Ben 10: Ultimate Alien

Ben 10: Ultimate Alien
File:Ben 10 Ultimate Alien.png
Created by	"Man of Action" (Duncan Rouleau, Joe Casey, Joe Kelly, and Steven T. Seagle)
Starring	Yuri Lowenthal Ashley Johnson Greg Cipes Dee Bradley Baker John DiMaggio Vyvan Pham Paul Eiding
Country of origin	United States
No. of seasons	2
No. of episodes	52 (list of episodes)
Production
Executive producers	Brian A. Miller and Jennifer Pelphrey (for Cartoon Network Studios) Tramm Wigzell, Rob Swartz and Rob Sorcher (for Cartoon Network)
Production company	Cartoon Network Studios
Original release
Network	Cartoon Network
Release	April 23, 2010 (2010-04-23) – March 31, 2012

Ben 10: Ultimate Alien is an American animated television series – the third incarnation of Cartoon Network's Ben 10 franchise created by team "Man of Action" (a group consisting of Duncan Rouleau, Joe Casey, Joe Kelly, and Steven T. Seagle), and produced by Cartoon Network Studios.

It was slated to premiere after the series finale of Ben 10: Alien Force on March 26, 2010, but actually premiered on April 23, 2010, in the US and in the UK; and Latin America on October 10, 2010, ironically the date is 10/10/10, and at 10 a.m. .

The series' art and story styles are similar to the last series, but adds more humor like in the first series. Before the title was announced, the show went under the working title of Ben 10: Evolution. It was declared by the makers of Ben 10 that there would be thirty-two more episodes for the series run.. The opening shows almost every alien that Ben has turned into along with the Ben 10,000 aliens, and the background also shows clips from both Alien Force and Ultimate Alien episodes along with unseen scenes.

During the production, in the summer of 2011, it was also announced that there would be a new computer-animated film called Ben 10: Destroy All Aliens based on the original series coming in March 24, 2012 (March 11 for Asia).

In Canada, the series started airing on September 12, 2010, on Teletoon.

The series finished in March 31 with the last episode being in memory of Dwayne McDuffie who died during the production of this series.

Plot

The plot follows on from Ben 10: Alien Force; set one year after the events of the last series. The Omnitrix has been destroyed, and Ben must learn to master the secrets of the new Ultimatrix, a gauntlet-like version of the old Omnitrix that not only gives him access to all of his original powers and abilities, but also allows him to evolve his alien forms into even stronger and more powerful versions (called "ultimate forms").

However, in the premiere episode, "Fame", a young ten-year-old fan named Jimmy Jones deduces Ben's secret identity and reveals it to the world. Ben becomes an overnight celebrity, hailed by kids as a hero but distrusted by most adults as a possible threat. With Gwen, Kevin, Julie, and Grandpa Max still at his side, Ben continues to battle alien threats to the galaxy, including finding five aliens that were attacked and kidnapped by an Osmosian villain named Aggregor. Their names were Bivalvan, Galapegus, P'andor, Andreas, and Ra'ad. After Aggregor captured and fused with all five aliens, he began searching for the Map of Infinity to go to the Forge of Creation and absorb the vastly limitless God/cosmic-like powers of Celestialsapiens.

Later Kevin becomes once again a main antagonist to the Ben 10 series after he is forced to absorb energy from the Ultimatrix and goes insane with tremendous energy and power, but is shown that he does still have a good human heart, and still does care, and that he has not gone completely evil. Kevin is eventually returned to normal and Aggregor's actions are reversed.

The second season features more self-contained stories rather than employing an overall storyline, although a real storyline is developing with the appearance of the mysterious but dangerous Sir George and the extradimensional demon called "Diagon".

Characters

Main article: List of Ben 10 characters

• Benjamin "Ben" Kirby Tennyson - At sixteen years old, Ben now wields the immensely strong and powerful Ultimatrix. After his identity was revealed, children and teenagers adore him, while adults view him with suspicion. Due this intense fame, he comes off as a little cocky and rude in the first few episodes. However, in this series, Ben is in places he has never been before; such as the "Forge of Creation".

• Gwendolyn "Gwen" Catherine Tennyson - At sixteen years old, Gwen is still the level-headed one of the superpowered trio. Continuing to refine the use of both her natural Anodite and magical powers, which both appear to have greatly strengthened and magnified over the past year, Gwen is shown to be a valued member of the team. She also shows deep romantic affection and infatuation towards Kevin.

