Ben 10: Omnitrix and Ultimatrix / Characters

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The original Omnitrix as seen in the original series and the reboot

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The original Omnitrix as seen in Alien Force

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The Ultimatrix, as seen in Ultimate Alien

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The finished Omnitrix seen in Omniverse.

Voiced by: Yuri Lowenthal

The device created by Azmuth that Ben Tennyson uses to transform into different aliens. The original Omnitrix was a prototype, used in the original series and Alien Force, with the changed appearance in the latter being due to a recalibration which reset Ben’s alien roster. When it was destroyed, Ben used the Ultimatrix, another prototype created by Azmuth that was stolen by the Galvan-turned-Ben copy Albedo and later taken by Ben, which had the unique ability to evolve aliens into their Ultimate forms, but came with its own various quirks. Ben would receive the final version of the true Omnitrix in Omniverse, and has used it since.

The Omnitrix

The Ace: A variation. All of the alien forms present in the Omnitrix are actually the optimal genetic specimen of their species (at least, at Ben’s age or an equivalent one). Basically, they're to their species as Captain America is to humanity (peak and perfect physical condition).
- It's most blatantly seen with Bullfrag, a genetically optimal and healthy Incursean: While the standard Incursean grunts are human-sized, gaunt, and frail-looking due to their rather poor diets (except for Milleous), Bullfrag meanwhile is taller than the average human and has a Heroic Build. The only other Incursean to look significantly different is Attea.
- Another example is Kickin Hawk, whose more muscular and a far better hand to hand fighter than his DNA source Liam.
- Downplayed but noticeable with Four Arms as well. Female Tetramands are traditionally stronger than males, and Ben as Four Arms faced off against the Warrior Princess Looma, Warlord Gar's Greatest Warrior and not only surpassed her in strength, but defeated her in combat.
Aliens Speaking English: While the Omnitrix does have a translator built in, Word of God is that Ben's alien forms are not being translated. Ben is always literally speaking English, because it's the only language he knows. Wildmutt simply lacks the anatomy required to do so.
Bigger on the Inside: It's shown on more than one occasion that the Omnitrix is a miniature world unto itself.
- A section of Destroy All Aliens has Ben get accidentally sucked inside the Omnitrix, where he encounters hordes of his alien forms in recreations of the home environments of other forms.
- In '"The Ultimate Sacrifice" episode of Ultimate Alien, Ben's ultimate forms are treated as physically existing within the Ultimatrix, where they pull in Ben to force him to release them.
- The climax of the Innervasion arc in the reboot series depicts the inside of the Omnitrix as an expansive facility where the genome of each species is stored within capsules. The villains of the arc plotted to open a wormhole from their world inside the Omnitrix to invade the Earth through it. Ben, Max and Gwen all end up inside and have to fend off an army.
Black Box: Ben has no idea how the Omnitrix works at the beginning of the story; the best he can do is turning and pushing the dial. This frequently causes him to take the wrong transformation, turn back to normal at the wrong time, or merely make mistakes.
Chest Insignia: The Omnitrix's symbol will appear somewhere on the body of every alien it transforms its wearer into. In Alien Force and Ultimate Alien, it's always on the center of the chest, but it varies in the original series and Omniverse.
Clingy MacGuffin: The thing is stuck on Ben's wrist. This prevents villains from simply taking it from him. Though by the last season of Alien Force this is no longer true, as Ben knows exactly how to remove the thing whenever he wants. He just doesn't want to.
Collector of Forms: The Omnitrix is programmed to scan the DNA of any species it encounters to add to its database of transformations. There seem to be several requirements for it to collect a new form:
1. The target must possess DNA or equivalent genetic information. Without a genetic blueprint, the Omnitrix cannot replicate a creature.
2. The target must be living. The Omnitrix will not recognize dead tissue or nonliving constructs like robots as valid targets for a scan.
