Vilgax

*"You hold the key to a power struggle so ancient, so vast, it is beyond your feeble comprehension. Picture an entire army each in command of an Omnitrix and all at my command...I will be invincible! I will rule the Universe! And the only thing standing between me and my destiny is **you**."*

- *Vilgax, explaining his end goal to a captive Ben Prime*

## Appearance

Vilgax is a humanoid creature with a face resembling that of an octopus. He has tentacles dangling in the front of his face, like a beard. His skin is pale-green with yellowish spots on his face and tentacles. He doesn't have a nose and a visible ear. He has red eyes.

In the original series he wore a black and red-brownish armored suit and gloves. His armor is spiked at the shoulder and arm pads. He has green sacs on the sides of his head. His mouth was attached to the sacs by a respirator.

## Personality

Vilgax is ruthless, cruel, and power-hungry. In nearly all his encounters, Vilgax operates with the single-minded objective of acquiring the Omnitrix, which is the key to ultimate power. He is known to hold a grudge; most notably against Max and his family for the great number of losses he has suffered at their hands. He is also known to be very manipulative, notably so of the Galactic Code of Conduct, in order to achieve his goals. After escaping the Null Void, Vilgax seemed to have gone partially insane, as he was enraged more easily and exhibited facial ticks. He appeared to have recovered by Alien Force.

Despite this, he seems to care greatly for the people of his homeworld. This side of himself does not change much about how he'll view outsiders or those he wish to eliminate.

## Abilities

**Prior to the Chimerian Hammer's damage**

Vilgax did not display any special powers or abilities, except for tremendous agility and hand-to-hand combat skills. He already had enhanced strength and endurance, once surviving a nuclear explosion at point-blank range.

In his more octopus-like form, he is incredibly strong and hard to get close to within the water however his weakness in this form is the need for water, as he is essentially stranded if he ends up on land in this form.
If he is too weak he cannot revert to his Humanoid form

**After his Cybernetic Enhancements**

Due to his cybernetic enhancements, Vilgax became much taller and was granted immense strength and near invulnerability, allowing him to easily leap above skyscrapers and survive in space. His arms were equipped with boost steroids, allowing him to increase his own strength and rage even further at will. Though it causes him great pain, the boosters give him enough strength to smash apart mountains with his bare hands.

**In the last two episodes of Alien Force**

Vilgax was equipped with the Prototype Omnitrix after threatening the lives of Max Tennyson, Gwen Tennyson, Kevin E. Levin after he had teamed up with Albedo who was planning to use the Omnitrix to regain his original form.

However use of the device was short lived as Ben Tennyson activated the self-destruct function for 30 seconds, to which Vilgax caught as a bluff only to realize at the last second that the young Tennyson did not try to stop the countdown and was blown back by its destruction.

## Trivia

Ironically despite his usually stable demeanor, just the presence or mere mention of Ma Vreedle terrifies him.