• Kevin Ethan Levin - At seventeen years old, Kevin continues to be the arrogant and trouble-making member of the group. Despite questionable antics, Kevin excels far more often, proving to be a true and loyal friend now that he has learned from his past mistakes. After his Omnitrix mutation was cured, Kevin regained his original Osmosian powers and abilities to absorb all numerous types of energy and matter. He can copy any matter he absorbs into an armor. Moreover, learning from his experience, Kevin is also able to temporarily absorb extra mass to greatly strengthen and augment his powers and abilities even further and shapeshift his limbs into makeshift tools and weapons. He can also morph or fuse together the object he absorbed, and he is shown to be able to temporarily transform an object into any matter he has absorbed as long as he remains in contact with the object. He now owns a modified Plumber spaceship in addition to his car.

• Julie Yamamoto - At sixteen years old, Julie begins to show more interest in the secret identities of Ben and Gwen. Julie still takes care of her pet, Ship, who is the same species as Upgrade. She encourages him not to hide from society even though most adults see him as a problem. Ship can also merge with her to create a super-enhanced galactic battle suit. When inside Ship's armored exoskeleton, Julie is capable of assisting Ben and his friends in battle by blasting bright green energy beams from her hands. The suit also grants her superhuman strength, durability, agility, and reflexes. In addition, Julie also has some skill in hand-to-hand combat, which she calls similar to her tennis training.

• Maxwell Tennyson - Ben and Gwen's paternal grandfather, who is also a Plumber. He often helps the team on dangerous missions. Max also trains a team of new plumbers who appeared in the Ben 10: Alien Force two-part episode "Vengeance of Vilgax". He is the best Plumber in the Milky Way Galaxy.

• Aggregor - A mysterious Osmosian who kidnapped five aliens (Bivalvan, Andreas, P'andor, Ra'ad, and Galapagus) from the Andromeda Galaxy, who then escaped from his ship to Earth. Now he is hunting them down one by one, intent on draining their powers to obtain what he calls "the ultimate prize" which eventually turns him into Ultimate Aggregor. Aggregor currently serves as the main antagonist in season 1, searching for the Map of Infinity which can give the user its power to travel anywhere in seventeen dimensions. In "The Forge of Creation" he is defeated by Kevin Levin who absorbs all of the abilities of the five aliens. It's confirmed that Aggregor was arrested by the Plumbers after the two-part first season finale "Absolute Power".

• Sir George - An old man related with the new arc who is associated with the Forever Knights and has some connection to Diagon. In "Ben 10,000 Returns", Professor Paradox warns Ben to beware of Sir George. In "The Purge", it is revealed that he is Sir George, the First Knight who founded the order of the Forever Knights. He gathers together the leaders of various factions of the Forever Knights (such as King Driscoll, King Urien, King Patrick, and Enoch) and unites them into a single faction whose mission is to remove all aliens living on Earth by any means necessary (including coldblooded murder). He leaves Driscoll in charge of the Forever Knights while he goes on a quest, and to be ready for his return. The quest involves the prevention of Diagon's escape.

• Diagon - An extradimensional squid-like alien who has enslaved 100 dimensions. He tried to enslave Earth and the universe at large but was sealed away by the first knight Sir George after he cut out the beast's heart. In the episode "The Creature From Beyond", after Forever Knight Sir Reginald drilled a small crack through the seal, The Diagon sends a Lucubra into Earth to enslave a few humans who of which formed the Flame Keeper's Circle while under The Diagon's influence.

• Vilgax - Vilgax returns in the second season as Ben's main enemy again. He pretends to serve Diagon so that he can gain all of Diagon's powers.

• Charmcaster - Charmcaster is a recurring villain from the previous two shows. Her main role in this series is as the queen of Ledgerdomain, the magical dimension. After failing to ressurect her father, Charmcaster gives up on villainy and becomes a sort of frenemy to Gwen, who still wishes to help her through the troubles in her life.

Episodes

Main article: List of Ben 10: Ultimate Alien episodes

Season		Episodes	First airdate	Last airdate	Main Villain(s)
	1	20	April 23, 2010 (2010-04-23)	December 10, 2010 (2010-12-10)	Aggregor and Ultimate Kevin
	2	32	February 4, 2011 (2011-02-04)	March 31, 2012 (2012-03-31)	Diagon and Vilgax

Crossovers

Main article: Ben 10/Generator Rex: Heroes United

The Ultimatrix

Main article: List of Omnitrix and Ultimatrix aliens

The Ultimate Omnimatrix (aka Ultimatrix), is gauntlet-like device that the series Ben 10: Ultimate Alien centers around. Ben uses it to replace the Omnitrix in Ben 10: Alien Force, which he destroyed with the self-destruction on a battle with Vilgax in order to prevent him from taking over the Universe.

