Elsewhere, out in the forest, a small dog-like Galvanic Mechomorph seeps out of a crashed spaceship. At the dunking game Max challenged them to, he and Ben both get splashed, unaware that the water is from the. 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. Ben must fight against one of his aliens. However, after Ben reveals the powers of what the Omnitrix can do, he soon realizes that Kevin may only be after the powers of the Omnitrix, for his own doing. With the weather being too dangerous, the bands can't play and the show can't go on. 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.
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. Animo, the Omnitrix is accidentally set to self-destruct. Tetrax criticizes his lack of strategy in hand-to-hand combat, then aids Ben in warding off Kraab and Sixsix. Now Ben must work with Xylene to his dismay to save Grandpa Max. As Gwen applies to a prestigious Prep School, the circus freaks attack the school to get some quick cash.
Yesterdays are histories Thanatos caused Hel and Vilgax to go back in time where they destroys Ben's past Omnitrix, Alien Force Omnitrix and Future Omnitrix which is the Ultimatrix. Ben then learns that Gwen's captor is her own thirty-year-old future self, and a master sorceress to boot. Ben gets the chance to use the Omnitrix when Vilgax attacks, yet again looking to take the device from Ben. One person mistakes Grandpa for Santa Claus and uses him in his plans. He discovers that their opponents, the , are. Ben manages to escape, but Grandpa Max and Gwen don't believe Ben about his sighting. Meanwhile, Ben finds the freaks robbing the town.
Kevin leaves Ben to pay for his own crimes performed as Omnitrix aliens, bringing Ben into direct conflict with the ruthless of the government's Special Alien Capture Team. Xylene attacks, and Grandpa Max comes to defend, only to recognize her. Now Gwen must find the way to get out of prison, alert her family against Charmcaster, and get her own body back using every trick up her sleeve. Animo, a scientist who can mutate and control animals, will really teach him. Her magical aura is colored a bright blue. The Omnitrix times out and Ben turns back to his human form. Ben wakes from a nightmare and says an alien is coming after him.
Phil has been abusing it to scam various hotel owners into paying him to remove the aliens that he sets free. When Grandpa Max, is affected it's up to Ben and Gwen to find out what's going on. Ben easily defeats the worshippers, but the Great One turns out to be impervious to the original ten aliens. He decides to use Ghostfreak's power to sneak inside. But with unexpected results, Ben loses and is grounded at the back seat for a month for cheating. But the Circus Freaks didn't take any gold, and they're not the only ones involved in the caper. They also have plans to replace the President with one, as well.
The Tennyson pick up Cooper, the grandson of a fellow plumber. Now the Tennysons have two superheros in the family. Sublimino is able to use those he hypnotizes to commit crimes in their state, and the alien-equipped Ben proves to be the perfect accomplice. This site does not store any files on its server. Instead, Ben decides to transform to Upgrade, and merges with the game console. Along with Gwen and Kevin, he must recruit other Plumber's children with special powers of their own. In order to stop it, Ben, Gwen, and Tetrax travel across the vastness of space to track down the Omnitrix's creator,.
Ben fights Gwen as Four Arms and Upgrade, eventually destroying their surroundings, upsetting Grandpa Max. The Omnitrix times out, and most of his Heroes no longer appear in the Omnitrix. They hear the Circus Freaks are at Fort Knox and go to stop them. While attempting a rescue, Ben discovers that the robots plans are to replace the , who had also been watching the game. Three alternate versions of this film have aired, each with a modified opening from the original.
Ben says he will move it back, but the Omnitrix powers down and Ben accidentally unleashes Megawhatt, a small little alien with a big sense of humor. From hers, Gwen learns that she has a natural affinity to and. Now he can change into 10 different alien creatures. He contacts Ben in a dream, which worries Max. By the time the Tennysons find out, they are too late to help. Ben goes on a road trip with his Grandfather, and cousin Gwen for summer vacation.