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  • Accidental Innuendo: "Uh, one of my balls fell off."
  • Anvilicious: "The Widening Gyre". Hey kids! Don't pollute the ocean, or a garbage monster will endanger the lives of Mulder and Scul- wait, that's not them? Either way, the story feels less like a Ben 10 episode and more like a Captain Planet one, something that Kevin ends up lampshading.
  • Anti-Climax Boss:
    • Aggregor; after half a season building him into a nearly unstoppable threat, he is defeated swiftly by Ultimate Kevin and is quickly forgotten about.
    • Darkstar became this in the first season finale, having been defeated with just a push of a button.
    • Dagon is built up as this cosmic evil. In the season finale, he certainly lives up to this. He beats Ultimate Way Big, mind-controls everyone in the world, and turns out to be the size of a skyscraper. Then, Vilgax, his new herald, betrays and absorbs him, ascending to incomprehensible levels of power. One would think that one of the most powerful villains in Ben 10 after absorbing an Eldritch Abomination would get a really tough fight. Instead, however, the fight lasts 30 seconds and ends with Vilgax saying, "You Stabbed Me!"
  • Base-Breaking Character:
    • Sunny seems to have a mixed reception. She's either considered to be a fun Evil Counterpart and an effective rival to Gwen or an obnoxious, one-dimensional character who adds nothing to the story and also, her designs are considered to be lazy and uninspired.
    • Charmcaster became this after the events of "Enemy of My Frenemy". There's a section of fans who feel pity for her and argue that she deserves to complete her redemption arc. There's another section who felt that her sacrificing all souls in Ledgerdomain, which is technically genocide, cannot be justified and contradicts her intended portrayal as a Tragic Villain.
  • Broken Base:
  • Character Rerailment:
    • Ben's immaturity from the third season of Alien Force is heavily downplayed, making him a bit smarter and more responsible as he was in the first two seasons of that series. The result is more of a comfortable mixture of the traits that people liked in Alien Force, but he's still kind of prone to poorly thought out and emotional responses the original series had.
    • Vilgax is a great deal more self-serving and vile than he was in Alien Force, content with Dagon's cult working for him, while also pulling a Hijacking Cthulhu on Dagon.
  • Complete Monster: See here.
  • Contested Sequel: This series retains the status from its predecessor of being disliked by fans of the original series. Keep in mind that this series is more divisive than it's already divisive predecessor.
  • Continuity Lockout: If you haven't seen either Alien Swarm or Race Against Time, you won't really understand the context regarding the Swarm, Eon, or the Hands of Armageddon. You'll be especially lost if you didn't watch the past two shows.
  • Ensemble Dark Horse:
    • Despite only appearing in five episodes Clockwork would become the most popular of the aliens introduced in Ultimate Alien thanks to his unique and powerful abilities being complimented by a sleek design. He would become somewhat of a Breakout Character in Ben 10: Omniverse having far more appearances, with a member of his species serving as the Final Boss for the show, and by extension, the original continuity.
    • Ultimate Echo Echo is the most popular of the Ultimate Aliens due to having one of the most unique designs, an interesting powerset which trades his Self-Duplication in favor of expanding the range and power of his sonic attacks, and cool voice.
    • The Andromeda Five, both the original aliens and the forms Ben got from their DNA, were rather well-received by fans for their creative designs and developed personalities. With Ampfibian tending to be seen as the most popular due to its diverse powerset and ironically its lack of use.
  • Evil Is Cool: Aggregor generally is considered one of the best things that came out of this show amongst the fans. Many were genuinely disappointed when Derrick J. Wyatt said he had no plans to bring back the character in Omniverse.
  • Franchise Original Sin: The next series, Omniverse, gets a lot of complaints about overt focus on original series continuity, Pandering to the Base, and script-recycling. This series seems to have had those problems before Omniverse, given the almost suspicious abundance of the original series' elements, such as an appearance by one-off Zombozo (with no explanation as to how he's even still alive), a storyline involving a Kevin who is a composite of Ben's aliens, as well as a guest appearance by the original, 10-year-old Ben, indicating that Omniverse only heightened these flaws. However Ultimate Alien used these callbacks much more sparingly in only a couple of episodes, while Omniverse ended up over-reliant on Original Series material.
