Ben 10: Ultimate Alien

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Taking place a few weeks after where Ben 10: Alien Force leaves off, Ben 10: Ultimate Alien follows the now sixteen-year-old Ben. 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 even more powerful versions (called "ultimate forms").

Rated with 8.8/10 by 15 users
Episode Description

1

Heroes United

A one hour crossover episode between Ben 10: Ultimate Alien and Generator Rex in which Ben Tennyson accidentally travels to Rex Salazar's dimension. After quarrels with each other, the two finally work together to stop a threat once created by Rex's brother, the Alpha Nanite (Michael Emerson).

2

Ben 10: Destroy All Aliens

Computer-animated film that premiered on Cartoon Network Asia on March 11, 2012. Taking place shortly after the events of Ben 10, Ben, Gwen and Grandpa Max spend their evenings fighting aliens on the streets of Bellwood.

2

Simian Says

Simian asks the team for help when a DNAlien takes over his home world.

3

Greetings from Techadon

Vulkanus puts a hit out on Ben, using the deadly Techadon robots!

3

Greetings from Techadon

Ben faces Tecadon killer robots that have been programmed to kill him. Each robot is more powerful than the last one. Ben's only chance to survive is for Gwen to find out who commissioned the robots.

4

Flame Keeper's Circle

Julie joins a fanatical group who has discovered Vilgax and worships him!

4

The Flame Keeper's Circle

Julie gets Ben to visit a charity organization who wants to improve the world with alien technology. Ben soon discovers the charity's benefactor is an old enemy.

5

Double or Nothing

Albedo, aka Negative Ben, resurfaces, and he's making money off of Ben's fame, but for what?

5

Double or Nothing

Ben finds out there's a new show called 'Ben 10: Live." He finds an old enemy running the show and cashing in on his fame.

6

The Perfect Girlfriend

The nano-chips are back and have disguised themselves as Julie!

6

The Perfect Girlfriend

Julie suddenly leaves a tennis tournament and spends all her time with Ben.

7

Ultimate Sacrifice

The ultimate aliens inside Ben's Ultimatrix demand their freedom!

7

Ultimate Sacrifice

Ben's Ultimate transformations have developed their own personalities. Now they want their freedom from Ben.

8

The Widening Gyre

Ben and the gang investigate the Pacific Garbage Vortex.

8

The Widening Gyre

Colonel Rozum asks the team to investigate an island of garbage where people have been disappearing.

9

The Mother of All Vreedles

Ma Vreedle intends to spawn, using ALL of Earth's ocean water!

9

The Mother of All Vreedles

Ma Vreedle goes to Earth to expand her family by creating clones and using all the water on Earth.

10

A Knight to Remember

Vilgax gets Old George's sword, and tries to gain Dagon's power-big mistake! Introducing NEW ALIEN, Fasttrack.

10

A Knight to Remember

The Flame Keepers realize their mistake too late. Vilgax wants the power of Daigon. The Forever Knights are out to destroy Daigon. Ben and the team try to sort things out.

11

Solitary Alignment

Azmuth reveals how Old George first got the sword and defeated Dagon, and a whole lot more.

11

Solitary Alignment

Azmuth reveals the origin of the sword and how he first encountered Old George. Ben comes to a decision on how to handle the Daigon.

12

Inspector #13

A mysterious weaponmaster from Techadon visits Earth, and wants the Ultimatrix.

12

Inspector #13

A Techadon weapon master comes to Earth and wants the Ultimatrix.

13

Enemy of my Frenemy

Gwen and co revisit Legerdomain in hopes of rescuing Charmcaster. Introducing NEW ALIEN, Eetle!

13

The Enemy of My Frenemy

Gwen and co revisit Legerdomain in hopes of rescuing Charmcaster. Introducing NEW ALIEN, Eetle!

14

Couples Retreat

Charmcaster & Darkstar team up to destroy Ben, Gwen and Kevin.

14

Couples Retreat

Charmcaster & Darkstar team up to destroy Ben, Gwen and Kevin.

15

Catch a Falling Star

Movie starlet Jennifer Nocturne is recaptured by the evil Captain Nemesis!

