List of Ben 10 (2005 TV series) episodes

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The following is a list of episodes for the American animated television series Ben 10. The series was created for Cartoon Network by "Man of Action", a group composed of writers Duncan Rouleau, Joe Casey, Joe Kelly and Steven T. Seagle. The series was followed by the 2008 sequel series Ben 10: Alien Force.[1]

Series overview[edit]

SeasonEpisodesOriginally aired
First airedLast aired
113December 27, 2005 (2005-12-27)March 25, 2006 (2006-03-25)
213May 29, 2006 (2006-05-29)October 9, 2006 (2006-10-09)
313November 25, 2006 (2006-11-25)April 21, 2007 (2007-04-21)
413July 14, 2007 (2007-07-14)April 15, 2008 (2008-04-15)
Shorts9July 14, 2007 (2007-07-14)March 11, 2012 (2012-03-11)
Films3August 10, 2007 (2007-08-10)March 23, 2012 (2012-03-23)


Season 1 (2005–06)[edit]

No. in
TitleDirected byWritten byOriginal air dateProd.
11"And Then There Were 10"Scooter TidwellThomas PugsleyDecember 27, 2005 (2005-12-27)101

10-year-old Ben Tennyson begins summer vacation with his 10-year-old cousin Gwen and his grandfather Max. He wanders off and finds an alien pod that has crashed to earth, and within it a watch-like alien artifact. When he reaches to touch it, the watch jumps onto his wrist and refuses to come off. Ben accidentally discovers that it can change his form into various alien creatures and quickly learns how to use it, protecting people from robots sent by Vilgax to retrieve the watch. Deciding he can be a real-life superhero, Ben begins a summer full of extraterrestrial adventures for himself, Max and Gwen.

Omnitrix alien debuts: Heatblast, Diamondhead, Wildmutt, XLR8
22"Washington B.C."Alex SotoGreg Klein and Thomas PugsleyJanuary 7, 2006 (2006-01-07)102

Ben overuses the Omnitrix and doesn't have any power left when Dr. Animo, a disgruntled scientist, brings displays of prehistoric creatures from the Natural History Museum in Washington, D.C. to life. Ben eventually defeats him, and learns that being a hero doesn't always come with rewards.

Omnitrix alien debuts: Grey Matter, Four Arms, Stinkfly
33"The Krakken"Scooter TidwellMan of ActionJanuary 14, 2006 (2006-01-14)103

When Ben and Max go on a fishing trip with Captain Shaw, they encounter the Krakken that lives in the lake. With Gwen's help, they find out that the creature is upset because Jonah Melville, a poacher pretending to be an animal lover, is stealing its eggs.

Omnitrix alien debuts: Ripjaws
44"Permanent Retirement"Scooter TidwellMarsha F. GriffinJanuary 21, 2006 (2006-01-21)104

Ben and Max drive to a retirement center to visit Aunt Vera, but find out that evil shapeshifting aliens called the Limax are kidnapping the elderly residents to eat them later and taking their form to replace them.

