Episode list Edit

Season 1 (2008-2008) Edit

EP# Title Airdate Prod. code
1 "Ben 10 Returns: Part 1" April 18, 2008 101
After Grandpa Max disappears, Ben and Gwen decide to finish his last job while searching for him. Magister Labrid, Max's alien partner, guides them to an arms trade between the Forever Knights and the DNAliens, brokered by Kevin Levin. Kevin is captured, but the Forever Knights escape with one of the weapons crates. Kevin, having not been paid, leads them to the Forever Knights' hideout, where they encounter a robotic dragon. 
2 "Ben 10 Returns: Part 2" April 18, 2008 102
Fleeing from the dragon, the group runs into an army of Forever Knights. In the ensuing confrontation, Magister Labrid is killed when he saves Kevin's life, and Kevin joins Ben and Gwen on their search for Max to repay that debt. After Ben, Gwen and Kevin track the weapons to a secret underground base, they discover an army of aliens, led by the Highbreed commander. Annoyed at being discovered, the Highbreed commander orders the termination of all life within a five-mile radius to eliminate any witnesses. In Ben's successful efforts to stop the commander, he learns that any damage he receives while transformed is inflicted upon his human form as well. 
3 "Everybody Talks About the Weather" April 26, 2008 103
The authorities arrest a half-human, half-Pyronite boy named Alan for arson and criminal damage. Alan is wearing a Plumber's badge, which the local sheriff triggers when he confiscates it. The badge signals Kevin's badge, which leads Ben, Kevin and Gwen to Alan. After a battle with Alan, Ben discovers that the DNAliens are responsible for the damage, having built a weather machine in the field. With Alan's help, Ben destroys the machine, and afterwards Ben offers Alan to come with him, Gwen and Kevin. Alan decides to stay, but offers to aid them whenever they need it. 
4 "Kevin's Big Score" May 3, 2008 104
Just when Ben and Gwen start to trust Kevin, he runs off with Max's RV, the Rustbucket, in hopes of trading it for alien technology. However, he is double-crossed by one of his old contacts and the Rustbucket is stolen. Before he can get it back, it is stripped for parts. Having been told that Vulkanus -- who he had double-crossed years ago -- is in possession of the alien device he seeks, Kevin tries to make a deal. Still bitter, Vulkanus has Kevin absorb a rare alien crystal, planning to use him as a living gem mine. He is rescued by Ben and Gwen and afterward reveals that the item he sought is a holo-viewer with another message from Grandpa Max, telling Ben that he will need to recruit a team. 
5 "All That Glitters" May 10, 2008 105
Ben, Gwen, and Kevin set out to locate the other Plumbers to recruit new members, and the first one on their list is a boy named Mike Morningstar. While Ben and Gwen are quick to trust him, Kevin remains suspicious (partly because of Gwen's liking to Mike Morningstar) particularly after they are attacked by a group of zombified school girls at the local power plant. Kevin's suspicions turn out to be valid, as it is Mike who is making the zombies, draining them of their lifeforce then commanding them to collect more power for him. When he does this to Gwen, he becomes nearly unstoppable, but Gwen is able to fight back and drains Mike's power in return, leaving him withered and powerless. 
6 "Max Out" May 17, 2008 106
Gwen's older brother, Ken, is missing and Gwen asks for Ben and Kevin's help to find him. In their search, the gang stumbles upon a Highbreed base that manufactures Xenocytes: facehugger-like parasites that mutate humans into DNAliens. Ken has been infected by one of the Xenocytes, but Ben is able to remove it with the help of the now-talking Omnitrix. With Ken in tow, the gang finds Grandpa Max inside the base. He explains that the Xenocyte eggs will be shipped across the country, and asks the gang to destroy them. While they comply, he sets about destroying the factory while searching for the egg-laying machine. The gang finds Max locked in battle with a Highbreed commander upon their return. In an act of self-sacrifice, Max uses an unfocused Null Void warp projector to destroy the Highbreed base. With his last words, he tells Ben to "Take it from here". Then everything, except Ben, Gwen, Kevin and Ken, is sent to the Null Void. In the aftermath, a group of disguised DNAliens are shown gathering surviving Xenocytes from the wreckage of the base. 
