Ben 10

Back With a Vengeance

Season 2, Ep 13, Aired 10/9/06
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  • Episode Description
  • The Megacruiser flies solo in space, and inside Kevin examines the giant ice block found in space. Inside the mass, held Vilgax, and Kevin underestimated his current situation. He was very much alive and well, and they soon create a partnership after learning that they were both after the same person. Will this partnership hold or crumble? On Earth, Ben plays around with the Omnitrix, hoping to find a better way of controlling it. Eventually, he finds the master control of the Omnitrix, giving him the ability to alternate between aliens, as well as prolong his duration with a form. Although his discovery has given him a stronger advantage, will it be enough to stop the danger that lies ahead? Can Ben prevail once more?moreless

  • Cast & Crew
  • Meagan Smith

    Gwen Tennyson

  • Paul Eiding

    Grandpa Max

  • Tara Strong

    Ben Tennyson/Upgrade

  • Charlie Schlatter

    Kevin 11

  • Steven Jay Blum


  • Fan Reviews (15)
  • good episode

    By tenn99_23, Mar 23, 2008

  • Getting more exciting.

    By kipwiz, Jun 11, 2007

  • Kevin 11 teams up with Vilgax and goes after Ben to retrieve the Omnitrix (and destroy Ben.)

    By InfernoLiger007, Mar 07, 2007

  • Wow!!

    By UltimatePyro9, Jan 28, 2007

  • When heard that the master control was activated, I wondered how they were going to de-activate it. Quite a plot twist. Way, Waaay better than 'Secrets'.

    By rednano12, Nov 20, 2006

  • Trivia & Quotes
  • Quotes (57)

    • Kevin: (to Vilgax) Nice job, squidhead! You ruined it for both of us!

    • (Grandpa Max hugs Ben & Gwen as the portal closes) Grandpa Max: Ben! Gwen! You're all right. Ben: (sighs and looks at his wrist) Well, mostly all right.

    • Ben: (to Kevin) You want me? (jumps onto a nearby rock) Come and get me! Gwen: Ben, no! Ben: I know what I'm doing! Just go! (Gwen flies through the portal reluctantly, leaving Ben alone with Kevin)

    • Gwen: (retrieves the Omnitrix) Got it! Let's go! Vilgax: (blocking the portal) Go where? Back to your miserable dimension? But first, the Omnitrix. Ben: (to Gwen) Psst! Get rid of it! Gwen: But your powers- Ben: Are nowhere near as important as getting us home. Toss it, now! Gwen: (to Vilgax & Kevin) You want it, go get it! (tosses the fake Omnitrix behind them)

    • (Vilgax attacks Kevin and knocks him off the flying alien) Kevin: I told you! Kevin 11 don't take orders from nobody!

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    Notes (39)

    • Ben seems to be aliens for longer than Azmuth's set time for the Omnitrix to time out, but Azmuth put that there so aliens would not override the wearer like Ghostfreak did or Eon did, yet this entire episode no alien overrides Ben and breaks free.

    • The winged squid aliens Vilgax and Kevin use are called Nullvoiders, and are the only known creatures that come from the Null Void.

    • This is the first and only season finale when Vilgax's robots don't appear.

    • This is Kevin's third appearance in Season 2, the most of any character other than Ben, Gwen, Max, or Vilgax in a single season. Dr. Animo would later appear in five Season 4 episodes, although as the main villain in only one.

    • We learn that Four Arms can pick up and throw things as heavy as Vilgax.

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    Trivia (17)

    • In the Enhanced Edition of this episode, it mentions that Phil (from "Truth") is still alive and trapped in the Null Void, but thousands of miles away from the fight between Ben, Vilgax, and Kevin 11.

    • Look Closely: When it looks like Grey Matter is about to be eaten, his eyes are big and hexagonal-shaped.

    • If Kevin absorbed Ghostfreak's DNA, he should be able to turn intangible, invisible, use telepathy, and use telekinesis.

    • When Ben escapes the null-void, couldn't Kevin use XLR8's speed to catch up and capture Ben?

    • Think Back: In "Grudge Match," Kevin was able to shoot diamond shards, use Heat Blast's fire, Stinkfly's goo, and XLR8 speed, so how come he never used any of those powers to try to kill Ben easier?

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    Allusions (3)

    • Kevin 11 & Vilgax: Teamwork As usual, a hero's arch-nemesis may team up with another arch-nemisis to get rid of the hero once and for all. But so far in the comics, a villain's teamwork is never as effective as a superhero's unless they plan to be an evil organization.

    • Ben: Oh, man! This quote is a trademark quote of The American Dragon Jake Long, who has been known to say this when the episode ends.

    • Episode Title: Back With a Vengeance This episode title is a pun off the movie, Die Hard: With a Vengeance.

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