Writer:	Greg Weisman
Director:	Sebastian O. Montes
Star:	Richard Horvitz (Grey Matter),  Richard McGonagle (Four Arms),  Rob Paulsen (Ditto),  Jim Ward (Wildvine/XLR8),  Fred Tatasciore (Way Big)
Guest Star:	Richard Horvitz (Kid),  Tara Strong (Gwendolyn Tennyson/Buzzshock/Kenny Tennyson),  Rob Paulsen (Monitor),  Charlie Schlatter (Devlin/Kevin/Kevin 11,000),  Jim Ward (XLR8-Kenny),  Fred Tatasciore (Ben 10,000),  Paul Eiding (Old Max Tennyson)

Future Ben's Megawhatt alien is named Buzzshock. (edit) More future aliens are revealed in this episode including Snakepit, Sandbox, Shellhead, Toepick, and Atomix. (edit) Ken was named after Gwen's older brother, Ken. (edit) During one of his returns in the past several years, Kevin had a relationship with a girl on a Saturn colony, Devlin was born from that relationship. (edit) Though they don't appear, Kenny's mother is Kai, Ben's first crush, and he has a sister named Gwendolyn, who are on a mission in the Shadow Realm during the events of this episode. (edit)

Ken: (Ben turns into Benmummy, who has a straight face and helps Ken get out of an air vent) Don't look at me like that! (edit) Ken: (is Buzzshock and electrocuted an enemy, but Ben finished him off) Dad, I had him! (edit) (Ben sees Ken weak and on the ground and supposes that he is hurt badly, so he turns into Way Big)
Way Big: How dare you!!!! (starts punching Kevin like crazy) (edit) Ben 10,000/Four Arms: (about Vulkanus) I do not have time for this. I'm not gonna miss another one of his birthdays, so I'd appreciate it if you just chill out in the Null-Void. (reverts to his human form and sends Vulkanus to Null-Void)
Ben 10,000: Some scum just can't take a hint. (turns into XLR8)
(XLR8 runs to his HQ and reverts to his human form)
Ben 10.000: Told you I wouldn't miss your birthday.
(Ken sees him and hugs him)
Ken: Thanks, Dad.
Ben 10,000: You only turn ten once.
Ken's Friends: Happy birthday, Kenny! (edit) Devlin: Dad, stop, you've proved you're the best.
Kevin 11,000: You think I have something to prove? (throws Devlin) I already know I'm the best! I'm doing this because I like it!!! (edit)

Look Closely: On the pop-up trivia version of this episode it says that Ben married Kai and they had two kids, Ken and his sister. If you remember all the children at his party, there is one that looks similar to Kai and could be Ken's sister. (edit) Look Hard: When the Omnitrix flashes red when Ken/XLR8 is stuck in the goop, the flash comes from his lower body instead of the Omnitrix's symbol. (edit) Think Back: The part when Kevin throws Four Arms and later there's a cloud of dust then Ben turns into Diamond Head and gets shattered is similar to what happened in "Secrets," but instead Vilgax throws, and the only reason he turned into Diamond Head was because of an Omnitix power surge. (edit) How come when Ben wants to put aliens in the null-void, he reverts to his human form, but in the fight with Devlin, he was still XLR8? (edit) Look Hard: Near the end of the episode Ken was holding a null-void egg. When Kevin took the egg away using XLR8 speed, the trail behind him was blue and black when it should have been black and white. (edit)

The Emergency Alarm
Ben 10,000's alarm system is very similar to the one used by the Teen Titans in their tower. Which makes sense, since Ben's future headquarters is very similar to Titans Tower. (edit) Kevin 11,000: Appearance
Continuing the Naruto references, Kevin 11,000's appearance is similar to Orochimaru, one of the shows major antagonists. He also bears a resemblance to The Riddler in The Batman (sans the mask). (edit) The Null-Void Traps: Pokeballs
The ball-shaped traps Ben 10k uses to trap his enemies are similar to the Pokeballs from Pokemon. (edit) Ben 10,000: Sideburns
Ben, now at least 40 years old, is sporting sideburns that are white, much like Reed Richards of the Fantastic Four. (edit) Johnny Quest
The Tennyson family by the end of this episode is a lot like the Quest family of Johnny Quest fame. There's a scientist (Max/Dr. Quest), a muscular guy (Ben 10,000/Race Bannon), the son (Ken/Johnny), the adopted son (Devlin/Hagi), the strong independent young woman (Gwen/Jessie) and the dog (the golem thing/Bandit). (edit)