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Ben 10: Race Against Time
General Information
Original broadcast November 21, 2007
Country United States
Network Cartoon Network
Written by Mitch Watson
Directed by Alex Winter
Starring Graham Phillips
Haley Ramm
Lee Majors
Christien Anholt
Preceded by
"Ben 10: Secret of The Omnitrix"
Succeeded by
"Ben 10: Alien Swarm"

Ben 10: Race Against Time is the live-action adaptation of Ben 10. It went under the working title Ben 10 in the Hands of Armageddon.

Directed by Alex Winter, it premiered on November 21, 2007 in the US as a Cartoon Network original film.


In Bellwood a mysterious figure appears and immediately starts destroying things. Ben, in the form of Heatblast, confronts him. After a short battle, Ben seemingly obliterates the villain.

Grey Matter in Race Against Time

The next day, Ben goes back to school, and has trouble adjusting to normal life again. After a bad day he gets bullied by Cash and JT and two girls he tried to flirt with earlier, resulting in Grey Matter causing complete chaos at a diner where Mrs. Dalton works. Later he and Gwen go over some yearbook photos she took. In the background of one with Ben, Gwen enhances a blurred spot and reveals the same villain Ben defeated earlier.

Grandpa Max identifies him as Eon, an alien the Plumbers captured almost two centuries ago. When he arrived, he was half dead and brought a device with him called the "Hands of Armageddon", which would open a time rift to the alien's home dimension and unleash his race upon Earth if activated. They travel to the containment facility where Eon is supposed to be kept in suspended animation, only to find it empty and his guardian aged to near-death. Before he dies, the Plumber warns Ben that Eon is after him.

Traveling back to Bellwood, Max takes Ben and Gwen to the location of the Hands of Armageddon, guarded by the few remaining Plumbers ranging from Mrs. Dalton, Mr. Hawkins the Postman, Fire Chief Whittington, and Principal White.

Eon has followed them and breaks into the facility, but cannot activate the device.

Eon in Race Against Time

When Ben attempts to use the Omnitrix, it malfunctions, glowing purple and refusing to activate. Eon attempts to kidnap Ben, claiming it to be a rescue, but Ben escapes. Eon manages to corner Ben, explaining that his race learned to control time itself, but trapped themselves by misusing their power. He claims that his fate is intertwined with Ben's. Eon is scared off by an old man who happens to be another Plumber before he can elaborate. Grandpa Max decides it would be best for Ben to leave Bellwood so that Eon won't find him, but Ben bravely refuses and they both come to a deal where Ben will be monitored daily by a Plumber in disguise.

The Plumbers, all around town, guard Ben around the clock. When Ben goes to the school gym to be alone, Principal White attempts to calm Ben's fears just when Eon arrives again and shoves White out of the way. This time, Ben is able to become Diamondhead and fight him off. Later on that day, Ben decides to lure Eon into a trap by purposefully leaving himself open, but this backfires and he is captured along with Gwen and Max after the Rustbucket is destroyed.

At the Plumber facility storing the Hands of Armageddon, Eon explains some of the background of the Omnitrix: Ben can only remain in his alien forms for ten minutes at a time, a failsafe to prevent them from overwhelming his personality. Eon knows how to deactivate the failsafe, and in doing so can resurrect himself through the Omnitrix. He does so, and Ben is transformed into a younger version of Eon. The older one retreats since there are now two of him. Reborn, Eon activates the Hands of Armageddon. Meanwhile, Principal White has gotten out of the nurse's office and finds the imprisoned Plumbers. When trying to find the key to that room, they point to the button near the door which freed them all. Gwen and Max manage to free themselves and work to stop him. While Max tries to disable the time rift, potentially at the cost of his own life, Gwen appeals to Ben inside Eon. Ben successfully overcomes Eon, and with the help of the other Plumbers manages to save Max and disable the time rift, sending Eon's race back to their own dimension.

Wildmutt in Race against time

Just when it seems like they've won, time stops for everyone but Ben. The older Eon reappears, angered at Ben's victory. Ben transforms into Wildmutt and fights him off, eventually knocking him into the Hands of Armageddon, destroying both the Hands and Eon. After doing an impromptu magic trick for the school talent show, using Wildmutt's timely de-transformation and a well placed stage curtain, Ben finally accepts being just Ben for a while. However, Max points out that aliens are persistent, and as they walk off into the night, an alien ship flies towards Earth.


Voice Cast

Major Events

  • Ben, Max and Gwen face Eon for the first time, who escaped from a cryogenic tube where he was captive.
  • The Tennysons are back in Bellwood, after their summer vacation.
  • Eon manages to take over Ben's body and activate the Hands of Armageddon.


  • Ben Tennyson
  • Gwen Tennyson
  • Max Tennyson
  • Carl Tennyson
  • Sandra Tennyson
  • Cash Murray
  • JT
  • Edward White
  • Louis Dalton
  • Constantine Jacobs
  • Fire Chief Whittington
  • Mr. Hawkins
  • Mr. Enguells
  • Mr. Jenyx
  • Mrs. Carlay
  • Candace
  • Stephanie


  • Eon
  • Eon's Servants

Aliens Used

  • Heatblast (off-screen transformation)
  • Grey Matter (accidental transformation; selected alien was Four Arms)
  • Diamondhead
  • Wildmutt


  • After the Omnitrix times out from Heatblast, it doesn't turn red.
  • When Ben as Eon reaches to the Omnitrix symbol, the sides of it are green.
  • Heatblast knocks Eon through the insurance building window, but in a later scene it is fully intact.

Naming and Translations

Language Name Translation
French Ben 10: Course Contre la Montre Ben 10: Race Against the Watch
Italy Ben 10: Corsa Contro il Tempo Ben 10: Race Against Time
Polish Ben 10 Wyścig z czasem Ben 10 Race Against Time
Portuguese Ben 10: A Corrida Contra o Tempo Ben 10: Running Against Time
Spanish Ben 10: Carrera Contra el Tiempo Ben 10: Race Against Time
Swedish Ben 10: Kapplöpning Mot Tiden Ben 10: Race Against Time


  • This movie was premiered in Poland before the first episode of Alien Force, but on the same day.