Omnitrix alien debuts: Upgrade, Ghostfreak
55"Hunted"Scooter TidwellAdam BeechenJanuary 28, 2006 (2006-01-28)105
Vilgax hires three alien bounty hunters, Kraab, Sixsix, and Tetrax, to retrieve the Omnitrix. Ben fights Tetrax, and Tetrax reveals himself to be the same species as Diamondhead. Tetrax criticizes his lack of strategy in hand-to-hand combat, then aids Ben in warding off Kraab and Sixsix. Realizing that Ben took his words to heart, Tetrax decides to leave him with the Omnitrix and awards him with a hoverboard.
66"Tourist Trap"Scooter TidwellMan of ActionFebruary 4, 2006 (2006-02-04)108
While in a tourist trap town called Sparksville, Ben plays a practical joke that accidentally unleashes Megawatts, small electric creatures. Ben must stop them from multiplying out of control and destroying the town, and turns into Heatblast to seal the Megawatts in a large fishbowl.
77"Kevin 11"Scooter TidwellGreg KleinFebruary 11, 2006 (2006-02-11)107
Straying from Max after an argument for sneaking into the new Sumo Slammer game at a hotel, Ben meets and befriends a boy named Kevin, who can absorb any form of energy. Their first misadventure forces Ben to reveal what the Omnitrix is capable of. Kevin suggests that they team up, but he just wants the Omnitrix's power for take revenge on those who treated him like a monster. The two fight and Ben chases Kevin off, but Kevin has absorbed some of the Omnitrix's energy.
88"The Alliance"Scooter TidwellKevin HoppsFebruary 18, 2006 (2006-02-18)109
Ben as Four Arms reluctantly fights a female thief named Rojo, who injures Max. Ben realizes that the Omnitrix makes him a constant target and puts Gwen and Max in danger, but when he encounters Rojo again, this time telepathically controlled by Vilgax's robots, Max's advice helps Ben win. Vilgax makes telepathic contact with Upgrade during the battle and threatens him, claiming that he will obtain the Omnitrix some day.
99"Last Laugh"Scooter TidwellMan of ActionFebruary 25, 2006 (2006-02-25)106
While visiting a travelling circus, Ben fights an evil clown named Zombozo who is draining people's souls through their laughter. Conquering his own fear of clowns, Ben defeats Zombozo by terrifying him as Ghostfreak, and saves his family. Ben admits that he scares himself while fighting as Ghostfreak.
1010"Lucky Girl"Scooter TidwellMarsha F. GriffinMarch 4, 2006 (2006-03-04)110
Ben prevents a powerful sorcerer named Hex from stealing the Arkamada Book of Spells. During the fight Ben obtains one of Hex's five magical Charms of Bezel and gives it to Gwen, giving her the supernatural ability of probability/luck manipulation. Using a Mardi Gras costume, Gwen becomes a new superheroine named "Lucky Girl" and steals Ben's spotlight. Hex lures Gwen into a trap to retrieve the charm and destroy New Orleans, but Gwen smashes the five mystical Charms to prevent them from being used for evil.
1111"A Small Problem"Scooter TidwellSean JaraMarch 11, 2006 (2006-03-11)111
In a fit of stubbornness, the Omnitrix transforms Ben into Grey Matter and leaves him stuck in that form for longer than normal. During this time, Grey Matter is captured by an alien-obsessed nerd named Howell Wayneright, before both Gray Matter and Howell are captured by a secret society of modern knights known only as The Organization. The two work together to escape and discover a room filled with extraterrestrial technology, with which the Forever Knights could take over the world. Grey Matter causes three of the objects to trigger an explosion and destroy the Forever Knight's base. Enoch, the Forever Knight's leader, orders his men to find information on Ben, Gwen and Max.
1212"Side Effects"Scooter TidwellGreg KleinMarch 18, 2006 (2006-03-18)112
A man named Clancy, who can control insects, wants to take revenge on Councilwoman Liang because she wants to tear down the building where he and his insects live. Meanwhile Ben has to deal with the strange side effects a cold has on his alien forms: Wildmutt is unable to see or smell, Four Arms smells horrible, and Heatblast's fire powers change to cryokinetic powers, which Ben uses to defeat Clancy.
1313"Secrets"Scooter TidwellMarty IsenbergMarch 25, 2006 (2006-03-25)113
With his wounds finally healed, Vilgax decides to personally retrieve the Omnitrix. He contacts Ben in a dream, which worries Max. Ben ignores Max's warnings not to use the Omnitrix and flies off, but encounters Vilgax, who captures Ben and brings him aboard his spaceship. Max retrieves weapons from a secret base in Mount Rushmore, and he and Gwen free Ben, but then are held hostage. Max reveals that he activated the ship's self-destruct, and the three escape, leaving Vilgax on the ship as it explodes.

Season 2 (2006)[edit]

No. in
TitleDirected byWritten byOriginal air dateProd.
141"Truth"Scooter TidwellMarty IsenbergMay 29, 2006 (2006-05-29)201
Grandpa Max tells Ben and Gwen about his secret past. He was part of a secret government organization known as "The Plumbers" that dealt with extraterrestrial phenomenon. The organization was disbanded after he defeated Vilgax for the first time. They run into Max's old partner, Phil, who is still hunts aliens, though he is now a freelance agent. The frequency of the alien attacks and the familiar aliens raises Max's suspicions, and he heads to Mount Rushmore, where he finds the Null Void Projector—a weapon that can trap things in, or release them from, an alternate dimension—has gone missing. Phil has been abusing it to scam various hotel owners into paying him to remove the aliens that he sets free.
152"The Big Tick"Sebastian MontesKevin HoppsMay 30, 2006 (2006-05-30)202

During a trip to Yellowstone National Park, Ben discovers the eleventh alien on the Omnitrix, Cannonbolt. At the same time, a meteor crashes nearby unleashing a giant, tick-like alien called the "Great One" that intends to devour Earth, with its worshipers intending to ensure its success. Ben easily defeats the worshippers, but the Great One turns out to be impervious to the original ten aliens. Ben quickly discovers that Cannonbolt is impervious from any attack when rolled into an armored ball and penetrates the Great One's armor in that form, killing the alien from the inside.