3. The species must be sapient. The Omnitrix allows the mind of its user to merge with that of each of its forms to make using them easier. Trying to meld a sapient user's mind with that of a non-sapient species can cause permanent physical and psychological damage. In extreme cases, such as Phil's fate after being used as the test subject for the Nemetrix, this can cause mutation and loss of identity to the instincts of the non-sapient animal.
4. The sample must not be overly mutated from the baseline of its species. Attempting to replicate the DNA of a mutated creature can cause dangerous errors with transformations, so the Omnitrix will reject mutated strains it scans.
5. The species cannot be magical. The Omnitrix is not compatible with the DNA of magical creatures, assuming said magical creatures have DNA at all.
Defense Mechanism Superpower: The Omnitrix has several functions that only activate automatically to protect it and its wearer. In the original series, it would often unleash powerful shockwaves of green energy to repel enemies trying to remove it from Ben or otherwise access it against his will. In Alien Force, after Ben was shattered to pieces as Chromastone, it recalled all the fragments to transform him into Diamondhead, seemingly restoring Ben from the brink of death. Omniverse's finale showed the greatest defensive ability seen yet: when Ben attempted to contain a potentially universe-destroying blast, it began cycling him through all of his unlocked forms until it found one capable of containing and redirecting the energy of the device to save his life.
Depending on the Writer: It's been lampshaded on countless occasions that basically no one other than Azmuth truly knows how the Omnitrix works. As such, its rules and abilities vary wildly from episode to episode, even down to its most basic functions: how long the user can stay transformed, how long it takes to recharge, how its failsafes are activated, how to switch from alien to alien, etc. are all subject to change at basically any point. Justified in that figuring out the mysteries of the device is the main premise of the series.
Discard and Draw:
- Since Ben can only use one transformation at a time, his set of powers will change according to which form he is using.
- As the Omnitrix houses far more potential alien forms than any one user could hope to sort through on the fly, it generally operates in sets of ten randomly selected (though generally balanced) forms. Others in its database can be unlocked later, but it will default to another set of ten if left inactive for too long, requiring older forms to be re-unlocked.
- The Ultimatrix is an experimental knockoff of the Omnitrix that allows access to "Ultimate forms," simulated evolutions of the alien species during a constant wartime scenario. These Ultimates are generally stronger and more offensively powerful, but the Ultimatrix is still rather shoddily designed, and thus is more prone to glitches and bugs. Most notably, even though Ben's learnt how to transform without accidentally turning into a different alien by this point, the Ultimatrix is still prone to mistransformations.
Early Game Hell:
- For lack of a better term. Ben's first set of aliens are balanced and strong in their own way, but it left him with few counters or specialists beyond 'this one is strong' or 'this one is smart'. This often forced Ben to get vastly more creative with certain aliens than he should have needed to. Later aliens gave him more specialized power sets, allowing him to react to situations with more finesse than if he was restricted to the original ten.
- Also, the Omnitrix comes without a manual of any kind. This means that Ben and any other user has to learn every individual power and weakness of every alien on the fly, and how the device works in the first place.
Early-Installment Weirdness: When Ben first finds it, it behaves like a piece of Organic Technology prone to Body Horror. It unhinges from the front like a blob of slime, lacks the green/black circuitry, and the dial/faceplate is an isolated piece of hardware. In "Back With A Vengeance", it unhinges more measuredly but from the back. In the movie, the dial has a column of hardware attached when Azmuth removes it. Likewise, the original series depicted it as growing with its wearer (the first seen Ben 10,000's was bulkier than both those of Ben 10 and Ken 10), a detail which none of the later series incorporated.
Emerald Power: The Omnitrix's signature color is green, which also happens to be the favorite color of both Azmuth and Ben.
