Ben 10

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It started when an alien device did what it did And stuck itself upon his wrist with secrets that it hid Now he's got super powers he's no ordinary kid He's Ben 10.

An action cartoon franchise from America; this entry covers the first series.

Ben 10 revolves around the adventures of Ben Tennyson, a 10-year-old boy. While on summer vacation with his grandpa Max and cousin Gwen, he comes into the possession of a mysterious alien device - the Omnitrix - that allows him to change into a multitude of alien heroes. At first, there are only 10 aliens (hence the name "Ben 10"), but more forms were eventually discovered.

Why isn't the device in more capable hands? Well, once it attached to Ben, it was stuck there. It won't come off.

There's more to this show than meets the eye, however. For example, while this and most other American cartoons either Never Say "Die" or push the Thou Shalt Not Kill Aesop, "people" in this show get killed with reckless abandon with hardly anyone batting an eye. The show's also infamous for the Kissing Cousins vibe between Ben and Gwen. Plus, it has plenty of Nightmare Fuel.

Currently,^[when?] the Ben 10 franchise has four separate series: the original show, the Time Skipped sequel Ben 10: Alien Force, the sequel to Alien Force, Ben 10: Ultimate Alien and the upcoming sequel to Ultimate Alien, Ben 10: Omniverse. The foursome who created the original series, known as Man of Action, went on to create Generator Rex, and later work on Ultimate Spider-Man.

Movie-wise, this (the original series) has three based on it. A Live Action Adaptation Ben 10 Race Against Time (Notable for starring Lee Majors as Grandpa Max), a regularly animated hour long flick Secret of the Omnitrix and a (supposedly non-canon) all CGI film called Ben 10 Destroy All Aliens.

Not to be confused with the Bren Ten. Or Benten. Or Ben X.

Tropes used in Ben 10 include:

