Original Airdate

May 14, 2010


Four arms in Ultimate Alien Ssserpent has escaped from prison and is going on another rampage. Ben arrives to stop him and becomes Fourarms to fight. Ben defeats Ssserpent by crushing him with two cars and suddenly a helicopter comes and a man comes out and introduces himself to Ben as Oliver, a video game producer, and tells Ben he is going to star in his own video game .

At Mr. Smoothy, Ben meets with Kevin and Gwen, where Kevin was trying to teach Gwen how to drive and Ben tries to tell them about his new video game, but Gwen and Kevin are busy arguing about Gwen's driving skills. The argument is finally put aside when Ben agrees to teach Gwen. Kevin goes to Ben to watch him screen for his video game, and Ben shows all of his aliens' moves to Oliver (except for Nanomech). But when Ben leaves, Oliver is revealed to be working for Will Harangue, the TV reporter who constantly criticizes Ben and the video game is revealed to be a ruse for Harangue to destroy Ben and counter all of his aliens' moves. When Ben tests Gwen on her driving, they are attacked by Harangue's robot called the Stalker, and when Ben fights it, it is revealed to be too strong for both Spidermonkey and Swampfire.

As the Stalker fights Ben, Gwen drives Ben's car to escape it. But the Stalker confuses another car for Ben's and attacks it, but Ben is able to drive it away. Harangue notices the robot's malfunctions, so he decides to take over instead. The next day, Gwen is up for another test for her driving, and when she was doing good, she and her instructor are attacked by the Stalker again. As the Stalker chases Gwen and Mr. Webb, Ben notices the action and tries to defeat the robot as Cannonbolt, but the Stalker shoots a super powerful glue that traps Cannonbolt. Ben becomes Big Chill to escape, and the robot is also able to melt away the effects of Big Chill's ice breath. With one more transformation, Ben becomes Lodestar, but realizes the robot is not made of metal. Soon enough, Ben gets too weak and surrenders as Harangue is about to finish him.

Harangue decides not to finish Ben off, as it would threaten his ratings, so he decides to fight Ben personally in Washington D.C. and challenges him to the fight on TV. Ben accepts and he, along with Gwen and Kevin, go. The Stalker comes and turns on a monitor with Harangue's face on it, and through it Harangue asks Ben if he has any last words. Ben becomes Humongousaur, but the Stalker is too strong for Humongousaur. So Ben decides to use as move from one of his video games, and it causes the Stalker to go out of control and rampage. Ben realizes the only way to stop it is to use Nanomech to go in and shut down the Stalker. Nanomech is able to get in with Kevin spitting him with a straw and he breaks the robot apart. Harangue is defeated and Ben shows up as Way Big with the remains of the Stalker and crushes them and drops them on Harangue's car. The next day, Harangue criticizes Ben about framing him to be the bad guy, and for also wasting the money that cost him to build the Stalker. Gwen shows up and tells Ben and Kevin she has her driver's license she said," I past my driving test." She uses Kevin's car to drive her friends to Mr. Smoothy, with Ben and Kevin racing to get shotgun (sit at the front of the car).

Major event

  • Ben first transforms into Fourarms, Nanomech and Way Big in the Ultimate Alien series.
  • Will Harangue tried to defeat Ben, while ending up losing.
  • Gwen gets her driver's license.

