Radio Announcer/NASA Engineer
XLR8's tail vanishes for a short while after recovering from being knocked away by Dr. Vicktor before he asks "Uh, what is he gonna do with that?"
Listen Closely: The chant Gwen used to summon the dragon was the same chant Gwendolyn uses in "Ben 10,000."
Look Closely: When Ben first changes into XLR8, the triangles on the Omnitrix symbol are touching until Dr. Vicktor knocks him away.
Think Back: In "Ghostfreaked Out", Ghostfreak was destroyed in Bancroft Academy, but here, he was revived in the NASA Space Station. Also, Ben/XLR8 claims that he knows the place where Vicktor revives Ghostfreak as the place where he killed Ghostfreak.
Think Back: It doesn't seem likely that Ghostfreak could have coerced Dr. Vicktor, and alien mummy, and an alien wolf into working for him; his personality had been trapped in the Omnitrix. Besides that, whatever time he spent getting out of the Omnitrix in "Ghostfreaked Out," he couldn't have gathered these three together, especially since he was reduced to ashes at the end of the episode.
Look Closely: When the Omnitrix turns Ben into Cannon Bolt instead of Four Arms, he complains, "Oh, man! What does it have against Four Arms!" When he said this, Cannon Bolt's teeth are flat and square. Usually, they are sharp like Grey Matter's teeth.
Right before Ben turns into the Benmummy, he sets it to Heat Blast, and right before he starts pressing the face down, it's going down on its own.
The bridge at the beginning of the episode is the Seven Mile Bridge going to Key West. Why was Grandpa Max going to Key West?
Grandpa Max's full first name is revealed to be Maxwell.
Among the escaped prisoners on the bus is the pony-tailed crook who tried to rob the fish stall in "A Change of Face."
Ben closed the door to the G-Force resistance tester using the palm scanner, but he should not have been able to do so.
Cannon Bolt: (Ben turns into Cannon Bolt instead of Four Arms) Oh, man! What does it have against Four Arms?
Ghostfreak: (after being restored to life) I LIVE!
Gwen: This spell's gonna blow all you alien freaks away. Trista Combetitus!
Dr. Vicktor: I've got some magic for you. I'm going to make all of you disappear!
Dr. Vicktor: (to Ben) I was told of the Omnitrix, but you are not the only one who can transform. (changes into his true form)
Ben: (to the wolf alien) Heat Blast's gonna singe that mangy fur coat of yours. (changes into Benmummy)
Benmummy: The mummy? Oh, man!
Dr. Shueman: Dr. Vicktor, there you are. I need to speak to you about your credentials.
Dr Vicktor: Not now!
Dr. Shueman: Dr. Vicktor, I am your superior!
Dr. Vicktor: You have no idea how wrong you are!
(the mummy alien attacks Dr. Shueman from behind)
Ghostfreak: You and I have a score to settle, Ben Tennyson.
Convict: They sure got some butt-ugly bugs down here.
Stinkfly: Who you calling "butt-ugly," butt-ugly?!
Stinkfly: Nobody gets out of jail free when this fly is on patrol!
Convict #1: Oh! And I thought the prison food smelled gross!
Ben: Those cons picked the wrong bridge at the wrong time.
Grandpa Max: Ben, this time we need to figure out our plan before you go charging off.
Gwen: Grandpa's right.
Ben: Okay, here's the plan - you guys sit back and enjoy the hero show.
Grandpa Max: Ben, Gwen and I can help.
Ben: (laughs) That's funny, Grandpa. I'm out of here!
Gwen: Oh, goody. Another game of Follow-The-Loser.
Benmummy's transformation sequence was not shown, making him the first new alien in which the transformation sequence is not shown in its debut episode.
Four Arms-Cannon Bolt.
This episode aired as the season finale for Australia.
Despite Vilgax being the "main" villain of this series, Ghostfreak, with just one episode, was given enough status for the first two-part Ben 10 episode.
Main Villain Bio: Dr. Vicktor - An alien resembling Frankenstein's monster, Dr. Vicktor works at NASA, disguised as a human scientist as a means to hijack a space shuttle. He is incredibly intelligent, and working for Ghostfreak. His immediate plan was to resurrect his master, whose ultimate plan was to prevent the sun's light from reaching the earth using various satellites (therefore meaning that Ghostfreak would be at full power all of the time). He serves as the unofficial leader of the three horror-themed aliens. The purple lightning that the previous two horror aliens appeared in was generated by a teleportation machine that he uses.
The building where Ghostfreak was destroyed in "Ghostfreaked Out" is seen in this episode, as its presence is necessary to gather the ashes that would restore him to life.
XLR8's original transformation sequence is seen for the first time since "Kevin 11."
Aunt Vera (from "Permanent Retirement") is mentioned yet again in this episode.
Cartoon Network (UK) airdate: April 7th, 2007.
It is confirmed that the purple lightning is a form of teleportation, created by Vicktor to transport the mummy and wolf aliens.
Main Transformation(s): XLR8.
Gwen uses 2 new magic spells in this episode. The first spell was a water spell to catch the men in the water from escaping by making a fountain-type attack. The second spell was when she used the defense spell to protect herself, Ben, and Grandpa Max from the 3 aliens by summoning the giant energy snake to block the attack of Dr. Vicktor.
1) The Omnitrix kept on preventing Ben from transforming into Four Arms by changing him into another alien.
2) Grandpa Max using a high-tech device and saying "Plumber's standard issue."
3) Gwen trying out a spell from Charmcaster's spellbook and it results in something unexpected.
Alien Form(s) Used:
3) Cannon Bolt.
Ben uses his mummy alien form for the first time. Its name is Benmummy, according to the credits.
This is the first time that Gwen or Max has identified an alien as Ben based on the presence of the Omnitrix logo.
This is the first time an episode ends with a "To Be Continued," making it the first two-part episode.
It is revealed that Grandpa Max used to work for NASA. He also used to work along with Apollo 11's Neil Armstrong.
This episode marks the return of Ghostfreak since his last appearance in "Ghostfreaked Out."
Ghostfreak has three monster-themed alien minions: the werewolf alien, the mummy alien, and a Frankenstein's monster alien disguised as a scientist named Dr. Vicktor.
Main Villain(s): Dr. Vicktor, Mummy Alien, Werewolf Alien, & Ghostfreak.
Ghostfreak: I LIVE!
This seems to be a reference to Frankenstein, where the doctor would say, "It lives!" when Frankenstein is given life.
Stinkfly: Who you calling "butt-ugly," butt-ugly?!
This is a reference to dialogue from the first episode of Butt-Ugly Martians.
The scene with the escaping convicts on the bus was similar to the one in The Fugitive.
Name: Dr. Vicktor
The alias the alien used is an obvious reference to Dr. Victor von Frankenstein, the scientist that created the Creature in the novel Frankenstein.
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