Ben 10

Season 3 Episode 4

Merry Christmas

Aired Saturday 10:00 AM Dec 11, 2006 on Cartoon Network



  • Trivia

    • Look Closely: The thermostat in the RV reads 108ºF.

    • When the Rust Bucket got damaged, Ben could've gone Upgrade to repair and fix it.

    • Pay Attention/Listen Carefully: When Ben goes XLR8, you can hear his visor going down, but he still has it up.

    • Look Closely: When Elsgood shows Ben and Gwen his picture, the Omnitrix goes from being red to green between shots without warning.

    • Pay Attention: When Stinkfly reverts to Ben, his harness falls to the ground behind him. Considering that it was closed in the back, it should have remained around his shoulders.

    • Look Closely: It is implied that the Christmas present delivery at the end of the episode needs to be finished by midnight. But when Stinkfly takes off with the sleigh, the clock tower displays a time well after 1:30.

    • Look Closely: The candy canes the nutcrackers were using as weapons were peppermint-flavored.

    • Pay Attention: The Tennysons should have had better clothing, as they would have frozen to death if they were out in the cold for as long as they were, even if they cooled down after being in Death Valley. They didn't have the proper clothing on.

  • Quotes

    • Ben: Time to go small to stay cool! (transforms into Grey Matter)

    • Gwen: Earth to XLR8! We don't have time for a snowball fight!
      XLR8: I was thinking more of a snowball slaughterfest!

    • Ben: I don't think they want to sing Christmas carols.

    • Mr. Jingles: Without my perfect toys, what will Santa do?
      Grandpa Max: Christmas isn't about giving the perfect toy. It's about the spirit in which we give. Isn't that right, kids?
      Ben: Yeah. But I bet giving me a Sumo Slammer Extreme Slamdown would make you feel really good, huh, Santa? (gets pushed to the ground by Gwen)

    • Ben: Who needs Rudolph the red-nosed reindeer when you've got Stink the gassy alien?

    • Ben: (messing with the Omnitrix) All I want for Christmas are four big arms!

    • Gwen: Oh, I so can't go elf! Pointy ears will never be in fashion!

    • Elsgood: That was really spiffy!
      Ben: Spiffy? Skedaddle? Dude, don't you know English?
      Elsgood: Dude?

    • XLR8: I've never XLR8-ed on ice before.
      Gwen: Really? Gee, you coulda fooled me.

    • (XLR8 catches a candy cane in his mouth)
      XLR8: Cool! Peppermint!

    • Elsgood: It's Jingles' guards! You must skedaddle!
      Ben: Uh, what-le?
      Gwen: It must mean run!

    • Grandpa Max: I wonder where they keep the snow-making machines. (is struck in the back by a snowball) I am warning you.
      (Gwen & Ben gasp)
      Grandpa Max: You're messing with an old pro. (throws snowballs)

    • Grey Matter: What's that doing in the middle of the desert?
      Gwen: Grandpa, can we check it out? Please?
      Grandpa Max: Sure, don't sweat it.
      (Grandpa Max laughs; Grey Matter & Gwen glare at him)
      Grandpa Max: Uh, sorry, just couldn't help myself.

  • Notes

    • Both Ben and Gwen get turned into elves in this episode.

    • Omnitrix Malfunctions:

      Four Arms-Grey Matter

    • Main Villain Bio: Mr. Jingles - The holiday-obsessed owner of a Christmas-based theme park in Death Valley, Mr. Jingles used the magic of the Jingulator machine to turn the park into a perpetually snowy Christmas village and turn all the children into worker elves. When Ben and his family arrived at his park, he mistook Grandpa Max for Santa Claus and kidnapped him, hoping to make his dream of having Santa deliver presents to children a reality. When it came to getting Ben and Gwen to join his staff, he sent Nutcracker soldiers and slithering snowmen. The Nutcracker soldiers and snowmen also served as Mr. Jingle's foot soldiers alongside the giant teddy bears and living toys. After Ben turned off/destroyed his Jingulator as Grey Matter, he was shown the error of his ways. Everyone was restored to normal after Grandpa Max and Gwen used a sleigh (pulled by Ben as Stinkfly) to deliver the gifts he made. In the process, the theme park was returned to normal and the effects of his curse reversed, making it seem like it had never happened (though everyone involved still retained memories of these events). A Walt Disney-styled statue commemorating him is seen within the town after the curse is broken. On its base is an inscription quoting what Grandpa Max had told him about the true meaning of Christmas.

    • Cartoon Network (UK) airdate: February 15, 2007.

    • The sequence wherein Grey Matter tries to maneuver through the Jingleator's inner workings is very similar, in both layout and viewing position, of a video game.

    • New Ally(ies): Elsgood

    • Main Transformation(s): Grey Matter. This is the third time (not counting season finales and "Ben 10,000") he has become the same alien twice in the same episode, the first two being Diamond Head in "Hunted" and Cannon Bolt in "The Big Tick."

    • According to the present she opens, the girl who says "Christmas in summer? Cool!" is named Sunmin.

    • Apparently, Grandpa Max considers himself a pro at snowball fights.

    • We learn that Gwen can ice skate.

    • This is the first time XLR8 has ever ran on ice.

    • We learn that Grandpa Max, Gwen, and Ben have never spent Christmas together.

    • This is the second episode in which Grey Matter's transformation sequence is shown. The first was in "Ultimate Weapon."

    • Alien Form(s) Used:
      1) Grey Matter (x2).
      2) XLR8.
      3) Wildmutt.
      4) Stinkfly.

    • Main Villain(s): Mr. Jingles.

    • This episode takes place in Death Valley, California.

    • This is the first Christmas-themed episode of the series.

    • This episode premiered on a special day and time: Monday, December 11th, 2006 at 7:00 PM EST/PST.

  • Allusions

    • Frosty the Snowman: Parody
      When the daytime turns over to night (after Ben and Gwen get turned into elves), a hat flies past on the wind and lands in a snowdrift, causing snow monsters to rise up and attack. This is a parody of Frosty the Snowman, how the snowman was brought to life when a hat was placed on his head.

    • Grey Matter: Video Games
      When Grey Matter was getting to the core, he's jumping and dodging from blocks that resemble the first Super Mario Brothers and Frogger video games.

    • Ben: All I want for Christmas are four big arms!
      This is a reference to the song, "All I want for Christmas is my two front teeth."

    • Ben: Who needs Rudolph the red-nosed reindeer when you've got Stink the gassy alien?
      Rudolph the red-nosed reindeer was a story created by Robert L. May in 1939 that was turned into a song by Johnny Marks and redone by several other artists.

    • Scene: Toy Soldier Fight
      The scene where the toy soldiers begin to shoot at Ben and Gwen with their candy cane guns is very similar to the episode of Teen Titans, "Revolution." Which somehow makes sense, since both this episode and "Revolution" were holiday episodes and aired during the 3rd season.

    • Scene: Snowball Fight
      The snowball fight between XLR8 and the nutcrackers is very similar to the snowball fight shown in the movie, Elf.

    • Konohamaru: Cameo Appearance
      The three small children at the end of the episode resemble Konohamaru, Moegi, and Udon from the popular TV anime, Naruto. In addition, the Konohamaru look-alike also has a similar-looking symbol to that of the Hidden Leaf Village symbol on his shirt.