  • Growing the Beard: If you consider this show another season rather than a separate show. Ultimate Alien had a clearer idea where it wanted to go with its first arc, filler episodes were not half as frequent as they were in Alien Force, and managing to strike a clean balance with Ben's personality. Season Two would be far less lucky.
  • Harsher in Hindsight:
    • In the episode "Revenge of the Swarm", Ben and the others find out from a janitor that Elena's father had died. Kevin asks if he's telling the truth. The janitor replies "Anyone can die, anytime". Wouldn't you know around the same time the episode aired Dwayne McDuffie passed away?
  • Hilarious in Hindsight:
    • It's revealed in “The Forge of Creation” that Alien X was locked and one of the reasons was to prevent other characters like Albedo from accessing it in case they got hold of Ben's Omnitrix. Then come “Ben 10,000 Returns,” when Paradox explains an alternate universe where Albedo did use Alien X, only to stay motionless for a year.
    • When asked if Zombozo would return, Dwayne McDuffie said "not if he knows what's good for him". One of the first villains confirmed for Omniverse was Zombozo. Looks like he doesn't know what's good for him.
    • Will Harangue is basically a Jonah J. Jameson Expy, the only real differences beside his look being that he is an anchorman instead of a newspaper director and pursuing Ben, a character created by Man of Action, instead of Spider-Man. A few years later come Ultimate Spider-Man, which Man of Action is working on... and Jonah J. Jameson is portrayed as an anchorman instead of a newspaper director. Later adaptations of Spider-Man would go to further this take, mainly the MCU films and the PS4 game and its sequels. Even funnier enough, the games would later also cast Yuri Lowenthal in the titular role and the first would feature his wife in a secondary role.
    • In his appearances in this series, Cooper is voiced by Chris Pratt, who would later go on to work with a different group of aliens.
    • Jason Marsden voices a young and dashing teenage Max Tennyson. It's almost impossible to avoid hearing a bit of Max Goof being chanelled in the role.
    • In "The Forge of Creation", Paradox says he doesn't like the next universe after Ben's, as the physics are counterintuitive. While this is before its sequel and the reboot were planned, and the finale of the latter suggests the entire Classic Continuity was actually alternate timelines and not one, some will joke Paradox is throwing shade at them before their very inception.
  • Ho Yay:
    • Parodied with Clone Ben and Kevin in a car in "Duped".
    • Arguably Cash and J.T. in "Reflected Glory". How many times did they have their arms around each other again?
    • Ben and Kevin again in the season one finale "Absolute Power". The two have their little reconciliation, Gwen steps in to ask who wants to go with her to explain to her parents about their destroyed house, and Kevin promptly asks Ben if he wants to go to Mr. Smoothie's with him. The two walk off together; cue credits.
    • Gwen and Charmcaster in "Where the Magic Happens" and again in "Couples Retreat," where Gwen rags on Kevin for failing in his boyfriend duties all episode and is a lot more emotionally invested in saving Charmcaster from being used by Darkstar. Ah, another case of good ol' Ben 10 Platonic Writing, Romantic Reading!
  • It's the Same, Now It Sucks!: There was some criticism that it just wasn't distinct enough from Alien Force to justify being considered a new series entirely due to sharing the same general tone, artstyle, and format. It's more akin to being a new season with a different name with only the Ultimatrix and Ultimate Aliens to set it apart.
  • Jerkass Woobie:
    • For some viewers, Gwen's cousin Sunny became this by the end of the episode she appeared in due to Grandma Verdona vocally favoring Gwen over her right in front of her!
    • Charmcaster became this once her backstory is revealed and then escalating with each passing appearance.
    • Come the twist ending of "Night of the Living Nightmare", if Albedo wasn't in this territory before, he certainly is now.
  • Magnificent Bastard: Sir George is the immortal founder of the Forever Knights, who repelled Dagon centuries ago using the sword, Ascalon, cutting out the monster's heart and sealing it in another dimension. Having sensed the breaking of Dagon's seal, Sir George returns from retirement to unify the splintered Forever Knights and then tasks them with the exile of all aliens residing on Earth. When the alien purge fails, George is undeterred and focuses his efforts on stopping Dagon, retrieving Ascalon to restore his youth and power. When asked to surrender his sword by Azmuth and challenged by Ben, George demolishes Ben's team with ease yet still honorably spares their lives. Upon gaining respect for Ben, George allies with them to fight off Dagon's forces. Mistakenly believing Ben had been killed, George attempts to avenge his ally. George ends up being killed trying to vanquish Dagon and is remembered fondly by Ben as having died a hero.
