Grey Matter

* Classic
* Race Against Time
* Destroy All Aliens
* Omniverse (age 11)
* Ultimate Alien
* Omniverse
* Dimension 23
* Female
* Reboot

### Power and Abilities

Enhanced IntelligenceEnhanced AgilityEnhanced FlexibilityEnhanced JumpingWall CrawlingSharp TeethUnderwater BreathingPrehensile Tongue

### Weakness

Unsuitable against large foes, often makes mistakes, low durability

### Intelligence

High

**Grey Matter** is the DNA sample of a Galvan from planet Galvan Prime. It was alternatively known as **Brainfrog** in Dimension 23.

## **Powers And Techniques**

Grey Matter was described as technological genius, so their superior intellect is their main weapon. Being the smartest alien, Grey Matter is capable of solving many difficult problems that average Human cannot solve. The intelligent is also on instinct, as No-Watch Ben was able to disable the Chimerian Hammer’s shield generator and he wasn’t sure what he’s doing.

Grey Matter have great calculative mind, capable of creating complicated machines from spare parts, understand the function of any device at a glance, and make sophisticated repairs to complex machines such as a warp-drive engine.

Grey Matter has knowledge over fauna anatomy, allowing them to manipulate non-sapient and sapient life-form by stimulating certain parts of their nervous system, if such beings can be controlled by external stimuli such as Null Guardian.

Grey Matter can also understand binary code and Morse code, as Grey Matter was able to understand what Pynx is saying.

Grey Matter can jump very high like a frog. Like frogs, they can breathe underwater, are excellent swimmer and has elastic, prehensile tongue.

Grey Matter has sharp teeth and slippery skin that makes him difficult to grab.

Grey Matter can easily scale vertical walls and is small enough to fit any small spaces.

As shown in *A Fistful of Brains*, Galvan has a secondary brain known as “pre-brain” that handles basic bodily function. According to Max, Galvan with only a pre-brain makes the dumbest Galvans look like geniuses.

### **Juvenile**

Grey Matter has some degree of strength as he was able to tear the wire couplings and move a cleaner’s bucket with mops in it.

In *Race Against Time*, Grey Matter was able to lift two large pies and swiftly threw them directly at the students during the food fight.

At age 16, in *So Long And Thanks For The Smoothies*, Grey Matter was able to pry open the coolant pipes and spray cold vapor at the Vreedle Brothers. He can even inflict the Hephaestus Nauro Grip on Tyrannopede’s armpit.

Grey Matter, at juvenile age, was smart enough to hack the Omnitrix to unlock Master Control, as demonstrated by Kenny.

In *Omniverse*, both Ben Prime and Ben 23, as Grey Matter and Brainfrog, were able to repair the Omnitrices 100% and disable to the time bomb Psychobos made within seconds.

Though Gwen’s Grey Matter’s feats was unknown, it’s possible that Grey Matter is a lot smarter than Ben’s since Gwen already demonstrated her own feats of intellect and cleverness at age 10. Fans believed that Gwen might use Grey Matter more effectively than Ben, who relies more on brute strength than brains.

### **Adult**

It is unknown just how smart or how strong the adult Grey Matter is but it can be speculated to exceed the juvenile’s feats.

Of course, the solid evidence on adult Grey Matter’s intelligence is the creation of both Replica Omnitrix and Biomnitrix, as both Ben 10,000s build them using the smartest alien forms, including Grey Matter.

### **Reboot**

Regardless the design changes, 2016 version of Grey Matter shares the same feats as Classic Grey Matter.

## **Weaknesses**

Because of his small size, Grey Matter is not suited for combat against larger foes and thus, he needs to outsmart the opponents. Animals can be a problem as dogs, cats and even raccoon sees him as a chew toy or food.

Grey Matter is vulnerable to their natural predator, Omnivoracious.

## **Trivias**

* Grey Matter was originally consider to be the smallest transformation in the Original Series until Nanomech was introduced in *Ben 10 Alien Swarm*.
* Grey Matter is one of Ben's smartest alien forms.
* Grey Matter was often used as a running gag in the Original Series as Ben constantly turn into Grey Matter instad of the larger aliens such as Four Arms or Diamondhead.
* Grey Matter is actually the first DNA sample to register in the Codon Stream.
* Grey Matter is nowhere near as smart as Azmuth, yet he was able to repair the Omnitrix/Hero Watch, and unlock the Master Control.
* Grey Matter is based on the classic-yet-stererotypical Grey Alien.