• Abusive Parents: Kevin's, who apparently threw him onto the street. Later Kevin himself, using his son Devlin to get his revenge on Ben.
  • It's hinted that it's not the case with Kevin: he either ran away on his own and was thus lying, or his parents threw him out for being freaking nuts and not because of his powers, but in Kevin's mind, his "freakish" powers were the reason.
  • It is revealed in Ultimate Alien that while they were disturbed by his powers, they never intended to kick him out. But in Kevin's mind, they may as well have.
• Action Girl: Gwen, sometimes. More so in the future.
• Actor Allusion: Ditto is not Rob Paulsen's first role as a black-and-white wisecracking being of indeterminate species.
  • In one episode where Ben and Gwen get sucked into a video game, Grandpa Max tells them to turn the game console off.
    • One video on Youtube explicitly noted that, like his role as Colonel Roy Campbell, he carries many, many secrets and often acts as mission control.
• The Alcatraz: Incarceron, the prison satellite.
• Aliens Speaking English
• All Bikers Are Hells Angels: The biker gang in "The Alliance."
• All CGI Cartoon: The "Destroy All Aliens" film.
• All Myths Are True: On average, for every five or six that can be attributed to aliens, there's one that can't.
• All There in the Manual: Pop-up commentary by the creators during a Ben 10 marathon revealed a lot of facts that aren't stated in the show, most notably an extensive backstory for Ghostfreak.
  • They also spoke about characters that would appear in later series, like SevenSeven, older brother of SixSix, and Race Against Time mentioned a "Paradox" in their pop ups.
• Animesque
• Alternative Foreign Theme Song: The show has a different ending theme for the Japanese version called "Ladybird Girl", a love song, which is not very fitting for a show about transforming into multiple aliens.
• An Aesop: Remember, with great power comes great responsibility.
  • Broken Aesop: Over and over and over again.
    • Maybe it would be better put with great power comes great opportunity to abuse that power.
    • Almost every episode he abuses his power ends up with him accidentally angering someone and setting off the plot. A good many of his villains are his villains just because he's tried to be selfish with his powers, such as Kevin.
• Artifact Title: From the moment Ben discovered the eleventh alien in the Omnitrix.
• The Atoner: Tetrax.
• Author Appeal: ALIENS AND SUPERHEROES...COMBINED!
• Author Avatar: The kid Ben tries to save in the pilot episode? That's Glen Murakami.
• Ax Crazy: Kevin 11.
• Badass Family: Max Tennyson and his grandchildren travel the country fighting world-threatening aliens.
• Badass Grandpa: Max Tennyson.
• Badass Normal: Also Max.
  • Ben himself in the episode "Gwen 10" where Ben loses his powers, Ben still proves to be pretty badass, even using Grandpa Max's Big Freaking Gun with no problem.
    • In "Grudge Match", Ben manages to defeat an alien robot even after his Omnitrix times out. Admittedly, he already weakened it as Diamondhead, but it was still more than capable of killing him.
• Be Careful What You Wish For: The beginning of an episode has Ben easily thwart a robbery. At the end of the preview, he outright states if there's anyone who can give him a challenge. Just so happens, it was the Negative 10 episode.
• Berserk Button: Let's just say that if you ever hurt anyone Ben cares about, you're going to regret it. A LOT.
  • Kevin learned that the hard way in "Ken 10".
• Big Bad: Vilgax in season 1, Kevin 11 in season 2, Ghostfreak in season 3, and the Forever King in season 4.
  • Vilgax, being the Arch Enemy, also had the role of secondary Big Bad in seasons 2 and 4.
• Big Damn Movie: Secret of the Omnitrix.
• Big Freaking Gun: Some of Max's guns.
• Biker Babe: Rojo, who's also a Hot-Blooded (bordering on Ax Crazy) Badass Biker.
• Black and White Morality
• Black Box: The Omnitrix itself. Even its creator doesn't know exactly what he's made.
• Black Magician Girl: Charmcaster.
• Body Horror: Kevin after he is forced to be a conglomerate of Ben's original 10 forms.
• Brake Angrily
• Came From the Sky: This is how Ben got the Omnitrix.
• Can't Get Away with Nuthin'
• Can't Live Without You: Ben and Kevin in the Chained Heat episode -- their shackle is set up so if one of them dies, so does the other.
• Canon Immigrant: Eon, a movie villain, actually makes an appearance in Ultimate Alien.
• Cape Busters: The Forever Knights
• Captain Ersatz: Ben10 himself... sort of.
  • Waybig. This troper Lol'd the first time he appeared.
  • There's a shocking number of comic book characters in "Ready to Rumble" getting the treatment: Wolverine, Cyclops, Wonder Man, Killer Croc, even a gang boss based somewhat on Kingpin. The clincher? Wolverine and Killer Croc were adopted by Aunt May.
  • Fourarms actually switches to Goro's wardrobe later in Ultimate Alien.
• Cerebus Syndrome: While the series never loses its humor side, it gets a lot more serious and dramatic. Last chapters? Fighting the Knight of Cerebus. First chapters? Fighting Mega-Whatts, a bugman, and a doctor who has a device that basically destroys any laws of biology through use.
• Chained Heat: "Grudge Match".
• Christmas Episode: During the summer, no less.
• Circus of Fear
• Clingy MacGuffin: The Omnitrix.
• Conspicuous CG: Max's mobile home.
• Conservation of Ninjitsu: Ben's alien form Ditto.
  • Kevin 11 (pre-Time Skip)
• Conveyor Belt O' Doom: "Ready to Rumble" - The mother of two mutant kids was tied to a conveyor belt in an old wood mill. She was heading towards a wood saw that's right between her legs.
• Cool Car: The Rustbucket.
• Could Have Been Messy
• Cousin Oliver: Debatably, Cooper.
• Cowardly Lion: Gilbert in "Camp Fear". When he's not running around screaming his head off, he's quite helpful fighting off the mushroom monsters and protecting the younger campers.
• Creepy Child: Meet Kevin, eleven years old and willing to kill a subway load of people without a second thought.
• Cross-Dressing Voices: Tara Strong as Ben.
• Cute Monster Girl: In "My Big Fat Alien Wedding" the majority of the shapeshifting aliens are very ugly non-humanoid sludge monsters in their true form. The non-evil one (who's marrying a human) oddly looks like a fairly attractive purple-skinned woman in her true form. Despite being the daughter of the episode's villains.
• Daddy's Little Villain: Charmcaster to Hex (though it's more of a case of Uncle's Little Villain).
• Dark Action Girl: Rojo
• Dark Magical Girl: Played with in regards to Charmcaster. She does sincerely have the background of a normal DMG (raised and trained by an evil, abusive guardian,) but she actually chooses to be evil rather than join her Magical Girl counterpart. Since, you know, Evil Is Cool (not to mention sexy.)
• Determinator: Vilgax.
• Description Cut: Vilgax, in the first episode, prattles on about how no one in the universe can stop him. Then the scene cuts to Ben, in school, throwing a paper airplane at his teacher before the bell rings.
• Disney Death: Happens multiple times in The Movie.
• Eldritch Abomination: The Great One from "The Big Tick".
  • The Mycelium in "Camp Fear".
• Elemental Powers: Several of Ben's alien forms have powers based on a specific element, the most obvious one being Heatblast.
• Emerald Power: The Omnitrix glows green when active.
• Empathic Weapon: The Omnitrix.
• Enemy Without: Ghostfreak.
• Evil Counterpart: Kevin 11.
• Evil Sorcerer: Hex
• Expository Theme Tune:

It started when an alien device did what it did And stuck itself upon his wrist with secrets that it hid Now he's got super powers, he's no ordinary kid He's Ben 10! (Ben 10, Ben 10!)