Omnitrix alien debuts: Cannonbolt
163"Framed"Sebastian O. Montes IIIThomas PugsleyMay 31, 2006 (2006-05-31)203
In San Francisco, Ben discovers that doppelgangers of his aliens are committing crimes around the city. Ben encounters the imposter and discovers that it was really Kevin; their last battle has given Kevin the ability to transform into the various aliens of the Omnitrix. Kevin leaves Ben to pay for his own crimes performed as Omnitrix aliens, bringing Ben into direct conflict with the ruthless Lt. Steel of the government's Special Alien Capture Team. Four Arms confronts Kevin atop the Golden Gate Bridge, where Kevin's rage forces one final transformation: a fusion of all of the Omnitrix aliens without the ability to revert to human form.
174"Gwen 10[a]"Scooter TidwellGreg KleinJune 1, 2006 (2006-06-01)204
When Ben wakes up one morning, he finds the Omnitrix missing from his arm and Gwen and Grandpa Max have no idea what he's talking about when he asks about it. Ben soon discovers that he's reliving the very first day of summer, the same day that Ben found the Omnitrix, but in an alternate reality. At the campsite, Ben tries to find the Omnitrix as it crashes to Earth, only to find out that Gwen has already found it. Gwen quickly adjusts to the Omnitrix's powers but she uses the Omnitrix much more than required and when Vilgax attacks, she finds the Omnitrix is discharged and will take some time before it becomes usable.
185"Grudge Match"Sebastian O. Montes IIIMarty IsenbergJune 7, 2006 (2006-06-07)205
While Diamondhead battles the still-mutated Kevin, who had rendered Gwen and Max unconscious, a teleportation beam takes Diamondhead and Kevin to a huge ship called the Megacruiser, led by droid Slix Vigma, where gladiator matches are regularly held between alien slaves. Vigma makes Ben and Kevin a team, bonding them with shackles that transfer pain from one to the other, so they battle another captive, Technorg. After the fight, Kevin traps Ben with the intent to kill, revealing that he still bears a grudge, but Ben transforms into Cannonbolt and knocks him out. Technorg abides by a code of honor and saves Ben, sending him back to Earth, while Kevin is left aboard the Megacruiser with Technorg.
196"The Galactic Enforcers"Scooter TidwellJoe KellyJune 13, 2006 (2006-06-13)206
When a pair of bounty hunters (Six-Six and Vulkanus) plan to use raw minerals to build a devastating bomb, Ben joins a group of alien super heroes, the Galactic Enforcers to stop them. However, all is not well with the new group, as a small gift of Ben's chocolate weakens the group's leader, Ultimos, which causes his second, Synaptak, to take the lead in order to try showing Ben up. However, the Enforcers tactics involving 'commanding presence' backfire on them, and nearly getting group member Tini hurt in the process. However, after Ben goads Synaptak into rescuing Tini from a landslide, Ben and the Enforcers put aside their differences to finally arrest the bounty hunters.
207"Camp Fear"Sebastian O. Montes IIIMarty IsenbergJune 21, 2006 (2006-06-21)208

Distracted by Ben and Gwen quarreling, Max almost hits a young camper named Gilbert on the road. They take the boy back to his camp, Camp Opinicon, only to find no one there. As they investigate the premises, they find two more children, twins named Andy and Mandy, who are hiding from something that caused the camp to become deserted. Max is captured by tendrils while he investigates, prompting Ben and Gwen to split up. While Gwen leads the campers to safety from fungal mutants, Ben attempts two failed rescue missions, getting captured on the second. In trying to escape, Ben unlocks a new alien form, a plant-like alien named Wildvine.

Omnitrix alien debuts: Wildvine
218"Ultimate Weapon"Scooter TidwellJeff HareJuly 6, 2006 (2006-07-06)207
Max's Plumber equipment detects that an ancient mask had been unearthed. This quickly triggers a change in Max's attitude; he claims that this artifact would lead to the most powerful weapon ever designed, and that he should retrieve it before it falls into the wrong hands. Max immediately becomes more impatient, worse-tempered, and far stricter. Upon retrieving the mask, the Tennysons come into conflict with The Organization, now called the Forever Knights, who want to find the weapon themselves. The Tennysons end up with the mask after a struggle and use it to find the ultimate weapon, the Sword of Ekchuah, inside of a Mayan pyramid.
229"Tough Luck"Scooter TidwellSteven T. SeagleJuly 12, 2006 (2006-07-12)209
Gwen dons her Lucky Girl costume again upon finding the mystical Keystone of Bezel at a convention in Las Vegas. Rather than extremely good luck, the Keystone greatly strengthens all of Gwen's natural abilities to superhuman levels tenfold and granting her superhuman agility, enhanced reflexes, and durability. At the same time, Hex has been busted out of prison by his niece, Charmcaster, and seeks to use the keystone to restore the destroyed charms. Charmcaster tricks Gwen into trusting her so that she could easily take the Keystone and give it to Hex.
2310"They Lurk Below"Sebastian O. Montes IIIThomas Pugsley and Greg KleinJuly 18, 2006 (2006-07-18)210
The family ride a jet belonging to Grandpa Max's old friend, Donovan Grand Smith, who owns an underwater resort. At the entrance, they receive a warm welcome from Donovan himself, though they also meet with his grandson, Edwin, who doesn't seem to be excited about their guests. When Edwin, Ben, and Gwen enter the Undersea Manta Ray, a giant submarine, they encounter strange aliens that threaten to destroy the whole resort. While the kids find a way to cooperate with each other to find the source, the aliens want to retrieve as it turns out that it was a piece of their technology.
2411"Ghostfreaked Out"Sebastian O. Montes IIIThomas PugsleyJuly 25, 2006 (2006-07-25)212
Ben has been having strange nightmares about Ghostfreak. During a tour of an academy school Gwen wishes to attend, Ben sees and hears Ghostfreak everywhere. When Frightwig, Acid Breath, and Thumbskull show up, Ben activates his Omnitrix; however, it transforms him into Ghostfreak. After a vicious battle, during which Ben is clearly no longer in control, Ghostfreak escapes from the Omnitrix. Ghostfreak removes his second layer of skin in order to possess Ben, revealing a horrifying creature underneath, and he scares the circus trio into working for him as he schemes to possess Ben and gain control of the Omnitrix.
2512"Dr. Animo and the Mutant Ray"Scooter TidwellDuncan RouleauAugust 25, 2006 (2006-08-25)211
When Ben tries to take apart the Omnitrix to see how it works, he ends up breaking off its face and causing weird combinations of his alien forms when he transforms. Additionally, the broken piece begins mutating the smaller creatures it comes into contact with. Meanwhile, Dr. Animo escapes from prison and, during a battle with Ben, finds the broken piece of the Omnitrix. Using it, he is able to complete his large-scale Transmodulator, giving him the power to mutate the entire planet in a single shot.
2613"Back with a Vengeance"Sebastian O. Montes IIIMarty IsenbergOctober 9, 2006 (2006-10-09)213
Ben accidentally figures out the master-control of the Omnitrix, allowing him to become any alien just by thinking about it at will. Elsewhere, Kevin had assumed control of the Megacruiser and he locates and revives Vilgax, who realizes the nature of Kevin's mutation and decides that he may be of use. Kevin and Vilgax locate Ben and fight until Max attempts to trap the enemies in the Null Void dimension; however, Ben gets pulled in as well and ends up continuing his battle in another realm, so Gwen enters the Null Void in order to retrieve Ben.

