Ultra Prime

**Name**: Ultra Prime

**Species**: Viltrumite

**Homeworld**: Viltrum

**Appearance**: Ultra Prime's physical appearance is portrayed as that of an individual in their middle age, exhibiting a commanding presence and possessing a well-built and powerful physique, notable for its broad body structure. He has long black hair, coupled with a black mustache, piercing red eyes, and a resolutely masculine countenance. He wears a black and red viltrumite militaristic uniform with a black apron on the front and back of his body that reaches to his knees. The Omnitrix is on his stomach.

**Powers and Abilities**:

**Viltrumite Physiology**: Viltrumites are a race of highly advanced people with extremely potent and developed genetics. Some time ago, they started a civil war among their own people to cull weakness from their population. While this greatly diminished their numbers it also meant that the remaining Viltrumites were the strongest of their people. The incredible adaptability of their genome and strength of their genetics means that they can breed with a wide variety of races. If the race they couple with is compatible enough, the Viltrumite genes will start taking over the genome of the hybrid offspring while giving them access to Viltrumite abilities. While Viltrumite genes will overshadow the non-Viltrumite portions of their hybrid children if the species they mated with was compatible enough, greater compatibility means the hybrid will become closer to a full-blooded Viltrumite. Humans for example are so close to Viltrumites genetically that a Human/Viltrumite hybrid is genetically almost the same as a full-blooded Viltrumite and with time will become just as powerful. Viltrumite genes are extremely adaptive and powerful. As a Viltrumite, Ultra Prime can mate with many species and the ones with the best compatibility will create offspring closer to Viltrumite heritage, with the offspring eventually developing standard Viltrumite abilities.

**Superhuman Strength**: Ultra Prime has strength beyond human levels. He was able to destroy planet Viltrum. Upon first transforming, he was able to throw a football from the United States all the way to England. Ultra Prime possesses immense superhuman strength, making him one of the strongest aliens in the Omnitrix. He can bend steel, punch through walls, and lift massive objects. His strength even extends to creating shockwaves and concussive forces through clapping his hands or delivering blows, showcasing his raw power. His leg muscles are equally formidable, enabling him to leap vast distances. He can cover miles in a single bound and even reach the Earth's orbit. Additionally, he demonstrated his enhanced strength by successfully blocking a punch from Monster Girl. It is worth noting that Ultra Prime's strength has been observed to increase temporarily when he becomes angry.

**Superhuman Speed**: Ultra Prime is capable of at moving at speeds beyond Human levels. He was able to transport David Miles from the United States to Antarctica in a few seconds. He is able to get into orbit within a few minutes. He was able to move from the Pentagon and get to his house with a few moments. His reflexes are lighting-fast, he can even automatically dodge or intercept bullets. Ultra Prime can move along with being able to do so at tremendous speeds allowing him to travel anywhere in the world quickly with trans continental flight taking him mere minutes if not seconds. With his speed, Ultra Prime was even able to create tailwinds powerful enough to wipe out entire cities. It is shown that he can travel interstellar distances on his own without aid at faster than light speeds. He is capable of breaking the sound barrier easily inside Earth's atmosphere, but can fly multiple times faster than the speed of sound in space.

**Sonic Boom Generation**: Ultra Prime was able to create sonic booms powerful enough to level cities.

**Superhuman Stamina**: Ultra Prime has stamina much greater than normal Humans. He has been able to exert himself for hours upon battling the Nexus. Ultra Prime's exceptional stamina allows him to sustain physical exertion for prolonged periods without easily becoming fatigued. He can engage in extended battles, perform acrobatic feats, and face various challenges without showing signs of exhaustion. Ultra Prime's impressive stamina enables him to keep fighting tirelessly, making him a formidable opponent for his adversaries.

**Superhuman Durability**: Ultra Prime's durability extends to withstanding energy-based attacks, making him almost impervious to lasers, plasma beams, and other forms of energy weaponry. He can walk through explosions unharmed and resist even the most powerful assaults. As a Viltrumite, Ultra Prime possesses a high level of durability, making him nearly invulnerable to most forms of harm. However, it is important to note that powerful weapons have been shown to cause him injury, and beings with similar or greater strength can inflict damage upon him. This is evidenced by his brutal encounter with Battle Beast and his near-fatal confrontation with Lobo, which left him motionless on the ground.

**Superhuman Endurance**: Ultra Prime's endurance is greatly enhanced beyond human levels. He was able to survive disembowelment, survive in the vacuum of space without needed to breath, and withstand blows from Thragg, who was said to be the strongest Viltrumite.

**Flight**: Ultra Prime has a complex balancing system in his inner ears that gives him the ability to fly. Like all Viltrumites, Ultra Prime can create his own leverage anywhere allows them to fly and change direction in the air, even in space.