7 "Pier Pressure" May 31, 2008 107
Ben goes on a date with Julie at the local fair, but it is ruined when a dog-like Galvanic Mechomorph named Ship takes control of the rides and kidnaps Julie. Ben rushes to save her, accidentally revealing his secret to her. Julie, however, finds Ben's secret impressive, and assures him his powers are unique. Ship manages to lead Ben back to his ship, where its wounded owner is trapped. After freeing the Galvanic Mechomorph, it decides to leave Ship with Ben. On their walk home, Ship takes off after a passing truck. After Ship disappears, Ben and Julie walk home, holding hands. 
8 "What Are Little Girls Made Of?" June 7, 2008 108
Gwen learns where her powers come from when she meets her alien grandmother Verdona. Verdona offers to take Gwen back to her home planet, where she can learn to fully control her powers. When Gwen refuses, Verdona decides to destroy Gwen's body, releasing the energy being inside. After a short battle, Gwen firmly tells Verdona that she wants to stay on Earth and stay the way she is. Verdona accepts this and leaves, though she promises to check up on Gwen occasionally. 
9 "The Gauntlet" June 14, 2008 109
After Ben stands up to JT and Cash, and making Cash look stupid in the process, the two decide to wreck Kevin's car to repair their reputation. After pushing it down a cliff, the trunk is knocked open, and they make off with a laser-firing glove from a robot the group had defeated the previous night. When Cash puts the glove on, it begins to reform into the original robot around his body, compelling him to fight Ben. Ben is able to overpower Cash as Chromastone, and JT manages to convince Cash to fight the robot's influence, reverting it back into the glove. JT reconciles with Ben and walks away with Cash. 
10 "Paradox" July 5, 2008 110
A creature is roaming around an abandoned town, aging everything it touches at an accelerated rate. When Ben, Gwen, and Kevin investigate, they meet Paradox, a scientist from the 1950s who was sucked into the event horizon of his time-travel experiment. Displaced from time and space, Paradox has existed for 100,000 years and is able to move through time at will. However, the same mistake that rendered him ageless created the creature they seek. Ben realizes that the creature is not acting like a monster, but a confused person, and has Paradox take them back to the day of the accident. There, as Humungousaur Ben rescues Paradox's assistant, Hugo, nullifying the creature's existence. In the present, the now old Hugo joins Paradox in exploring time and space. 
11 "Be-Knighted" July 12, 2008 111
Kevin arranged a meeting for Ben with the Forever Knights, who need help in slaying a dragon they have kept captive underneath their castle for 1,000 years. Slaying the dragon is the very reason their organization exists. After a failed attempt, in which the dragon appears to be trying to communicate, they track it to a warehouse where its spaceship is being held. Ben fits the dragon with a translator as Spidermonkey so it can speak, and it reveals that it was a mapmaker before being captured. Angry after a millennium of imprisonment, the dragon arms itself to fight back. Ben convinces it to leave peacefully. Though the Knights believe to have lost their purpose, the news that a world full of dragons exists renews their pledge, as does their need to exact revenge on those who allowed it to return home. 
12 "Plumbers' Helpers" July 19, 2008 112
A pair of rogue plumbers, a female Kineceleran named Helen and a male Tetramand named Manny, kidnap Kevin, believing him to be an alien. After his rescue, the two sides work things out. After looking at a database of the aliens they captured and put into the Null Void, Ben realizes that some of them may have been Plumbers' kids. To make things right, the duo set out into the Null Void to rescue those they wrongfully imprisoned. 
13 "X = Ben + 2" August 31, 2008 113
The Incusion Emperor Milleous plans to destroy the Earth for kidnapping his daughter Attea. During their search, Ben uses the untested Alien X form to fix a broken dam. Though the task proves simple thanks to Alien X's reality-warping abilities, Ben finds himself locked in debate with the other two personalities inside the alien, unable to move or transform back without their consent. In the meantime, Kevin and Gwen have to protect Ben while trying to save the Earth. Ben, tired of the fruitless debate, demands to be transformed into another alien which can actually get the job done. He manages to save the Earth with Swampfire, but resolves never to use Alien X again.