Season 3 (2006–07)[edit]

No. in
TitleDirected byWritten byOriginal air dateProd.
271"Ben 10,000"Sebastian O. Montes IIIGreg WeismanNovember 25, 2006 (2006-11-25)302

As Ben and Gwen are planning Max’s birthday, a mysterious stranger appears out of nowhere and kidnaps her, so Ben follows her into a strange portal as XLR8. When the dust settles, Ben suddenly realizes he is twenty years later in the future, where humans and aliens live peacefully. Ben then learns that Gwen's captor is her own thirty-year-old future self, and a master sorceress to boot. Gwendolyn reveals that the current Ben, called Ben 10,000, is now a world-renowned hero with ten thousand different alien forms at his disposal. But, upon meeting his future self, Ben realizes that the future Ben is all business and just can't relax and have fun, not even for his own family.

Omnitrix alien debuts: (by Ben 10,000) Spitter, Buzzshock, Arctiguana
282"Midnight Madness"Scooter TidwellMarty IsenbergDecember 2, 2006 (2006-12-02)301
While visiting a mega-mall, Ben and Gwen watch a hypnotist perform. Gwen volunteers Ben as a test subject, and the host, Sublimino, successfully hypnotizes him. When asked to act like an alien, Ben naturally turns to the Omnitrix and almost changes in front of the audience. Even though he is stopped by Gwen, the trouble doesn't end there. Sublimino is able to use those he hypnotizes to commit crimes in their dream state, and the alien-equipped Ben proves to be the perfect accomplice.
293"A Change of Face"Scooter TidwellThomas Pugsley and Greg KleinDecember 9, 2006 (2006-12-09)303
While Ben and family are visiting Salem, Massachusetts, Charmcaster attacks in an attempt to magically switch bodies with Ben to attain the great powers of the Omnitrix but Gwen interferes, causing Charmcaster to switch with her instead. Gwen is punched out by Charmcaster before she can explain anything, and is then arrested and sent to juvie. Charmcaster stays with the unaware Ben and Max and tries to cook up another body-transference spell but Gwen escapes from juvie and returns, convincing Ben of the truth before Charmcaster tries again. However, Charmcaster manages to swap their bodies once more, ending with Charmcaster in her true body while Gwen and Ben have switched.
304"Merry Christmas"Sebastian O. Montes IIIDuncan RouleauDecember 11, 2006 (2006-12-11)304
Ben, Grandpa Max, and Gwen come upon a bizarre Christmas village run by a Christmas-obsessed man (Mr. Jingles) who thinks Grandpa Max is Santa Claus and proceeds to trap him. As Ben and Gwen explore, they learn about a strange curse on the village from one of its few disloyal elves, including one, who happens to be the son of the Christmas-obsessed man. The village was frozen at Christmas, in the 1930s. But when Ben delivers all the gifts that had been made, time catches up to the village instantly.
315"Benwolf"Alex SotoJames PhillipsFebruary 17, 2007 (2007-02-17)305

During a visit to New Mexico, Ben falls in love with a Native American girl named Kai Green while a wolf-like creature appears in a flash of purple lightning. Kai's grandfather, Wes, an old friend of Max, believes it to be a Yenaldooshi, or Navajo werewolf. Wildvine fights the creature, but it bites Wildvine's root just before Ben returns to normal. It nearly kills Ben as a human, but he is spared when the wolf accidentally scratches the Omnitrix rather than Ben himself. Afterwards, Ben begins transforming into a werewolf himself, presumably an effect of the bite. However, the group discover that the werewolf is an alien. By scratching the Omnitrix, it added its own DNA to the Omnitrix, which was gradually shifting Ben into Blitzwolfer.