  • Memetic Loser:
    • Even though the show tries to fix Vilgax's Villain Decay, he still regains this status thanks to the incredibly lackluster fight he had with Ben and the unintentionally funny line "You stabbed me!". As a result, there are some fans who still don't take him seriously.
    • The Ultimatrix gained this reputation over time, especially in the Latinoamerican fandom. This is because aside from it's Ultimate Form function it lacks many standard functions the Original Omnitrix and the Completed Omnitrix have and having numerous glitches and being embarrassingly easy to hack and remove. On top of all that it's evolution feature isn't even that impressive as the Ultimates don't have an stellar record in the series, aren't used that much and don't do anything that couldn't been done by another alien and also hagin. This led to everyone mocking the Ultimatrix as the worst watch of the series, not helped that various characters in the series (like Ben and Azmuth) expressed similar disdain for it, not even Vilgax, who's plans with the Omnitrix involved making it a weapon, wanted anything to do with it.
  • Memetic Mutation:
    • "No. I sense I've made a mistake of some kind."Explanation
    • "You stabbed me!"Explanation (spoilers!)
    • "El Ultimatrix es el peor reloj" Explanation
  • Moral Event Horizon: A lot of dark stuff happens in this show, but one case is unanimously agreed upon: Captain Nemesis becomes the first successful hands-on murderer in the series. He kills several people, including a random motorist just to steal his car. Even his Pet the Dog moment at the very end doesn't bring him back across the line.
  • Narm:
    • The amount of times that Ben and Gwen think they've either stopped or defeated Kevin in "Absolute Power" Parts 1 and 2 (the first broadcast season finale) is this because it makes absolutely no sense why they think someone as strong as him (remember, he'd absorbed Ben's Omnitrix alien forms' powers, the aliens Aggregor had absorbed in season 1, the Plumbers Helpers' alien powers, Doctor Viktor's, and a bit of Gwen's) would be defeated by their (relatively) weak attacks and the episodes keep having small time-wasting moments of both of them being stupid and not just knocking Kevin out while they're ahead, letting him easily get back up, or escape their traps until Ben finally fully does it near the end of Part 2 so they can do their plan. It just comes off as pointless filler and the characters acting dumb when they're not supposed to be doing so. It also ruins the pacing of them a bit.
    • The fight between Ben and Gwen was supposed to be a dramatic moment as their arguments about Ultimate Kevin hit its lowest points, but Ben shouting his alien names can make the situation unintentionally humorous.
  • Nightmare Fuel:
    • Ra'ad wanting to take over Ben's body in "Fused" is this. Basically, it's like Zs'Skayr/Ghostfreak's plan from the original series, only way more effective. Had Kevin and Gwen not been able to reboot the Ultimatrix, he would've succeeded and Ben would've effectively died while someone else was still living in his body and there would've been no feasible way of getting him back if so.
    • Surprisingly, Ultimate Echo Echo can come across as this. His "Sonic Doom" attack - in which his sonic discs duplicate to surround an enemy and trap them in a chamber of intense sound waves - is the only one of Ben's attacks specifically designed to kill someone. His cold, emotionless robot voice doesn't help either.
      Gwen (referring to her plan to return Ultimate Kevin back to normal instead of killing him): "Ben, you promised we'd try it my way first!"
      Ultimate Echo Echo: "Yeah... I lied." *pushes Gwen away*
    • This serves to show that Ben is willing to resort to lethal force if the situation becomes too serious, and he later makes that very clear to the Forever Knights.
      Ben: "Maybe you've forgotten something: I'm Ben Tennyson, wielder of the most powerful weapon in the universe. I stopped the Highbreed invasion, I defeated Vilgax in hand-to-hand combat and I've beaten the Forever Knights more times that I can count. Here's what's going to happen: you're going to release these prisoners, you're going to crawl back to whatever hole you came from and you're going to stop hunting down aliens because if you don't, I promise, you'll regret it for the rest of your very short lives."