• Expy: Zombozo demonstrates similar behavior to Pennywise, he even turns into a giant spider in a hallucination(?)!
• Extra-Strength Masquerade: As a Fantasy Kitchen Sink show borderlining on Planet Eris, it's really inconsistent with regards to whether the existence of aliens, robots, and mutants is commonly accepted knowledge, or whether such things are supposed to be regarded as myth by the general public.
• Face Fault: Look hard enough, Gwen in Charmcaster's body in "A Change Of Face" has these.
• Flanderization: Early on, the Omnittrix is fairly reliable, only transforming Ben into the wrong alien once every few episodes, and Ben is justifiably surprised when it happens. Fast forward to the Season 3 finale, and out of the four times Ben transformed in the first part, he only got the alien he wanted once, and he's reduced to frantically begging the Omnitrix to please cooperate with him this time...
  • Justified in that he totaled the controls a few episodes back to keep it from falling into the wrong hands.
• Family-Friendly Firearms: Sometimes justified by the sci-fi setting, but really...where are ordinary gang members, mall cops, and other assorted armed Muggles getting their sci-fi firearms?
• Foreshadowing: There are many hints that Max wasn't just a normal Plumber, such as knowing that Heatblast is not a monster but an alien, and mentions of Vilgax making him tense.
• Franchise Zombie: Man of Action Studios only worked on this series. The three following sequel shows were Cartoon Network's doing.
• Freaky Friday Flip: Gwen and Charmcaster in "A Change Of Face".
  • Later on happens to Gwen and Ben in the same episode.
• Freudian Excuse: Kevin being abandoned by his parents and mocked by peers for being a "freak". Once he couldn't take it no more, he decided "to show them just how much of a freak he could be."
  • Also, Charmcaster being raised by her blatantly abusive uncle Hex. He did his job too well, and she ends up betraying him for her own evil goals.
• Full-Contact Magic: Played perfectly straight; mixing a black belt in Tae Kwon Do and magic alien energy-manipulation powers gives Gwen dynamic and fluid fighting scenes.
• Future Badass: Ben 10,000, Gwendolyn, and cyborg Max. That is all.
• Future Me Scares Me: When Ben and Gwen go to the future, Future Ben is pretty much a jerk.
• Getting Crap Past the Radar Redheaded Gwen: "Next year, I am so going to band camp!"
  • Also, in "Camp Fear:"

Ben: "You guys know way too much about mushrooms!"