Empathic Weapon: Strongly hinted; the Omnitrix is never specifically stated to possess a will of its own, but it does act like it had one occasionally. This is explicitly confirmed by Ben in the Omniverse finale. The Omnitrix has a failsafe that will turn him into whatever form is necessary to avoid his death.
Evil Knockoff:
- Albedo attempted to make his own Omnitrix, but a glitch due to there being more than one caused him to assume Ben's form as his default. Later, he made a modified version called the Ultimatrix, which ended up in Ben's hands.
- Chronologically before Albedo's attempts but retroactively established afterwards, Dr. Psychobos created the Nemetrix from schematics stolen by Malware. It allowed transformations into the natural predators of Ben's Omnitrix forms.
- In the reboot, instead of his absorbing powers Kevin has the Antitrix, which he built based off a dream. It allowed him to transform into mutant hybrid versions of Ben's base forms that were generally stronger. It was later revealed to have been designed and sent to Kevin by Vilgax, with the intent to take it back and hybridize himself with a Celestialsapien.
Eyes Are Mental: Though this wasn't the case in the original series, from Alien Force onwards, all of Ben's transformations have green eyes, just like Ben himself. This is why he wore sunglasses when he infiltrated the Incurseans as Bullfrag.
Flanderization:
- The Omnitrix's tendency to give Ben the wrong alien started out as only occasional, only to get worse over the course of the original series and even worse by the time of Omniverse, where it ends up becoming a surprise when he actually gets the alien he wants. It has reached a point where Ben doesn't even try to select an alien and just push the dial while hoping for the best. He complains about this to Azmuth, who merely blames Ben's lack of dexterity and habit of smacking the watch too hard (it's worth noting that Ben at times has visibly selected the wrong alien and failed to notice).
- The first two seasons of Ben 10: Alien Force did avert this with Ben only mistransforming twice due to the dial getting jarred by outside forces. Its implied that the Omnitrix recalibration fixed the issue and it was only after he tried hacking the Omnitrix in the season 3 premiere that it started to actively malfunction again. And the Ultimatrix was an unfinished prototype, fixed by Albedo with multiple issues such as the Ultimate forms becoming sentient, so it giving Ben the wrong alien from time to time is understandable.
- Averted in the reboot series: In the first half of Season 1, Ben got quite regularly the wrong alien, but it was implied it was due to his inexperience with the device, along with it still being a prototype. It only ever happened once in Season 2 ("The 11th Alien: Part 1") after Upgrade rebooted the watch, and has barely happened in Season 3 (as of now, only in "Baby Buktu" does Ben get the wrong alien).
Forgot About His Powers: Ben rarely seems to remember that he can switch forms simply by tapping the Omnitrix symbol, wherever it's located on his body. In one episode, he accidentally changes into Whampire during the day in a desert, and runs around in agony, burning to death until Max taps the Omnitrix and changes him to Four Arms. In a more general sense, Ben has admitted that he's gotten so many different alien forms that he has trouble mentally keeping track of them all. For some of the less-used aliens, he outright stated that he's forgotten what they can do, forcing him to wing it and hope that he either figures them out or something jogs his memory in battle with them.
Fusion Dance:
- In the original series, Ben accidentally removed the Omnitrix's faceplace when tampering with it, causing it to glitch out and force Ben to transform into random alien fusions with severe disadvantages until it was repaired. The combinations seen were:
  - Stinkfly + Four Arms = Stink Arms. Four Arms's weight made it difficult to fly, and he was also weaker than Four Arms.
  - Diamondhead + Grey Matter = Diamond Matter. Grey Matter's size with Diamondhead's abilities. Naturally, he's much weaker than Diamondhead, but he can cut through trees.
  - Heatblast + Ripjaws = Heat Jaws. This form not only had weaker flames than Heatblast, but his own heat very quickly dries out the Ripjaws portion, nearly causing him to suffocate himself. Turns out this form is actually not as bad as what Ben thought it to be initially, as going underwater strengthened his fire powers. He is also stronger than Ripjaws.