    • Ssserpent's trap in "A Perfect Girlfriend"; after observing Ben's tactics he engineers a situation in which Ben attempts to enter his hideout with Goop, and traps him in a giant Petri Dish, and begins rapidly spinning him, causing Goop to begin to pull apart. Worse still Ben is helpless, only able to scream in pain until Elena, disguised as Julie intervenes.
  • Questionable Casting: Fred Tatasciore not reprising his role as Cannonbolt, despite voicing a few characters in the episode that introduced Ultimate Cannonbolt.
  • Realism-Induced Horror: "Catch A Falling Star" is considered one of the creepiest episodes by fans due to the actions of Carl Nesmith/Captain Nemesis being Played for Horror in a realistic way. He semi-emotionally manipulates Jennifer Nocturne and exploits her Mad Love for him to escape prison, seeks revenge on Ben for upstaging him as a hero and beating him in a supposedly friendly competition, and actually commits murder in the episode (he kills a plastic surgeon after he changes his face offscreen and is shown killing a driver who only wanted to help him). Jennifer's Stockholm Syndrome is also called to attention, due to having suffered from Parental Neglect that led her to run away to become a celebrity and also made her grow attached to Nesmith despite the fact that he kidnapped her and endangered her life, all because she's desperate for affection.
  • Replacement Scrappy:
    • Fasttrack became a big one for XLR8, with his design being less creative than the raptor-on-wheels XLR8. Even Derrick J. Wyatt had stated Fasttrack was his least favorite alien. He ended up being Put on a Bus and never appeared in Omniverse.
    • Eatle gets criticism for having the same powers as Upchuck, but he isn't as hated as Fasttrack since his design is a lot more unique. Regardless, he was heavily redesigned in Ben 10: Omniverse to look more like an actual beetle and less robotic (a fault he shares with a lot of Ultimate Alien aliens), which may earn him some brownie points.
    • Weirdly Ben 10,000 does this to himself. Unlike his incarnation in the Original Series Ben's future self doesn't transform at all instead having access to all his abilities in human form, with there being no physical differences. For all the complaints Omniverse's take on Ben's future self would receive, having him physically transform again is agreed to be a universal improvement.
  • Ron the Death Eater: A rare villainous example. There is a small but loud section of fans who think Charmcaster can never be forgiven after what she did in "Enemy of My Frenemy", completely ignoring her blatant portrayal as a Woobie, Destroyer of Worlds Anti-Villain within that very episode, her Freudian Excuse, and that she realized her wrongdoing after her Despair Event Horizon and became a neutral character afterward stuck between good and evil but genuinely working at becoming better. Even Geoff Thorne, writer of "Couples Retreat" was baffled by the flak some members of the fandom gave Charmcaster.
  • The Scrappy:
    • Despite undergoing Character Development, Julie has once again become this, due to having Took a Level in Jerkass as a result of her inability to stand Ben's fame going into his head, breaking up with Ben the first time as a result before getting back together with him (and then breaking up with him again in the Omniverse series) before finally joining an evil cult that she thought was a charitable service and even initially refusing to listen to Ben when he suspects the cult of being evil. As a result, her Omniverse appearances, which were her last appearances in the Ben 10 franchise, have been nothing more but a Take That, Scrappy! to the character.
    • Trumbipulor didn't exactly impress anyone during his small appearances. Most fans agree Omniverse did a mistake by bringing him back later.
    • The additional Ultimate Forms, Ultimate Wildmutt and Ultimate Waybig, are considered to be the most unimpressive due to having lackluster designs and powers that are barely different. Ultimate Wildmutt's ability to talk didn't make him more interesting while Ultimate Waybig's only appearance was him getting worfed by Dagon.
    • Fasttrack is one of the less popular aliens, being viewed as an inferior replacement to Ensemble Dark Horse XLR8. He ends up being Put on a Bus in Omniverse because of his unpopularity.
  • Seasonal Rot: The second season...wasn't very well received. It had too much filler, in the form of either standalone episodes with incredibly silly plots or overly dark side story arcs with no satisfying conclusion, both making a jarring contrast and preventing a focus on the actual main plot. The main plot itself took a lot of time to come up (it wasn't even initiated in the first episode of the season!) and was criticized for being excessively grimdark and convoluted.
  • Squick:
    • No matter how "randomized" her DNA is, it can be a little unsettling to notice how much Eunice and Gwen favor each other... or worse, how she and Ben resemble each other. Or, for the Ben/Gwen shippers, she could be a dream come true.