• • In the first episode, Ben's grandfather's car has the license plate "S81Z1M".
• Grand Finale: "Secret of the Omnitrix", as Word of God confirms it takes place after "Ben 10 vs. the Negative 10." However it was aired early on in Season 4's run rather than later.
• Grand Theft Me: Charmcaster can't get the Omnitrix off Ben, so she's just going to do this instead.
• Green-Skinned Space Babe: Xylene.
  • With Non-Mammal Mammaries, even after she states that her race does not take care of their young at all ("On my planet, once you hatch, you're on your own.")
• Growing Up Sucks: Ben 10,000.
• Hands-On Approach: Done with Gwen teaching Ben to dance in "My Big Fat Alien Wedding." See Relationship Writing Fumble below.
• Harbinger of Impending Doom
• Hey, It's That Voice!: Grandpa Max is voiced by none other than Paul Eiding, who voices Colonel Campbell from the Metal Gear games.
  • Not to mention Perceptor from the original Transformers Generaton One cartoon
  • I thought I told you to turn the game console off!
  • If I start listing off everything Steve Blum has done, we're going to be here all day.
  • Don't forget Tara Strong!
• Henshin Hero
• Hour of Power
• Humanoid Aliens
• Hurricane of Puns: Witty one-liners make up a good 75% of dialog, mainly when Ben is in alien form.
• Hypocritical Humor: A bit of it in "Gwen 10", where Ben keeps telling off Gwen for doing things he knows perfectly well he did in the past.
• I Am Not Left-Handed: A couple of occasions, but possibly the most awesome is in "Grudge Match", where Kevin 11 has Ben trapped, and boasts that he can handle any of Ben's 10 aliens, since he IS all those aliens combined. Ben then reveals that he's unlocked a new form since Kevin last saw him: Cannon Bolt. Kevin gets hammered.
  • A similar, if more subtle version comes from "Ben 10,000", when Vilgax makes the same boast about all TEN THOUSAND of Future Ben's aliens, except that Future Ben has one form Vilgax overlooked: human.
• I Have Come Too Far
• Implacable Man: Vilgax.
• Imported Alien Phlebotinum: The Omnitrix.
• Instant Expert: Gwen when she gets the Omnitrix in an alternate timeline. Subverted with her magic, which she bumbles through for many episodes before getting good at it.
• Intangible Man: Ghostfreak.
• Jade-Colored Glasses: Ben 10,000 has been wearing a set for years, apparently.
• Joker Immunity: Vilgax. Helps that he's Nigh Invulnerable, of course. It's a bit hard to kill somebody who survived being nuked. And has upgraded himself since then.
• Jumped At the Call
• Jumping Off the Slippery Slope: Kevin's "crash a passenger train" plan. Fastest partnership breakup ever.
• Kid Hero
• Fight Fire With Fire: Present in the very first episode, Ben accidentally starts a fire, Grandpa Max tells Ben that in order to stop it, he should start another one.
• Knight of Cerebus: The series, at it's heart, is about a kid who does heroics and stupid things with his Omnitrix, but when Vilgax or Kevin appear, the episode's gonna take itself fairly seriously. Zs'kayr and the Forever Knights to a lesser extent, they made only a few occasional appearances, but they did establish themselves as threats later on.
• Lamarck Was Right: Averted in "Ken 10"; Kenny needs his own Omnitrix to get his own powers.
• Lawyer-Friendly Cameo: An alien version of Billy in Ken 10. Even shares the same VA.
  • Don't forget versions of Konohamaru and Team Ebisu from Naruto in the Christmas episode.
• Legion of Doom: The Negative 10.
• Leitmotif: Several, including ones for Ben's aliens and a one for the occasional instances of Sky Surfing that happen a few times over the series.
• Limited Wardrobe: A subtle nod to this in "Gwen 10": Ben throws several shirts identical to his own out of his suitcase while he's searching for a lost item.
  • Subverted in the live-action movie of course. But Ben wore this very shirt later in the movie.
• Lotus Eater Machine: "Perfect Day"
• Magical Girl: Gwen.
• Magic Misfire: Gwen, too. She even figured out how to use the misfire to her advantage. Sort of.
• Magic Pants: ANYTHING that Ben was wearing before he goes alien - no matter how badly it was ripped during the transformation sequence - will be back, in perfect condition, when the Omnitrix runs out of juice.
• Merchandise-Driven
• The Men in Black: The Plumbers, who are a secret organization
• Missed the Call: The Omnitrix was intended for Grandpa Max and not for Ben.
• Monster Clown: Zombozo.
• Monster of the Week
• Mook Horror Show: Ben sometimes invokes this on criminals. This includes one time when he was fighting two robbers as Ripjaws. However, the most noteable time is when he literally scares Zombozo to death as Ghostfreak.
• The Movie: Secret Of The Omnitrix.
  • There's also the live action movie Race Against Time. Now if only the guy who directed Men in Black directed this movie and Tommy Lee Jones played Grandpa Max, the movie would've been a thousand times cooler.
    • Still, the movie is Cartoon Network's most-watched premiere of all time. It was also a huge hit overseas.