15

Catch a Falling Star

Movie starlet Jennifer Nocturne is recaptured by the evil Captain Nemesis!

16

The Eggman Cometh

Dr. Animo returns with a whole new insidious plan--selling a dozen eggs containing pterodactyl-like dragons! Introducing NEW ALIEN, Juryrigg!

16

The Egg Man Cometh

Dr. Animo returns! Introducing NEW ALIEN, Juryrigg!

17

Night of the Living Nightmare

Albedo attempts to get the ultimatrix by invading Ben's mind.

17

Night of the Living Nightmares

Albedo attempts to get the ultimatrix by invading Ben's mind.

18

The Beginning of the End

The final battle between the Forever Knights and Dagon's Esoterica is in full swing, with Ben caught in the middle!

18

The Beginning of the End

The final battle between the Forever Knights and Dagon's Esoterica is in full swing, with Ben caught in the middle!

19

The Ultimate Enemy, Part 1

Thanks to the return of an old foe, Dagon is getting closer and closer to entering our dimension.

19

The Ultimate Enemy: Part 1

The Forever Knights battle Diagon's Esoterica, and Ben's plan to help the knights fails.

20

The Ultimate Enemy, Part 2

Vilgax re-emerges in his most powerful form ever! Can Ben stop him?

20

The Ultimate Enemy: Part 2

After defeating Vilgax, Ben battles Dagon in his True Form as Ultimate Way Big.
Episode Description

1

Fame

Ben's secret identity is revealed to the entire world, and he is now a megastar superhero loved and favored all over by kids, teenagers,and few adults, but distrusted by many adults. After having a long talk with Julie in Ben's brand new car, Kevin and Gwen arrive in Kevin's car and tell Ben where to find the one who told his secret to the world and they go to "pay him a visit". When they arrive they find out how the tattletale, a young boy named Jimmy Jones, figured out Ben's identity and with his help discover an alien attack in Florida. When they arrive at the site (using Kevin's new jet), Ben is arrested by the local police. Luckily, NASA needs the assistance of the Plumbers so Gwen and Kevin manage to get Ben out of jail. After being briefed on the situation they try and fail to foil the a robbery by an unknown alien whose DNA is scanned by the Ultimatrix. They follow the thief to find out that he is an alien refugee named Bivalvan from the Andromeda Galaxy who was only stealing the NASA equipment to build a ship he could use to go home. However, this would require detonating a nuclear bomb, which would destroy central Florida. Ben manages to stop him by wrapping him in Ultimate Spidermonkey's web. Bivalvan informs them that an alien named Aggregor is after him and some other aliens that were kidnapped, but they leave him in the web and say that the Plumbers will take him home safely. Later, Ben reluctantly returns to school with some encouragement and a first kiss from Julie. He goes in and is soon greeted with applause, particularly from his old bullies Cash and JT. Some time later Bivalvan is found and subdued by Aggregor.

2

Duped

Ben needs to be at more than one place at once; he has to fight the Forever Knights with Kevin, go to Julie's tennis game, and see a Sumo Slammers movie. So Ben transforms into Echo Echo and divides in three and changes back to Ben, but this time there are three Bens with one part of his personality. One is the real Ben, the other is the honest, intimate Ben, and the last one is the immature Ben. The Honest Ben goes with Kevin to the museum, the Immature Ben stays to watch Julie's match, and the real Ben goes to see Sumo Slammers. Urien (a king of a fraction of Forever Knights) is after some strong suit of battle armor. When Honest Ben and Kevin are in danger, Urian is in the battle armor and attack Intimate Ben and Kevin, the real Ben and the immature Ben have to help them stop Urian. All the Bens go Echo Echo and change back into one. Ben later defeats Urian with Lodestar and heads to back to the tennis match, where its revealed that his plan backfired and he is scolded by his friends for his foolish plan which ruins Julie's game (although she won) and causes Julie to angrily storm off. Gwen angrily storms off too, along with Kevin, leaving Ben all alone to repent for what he's done.

3

Hit 'Em Where They Live

After Jimmy Jones reveals Ben's identity, some of his enemies (such as Zombozo, Rojo, Charmcaster, Vulkanus, and Sevenseven) team up to try to attack his family. Now Ben and his friends have to protect them no matter what.

