rustbucket 2. Trying to make the job easier, Ben uses the Ultimatrix to transform into Four Arms but gets stuck. Four Arms then literally gets kicked out of the Rustbucket by Kevin and transforms back into Ben. Gwen finds a bracelet in one of the boxes Ben carried. She asks if she can keep it but Max says no and that it belongs to Verdona. Ben and Gwen ask Max to tell them the story of how Max and Verdona first met.
===Flashback===
The beginning starts with a young Max in the Air Force, leading an F-104A fighter squadron in attack formation. Out of nowhere, Max sees a U.F.O. He shoots it down with his AIM-9 Sidewinder missiles but destroys his plane in the process and is scolded by his superior, who almost kicks him out of the Air Force. Then, a major general wants to have a word with him. He tells Max that there have been previous alien sightings hence why the President has been working so hard to get people into space. The major general wants Max to join the space program and Max happily accepts.
Max drives happily away to a diner, where he meets a mysterious red-haired woman, who is revealed to be Verdona in her human form. They begin to flirt, only to be interrupted by a large man in an overcoat entering the dinner. He spots Verdona and attempts to capture her, only to be fought off by Max. After being smashed into the jukebox, his disguise drops to reveal that he is in fact a humanoid machine. Max and Verdona flee in Max's car.
The robot, revealed to be a Synthroid by Verdona, steals a police car and follows the duo. In the car, Max demands some answers from Verdona, who reluctantly tells him that she is an alien from another planet and that the Synthroid is trying to kidnap her. They are interrupted by the Synthroid, who tries to push their car off the road. After some fancy driving from Max, the Synthroid crashes into an overturned oil tanker. Max and Verdona then escape.
The two take a brief rest at an abandoned gas station and Verdona informs Max that the bracelet on her wrist, the same one Gwen found, inhibits most of her special and unique abilities and powers except telepathy but since the Synthroid is a machine, it will not do them much good. She also reveals that she was on the spaceship that Max shot down earlier and read his mind, which is what lead her to him. Max says he has an idea on how to remove the bracelet and takes Verdona to a smelting plant. He attempts to remove the bracelet with a pair of steel clippers, but the bracelet proves to be made of an incredibly dense material. The Synthroid catches up to the pair and Max attempts to stop it. After sustaining some damage, it reveals that it can automatically repair itself of all injuries. It captures Verdona and leaves to repair its ship.
Max then manages to locate Verdona and the ship by using the strong telepathic link they share. At the crash site, the Synthroid reveals that it wants Verdona since she is an Anodite and can power his species' cities for decades before expiring. The fight is interrupted by the appearance of Magister Labrid, who orders the machine to stand down. It ignores him, shoots down Labrid and flees with Verdona onto the ship. Max prevents its escape by using Labrid's blaster to destroy the energy core of the ship, destroying it and the Synthroid.
The bracelet loses its power and Verdona returns to her true Anodite form. She asks Max to come with her to space and promises to give him anything he desires. Max declines her offer, saying he needs to take what he wants himself and not have it handed to him. She realizes that she can't change his mind, kisses him and promises to that they will meet again as she flies away.
===Present===
The flashback ends and Max ends the story by saying he went to astronaut training the following Monday but sometime later, Magister Labrid returned and recruited him into the Plumbers. Ben and Gwen ask what happened next and when he met Verdona again. Max decides that it is a story for another day as he doesn't want to wake up Kevin, who has fallen asleep. Ben wakes Kevin up and the group moves into the Rustbucket. Max says he will come inside in a moment. Max looks fondly at the bracelet and wishes Verdona a good night, wherever she may be.
==Noteworthy Events==
===Major Events===
*Max and Verdona's past is revealed.
====Character Debuts====
*Air Force Major General
*Florence
*Magister Labrid (Ultimate Alien debut)
*Synthroid
===Minor Events===
*It is revealed that Magister Labrid was the one who recruited Max to join the Plumbers.
==Characters==
===Main Characters===
*Max Tennyson (flashback and present)
*Verdona (flashback)
===Supporting Characters===
*Magister Labrid (first reappearance; flashback)
===Antagonists===
*Synthroid (first appearance; flashback; destroyed)
===Other Characters===
*Ben Tennyson
*Gwen Tennyson
*Kevin Levin
*Air Force Major General (first appearance; flashback)
*Florence (first appearance; flashback)
==Aliens Used==
*Four Arms
==Quotes==
==Naming and Translations==
==Cast==
==Continuity==
*Kevin mentions that he blew up the Rustbucket 2, which occurred in Absolute Power: Part 2.
*Max reveals that he was recruited into the space program the Monday after he met Verdona. Gwen also points out that he never got to go to the Moon, tying into the reveal that he was meant to be the first man on the Moon from The Return.
==Allusions==
*The episode's plot is very similar to that of the 1984 film The Terminator.
**The scene at the foundry bears a striking resemblance to the Terminator 2 scene at the smelting facility, the way the Synthroid is dipped in the molten copper just like the T-1000; and later on, how the Synthroid's face is damaged.
*The device above Verdona's cell resembles the alien probe from the The War of the Worlds. The sounds it makes when activating is also identical to the Martian's heat ray weaponry from the same movie.
*The scene at the diner is the same scene in the episode New Kids In Town in Superman: The Animated Series.
==Errors==
*It is unknown how Max's old boxes would remain as the Rustbucket was destroyed in The Visitor and the Rustbucket 2 was destroyed in Absolute Power: Part 2.
*Kevin mentions that he blew up the Rustbucket 2 in Absolute Power: Part 2, even though Ben (as Spidermonkey) smashed him into it. Furthermore, it wasn't blown up, only severely damaged.
*Max's AFB Personal Records list his name as "Max Tennyson", but it should be "Maxwell Tennyson", as "Max" is a nickname.
*When the Synthroid places Verdona into the containment pod, the bracelet briefly switches from her left arm to her right then back again when Max comes to rescue her.
*At the end of the episode, the colors of the "10" on Ben's jacket are inverted.
MS (90).png|Name error
Verdona error.png|Bracelet error
MS (459).png|Emblem error
==Trivia==
*The Synthroid's human form strikes a resemblance to Max at the beginning of Max Out and Victor Valadis' clones in Revenge of the Swarm.
*There's a portrait of John F. Kennedy, at the office of the U.S. Air Force Base during the conversation between Max and the Major General, and his speech about sending a man to the Moon before the end of the decade is also mentioned; suggesting that the flashback portion of this episode takes place between late 1962 and 1963.
**Since the astronauts of the Apollo program were announced on September 17, 1962, and Max was selected before this date but after September 12, 1962 (when President Kennedy made his speech), the events of the flashback has to take place within this five-day span. Given that Max's birthday is in the summer and he was 17 during the flashback, he must have been born in the summer of 1945. However, the series does not take place in any specific year.
*The script for this episode was completed as early as May 31, 2010.
==References==
===Crew Statements===
====T.J. Collins====
====Dwayne McDuffie====
===Cartoon Network===
es:Un encuentro de otro mundo
pl:Jak poznałem waszą babcię
pt-br:Apaixonado
ro:Pe lună
Category:Episodes
Category:Ben 10: Ultimate Alien Episodes
Category:Episodes Written by Len Uhley
Category:Episodes Directed by Butch Lukic
Category:Ben 10: Ultimate Alien Season 3 Episodes
Category:Episodes Aired Out of Production Order
Category:Episodes with Flashbacks