  • And it's getting a theatrical movie, too. ^{[dead link]}
• Mundane Utility: Of course.
• My Friends and Zoidberg "...and leave the rest to the game pros... and Ben."
• Negative Continuity: Later in the series, almost all the time, ranging from changes in height to more plot related problems (Stinkfly's sudden inability to swim in They Lurk Below, the event noted in the Ben 10 entry in Freaky Friday Flip, etc.)
• Never Say "Die": All the deaths are either offscreen, not outright stated, or obscured by explosions, with a good dash of What Measure Is a Non-Human? to 'lighten' it further.
• New Super Power
• No-Holds-Barred Beatdown: How Vilgax says hello.
• No Ontological Inertia: The episode "The Big Tick" features an Eldritch Abomination which completely ravages its surroundings for several hundred meters around. After it's destroyed, the local area returns to its former state immediately, despite there being nothing to suggest that the destruction was illusory! For some reason, the characters find this to be perfectly acceptable.
  • This one is a little justifiable. If your world was being destroyed, but you killed the Big Bad causing it and everything went back to normal, would you complain?
• No Sense of Humor: Adult Ben, as seen in the episode "Ben 10,000". He gets better in the end and continuing into "Ken 10".
• Oblivious Mockery: Early in the What If episode "Gwen 10", Gwen gets the Omnitrix stuck on her wrist and turns into Heatblast. Ben, who remembers going through this before, warns her about the danger of using fiery powers in the middle of a forest. She immediately responds that only an idiot would set the forest on fire. Naturally, that's exactly what Ben did in the first episode.
• One-Winged Angel: Both played straight and nastily subverted.
• Papa Wolf: Grandpa Max towards Ben and Gwen. Ben himself in the future, where his son Kenny is concerned.
• Plant Aliens
• Positive Discrimination: Used toward Gwen with annoying frequency.
• Power Echoes
• Pro Wrestling Episode: "Ready to Rumble".
• Psycho for Hire: Kevin 11. As noted in "Grudge Match", while his main desire is revenge on Ben, he likes to seek any excuse to fight, brutalize, or even kill various opponents.
• Puny Earthlings: Humans are the only species that doesn't have at least one ability that would be classified as a superpower.
• Recycled in Space: Permanent Retirement = Invasion of the Body Snatchers.
• Retool: Into Ben 10 Alien Force, which itself later got retooled into Ben 10: Ultimate Alien.
• Red Oni, Blue Oni: Ben and Gwen.
• Retroactive Precognition: Ben has this in "Gwen 10" when he gets mysteriously transported to the past, and remembers everything that happened over the past several months, but nobody else does. In an odd case of Plot Induced Stupidity, it takes Max a while to believe Ben, despite the fact that Ben now knows about Vilgax, who only Max has met, and the Omnitrix, which is unknown to most people on Earth.
  • It seemed less like disbelief and more like denial.
  • Unfortunately for Ben, things have changed enough that his knowledge of future events is limited in its usefulness.
• Rule of Cool
• Rule of Fun: Especially compared to its Darker and Edgier Contested Sequels.
• Running Gag: How many times was a hotdog cart knocked over again?
  • "It's too quiet...Where's Ben?"
  • "Greymatter?! Aw, man..."
  • The many, many times Ben tries to turn into one alien but ends up as one that's more suited to the situation.
• Schmuck Bait: "It" in "Tourist Trap".
• Sci-Fi Writers Have No Sense of Scale: In Negative 10, the power source has "as much power as the sun." Then Max goes on to say that if it goes off, it can blow up a continent the size of Texas to outer space (Good thing every single one of them is a lot bigger than that by definition...). An energy source that powerful would blow up more than a continent.
  • Not to mention the fact that, when the Big Bad finally absorbs this ultra-powerful energy source into his Powered Armor, the most he can think to do with it is use it to shoot rather mediocre Eye Beams.
  • And in Ben 10,000, to unlock ten thousand alien forms in thirty years would require an average of one new alien form every single day for the entire time, though that would leave a bit of extra time.
    • Or once you unlock master control a few thousand aliens come with it.
• Screw the Rules, I Have Supernatural Powers
• Second-Person Attack: At least Once an Episode.
• Secret Legacy
• She's All Grown Up: Gwen in "Ben 10,000". Ben himself bears a suspicious resemblance to a well-built Commander Riker, much to the delight of some.
• Shout-Out:
  • "I find your lack of faith disturbing."
  • "We'll always have Roswell."
  • Former Plumber Driscoll's armor resembles that of Golbez from Final Fantasy IV, except he's actually evil instead of mind-controlled.
  • Ben and Gwen's alien disguise in The Movie is a cross between Boo's monster suit and Randall Boggs.
  • Grampa Max piloting the space shuttle in "be Afraid of the Dark"