4

Video Games

After defeating Ssserpent with Fourarms, Ben's celebrity status lands him in a starring role in a video game. The developers ask him to show off all his aliens' different moves so they can be implemented into the game. In reality, TV reporter Will Harangue has been using the video game to build a giant spider-like robot that knows all of Ben's aliens' moves from when he openly showed them. After being defeated twice by Harangue's robot, he challenges Ben to a final showdown on live TV. After realizing how Harangue's robot can predict his aliens' moves, Ben uses Humongousaur with sumo slammer moves to fight it. He damages it until it has lost control, but its still shooting randomly. Ben then turns into Nanomech which was the only alien with moves that were not installed into the robot, Ben is able to defeat it from the inside.

5

Escape From Aggregor

In the Himalayas, Dr. Animo and his mind-controlled Yeti were fighting with Ben. Ben, as Brainstorm, mind-controls the Yeti and frees him. Kevin and Gwen deactivates the Devalution bomb. Gwen calls the Plumbers to take them, the Plumbers informed them that there is an alien action in Bellwood. Ben encounters the turtle-like alien Galapagus, who was on a rampage to find Ben. He escaped from Aggregor and tells Ben how he ended up captured alongside four other aliens in a plot to permanently absorb their powers. Galapagus ended up telling Ben how he, Bivalvan, Andreas, Ra'ad, and P'andor escaped from Aggregor when Magister Prior Ghilhil answered the distress call and did an inspection which ended with Magister Prior Ghilhil getting knocked out by Aggregor. Though the aliens escaped from Aggregor's spaceship, they crash-landed on Earth. After Ben's Ultimatrix scans Galapagus' DNA, he arranges for the Plumbers to get Galapagus back to his home planet. Unfortunately for Galapagus, Aggregor was posing as a Plumber.

6

Too Hot To Handle

Eager to escape his containment suit, P'andor (one of the aliens who were captured by Aggregor) offers a huge cash reward to anyone who can break him out of it. Everyone who tries to break the suit ranging from Buzz, Hammer, and Surgeon fails, save for Kevin, who uses a piece of Taednite to pierce it. But, when Kevin's Plumber's badge senses that the contents of P'andor's suit are radioactive, he stops trying to open it. Enraged, P'andor then offers Buzz, Hammer, and Surgeon an even bigger reward if they capture Kevin. Kevin escapes, but he accidentally leaves his piece of Taednite behind. P'andor tries to use it to break his suit open, but only after failing to do so, he realizes that he needs Kevin's help. He sends his hired minions to kidnap Kevin, and then tricks him into using the Taednite to slash his suit open. Freed from his suit, P'andor heads for a power plant to absorb all of the nuclear energy inside. Working together, Ben and Kevin are able to trap P'andor back inside his suit, and deliver him to a pair of Plumbers who offer to take him back to his home world. Unfortunately, Aggregor intercepts the Plumbers' ship in space and recaptures P'andor.

7

Andreas' Fault

When Ben, Kevin, and Gwen investigate an odd string of thefts by the Forever Knights, they learn that Argit is using Andreas (one of the aliens being hunted by Aggregor) to frighten them into making him their leader. Argit's plans go bad when the Forever Knights eventually revolt, and throw him into a dungeon with Ben and the others. When they discover that the Knights plan to execute Andreas, they break out and save him. But when a Forever Knight sets a bomb that would level the entire castle, Andreas sacrifices himself to absorb the force of the explosion. Although Ben and company believed him to be dead, Andreas survived the explosion. Unfortunately, the endeavor of stopping the bomb made him too weak to resist Aggregor as he recaptures him.

8

Fused

After ambushing Ben at his house, Ra'ad (one of the aliens captured by Aggregor) blames him for letting Aggregor recapture the other four aliens through the Ultimatrix. While trying to resist being scanned by the Ultimatrix with his electric powers, Ra'ad causes it to malfunction, and ends up deactivating it while both his and Ben consciousnesses trapped within his body. Despite Ra'ad's protests, Gwen and Kevin reactivate the Ultimatrix, and separate Ben from the alien. But in doing so, they alert Aggregor to their location. Ra'ad flees, leaving the others to be wiped out by the Osmosian. After Kevin scolds Ra'ad for his cowardice, the alien decides to sacrifice himself to save Ben, and is recaptured by Aggregor in the process. After the battle, Ben swears that he will do whatever it takes to save the captured aliens.