Omnitrix alien debuts: Blitzwolfer (note: until its sequel series Ben 10: Omniverse, the alien was known as Benwolf).
326"Game Over"Scooter TidwellMarty IsenbergFebruary 24, 2007 (2007-02-24)306
Ben and Gwen are playing the Sumo Slammer video game and Gwen is beating Ben at it. Ben turns into Upgrade and merges with the computer so he can lower Gwen's score. As Gwen tries to get Ben out, lightning hits the van and zaps them both into the game. They realize that all of the aliens in the Omnitrix are unavailable and they have to collect tokens in order to activate certain ones. They progress through the levels in order to get the Upgrade token and allow them to leave the game, but the villain of the game hears them and wants to use the Upgrade token to leave the game and take over the real world.
337"Super Alien Hero Buddy Adventures"Scooter TidwellMarty IsenbergFebruary 24, 2007 (2007-02-24)308
When a television show called Super Alien Hero Buddy Adventures shows up, Ben gets angry and demands credit since it stars corny cartoon versions of Fourarms, Heatblast, and Wildmutt. Furthermore, it has replaced his favorite show, Kangaroo Commando. It just so happens Ben and Gwen are visiting Planetary Studios at the time, so he tries to confront the producer about it. Meanwhile, strange accidents begin occurring around the actor who plays The Commando, conveniently allowing the actor to save the day. The Commando suspects that the artist producing the cartoon, Tim Dean, is responsible, but Gwen suspects foul play on the Commando's part.
348"Under Wraps"Sebastian O. Montes IIIGreg WeismanMarch 10, 2007 (2007-03-10)309
In order to teach Ben and Gwen the value of hard work, Grandpa Max takes them to a farm. However, Todd, a son of a farmhand named Joan Maple-wood tells Ben and Gwen of a mysterious mummy that had recently arrived in a flash of purple lightning that sparks their curiosity. The two of them find it digging for a strange stone, but it attacks them as soon as they see it. XLR8 fights it to no avail, but the alien mummy flees in the confusion. Max discovers that the strange rock is an unstable energized mineral called "Corrodium," which causes severe mutation in earthly organisms if exposed.
359"The Unnaturals"Scooter TidwellMarty IsenbergMarch 17, 2007 (2007-03-17)310
Ben goes to see his favorite Little League team. Unfortunately, who should be on his team but his rivals, JT and Cash. He discovers that their opponents, the Squires, are robots. He cheats for his own team, but it works against them when the robots try to kidnap people on the team who appeared to be experts due to Ben's help. While attempting a rescue, Ben discovers that the robots plans are to replace the President of the United States, who had also been watching the game. After the Tennysons save the President and leave, Enoch appears, revealing the plan to be his own. He vows that the Tennysons will pay with their lives.
3610"Monster Weather"Sebastian O. Montes IIIThomas Pugsley and Greg KleinMarch 24, 2007 (2007-03-24)307
Grandpa Max takes Gwen and Ben to a music festival in Chicago to see his favorite old time band, Shag Carpeting, but the event is interrupted by a weather-controlling robot called S.A.M. Ben uses Four Arms to send shockwaves to the robot, eventually destroying him.
3711"The Return"Scooter TidwellThomas Pugsley and Greg KleinApril 7, 2007 (2007-04-07)312

A shuttle launch at NASA is interrupted by a purple lightning storm, which attracts the attention of the Tennysons, who hope to discover the origin of the alien werewolf and mummy. While at NASA, Ben runs into an ill-tempered scientist by the name of Dr. Viktor. Surveillance tapes associate him with the purple lightning storm, and he is quickly shown to be in cahoots with the two creatures. The Tennysons encounter the creatures again, in addition to Doctor Viktor in his true form and, following a losing battle, they split up: Max and Gwen board the space shuttle that Viktor launches, and Ben as XLR8 follows Vicktor, who revives his master and commander, who to Ben's horror is revealed to be Ghostfreak.