- Ben 10,000 in Omniverse can do this at will with his Biomnitrix. With control to which aliens to use, he can create fusions that are actually advantageous.
  - Four Arms + Humungousaur = Fourmungousaur. Humungousaur's body, Four Arms's features and high jumping ability, and the combined strength of both.
  - Atomix + Alien X = Atomic X. Just as broken as it sounds (barring the inability to stop a Chronosapien Time Bomb). Demonstrated abilities include teleportation, super-strength that is able to send Vilgax flying with a flick of the finger, and the creation of black holes. Word of God states that he has Alien X's powers while circumventing the need for Serena and Bellicus.
  - Crashhopper + Shocksquatch + Crashocker. Crashopper's body and leaping ability, and Shocksquatch's features and electrical powers.
  - Upgrade + Juryrigg = Uprigg. Juryrigg's body, Upgrade's metal skin, and the combined technological talents of both.
  - Way Big + Upchuck = Big Chuck. A smaller version of Way Big's body, with Upchuck-like dimensions and face. He has a portion of Way Big's strength, and Upchuck's regurgitative powers.
  - Humungousaur + Goop = Humungoopsaur. Humungousaur's strength and size with Goop's gelatinous body.
- In the reboot episode "The Innervasion" Ben due to being inside the Omnitrix was able to merge the DNA of Four Arms, XLR8, Diamondhead, and Heatblast in a single super-powerful alien, with the combined powers of the four and no negative drawback.
Gotta Catch 'Em All: The Omnitrix has a "capture mode" that automatically detects any species not currently in its database. Once the DNA has been sampled, the new transformation is added to Ben's roster, which is how all of Nanomech, the Andromeda aliens, and Whampire were added. The mode can also be used to unlock aliens already in the database if Ben meets a member of their species; for instance, Ben was able to unlock Chamalien by scanning Prisoner 775.
Half-Human Hybrid: The reboot Omnitrix turns Ben into one of these with whatever alien he chooses, according to Word of God.
Hour of Power: It can only sustain transformation for around fifteen minutes at a time, without Master Control or Life-Form Lock. After that, it requires a brief period to seemingly recharge before it can be used again. The exact length of time limit for transformation and recharges can vary wildly depending on the needs of the plot.
How Do I Shot Web?: The Omnitrix offers no tutorial about the alien forms within it, forcing a user to figure out out their new bodies and powers each time they unlock a new one. Even an experienced user like Ben can stumble onto powers in familiar forms that he had no idea existed before.
Imported Alien Phlebotinum: It was built by the First Thinker Azmuth and supposed to be delivered to Max Tennyson on Earth. However, Ben happened to be the only one nearby when it landed on Earth and found it first. As Max's grandson, his DNA was close enough for the Omnitrix to accept him as its wielder and the rest is history.
Informed Ability: The Omnitrix used in Omniverse is supposed to be a perfected version of the original Omnitrix, but it has yet to display anything the original Omnitrix couldn't do, is more likely to give Ben an alien he doesn't want, and has a shorter time limit to stay in alien form. On the other hand, it has no cooldown time between transformations, allows him to return to human form whenever he wants, and damage taken while in alien form doesn't carry over into human form. While the problems were later vaguely explained by Azmuth as Ben being too rough with it, the device itself still has yet to show any improvement over the original Omnitrix or even the Ultimatrix. Part of the problem is the design is just less practical compared to the earlier versions, with the alien icons often being difficult to distinguish compared to the holograms of the AF/UA era or the outline icons of the original series.
Loyal Phlebotinum: Well, it can work on someone else technically, but once it has chosen a host, removing it is a difficult prospect at best (without intricate knowledge of its operation, anyway). The Omnitrix used in Omniverse is designed to only work for Ben. Unfortunately, this means that any sufficient change to Ben's biometrics by outside sources can render it mostly inoperable.
Made of Indestructium: The Omnitrix has never been physically damaged by anything other than itself. Ben's father once went through his entire toolbox without making so much as a scratch on it, and in the final episode of Omniverse, it tanks the Big Bang at point-blank range while activating its life-preserving failsafe. Seemingly the only other way to damage it is by hacking it or removing one of its parts.