9

Hero Time

Ben meets his favorite superhero idol Captain Nemesis when he shows up to save actress Jennifer Nocturne, however Captain Nemesis is displeased when Ben gets kissed by the actress instead of him. Captain Nemesis' assistant, Simons meets up with Will Harangue about staging an event that will put Captain Nemesis back on the front page of each magazine. When Ben wins, The Captain goes to extreme lengths to prove everyone that he is the best superhero of all time. He captures Julie and Jennifer and Ben tries to call Julie to go to Mr. Smoothy's he gets a message from Captain Nemesis telling Ben to try and save her. Ben goes to rescue Julie and Jennifer by going ultimate Humongosaur and uses goop to rescue Julie. Kevin and Gwen rescue Jennifer and Jennifer loves Kevin. Ben defeats Captain Nemesis with Water Hazard and Captain Nemesis gets arrested. But when Jennifer falls in love with Kevin, Gwen threatens her to get her away from Kevin.

10

Ultimate Aggregor

With all five aliens in his possession, Aggregor tries to return home to absorb their powers. A Plumber ambush damages his ship, so he instead heads for Los Soledad, in order to use Prof. Paradox's time machine as an alternate power source. Despite Ben, Kevin, Gwen, and Grandpa Max's best efforts, Aggregor succeeds in absorbing the aliens' forms and powers, turning himself into an unstoppable amalgam of the five.

11

Map of Infinity

With his new powers, Aggregor easily defeats Ben and his friends. Azmuth tells Ben that Aggregor intends to steal the Map of Infinity, a complete map of the entire universe. With it, he'll be able to find the Forge of Creation, the birthplace of the universe. He further explains that Aggregor stole the five aliens' powers to protect him from the traps guarding the map, which is split into four pieces. In order to keep him from assembling the map, the team tries to take one of the pieces first. Aggregor, however, simply follows them and steals it after they disable the traps for him.

12

Reflected Glory

After "helping" Ben, Gwen, and Kevin stop the Forever Knights, Cash and JT start a TV show with Oliver as their cameraman. Ben, Gwen, and Kevin play along for awhile. Upon tracking the Forever Knight, Ben, Gwen, and Kevin learn what the Power Decoupler is being used by the Forever Knights and attacks them with some interference from Cash and JT. Afterwards, Psyphon shows up to attack Cash and JT after seeing the broadcast of them taking the credit for given Ben his battle tactics. After Psyphon explains he tapped into Vilgax's power, he begins to defeat Ben. He is just about to defeat Ultimate Spidermonkey when Cash and JT fire the weapon the Forever Knights were charging, and it absorbs Psyphon's power. Ben light knocks him with his fist and Psyphon falls to the ground. Cash and JT are ecstatic, but find no-one saw them do it, and the weapon drained the camera's battery as well, leaving them with no recognition, and Cash shouting after Ben and the others.

13

Deep

Ben, Gwen, and Kevin travel to the center of a water planet, namely Pisces, Ripjaws' home planet in an attempt to find Aggregor. They end up getting help from Magister Pyke, one of Ripjaws' species. The planet has a 2% solid core, which holds an instrument that holds the planet's water together in a gravitational pull. Aggregor takes the instrument and reveals it to be a piece of The Map of Infinity. As the planet is pulling apart, Aggregor escapes. Ben transforms into Goop and uses Goop's anti-gravitational UFO in an attempt to fix the centripetal force holding the planet together. Goop vanishes, and Kevin says he was atomized and spread throughout the ocean. The water then turns green, and Goop pulls the planet back together.