**Superhuman Senses**: Ultra Prime's senses are heightened to superhuman levels. He has superhuman hearing, enabling him to detect sounds from great distances and block out specific noises. His vision is enhanced, allowing him to see objects miles away as if they were right in front of him. Ultra Prime possesses an exceptional auditory perception surpassing human capabilities, allowing him to discern sounds emanating from considerable distances and selectively drown out specific noises. His vision can discern distant objects with the same clarity as though they were in close proximity.

**Interstellar Travel**: Ultra Prime can survive, move, fly and comfortably function in outer space without aid.

**Enhanced Lung Capacity**: Ultra Prime has a lung capacity to hold his breath for weeks at a time.

**Invulnerability**: Ultra Prime is virtually immune to any/all kind of damage. Only beings of similar strength can actually inflict damage on him or even pierce his skin. He has been shot with bullets and none were able to pierce his skin. He has survived a nuclear bomb being blown in his face with no damage. Ultra Prime has survived the explosion of several hydrogen bombs with him minimal injuries.

**Regenerative Healing Factor**: Ultra Prime is immune to all diseases, disorders, imperfections, and can heal and regenerate from any injuries, even those that would normally kill Humans. Depending on how severe his injuries are, some injuries he's sustained can heal from in weeks and others take longer. After his battle with his Ayame, he healed in 2 weeks. After his battle with the Viltrumites on Thraxa, he didn't make a full recovery until a month later. During his first battle with Conquest, Ultra Prime broke his radius and his femur and three days after had bruises and required crutches to move. In a few months, he healed in a few months. During his second battle with Conquest, he was disemboweled and took him a few months to recover. Like all Viltrumites he adapts to any bodily harm as he regenerates. Ultra Prime's healing factor is so powerful that he can regenerate from injuries that would be fatal to other beings. He can heal broken bones, torn muscles, and even recover from grievous wounds within a short period of time. Being a Viltrumite, Ultra Prime can heal from any injuries, even those that would normally kill humans. However, his healing does have some limits as he required surgery after being disemboweled by Battle Beast and required hospital treatment after being beaten to within an inch of his life by Lobo.

**Longevity**: Ultra Prime aging process is slower than the average Human, as he gets older his aging process will exponentially slow down further, eventually he'll stop aging. Ultra Prime can potentially live for thousands of years and will still be in his physical prime. Being a Viltrumite, Ultra Prime has a very long lifespan. According to the Omnitrix, he would live for thousands of years.

**Dominant Genetics**: A Viltrumite's genes will override other race's traits for physical appearance and powers.

**Reactive Adaptation**: Viltrumites adapt constantly and get stronger when either pushed to the brink of death and heal or fight someone on their level. Viltrumites adapt very quickly whether it be magical or energy based attacks or learning their opponents movements and attack sequence.

**Enragement**: In moments of extreme emotions, or when victims are brutalized, his strength is further augmented. This was best seen when he bravely fought the Flaxan Commander who had Kryie by the head, and endlessly throwed fists upon him. Then there was Machine's Head forces, upon noticing Titan being incinerated, and broke out of the Tether Tyrant's arms, but the most notable when he was able to oppose Thula, a veteran Viltrimute who complimented him before Ultra Prime defeated her and only won after he lowered his guard. General Kregg, another veteran Viltrimute even acknowledged his skill and believed Ultra Prime has potential despite not being a Viltrumite.

**Weakness**:

**Extreme Force**: While Viltrumites are among some of the strongest in the universe, they aren't completely unstoppable. Viltrumites can be harmed by beings of similar or greater strength.

**Vulnerable Ears**: In order to achieve flight, a Viltrumite's equilibrium must be balanced. This system is located in their ears and thus anything that disrupts their inner ear function can disrupt their flight. This does not include loud sounds, but much rather certain pitch pulses. It can cause Ultra Prime's ears to bleed and possibly kill him if down for too long. This weakness has only been demonstrated on Ultra Prime, but it is implied that other Viltrumites share it.

**Magic**: Ultra Prime is shown to be vulnerable to magical force.

**Vulnerable internal organs**: Hugo, a technopathic being shows that he can kill Viltrumites by shoving a bomb into their throat, showing that only the external parts of the Viltrumite body are near-invulnerable.

**Scrooge Virus**: A powerful virus engineered, specifically to kill Viltrumites and neutralize their power

**Klaxxus Plant**: a species of plant that produces toxin that can weaken Viltrimite but not enough to kill them.

**Need to breathe**: Viltrumite need to breathe oxygen, but can hold their breath for two weeks. Gas based attacks might be able to kill them by replacing the oxygen in their lungs and suffocating them.

**Lack of empathy**: Viltrumite culled out the weak/those who had feeling from their civilization. This lack of empathy prevents them from creating alliances not based on dominance. Alex does not like this form because he is prone to sucumb to his bloodlust in combat.