Omnitrix alien debuts: Snare-oh (note: until its sequel series Ben 10:Omniverse, the alien was known as Benmummy).
3812"Be Afraid of the Dark"Sebastian O. Montes IIIMarty IsenbergApril 14, 2007 (2007-04-14)313

Ben transforms into Grey Matter to escape from Ghostfreak and Viktor. He is able to discern Ghostfreak's plan from a computer terminal: using the corrodium to amplify the power source of the orbiting space station, in conjunction with the device the alien werewolf built in New Mexico, Ghostfreak is intent on covering the daylight side of the Earth in a corrodium shield. This will not only mutate Earth's population, but it will also block out the sun, giving Ghostfreak a world of eternal darkness to rule over. Ben uses Upgrade to create a makeshift rocket to get to the space station, which Vicktor clings to so that he might also get to the station, while Max and Gwen fight the mummy aboard the space center and attempt to thwart Ghostfreak's plan from there.

Omnitrix alien debuts: Frankenstrike (note: until its sequel series Ben 10:Omniverse, the alien was known as Benvicktor).
3913"The Visitor"Alex SotoThomas Pugsley and Greg KleinApril 21, 2007 (2007-04-21)311

A female alien named Xylene locates the Omnitrix and attacks Ben, under the impression that he had stolen it but when Max comes to defend, the two recognize each other as old comrades and sweethearts. Xylene and Max reminisce later that night, which indicates they had been in quite a romantic relationship during Max's early Plumber days. Xylene reveals that she was the commander of the ship bringing the Omnitrix to Earth when Vilgax attacked it, and that she had intended to send it to Max; Ben received the Omnitrix by accident. One of Vilgax's remaining drones attacks and captures Max, so Ben and Xylene reluctantly team up to save him and Xylene unlocks Upchuck to defeat the drone.

Omnitrix alien debuts: Perk Upchuck

Season 4 (2007–08)[edit]

No. in
TitleDirected byWritten byOriginal air dateProd.
401"Perfect Day"Scooter TidwellMichael JelenicJuly 14, 2007 (2007-07-14)404
Ben seems to be having a perfect day but when another Gwen and Grandpa Max show up, he discovers that Enoch and the Forever Knights have trapped him in a dream world while they attempt to remove the Omnitrix from his wrist. Revealed, Enoch turns the dream into a "nightmare", which is Ben's school. After managing to take control of the dream and escape, Ben traps Enoch in his own dream world. Once the Tennysons leave, another Forever Knight, the "Forever King", decides to leave Enoch in the machine as punishment for his past failures.
412"Divided We Stand"Scooter TidwellMarty IsenbergJuly 19, 2007 (2007-07-19)405

Dr. Animo has just escaped from prison with the help of a mutated seagull, plotting to get revenge on Ben once again, who is at the beach with Gwen and Max. Ben is being impulsive as no one will play with him, until he is confronted by Animo's seagull. During the fight, Ben discovers a new alien on the Omnitrix, Ditto, who has the power to multiply at will. Ben manages to drive of the seagull and enjoys playing as his multiple Ditto copies. However, one of Ben's Ditto clones is captured by Animo himself, in hopes of exploiting his alien DNA for his own evil purposes.

Omnitrix alien debuts: Ditto
423"Don't Drink the Water"Scooter TidwellMarty Isenberg, Greg Klein, and Thomas PugsleyJuly 26, 2007 (2007-07-26)406
Growing weak with old age, Hex is seeking out something to make him stay young. At the same time, Max is having difficulties with his aging body, so he decides to impress his grand-kids at a fair to show them he's not as elderly as he seems. At the dunking game Max challenged them to, he and Ben both get splashed, unaware that the water is from the Fountain of Youth. Max regresses into a ten-year-old while Ben becomes a four-year-old. Hex manages to force the booth's owner, Hector, into revealing the location of the fountain as he is its guardian, having been charged to do so by Juan Ponce de León 400 years previously.
434"Big Fat Alien Wedding"Sebastian O. Montes IIIEugene SonAugust 2, 2007 (2007-08-02)407
Ben, Gwen, and Grandpa Max attend a family wedding for Max's nephew Joel and his bride-to-be, Camille. Before the day of the wedding, Ben interrupts a mud alien's attempt to sabotage the wedding. Ben defeats the sludge alien as Cannonbolt but finds the groom's parents pointing rifles at him soon after. He escapes with Gwen's help, and Max explains that the groom's side of the family are all Plumbers, while the bride's side are all mud-like aliens, called "Sludge-puppies", which the Plumbers were sworn enemies with until Joel and Camille met and forged a romance, which makes the wedding a truce. However, during a dinner time with the families, they are confronted by Camille's ex-boyfriend.
"Ben 10: Secret of the Omnitrix[b]"Sebastian Montes and Scooter TidwellGreg Klein and Thomas PugsleyAugust 10, 2007 (2007-08-10)401

During a battle with Dr. Animo, the Omnitrix is accidentally set to self-destruct. In order to stop it, Ben, Gwen, and Tetrax travel across space to track down the Omnitrix's creator, Azmuth.