14

Where the Magic Happens

Gwen, Ben, and Kevin follow Aggregor into a mystical dimension called Legerdomain with the help of Charmcaster, who was born there. They believe Aggregor's target to be the Alpha Rune worn around Addwaitya's neck, which they suspect is a disguised piece of the Map of Infinity. Gwen and Charmcaster work together several times, and the two develop a bond that seems to lead to Charmcaster changing her ways. While the group tries to steal the Alpha Rune, Aggregor uses the distraction to knock Addwaitya out and take it himself. Gwen, Ben, and Kevin escape Legerdomain with Charmcaster's help, but Charmcaster remains behind to free Legerdomain from Addwaitya's rule. Ben promises Gwen that they'll find a way to return and help Charmcaster after Aggregor is defeated.

15

Perplexahedron

With the fourth piece of the Map of Infinity almost in Aggregor's clutches, the gang chase him through the artificial planetoid known as Perplexahedron.

16

The Forge Of Creation

Azmuth is upset with Ben, Gwen, and Kevin for letting Aggregor get all the pieces of the Map of Infinity. Ben resolves to become Alien X to get Bellicus and Serena to cooperate. When this fails, Paradox arrives and changes Alien X back to Ben. After a brief argument, Paradox and Azmuth explain that the Forge of Creation is where all Celestialsapiens (Alien X's race) are born, and Aggregor hopes to absorb the powers of a newborn Celestialsapien and become all-powerful. Paradox takes them to the Forge of Creation, where an accident pulls Ben's ten-year-old self out of the timestream. After a few difficulties, past-Ben teams up with his future self to stop Aggregor. As they make their way through the Forge, they discover many Celestialsapiens in debate with themselves, and eventually a Celestialsapien egg. Aggregor reaches the egg at the same time the group does and takes everyone out with ease. In a last-ditch effort, Kevin absorbs energy from present-Ben's Ultimatrix, but the process drives him insane. He now looks like his old self but has the new aliens instead of the old ones. Kevin easily defeats Aggregor before absorbing his stolen power and attempting to kill him only to be met with opposition from Gwen and both Bens. Past-Ben manages to get through to Kevin, who spares Aggregor's life before flying away, claiming he won't be so merciful tomorrow. Paradox arrives at that moment to take them home before the other Celestialsapiens wake up and return past-Ben to his own time period. Paradox claims that past-Ben will dismiss the entire experience as a dream while present-day Ben resolves to stop Kevin.

17

Nor Iron Bars a Cage

With Kevin having absorbed Ben's aliens and become insane once again, Ben and Gwen have to go to the null void prison in an attempt to stop Kevin from destroying all the people there. We learn more about how Kevin got his material absorbing powers. In the end Ben thinks Kevin should be put down.

18

The Enemy of My Enemy

When Argit and the Vreedle Brothers team up, they come up with a plan to attack the Plumber Academy.

19

Absolute Power (1)

When Ben and Gwen are faced with an unexpected enemy, Gwen turns to Darkstar for help.

20

Absolute Power (2)

Ben and Gwen are forced to go to Darkstar for help when they come across their most deadly, most unexpected foe yet.
Episode Description

1

The Transmogrification of Eunice

A mysterious alien girl named Eunice has no memory and is being hunted by Sunder. While evading Sunder, Ben soon discovers that Eunice has nature-based abilities.

2

Eye of the Beholder

Ben, Julie and the rest of the heroic crew embark on a dangerous journey that could cost them all their lives in an effort to achieve the safe return of Ship and his former owner Baz-L.

3

Viktor: The Spoils

In an ancient castle, in a scientific lab, an old hag tells her master, a prince, tells him to not unleash an ancient power they have taken. The hag tries to tell Prince Gyula to go the peaceful way, but the prince and his father, the king, want to see this power, but it is revealed to be the frozen body of Dr. Vicktor. The prince thinks of freeing Dr. Vicktor of his icy prison to help them against the rebels in their civil war, but the king tries to persuade his son to not release him. Meanwhile, the gang is flying through the forest in Kevin's jet, in order to help the king of Zarcovia to help them against the rebels in the civil war. When they are attacked by some missiles, Ben tries to become Jetray, but becomes Echo Echo instead. When the missiles are flying at the jet, Ben becomes Ultimate Echo Echo and destroys the rest of the missiles. However, they are attacked by the prince and their soldiers, but the king stops them. The king explains that the prince changed ever since his mother's passing, and blames his father for his mother's death. In order to get past the security that goes to Dr. Vicktor's chamber, Ben uses Big Chill to become intangible through the lasers and shut them down. When they find Dr. Vicktor's corpse, they are found by the soldiers and commence fighting them. However, Dr. Vicktor's ice block begins to melt, and Ben is trying his best to keep him frozen, but Dr. Vicktor breaks free, alive and well.