Magic Pants: Whenever Ben transforms, his clothes either adapt to his new form (most of the aliens in the Original Series and Omniverse) or disappear (in Alien Force and Ultimate Alien), only to come back when he turned back to human in both case. Notably, Word of God actually did give an explanation for that (at least in Alien Force); nanomachines inside the Omnitrix break down his clothes and store them until his transformation ends. Presumably, the same nanomachines also modify them to fit the alien forms in the other series. invoked
Meaningful Name: The Omnitrix translates to "All Base or Form".
The Mind Is a Plaything of the Body: Certain forms change Ben's personality as well, such as Brainstorm and Grey Matter making him smarter, or him becoming a Boisterous Bruiser as Rath. Some, like Ghostfreak or Alien X, are so independent that the Omnitrix requires countermeasures to ensure that they don't take full control when Ben transforms.
Multiform Balance: With over 1,000,000 alien forms with varying powers, the Omnitrix can allow its wearer to adapt to any situation imaginable. In theory, anyway. In practice, actually getting what you need from the Omnitrix in a given situation is far from a guarantee.
Mundane Utility: Whenever he's not fighting bad guys, Ben frequently likes to use the Omnitrix to turn into various aliens to play pranks, or otherwise make a difficult task for a human slightly more convenient. It helps that the Omnitrix itself was supposed to originally be a device used to encourage peace and communication between other species, so Ben using it for fun isn't exactly the wrong thing to do.
Omniscient Database: The Omnitrix is this for any alien species. It can automatically detect any alien species it doesn't currently have, detect and repair genetic damage done to the DNAliens and Highbreed, and instantly know if a species is sapient enough for a transformation (more feral transformations can destroy the user's mind, as shown with the Nemetrix).
Palette Swap: Used for the Emerald Power color-scheme to differentiate Alternate Universe users that aren't direct past, future, or contemporary counterparts to Ben.
Resurrective Immortality: Shown once in Alien Force and confirmed in Omniverse: if Ben were to ever die, the Omnitrix's AI can kick in and turn Ben into whatever form he needs to survive. When Vilgax shattered Ben as Chromastone into pieces, he was quickly reformed into Diamondhead, and when Ben was swallowed up by the Big Bang, he was automatically turned into Feedback. The Ultimatrix seems to lack this feature, as when Charmcaster stole Ben's soul in one episode, he was not revived until his soul was magically returned.
Retcon: In the original series, the Omnitrix was fairly strict with how its recharge mode worked: when Ben times out, the Omnitrix would go red and needed to wait at least a few minutes before he could transform again. In the Omniverse flashbacks, it's shown functioning in the same way as the present-day Omnitrix, where he can quickly select a new alien within moments of turning back.
Running Gag: The Omnitrix turning into the wrong alien. However, without this Ben would only have 10 aliens.
Self-Destruct Mechanism: One that can destroy the universe, given it's allowed to charge for a few days. Giving it a duration of less than a minute (30 seconds) makes it just powerful enough to blow a human's arm off.
Sex Shifter: Word of God confirms◊ that the Omnitrix can change the user's sex if they turn into a species that has more than one, but Ben doesn't know how to access this setting so his transformations remain male or something equivalent.
Shapeshifter Mode Lock:
- The Life-Form lock function allows Ben to lock himself into an alien form for an extended period of time. He uses it to infiltrate the Incursean army as Bullfrag.
- Blukic and Driba developed a microchip that can perform the same function.
- Damage to the Omnitrix or outside tampering can leave a user stuck in a given form for an extended period. For the sake of drama, this usually leaves Ben stuck in one of his smaller and weaker forms when it happens.
Shapeshifter Swan Song: One of its fail-safes is to keep the user from dying by rapidly transforming them until it can find an alien species that can save the user.
