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, he is captured by Howell Wayneright, an alien-obsessed nerd whom then gets himself and Gray Matter captured by a secret society of knights known as the Forever Knights. The […]

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.

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 […]

Clancy, a man 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 […]

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.

While in a tourist trap town called Sparksville[disambiguation needed], 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.