Season 2 (2008-2009) Edit

EP# Title Airdate Prod. code
14 "Darkstar Rising" October 10, 2008 201
Ben, Gwen, and Kevin are forbidden to fight against the Highbreed threat by Magister Prior Ghilhil of the Plumbers, who doubts the Highbreed are even as much of a threat as they claim. However, all three sides find themselves working together when Mike Morningstar, now going by Darkstar, captures all but Gwen to feed his powers. With the help of the DNAliens, Gwen frees her friends and Mike is captured while the Highbreed Lord and the DNAliens escape. In gratitude, Magister Ghilhil makes the team Honorary Plumbers so they can defend the Earth legally and help the world. 
15 "Alone Together" October 17, 2008 202
After an accident with a teleporter pod, Ben and a Highbreed Commander named Reinrassic III are stranded on a desert planet that acts as a routing station for the teleporter. The pair are forced to work together to fend off the dangerous predators on the planet while making their way to the routing station, much to Reinrassic's chagrin. As they make their way across the desert, the two save each other from danger several times, even risking their own lives to do so. After reaching the teleporter pod, Reinrassic III stays behind, having deemed himself contaminated by Ben and thus a risk to the purity of his species. 
16 "Good Copy, Bad Copy" October 24, 2008 203
A Galvan (the race that created the Omnitrix and gave Ben the form of Grey Matter) named Albedo builds his own Omnitrix and is permanently stuck in Ben's human form (since wearing the Omnitrix, Ben's DNA has become a default in the Omnitrix, according to Albedo). Now, because they share DNA, they can change into the same forms as each other. Azmuth comes after both Ben and Albedo's Omnitrixes become attached, permanently damaging Albedo's human form. Azmuth removes the face plate of Albedo's Omnitrix, ensuring his human form is both a punishment and a prison for proving himself as a lesser being. Albedo is teleported to a Plumber prison while Azmuth says to Ben that he was the one to use the Omnitrix for good, not evil. 
17 "Save the Last Dance" November 7, 2008 204
Gwen forces Kevin to take her to her school's dance, forcing a clueless Kevin to seek advice from Ben. However, Ben has his own problems, as Big Chill takes over his body with each transformation and starts trying to eat every metal object in sight. Joined by Julie, Gwen and Kevin manage to subdue Big Chill, only to discover that Big Chill was only building a nest for eggs he had laid. The eggs hatch into infant Necrofriggians, and Kevin teases Ben about being a "mother." Julie takes Ben home on her scooter, while Gwen and Kevin miss the dance, and decide to dance to the music in Kevin's car. 
18 "Undercover" November 14, 2008 205
Kevin, Gwen, and Ben destroy a teleporter they were working on and need help repairing it. Kevin suggests Cooper, the young boy who had helped the Tennysons in the past (who also happens to have a huge crush on Gwen). Unfortunately, Cooper has been kidnapped by the DNAliens. They track him to the abandoned military base where Paradox built his time machine. They discover that the Highbreed have erected a cloaking field, built by Cooper over the area, concealing a mysterious arch-like device. They free Cooper and have him destroy the cloaking generator, during which he has visions of the arch acting as a gateway for a fleet of ships and the Earth being destroyed. Despite destroying the generator, the Highbreed manage to repair it and continue their operations unhindered. 
19 "Pet Project" November 21, 2008 206
Forever Knights' scientist Dr. Joseph Chadwick sends Sir Morton to kidnap Ship so that the Forever Knights can use him to mass-produce a fleet of interstellar spacecraft with which to attack the homeworld of the alien dragon that escaped them. Joined by Julie, who has been taking care of Ship, Ben, Gwen, and Kevin mount a raid on the Forever Knights' stronghold to rescue him. Though Joseph is using a control device to make Ship obey him, Julie is able to convince Ship to resist. The Forever Knights' stronghold is destroyed and the group now has access to a spaceship since Ship can transform into the vehicle the Forever Knights had hoped to mass-produce. 
20 "Grounded" November 23, 2008 207
While fighting one of the Highbreed, Ben's parents catch him transforming into Swampfire. They forbid him from using the Omnitrix, forcing Kevin and Gwen to fight the DNAliens by themselves. After trying to sneak out as Echo Echo, Ben gets grounded and is made to spill the beans about Gwen, getting her grounded, leaving Kevin alone. Kevin's trouble with the DNAliens eventually pushes Ben over the edge, and he breaks out of his house as Humongousaur in front of his parents to help. After a short battle aboard a small freighter carrying a rare isotope which the DNAliens plan on using, Ben's parents come to the rescue, admitting that they are proud of Ben and understand what he needs to do. 