4

The Big Story

Jimmy Jones is looking for the biggest new story he and Ben can tackle, but thats when he stumbles upon a strange pink tentacled creature which crashed from the sky into a near by cave.

5

Girl Trouble

Gwen is excited by the prospect of her cousin Sunny paying the team a visit while dealing with the Robots of Dimension 12. But her excitement quickly turns into trepidation when it is uncovered that her cousin is not all that she appears and has some particularly sinister intentions.

6

Revenge of the Swarm

Victor Validus resurfaces and attacks Ben at night. Elena Validus and the nanochips return.

7

The Creature From Beyond

The Forever Knights unleash an evil force mistaken for an ancient weapon.

8

Basic Training

Ben, Gwen, and Kevin are summoned to a Plumbers' Academy to go under training that is supervised by Magister Hulka.

9

It's Not Easy Being Gwen

Gwen has always been a multi-tasker, trying to juggle school, hobbies, friends and her work as a hero, waking up early and going to sleep late. But Gwen's already packed day is about to get worse when Dr. Animo attacks with an army of giant frogs and Gwen is forced to make a hard choice.

10

Ben 10,000 Returns

Following a visit from Paradox after a fight with Eon, Ben 10,000 arrives 20 years from the future to seek the aid of his past counterpart in tracking down Eon.

11

Moonstruck

The history of Max and Verdona Tennyson in flashbacks.

12

Prisoner #775 is Missing

The secrets of Area 51 are revealed to Ben Tennyson by Colonel Rosum after Old George infiltrates Area 51. (ChamAilen and Ultimate Wildmutt first appears in this episode).

13

The Purge

With the help of The Forever Knights, Old George starts a war against all aliens on Earth.

14

Simian Says

A Xenocyte queen invades the Arachnachimps' planet.

15

Greetings From Techadon

Techadon robots go after Ben on orders from Vulkanus

16

The Flame Keeper's Circle

Julie joins a cult that worships Vilgax

17

Double or Nothing

Albedo profits from Ben's fame

18

The Perfect Girlfriend

The Perfect Girlfriend

19

The Ultimate Sacrifice

The ultimate aliens inside Ben's Ultimatrix demand their freedom!

20

The Widening Gyre

The gang looks into the Pacific Garbage Vortex at the request of the government.

21

The Mother of All Vreedles

The Vreedle Brothers need help dealing with their mom.

22

A Knight to Remember

Vilgax steals Old George's sword and attempts to gain Dragon's powers.

23

Solitary Alignment

Azmuth reveals how Old George got his sword and slayed Diagon.

24

Inspector 13

A mysterious weapon master from Techadon visits Earth and wants the Ultimatrix.

25

The Enemy of My Frenemy

Gwenand the gang revisit Legerdomain in hopes of rescuing Charmcaster.

26

Couples Retreat

Charmcaster and Darkstar team up to destroy Ben, Gwen and Kevin.

27

Catch a Falling Star

Jennifer Nocturne is recaptured by Captain Nemesis aka Overlord.

28

The Eggman Cometh

Dr. Animo returns with a plot to transform eggs into pterodactyls.

29

Night of the Living Nightmare

Albedo attempts to get even with Ben, by trapping him in a dream version of Bellwood, and dispatching an assortment of villains, as well as versions of Gwen and Kevin desiring the Ultimatrix, to attempt to defeat him.

30

The Beginning of the End

The Forever Knights battle Diagon's Esoterica, and Ben's plan to help the knights fails.

31

The Ultimate Enemy (1)

Ben, Gwen, Kevin, and George trash Diagon's City while battling a reborn, Lucubra-morphed, power hungry Vilgax. Diagon is released and plans to become ruler of Ben's Universe.

32

The Ultimate Enemy (2)

Ben's fight with Vilgax and the Dagon continues in this final episode.