Omnitrix alien debuts: Way Big
478"Ben 4 Good Buddy"Scooter TidwellAmy WolframSeptember 22, 2007 (2007-09-22)408
While traveling through a desert, the Tennysons encounter a group of modern-day pirates called the Road Crew attempting to hijack the deluxe RV of Laurence Wainwright. After stopping the Road Crew, the family makes a pit stop and Ben and Gwen start to complain about how the Rust Bucket doesn't work right and isn't nearly as luxurious as Laurence's RV. Shortly afterwards the Road Crew returns and steals the Rust Bucket. While Grandpa Max tries desperately to track down the Rust Bucket, the Road Crew give it a makeover for use in their plans.
489"Ready to Rumble"Scooter TidwellEugene SonSeptember 29, 2007 (2007-09-29)409
After seemingly damaging Gwen's new laptop, Ben enters a mutant wrestling competition as Four Arms to earn some money to replace it, becoming an instant celebrity. During the tournament, he fights a pair of mutant brothers who owe a mob boss a large sum of money in order to save their farm. They entered the competition in order to pay off their debt, which Ben doesn't learn about until after defeating them. After learning the truth, Ben goes with them to save their mother, who is being held by the gang as "collateral damage".
4910"Ken 10[a]"Sebastian O. Montes IIIGreg WeismanOctober 6, 2007 (2007-10-06)410
Thirty two years later in a possible future, Ben's son Kenny is celebrating his tenth birthday, and to commemorate the occasion Ben gives him an Omnitrix of his very own. Kenny soon befriends a boy named Devlin, and the same night Ben's old foe Kevin 11 attacks their home looking for the Null Void chamber. Unable to locate the chamber, he retreats. Kenny becomes angry at his father for not telling him or letting him fight Kevin and endeavors to find the chamber with Devlin. When they find it, Devlin mutates into Kevin's mutant form revealing he was the real attacker from the previous night, and activates the chamber, releasing the real Kevin, who is Devlin's father and reveals he absorbed more alien abilities while imprisoned and mutates into a new form, "Kevin 11,000".
5011"Ben 10 vs. The Negative 10: Part 1"Scooter TidwellThomas Pugsley and Greg KleinMarch 9, 2008 (2008-03-09)411
The Tennysons pick up the grandson of another Plumber named Cooper, who is hitching a ride home with them. Meanwhile, a Plumber base at Fort Knox is robbed by the Circus Freaks and Sublimino. By the time the Tennysons find out, they are too late to help. They soon learn of a second robbery, this one run by Rojo (having gained a new cybernetic suit), Animo, Clancy (mutated into an insect), and Charmcaster. Max discovers that they are searching for the keys to the "Sub Energy", an extremely potent sub-atomic power source given to the Plumbers by an alien race. They lose the keys to the villains, and attempt to rout them at the Mount Rushmore base, where the Sub Energy is stored. However, they find that the Forever King, joined by a subordinate and the villains that raided the earlier bases, has beaten them to it.
5112"Ben 10 vs. The Negative 10: Part 2"Scooter TidwellThomas Pugsley and Greg KleinMarch 9, 2008 (2008-03-09)412

Ben, Gwen, and Max, along with Cooper, use the Plumbers' Mount Rushmore installation to mount a final stand against the Forever King's forces. Max discovers that the Forever King was once a plumber named Driscoll who was kicked out after hoarding alien technology. Despite their best efforts, they are unable to keep Driscoll from obtaining the Sub-Energy. Driscoll uses the sub-energy to tremendously increase his armored suit and battles Ben, who is able to use Upchuck to digest the power source and destroy it safely.

Omnitrix alien debuts: Eye Guy
5213"Goodbye and Good Riddance[a]"Sebastian O. Montes IIIThomas Pugsley and Greg KleinApril 15, 2008 (2008-04-15)413
Ben returns home after the summer vacation ends and is told by Max that he must keep the Omnitrix a secret. Ben gets the chance to use the Omnitrix when Vilgax attacks, yet again looking to take the device from Ben. All four Tennysons (with the help of Ben's father Carl) fight off Vilgax's drones running amok in the city. When Vilgax appears again, easily fending off Ben, Ben's father suggests leading him into the underground gas line, which they ignite to incinerate the villain. Ben's secret is revealed to the public during the affair, and Gwen ends up transferring to his school. Just when it seems like everything is quiet, Dr. Animo shows up with a cadre of mutated animals, which Ben and Gwen get ready to fight.