21 "Voided" December 5, 2008 208
Helen and Manny call on Ben to help deal with a dangerous foe in the Null Void: D'Void. Ben goes in alone, with Kevin and Gwen waiting on the other side to bring him back. Once inside, Ben is shocked to learn that "D'Void" is really his old enemy Dr. Animo, who has taken control of the Null Guardians and enslaved the inhabitants of the Null Void. Using them as slave labor, he has built a machine to drill through the dimensional wall, hoping to bring his army to Earth. With the help of Grandpa Max, who was transported to the Null Void in "Max Out", and a small force of rebels he has gathered, Ben manages to destroy the drilling machine as Big Chill and defeat Dr. Animo. Gwen opens a portal back to Earth for Ben, but Grandpa Max cannot join them yet as things have to be set right in the Null Void first. 
22 "Inside Man" December 12, 2008 209
The team rescues a man named Tyler, who stole the Oscillator Key for the Highbreed's hyperspace gateway. He crashes his truck and suffers memory loss as he escapes. Both the DNAliens and the team track down the device, resulting in a battle. The team is victorious, but they discover that Tyler is actually a DNAlien, having managed to resist the Xenocyte controlling him. More DNAliens arrive to reclaim the Oscillator Key, capturing Tyler during the struggle. Ben opts to save Tyler instead of retrieving the Oscillator Key, and uses the Omnitrix to restore him to human form. As the DNAliens escape, the four now know their plan and prepare to take action. 
23 "Birds of a Feather" March 24, 2009 210
The prince of the Arachnachimps, Simion, needs help in retrieving a crystal which is the symbol of the monarchy on his planet. The crystal is being kept in a base on the moon. Ben offers his help, but Kevin and Gwen are skeptical. In the midst of the battle, Ben discovers that Simion has been lying, and that the crystal is actually powering an intergalactic communications station. By stealing it, Simion will prevent Earth from calling for help against the Highbreed invasion. Ben tricks Simion into stealing a worthless acid dispenser instead, resulting in Simion having a very unpleasant encounter with the Highbreed that employed him. 
24 "Unearthed" March 25, 2009 211
A DNAlien mining operation uncovers an alien spacecraft, from which a large, alien child is released. She wanders around the nearby town collecting random items, eventually attracting the attention of Ben, Gwen, and Kevin. After a short battle, they realize that the alien is a child. She perceives Gwen as an Anodite and hangs on her every word. Needing to return the child to her parents, the team follows her back to her ship. After defeating the DNAliens, the team wakes the child's parents, who depart the planet after Ben explains that they've been in stasis for fifty years. 
25 "War of the Worlds: Part 1" March 27, 2009 212
Paradox and Azmuth arrive on Earth to warn Ben of the approaching Highbreed fleet. Gwen and Kevin gather all the allies they've met (Allen, Cooper, Julie and Ship as well as their enemy Darkstar) to counter the threat. Meanwhile, Azmuth reveals to Ben that the Omnitrix contains the DNA of every sentient species in the galaxy, over one million in total, and unlocks the Master Control so Ben can effectively combat the Highbreed. This unlock's 3 of his old aliens Cannonbolt, Upchuck and Way Big. With Ben as Cannonbolt, the team converges on the Highbreed hyperspace jump gate in an effort to prevent the fleet from arriving, but the attack only provokes the Highbreed in charge to summon the fleet ahead of schedule. To try and stop the fleet coming throw the team with Ben as Upchuck with there combined try to destroy the hyperspace jump gate but it does not work so Ben turn's into Way Big and it start's to work but it activates and it knock's him down. They have to get to the Captain of the fleet to stop the invasion. 