Grampa: "Yeah. I still got the right stuff.

• • And of course one to Naruto at the end of the Christmas episode.
  • The Pisciss Volann (Ripjaws) Plumber in "The Mother of All Vreedles" looks and sounds like The Incredible Mr. Limpet.
• Silver Age: The show looks almost like a love letter to the Silver Age.
• Snap Back: Ben never seems to learn from the Aesop in any episode and at the start of the next episode continues behaving like an idiot bent on doing things his way no matter what, despite his level of intelligence and understanding to the contrary.
  • This is actually lampshaded at the end of the CGI "Destroy All Aliens" film.
• Spiked Wheels: In "Ben 4 Good Buddy", Turbine has wheel spikes as one of the weapons on her Weaponized Car.
• Status Quo Is God: Ben gaining mastery of the Omnitrix? Reset Button time.
• Steven Ulysses Perhero
• Sword Over Head: Ben to Kevin in "Framed".
• Synchronization: Ben's alien form Ditto.
• Tastes Like Friendship: Subverted. Feeding theobromine compounds to an extra-terrestrial may not be the best idea...
• The Group: The Forever Knights' cover name is The Organization.
• Theme Naming: Ben Tennyson is ten years old. Kevin E. Levin is eleven.
  • Ben gives his alien forms extremely marketable names based on their appearance or powers.
• This Looks Like a Job For Aquaman: In "The Big Tick", the episode where Ben first unlocks Cannonbolt, he initially hates the alien form for being unwieldy and uncontrollable, and refuses to use it again. Guess which alien turns out to be the only one capable of defeating the Eldritch Abomination threatening the Earth that episode?
  • More than a little bizarre, given that the Great One's worshipers claim that it just recently "cleansed" an entire planet full of Cannonbolt's species.
  • More literally, Ripjaws is completely awesome during underwater episodes, and (almost) completely useless otherwise.
• This Loser Is You: Ben, especially within the later seasons.
  • Thusly, Flanderization.
    • Nowhere is this more obvious than in the 3-minute shorts that frequently appear on Cartoon Network.
• Those Two Guys: J.T. and Cash.
• Time Skip: Ben 10 Alien Force skips ahead five years.
• Totally Radical
• Transformation Conventions
• Transformation Sequence
• Transformation Trinket: The Omnitrix
• Traveling At the Speed of Plot:
  • XLR8 is exactly as fast as the plot calls for, and no faster. Sometimes it's literally too fast to see, most of the time not so much. Thus, aliens with nowhere near its speed can still hit it.
  • The Omnitrix's "ten minute" time limit is usually quite a bit shorter than that, to ensure that Ben can't beat the Monster of the Week too quickly.
  • From the moment when the Omnitrix starts beeping and flashing red, there is variable time until the moment Ben returns to his human form - sometimes it is almost instant, and sometimes... it takes a while.
• Tree Cover: In "The Visitor", Ben eavesdrops on Max and Xylene by turning into Wildvine and merging with the tree.
• Tuck and Cover: Cannonbolt's function in a rescue operation.
• The Unchosen One: See "Missed the Call" example above.
• The Unintelligible: Wildmutt and Sixsix.
• Third Person Person: "No-one boos Technorg! Technorg is champion!"
• Unspoken Plan Guarantee
• Up to Eleven: Played straight with Kevin's entire villain premise. Complete with Thematic Naming.
• Villain Team-Up: Kevin finding Vilgax in the second season finale.
  • And the Negative 10 later on.
• Voices Are Mental: Averted for the aliens, but played straight in the Freaky Friday Flip episode.
• Voluntary Shapeshifting
• We Are Team Cannon Fodder: Version two, Gwen and Grandpa Max.
• Webcomic Time: The summer road trip lasted nearly the whole of the original series.
• Wham! Episode: "Secrets", which resolves the Myth Arc hinting at Max's past and formally introduces Vilgax to Ben's life.
• What If: The out-of-mainstream-continuity episode "Gwen 10"; some would classify the "Ken 10" episode under this.
  • Not to mention the show's last episode: "Goodbye and Good Riddance"
  • Word of God in the DVD commentaries states that the "Ken 10" episode is one of "many possibilities" of the future.
• What Could Have Been: Some of the concept art for Ben 10 included superheroes, rather than specifically aliens, one transformation of which was a girl, which could have a set off a Gender Bender trope.
• What Measure Is a Non-Human?: Uncomfortably applied given that Ben isn't human half of the time.
• Where's the Fun In That?: In the What If episode where Gwen was the one the Omnitrix attached itself to, Vilgax has her restrained and selects from a range of sharp-looking tools to forcibly remove it from her.

Gwen [nervously]: Couldn't you just slip the watch off? Vilgax: And what fun would that be?

• White-Haired Pretty Girl: Charmcaster.
• Why Did It Have to Be Snakes?: In Ben's case, clowns. In the case of the clowns, Ghostfreak.
• Wrench Wench: Road Crew member Turbine is a villainous version.
• Wretched Hive of Scum and Villainy: Incarcica in The Movie is described as this, even though it's technically a prison.