Ultimatrix alien debuts



Aliens used


  • This marks Fourarms' first appearance since Ben 10 vs. the Negative 10 (Part 2) from the original series and his first appearance in a sequel series. Ben even references this by commenting he didn't know it was still in there. But possibly he scanned Manny and forgot .
  • Actually, Ben does not show all alien forms in the video game. There was actually 2 other forms that Ben did not transform for the video game, Way Big and Alien X, because if he did transform into Way Big, it would destroy the roof, and Alien X would just be frozen.. The next scenes in the video game room show no damage at all. Also not seen were the Ultimate Alien forms.
  • Lodestar's mouth is finally seen open in this episode.
  • This episode appears to break the fourth wall twice. First, Ben states that he couldn't say his last words on TV, (though he was possibly referring to the news) and when Will checked his ratings, stating: "It's obvious. Everyone loves to watch Ben 10 !.
  • This marks the first time an alien that debuted in a live-action movie (Nanomech) appears in the animated series. (Note: all times Ben became Nanomech, Humongousaur is the he was alien he turned into before).
  • It is shown that in Ultimate Alien that Nanomech talks in a high-pitched voice unlike in Alien Swarm. Plus, Nanomech doesn't use any of his powers in this episode.
  • The original title was supposed to be Computer Games as the official website said.
  • Ben threatens to swear in this episode.
  • In this episode, Gwen gets her driving license.
  • This episode is a parody of the 1967 Spider-Man series episode, "Captured by J. Jonah Jameson.
  • This is the first time Kevin doesn't use his shape-shifting powers since gaining it.
  • This episode has the most aliens in the Ultimate Alien series so far.
  • When Oliver is talking to Will Harangue after the video game scan, his voice is the same as the one he used when he was talking to Ben, but later in the episode it changes .
  • Kevin seems to think Ben's destruction of Will's car is not a good reason for getting back at Harangue for his rage focused at Ben. However, due to Kevin's obsession with own his car, (a running gag throughout Alien Force and Ultimate Alien) it is likely a joke about that .
  • This is the first time an alien mistransformation has happened when Ben first had the Ultimatrix. This is similar to the Omnitrix's "alien mistransformation" gag as seen in the original series and the third season of Alien Force.
  • When Ben tried to turn into Chromastone on top of his car but instead turned into Swampfire, he actually yelled "Swampfire ! " although that was not who he tried to turn into. He may have just developed a reflex, yelling out the name of the aliens he turns into even if they are a mistransformation, though in Hero Time when Ben turns into Rath after selecting Jetray, he shouts "Jetray !
  • It seems ever since Ben regained Chromastone he tries to use him , This may because he wanted to try the things Sugilite did, such as flight.
  • This episode features all of the aliens that were featured in Ben 10: Alien Swarm. (Big Chill, Humongousaur, and Nanomech)
  • Ben goes 8 other forms off-screen: Brainstorm, Echo-Echo, and the Ultimate Forms.
  • Humongousaur says "one of my balls fell off" when a white sphere is detached from his suit. This is either an accidental quote or a line made on purpose for comedy purposes.
  • Fourarms and Nanomech is now voiced by Dee Bradley Baker, instead of Richard McGonagle and Alex Winter .


  • Ssserpent: Who are you to challenge the might of Ssserpent?
  • Ben: I'm a deputized agent of the Plumbers. You're breaking your parole.
  • Ssserpent: And you think you posess the power to ssstop me?
  • Ben: Yep, kinda do. (transforms into Fourarms)
  • Fourarms: Fourarms! Woah, didn't even know that was still in there!
  • Ssserpent: You will be my evening sssnack. (Lashes out with his arms)
  • Fourarms: (grabs Ssserpent's hand) Nope. (grabs Ssserpent's other hand) Strike 2.
  • Ssserpent: (Struggles to get free, then gives up) We appear to be at sssomething of a ssstand-off.
  • Fourarms: I don't really sssee it that way. (grabs and sandwiches Ssserpent between two cars).
  • Ssserpent: (strained) I'd like to go home now, pleassse.
  • (Fourarms changes back into Ben)

  • Kevin: Look, Gwen you got to treat a car like you treat a woman.
  • Gwen: (gives him a look) Go on.
  • Kevin: (pauses) No. I sense I made a mistake of some kind.

  • Kevin: (while Ben shows his moves for the video game) It's like one big, nerdy traffic accident. I can't watch, but I can't look away.

  • Will Harague: (speaking to Ben through the Stalker) Any last words?
  • Ben: None that I'm allowed to say on TV.

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