The Ultimatrix is a level 20 technology, like the Omnitrix, and the Omnitrix's successor. It was originally developed by Azmuth, then Albedo stabilized his power core, because it was unstable; this after he had stolen, and also added more factures besides evolving alien. When Albedo used it, the Ultimatrix had a red color scheme. After Ben took the Ultimatrix from Albedo, the device became green in color. The selection interface is identical to the original dial, with the intergalactic peace sign that changes color to reflect the mode of Ultimatrix.

It was shown that Azmuth wasn't so fond of how it's made, noting that it was incomplete, he also said it was "pathetic workmanship" and was ranting and frustrated with the Evolutionary feature implying that Albedo isn't as skilled in mechanical devices as Azmuth. It is hinted to be eventually replaced by Azmuth's third generation of the Omnitrix sometime in the future (likely his rebuilt Ultimatrix), what will happen to the current Ultimatrix is as of yet unknown.

At the series finale, Azmuth takes the Ultimatrix away along with the Ascalon, giving Ben a perfected model of the original Omntrix; revealing that the original Omnitrix and the Ultimatrix were prototypes and that the Third Omnitrix is the "real Omnitrix" that he had been working on since Ben received the first one. His exact plans for the Ultimatrix and the Ascalon are currently unknown.

Reset Mode

When the Ultimatrix is in Reset Mode, the user can change various things such as color interface (Albedo's Red dial and eyes), add a timer, create a feedback to anyone if needed, send information to Azmuth, turn on the command codes, or master control, scan the proximity for new alien DNA, and even stop the S.D.M. This mode includes taking off the Ultimatrix, and can be accessed by the voice command (which is linked to the voice and DNA of Ben, and responds to voice commands as the Omnitrix did) or pressing and holding the Ultimatrix dial while a desired alien for 2 seconds.

There are probably many ways of taking the Ultimatrix off the wrist; three of them are seen in the series:

• Via voice command, like the Omnitrix;
• Pressing the black button next to the dial;
• By grabbing it at the same time the other attempted to turn into an alien, so instead of the other turning into alien, Ben did.

Active/Time Out Mode

When is in the default Ultimatrix mode, when the alien selection interface can be used, also when there is no time left and the Ultimatrix changes the user back to the default DNA when it flashes green. The Ultimatrix is prone to malfunctions, sometimes accidentally giving the user an alien that was not intended for selection. Also when Ben is knocked out or hurt sufficiently, he quickly changes back to his human (default) form.

Ultimate Form Mode

The Ultimatrix has the incredible ability to evolve any of the original Omnitrix aliens into more powerful forms, granting them new powers and new abilities, although, most of them have limitations of the original form. It was revealed in "The Ultimate Sacrifice" the Ultimatrix makes individuals of the Ultimate Forms and gives them their own minds and wills. Azmuth fixed this feature so Ben's Ultimate transformations will just be reflections of him.

This is activated by pressing the faceplate of the Ultimatrix while transformed as an alien, making four gray spikes grown around the Ultimatrix symbol, and then the aliens are "evolved" into their Ultimate Forms. So far, there is 8 alien confirmed (Including the Ultimate human form), but it is very likely every alien has one. According Dwayne McDuffie, the evolution feature works by placing the selected species in a simulation, right down to the DNA, of an all-out planet wide civil war for an extended period of time, about a million years or so, in what is described as a "worst case scenario"; the actual DNA is then simply modified to match the new DNA. This survival of the fittest routine explains why the evolutions are more combat-centered than their baseline forms.

Azmuth did not want to have the Ultimate Forms' DNA because the Ultimate Forms would only be used for violence, as he commented on the evolutionary feature, stating it was "begging for trouble". However, it is a feature Azmuth would not have added on any legitimate model of the Omnitrix.

Capture Mode

Like the Omnitrix, the Ultimatrix scan a foreign DNA that is not in the Codon Stream, but when the new DNA is near from the Ultimatrix, it closes its main features (probably because the capabilities of the alien is unknown therefore no one knows what it could do to the Ultimatrix) until the foreign DNA is scanned.

Now, when a new DNA is scanned by the Ultimatrix either pops out and shoots out a yellow light from the black and yellow part or doesn't pop out but circles and then reveals a hole which shoots out the yellow light. Even in alien form, the Ultimatrix shoots out a yellow beam from the dial, but except in "Escape From Aggregor", where until after they stopped Galapagus, it went into Capture Mode.

If the DNA is already in the Codon Stream, the alien will simply scan, just to be unlocked and available for use. But it seems that the Ultimatrix can't or won't detect outer dimensional creatures.