26 "War of the Worlds: Part 2" March 27, 2009 213
Ben, Gwen and Kevin quickly head to the Captain of the fleet. The Highbreed commander and the team fight, and Gwen reveals her true anodite form for the first time. The trio is then surrounded by a group of DNAliens, but are saved by Grandpa Max, Pierce, Helen and Manny plus one Null Guardian, who have regained control over the Null Void. Ben, Gwen, Kevin, Azmuth and Ship as a spaceship head to the Highbreed's homeworld to confront the Supreme with Ben as Brainstorm being the pilot. The Highbreed Supreme refuses to recall the fleet, and Azmuth reveals that the Highbreed's obsession with genetic purity has resulted in sterility in their species; they intend to cleanse the galaxy of all life in retaliation. Using the Omnitrix, Ben sends out an energy wave that reprograms the DNA of every Highbreed in the galaxy, fusing their DNA with random species from the Omnitrix to repair their genetic damage. Reinrassic III returns to convince his race that their new impurity is desirable, and the fleet is recalled. Max decides to take in Ben's recruits (all except Darkstar, who ran off) and train them. As a side effect of reprogramming the Highbreed genetic damage, Ben finds the Master Control has been reset, leaving him with ten all new aliens. 

Season 3 (2009-2010) Edit

EP# Title Airdate Prod. code
27 "Vengeance of Vilgax: Part 1" September 11, 2009 301
Vilgax resurfaces with a new army. Under the Galactic Code of Conduct, he challenges the greatest champion of each world he visits to single combat, the prize being that champion's planet. Each time he defeats a champion, he absorbs their powers, the tenth and latest being Ultimo of the Galactic Enforcers. With the strength of ten heroes at his disposal, Vilgax heads to Earth and challenges Ben, giving him 24 hours to prepare. In order to gain a sporting chance , Ben and Kevin attempt to unlock the Omnitrix's Master Control, but end up damaging it instead, releasing four of the base transformation patterns in the Omnitrix. The energy release also causes Kevin to permanently absorb the properties of several different elements. 
28 "Vengeance of Vilgax: Part 2" September 11, 2009 302
Following the accident with the Omnitrix, Ben, Gwen and Kevin set out to recapture the four released forms: Goop, Chromastone, Spidermonkey, and Way Big. They are able to capture three of the four, but Way Big is too far away to reach in time. Ben leaves to fight Vilgax while Gwen and Kevin retrieve Way Big. The battle goes badly for Ben at first, as Vilgax's powers and wide array of weapons are able to overcome his some of his alien forms like Jetray, Humungousaur and Big Chill. When Gwen and Kevin return with Way Big, Ben attempts to use the form, only to end up as Chromastone instead. Vilgax overcomes Chromastone and destroys his body, but Ben regenerates from the remains into Diamondhead. Using Diamondhead, Ben easily defeats Vilgax. Vilgax is banished from Earth and never allowed to return, but promises to get his revenge somehow. 
29 "Inferno" September 18, 2009 303
Ben, Gwen, and Kevin are sent to investigate an attack by Pyroxivors (a type of subterranean cattle) on a oil drilling operation. Deep underground, they discover the mole-like Moldevor, their owner. He explains that the creatures were driven above ground by Vulkanus, who has drilled into the Earth's core in order to drop a bomb within, thereby raising the temperature of Earth to match that of his home planet. Ben manages to stop the bomb as Jetray before it can reach the core, and Moldevor uses his cache of explosives to seal the cavern permanently. 
30 "Fool's Gold" September 25, 2009 304
A species of goat-like aliens comes to Earth for a Popcorn Festival in Walton. These aliens feed on popcorn and produce solid gold poop, which keeps the town running. Ben, Gwen, and Kevin are called in by one of the aliens named Orb, who has lost track of his friend, Decka. Mayor Coleman has kidnapped Decka in hopes of having a constant supply of gold, but when he feeds the alien meat, he morphs into a primal form that will multiply uncontrollably if it absorbs enough energy (their species is apparently responsible for Mars being a wasteland). After being told that the species cannot digest silicon, Ben feeds Decka an army of Echo Echos, causing him to vomit up everything he ate and return to normal. He and Orb then leave in their ships, with Decka stating that he will tell everyone and they will never come back. Before Mayor Coleman is brought to justice, Kevin gives Gwen a locket with a picture of her and him before the accident to remember him as he was. 
31 "Simple" October 9, 2009 305
An alien recruits Ben to help resolve a conflict that has been ravaging her planet for decades. 
32 "Dont Fear the Repo" October 16, 2009 306
Ben and Kevin try to thwart repo men sent to return Ship to his maker and appeal to a judge to rescind his ruling.