    • Hive Elena's offer to be more like Gwen as a girlfriend if that will make Ben happy.
  • They Changed It, Now It Sucks!:
    • Just like fans of the original series had this reaction toward Alien Force, there are a good number of Alien Force fans who hated the changes made in this series.
    • Some redesigns of classic aliens hasn't been well-recieved.
      • Four Arms was given a design that was either a Shout-Out to Goro or the Green Martians, complete with very little clothing and a ponytail. The fandom (and Derrick) weren't pleased and he was given a more traditional look in Ben 10: Omniverse with a moustache which, while still divisive, wasn't as loathed as his design here.
      • Ripjaws was an anglerfish with More Teeth than the Osmond Family in the original series, Here, he has a more catfish-like face and fish lips that may have been an attempt to make him less Nightmare Fuel-y. However, fans weren't pleased at all and Derrick promised repeatedly that his Omniverse design would be much cooler and closer to his original design (and it was).
  • They Wasted a Perfectly Good Character:
    • Old George was a fairly well-received character with an intriguing air and mystery to him, but he dies before we can learn much more about him or his backstory, including the question of how he's immortal.
    • Emily got a good setup as Gwen's best friend who's afraid the two are growing apart and doesn't like Ben for a previous incident. However she never appears again.
    • Also, many people feel that Charmcaster's Face–Heel Turn in "Enemy of My Frenemy" was unnecessary or poorly written and worse, she's left stuck in the Heel–Face Revolving Door afterwards and her storyline is then left unconcluded by the end of the series, allegedly since Dwayne McDuffie wanted to continue it in a spin-off that was rejected by the network (to say nothing of what happened following his death). While Omniverse did continue it with Charmcaster being less depressed and steered her into a more positive direction at the end, it needed to apply Broad Strokes retcons to it in order to do so.
    • Eon being a future Alternate Self of Ben is barely touched upon, despite all the potential for drama and stories it had. We don't even learn how he became evil.
    • Eunice was initially introduced as a potential love interest for Ben and stated to be an earlier model for the Omnitrix and could be very dangerous without supervision. After her debut episode, she makes a single appearance in a filler episode, said episode being more about Simian, and simply fell into obscurity.
    • Enoch in the original series was one of Ben's most reoccurring main villains and was the first Forever Knight ever introduced in the franchise. However, Enoch never does anything meaningful in this series. He never interacts with Old George or Driscoll, who had left him in a dream machine as punishment several years back. Instead, Enoch is given a voiceless cameo and killed offscreen.
  • They Wasted a Perfectly Good Plot:
    • All of Ben's aliens introduced between the original series and the first season of this series appear in the intro (except for Eon and Perk Upchucknote ), seeming like they're going to set up appearances for them... Many of the aliens in the intro, some of which are very popular, never actually appear. Very odd, considering that one such alien (Arctiguana) actually did get a toy.
    • While it's naturally understandable, the fact that Ben has access to nearly 50 aliens, but only 8 of them actually got Ultimate Forms.
    • The aftermath of "Absolute Power" is barely touched on. Other than a few throwaway lines, no one ever acknowledges Kevin's mutation and rampage across the galaxy in a serious manner, not even by the Plumbers. The group dynamic stays the same, like the events never transpired.
    • Pierce's death at the hands of the Forver Knights would've been an interesting way to raise the stakes, right? However, this moment gets barely acknowledged and thus has little impact on the series besides a few mentions in Omniverse and its sole purpose was to show how dangerous the Forver Knights have become.
  • Too Bleak, Stopped Caring: In the first arc, Ben, Gwen, and Kevin are largely incapable of defeating Aggregor, who manages to get away at every turn until Kevin absorbs energy from the Ultimatrix to defeat him but goes insane in the process, and Ben decides to put Kevin down, completely deciding this on a whim, making Ben largely unsympathetic and the heroes almost useless due to running into the same problems they did with Aggregor. The second arc isn't as bad in this respect, but has other problems and the darkness is still piled on thick with episodes like "The Purge", "The Enemy of My Frenemy", "To Catch a Falling Star", "Night of the Living Nightmare", and anything involving Dagon. This was apparently a contributor in why Omniverse is the way it is, as Ultimate Alien got the lowest ratings of any Ben 10 series.

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