Security System Mode

There is a lockout code on the Omnitrix/Ultimatrix which can block transformations of Ben.

Ben had Kevin install a DNA lockout security function to prevent Alien X from being accessed accidentally and by Albedo. Both Gwen and Kevin carry a special key that, when inserted into the sides of the Ultimatrix, unlocks the DNA for the selected species' for temporary use.

Others Features

• As with the original Omnitrix, the Ultimatrix functions as a wireless receiver for the Codon Stream. The Ultimatrix rewrites the DNA carrier on a quantum level, and creates mass energy (and vice versa) as needed;

• In Cosmic Destruction, it is discovered that the Ultimatrix can be programmed to do certain jobs and does it until it is done, for example, fixing the broken Potis Altiare on itself even in water;

• The Ultimatrix also has a master control, which is yet to be activated (Confirmed by Dwayne McDuffie);

• It can make modifications to the alien forms (Nanomech's appearance, Goop's anti-gravity disk, Ghostfreak's extra skin, NRG's suit, several aliens' ability to speak, etc.) to make the forms more bearable and usable. According to Dwayne McDuffie the Ultimatrix not only scans aliens but also items required of them, e.g. containment suit for NRG, etc. Also, when Ben scanned NRG from P'andor, P'andor didn't wear his suit, but when Ben turns into him, he wears it, that is because the Ultimatrix A.I. made the suit or he would be too dangerous to use, especially to those who are vulnerable to its radiation;

• The Ultimatrix can change the clothing that the aliens wear, but Ben doesn't quite know how the feature works. It is shown that returning aliens now have unique clothing to them (e.g. Four Arms);

• According to Dwayne McDuffie, the Ultimatrix does not possess the ability to revive any species stored on Primus as its predecessor was able to, due to Albedo's lack of humanitarian interests and due to it not being completed properly;

• It can also detect matrix core's like the Unitrix.

• Unlike the Omnitrix, the Ultimatrix always puts Ben's normal clothes on him when he wears something else there is a setting for that where it deals with Ben's clothing. The reason for this problem is because the preferences are set incorrectly. Any of the clothes that he wore over his normal clothes are still stored within the Ultimatrix until needed. However, he learned how to fix this setting, as shown in "Basic Training";

• Also, another difference of the Ultimatrix is it does not possess the ability to restore DNA, according to Eunice, doing so would require sufficient power.

Principal voice actors

• Dee Bradley Baker - Humungousaur/Ultmungousaur, Jetray, Chromastone, Spidermonkey/Ultimate Spidermonkey, Echo Echo/Ultimate Echo Echo, Big Chill/Ultimate Big Chill, Upchuck, Cannonbolt/Ultimate Cannonbolt, Lodestar, Swampfire/Ultimate Swampfire, Armodrillo, Goop, Bivalvan, Nanomech, Way Big, Brainstorm, Water Hazard, Terraspin, AmpFibian, Heatblast, NRG, Diamondhead, Wildmutt/Ultimate Wildmutt, Eatle, Fastrack, ChamAlien, Clockwork, Jury Rigg, Fourarms (16 year old Ben), Stinkfly, Sevenseven, Pickaxe Aliens, SSSerpent, Andreas, P'andor, Ra'ad, Computron, Psyphon, Barry, Harvey Hackett, Cyborg, Plant Alien, Lucubras, Sir Reginald, Trumbipulor, Ultimate Ben 10,000, Prisoner #775, DNAlien Arachnichimp, DNAlien Eunice, Xenocyte, Flame Keeper, Audition Alien #1, Audition Alien #2, Audition Alien #3, Inspector #13, Ignacius, Pallorfang, Pterodactyl, Additional Voices
• Greg Cipes - Kevin Levin, Robotic Guard, Forever Knights, Jetray (as Kevin), Wildmutt (as Kevin), Way Big (as Kevin), Nanomech (as Kevin), Ampfibian (as Kevin), Additional Voices
• John DiMaggio - Will Harangue, Colonel Rozum, Aggregor, Rath, Vulkanus, Zombozo, Galapagus, Forever Knights, Addwaitya, Four Arms (10 year old Ben), Octagon Vreedle, Magister Coronach, Carnie, Conduit Edwards, Trash Monster, The Diagon, Spellbinder, The Dark One, Additional Voices
• Paul Eiding - Grandpa Max Tennyson
• Ashley Johnson - Gwen Tennyson, Sunny Tennyson, Diamondhead (as Gwen), Clockwork (as Gwen), Humungousaur (as Gwen), Upchuck (as Gwen), Rath (as Gwen)
• Yuri Lowenthal - Ben Tennyson, Forever Knights, Buzz, The Ultimatrix, AmpFibian (in "Fused"), Alien Prisoner, Synthroid, Albedo, Eon, Upgrade, Additional Voices
• Vyvan Pham - Julie Yamamoto, Mrs. Jones, Ship