Split-Personality Takeover: Has fail-safes in place to prevent sampled DNA from overriding the personality of the user. This is a Mythology Gag with every ghost-like alien Ben has going back to Ghostfreak who planned this intentionally. Often bypassed in normal function by natural biological changes such as reproductive cycles as seen with Big Chill, or the instincts of certain alien species like Rath's aggression.
Story-Breaker Power: The Master Control is this. The one who wields the Omnitrix is considered the most powerful being in the universe, with the ability to transform into any alien. With the Master Control, Ben has access to all aliens stored, as in every alien species in the Milky Way Galaxy (plus 3 from the Anur System, and 5 from the Andromeda Galaxy). In addition to that, Ben can remain in alien form indefinitely, transform without touching the dial, and not have to deal with being randomly selected an alien that wasn't chosen, yet those are only some of the benefits and powers. The power and efficiency that comes with having Master Control would've been devastating during the runs of all series in the original franchise...that is if Ben knows how to activate it. All versions of Ben 10,000 have access to Master Control due to taking time to learn it.
Suddenly Voiced: From Alien Force onward, the Omnitrix has a voice command and will speak when activating certain functions, though Ben has yet to figure out exactly how it works.
Superpower Lottery: Whenever Ben gains a new alien he is basically playing the lottery on what sort of power he gets. Sometimes the power is an obvious winner (Atomix), sometimes it takes a bit of time to figure out how to use the form (for example Cannonbolt), others are highly specific (Ripjaws), and on occasion the species is a Joke Character. Word of God even established during the Omniverse and later eras that Ben had unlocked a number of aliens with lower quality abilities that he mostly doesn't use. Some of these were never sees until some art for them was made up in 2020: such aliens include names like Bungee Sponge, Hippopotamass, Skidmarx, Mealymouth and Crabtastic.
Super Wrist-Gadget: It looks like a techno wristwatch.
Suspiciously Similar Substitute: The Ultimatrix was an imperfect copy of Omnitrix that Ben obtained after he had the original self-destruct. It lacked the more advanced features of the Omnitrix and was stated to have several other flaws, but it mostly behaved like the original and let the user transform into the Ultimate Aliens.
The Ark: One of Azmuth's motivation for creating the Omnitrix is to store the DNA of every intelligent species in the Milky Way galaxy in hopes of restoring them when they go extinct.
Took a Level in Badass/Super Mode: The Ultimatrix's Ultimate Alien forms as a result of simulating what would happen if that alien went through a million years of civil war and evolved to be more combat-oriented. The Ultimates tended to be stronger than their base species, but lacked one or more of their powers in exchange for more offensive ability.
Too Spicy for Yog-Sothoth: Malware tried to absorb the Omnitrix during the time Ben was eleven. When he destroyed Feedback, Ben, out of rage, let him try to absorb it... and it caused him to explode. He survived, but that's still impressive.
Transformation Trinket: It lets any user transform into any of its collection of over one million different sentient alien species.
Troll: If Ben wants Four Arms, he'll get Grey Matter. If he wants Grey Matter, he'll get Ghostfreak. If he wants Ghostfreak, he'll get Cannonbolt. While sometimes the Omnitrix knows better than Ben, other times the randomness can only be attributed to it being a jerk (or, according to Azmuth, Ben being too rough with the device). The most notable example is the occasion when it turned Ben into Rath, the only feline alien Ben had, in front of a villainess who could mind-control felines.
Ben: Sometimes... I think this thing just plain hates me.
Ultimate Life Form: The transformations Ben becomes are the prime versions of their species that, with the Ultimatrix, be further evolved into combat-focus Ultimate Forms.
Universal Translator: Has one built-in.
Voluntary Shapeshifting: This is the power it grants Ben, and the forms available for shifting can escalate upwards forever.
Younger Than They Look: Ben's transformations, despite mostly having the height and build of grown adults, are the same age as him or at least an equivalent for that species.

Due to page length, the Aliens themselves have been split into pages by order of first appearance:

Characters / Ben 10: Omnitrix and Ultimatrix

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