No.TitleOriginal air date
1"Hijacked"July 14, 2007 (2007-07-14)
Two men try to carjack the Rustbucket while Grandpa Max is out. Fortunately, Ben is on the Rustbucket and the carjackers end up messing with Four Arms. But Grandpa Max doesn't believe Ben about this.
2"Snack Break"February 18, 2008 (2008-02-18)
Ben and Gwen want something from the snack machine. When Ben's snack doesn't come out of it, he turned into Grey Matter and goes inside, but he turns back and gets stuck, and Gwen takes his snack.
3"Survival Skills"March 10, 2008 (2008-03-10)
When Ben unwittingly puts out the campfire needed to roast marshmallows, Ben must start the fire again without using the Omnitrix. But when Max isn't around, Ben ends up using Heatblast and later pays the price.
4"Radio Dazed"March 24, 2008 (2008-03-24)
Ben and Gwen don't want to listen to Grandpa Max's music. Gwen offers Ben to go Upgrade and change it but Ben breaks the radio. Still everyone ends up with Grandpa Max's favorite music on cassette.
5"Sleepaway Camper"April 7, 2008 (2008-04-07)
Grandpa Max's snoring is keeping Ben awake. When all else fails, Ben thought to use Grey Matter to go to somewhere silent, but it came out Ripjaws, so he decides to sleep at the bottom of the lake.
6"Dogged Pursuit"April 21, 2008 (2008-04-21)
When an elderly woman's purse is snatched, Ben gets more than he bargains for when he retrieves it as Wildmutt.
7"Let the Games Begin"July 1, 2008 (2008-07-01)
Ben and Gwen are playing Roadkill bingo with things that are seen on the road to see who'll sit on the front seat weekly and Ben is losing, so he turns into XLR8 to place things on his card on the road. But with unexpected results, Ben loses and is grounded at the back seat for a month for cheating.
8"Handle with Care"July 8, 2008 (2008-07-08)
Ben and Gwen are at a museum watching an exhibit of crystal eggs when thieves try to strip it bare. Ben turns into Diamondhead, but even for him it proves hard to fend off the thieves and protect the eggs from breakage.
9"Road Trip Rumble"March 12, 2012 (2012-03-12)
Ben and Gwen's backseat bickering escalates into an all-out brawl between Ben's Omnitrix and Gwen's magic. Ben fights Gwen as Four Arms and Upgrade, eventually destroying their surroundings, upsetting Grandpa Max.


TitleOriginal air date
Ben 10: Secret of the Omnitrix[b]August 10, 2007 (2007-08-10)
During a battle with Dr. Animo, the Omnitrix is accidentally set to self-destruct. In order to stop it, Ben, Gwen, and Tetrax travel across space to track down the Omnitrix's creator. Three alternate versions of this film have aired, each with a modified opening from the original.
Ben 10: Race Against Time[a]November 21, 2007 (2007-11-21)

In this live-action film, summer's over and Ben has to go back to school, but the aliens have a different idea. They are planning to have a massive invasion, led by the mysterious Eon.

Omnitrix alien debuts: Eon
Ben 10: Destroy All AliensMarch 23, 2012 (2012-03-23)
Ben's Omnitrix starts acting weird after a dismantling spell mixes with it. Meanwhile Ben, Gwen, and Tetrax must deal with a mysterious Upgrade warrior who chases Ben around the world, and an Evil Way Big who apparently killed Azmuth.

Home media[edit]

Season Episodes Release dates
Region 1
1 13 The Complete First Season: February 6, 2007[2]
2 13 The Complete Second Season: October 9, 2007[3]
3 13 The Complete Third Season: March 4, 2008[4]
Ben 10 and Friends: April 22, 2014[5]
Episodes: "Ben 10,000" (27), "Midnight Madness" (28), "A Change of Face" (29), "Merry Christmas" (30), "Benwolf" (31), "Game Over" (32) and "Monster Weather" (36)
4 13 Secret of the Omnitrix: May 20, 2008[6]
Episodes: "Secret of the Omnitrix" (44-46)
The Complete Fourth Season:
Episodes: August 5, 2008[7]
Films 3 Race Against Time: April 8, 2008[8]
Episodes: "Race Against Time"
Secret of the Omnitrix: May 20, 2008
Episodes: "Secret of the Omnitrix" (44-46)
Destroy All Aliens: April 16, 2013[9]
Episodes: "Destroy All Aliens"

See also[edit]


  1. ^ a b c d This is non-canon as it takes place in an alternate universe or timeline.
  2. ^ a b This film comprises three episodes of the fourth season. It was originally intended to be the series finale.


  1. ^ "About Man of Action Entertainment". Man of Action Entertainment. Retrieved 28 November 2015.
  2. ^ "Ben 10: The Complete Season 1". Amazon. Retrieved 28 September 2015.
  3. ^ "Cartoon Network: Ben 10 Season 2". Amazon. Retrieved 28 September 2015.
  4. ^ "Ben 10: The Complete Season 3". Amazon. Retrieved 28 September 2015.
  5. ^ "Cartoon Network: Ben 10 and Friends". Amazon. Retrieved 2 January 2017.
  6. ^ "Cartoon Network: Ben 10 Secret of the Omnitrix". Amazon. Retrieved 28 September 2015.
  7. ^ "Ben 10 - Season 4". Amazon. Retrieved 28 September 2015.
  8. ^ "Cartoon Network: Ben 10 Race Against Time". Amazon. Retrieved 28 September 2015.
  9. ^ "Cartoon Network: Ben 10 Destroy All Aliens". Amazon. Retrieved 28 September 2015.