Additional voices

• Yeni Alvarez - Dr. Borges
• Diedrich Bader - Simian
• Jeff Bennett - Azmuth, Bellicus (of Alien X), Pops Vreedle, Haplor, Major Domo, Hugh, Ghostfreak/Zs'Skayr
• Xander Berkeley - Trukk, Warden Morgg
• Powers Boothe - Sunder
• Patrick Cavanaugh - Winston, Additional Voices
• Diane Delano - Ma Vreedle, Pretty Boy Vreedle
• Sean Donnellan - Ben 10,000, Eon
• Robin Atkin Downes - Sir Cyrus, Additional Voices
• Richard Doyle - Forever King Driscoll, Mr. Baumann, Additional Voices
• Greg Ellis - Chet Rigby, Sir Dagonet
• Miguel Ferrer - Magister Hulka
• Brian George - Victor Validus, Egor the Janitor
• Nicholas Guest - Simons
• Olivia Hack - Emily
• Danny Jacobs - Dr. Pervis
• Juliet Landau - Natalie Tennyson, Verdona Tennyson, Fitz
• Matt Levin - Cash Murray
• Vicki Lewis - Agent Locke
• Beth Littleford - Sandra Tennyson
• Tress MacNeille - Zennith
• Peter MacNicol - Oliver Thompson, Mr. Webb
• Jason Marsden - Antonio, Teenage Max Tennyson
• Marianne Muellerleile - Maureen
• David McCallum - Paradox
• Christopher McDonald - Overlord/Carl Nesmith
• Scott Menville - Jimmy Jones, J.T.
• Bill Mumy - Agent Bryson
• Rob Paulsen - Rhomboid Vreedle, Baz-El, Magister Patelliday
• Khary Payton - Hex
• Jim Piddock - Forever King Urien, Forever Knights
• Tara Platt - Jennifer Nocturne
• Alexander Polinsky - Argit
• Jon Polito - Mizaru
• Chris Pratt - Cooper Daniels
• Molly Quinn - Eunice
• James Remar - Vilgax, Additional Voices
• Peter Renaday - Sir George, Additional Voices
• Kevin Michael Richardson - Magister Pyke, Kwarrel
• Zeno Robinson - Alan Albright
• Charlie Schlatter - Tack
• Dwight Schultz - Dr. Animo
• J.K. Simmons - Magister Prior Gilhil
• Peter Stormare - King Xarion
• Tara Strong - Young Ben Tennyson, Serena (of Alien X)
• Fred Tatasciore - Hammer, Surgeon, Quince, Robot Guard, Strabismus
• James Arnold Taylor - Kodek Brannigan, Kolar, Announcer, Fridge, Vilgax Actor
• Tia Texada - Elena Validus
• Kari Wahlgren - Charmcaster, Rojo
• Wil Wheaton - Darkstar
• Adam Wylie - Pierce
• Keone Young - Mr. Yamamoto

Crew

• Glen Murakami - Producer
• Dwayne McDuffie - Story Editor, Staff Writer †
• Andrea Romano - Casting and Voice Director

Video games

Main article: Ben 10 Ultimate Alien: Cosmic Destruction

Just like every other iteration of the Ben 10 series, Ultimate Alien received a video game based on its premise. The game was available on the 360, PS2, DS, PSP, Wii, and PS3.

Main article: Ben 10: Galactic Racing

It has been confirmed that there will be a Ben 10 racing game in the third quarter of 2011. The game will be available on the 360, DS, 3DS, Wii, and PS3.

Toys

Ben 10: Ultimate Alien toys were made by Bandai. They were first shown at the New York Toy Fair 2010. The first wave of the toy franchise was released in different places in America in spring 2010. The toys were released in Canada and the United Kingdom in the fall of 2010. McDonald's is also selling six Ben 10: Ultimate Alien toys to promote the show.

See also

• Ben 10
• Ben 10: Alien Force
• Ben 10: Alien Swarm
• Ben 10: Protector of Earth
• List of Ben 10: Ultimate Alien episodes
• Ben 10: Galactic Racing
• Ben 10: Omniverse

External links

• Official CN US website
• Official CN AU website
• Official CN UK website
• Official CN INDIA website
• Official CN ASIA website
• Ben 10: Ultimate Alien
• Ben 10: Ultimate Alien Official Blog