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Ben 10: Secret of the Omnitrix
Ben 10 Secret of the Omnitrix intro.PNG
General Information
Original broadcast August 10, 2007
Country United States
Network Cartoon Network
Written by Greg Klein
Thomas Pugsley
Directed by Sebastian Montes
Scooter Tidwell
Starring Tara Strong
Meagan Smith
Paul Eiding
Preceded by
Succeeded by
"Ben 10: Race Against Time"

Ben 10: Secret Of The Omnitrix is the first Ben 10 film released.


Ben fights Dr. Animo, who has kidnapped Gwen and Grandpa Max, and threatens to release his DNA bomb and de-evolutionize the world. Ben (as Heatblast, XLR8, or Eye Guy in different beginnings) rescues Grandpa and Gwen, defeats Animo's latest invention, and sets off an error in the bomb by overloading the system. A DNA wave blows through and damages the Omnitrix. Ben changes into Grey Matter and knocks out Dr. Animo. Gwen, Ben and Grandpa go to the shopping mall but the Omnitrix releases a sudden energy burst, banning them from the mall.

Tetrax senses the Omnitrix and comes to Earth to warn Ben about it. The watch is in self-destruct mode and will destroy itself along with Ben (and the universe, but Tetrax does not reveal this until later). Ben, Tetrax, and his pilot, Gluto, travel across the galaxy to find Azmuth, the creator of the Omnitrix. Gwen soon appears on the ship to help Ben. They find the DNA signature of Azmuth in the Omnitrix and find that he is on Incarcecon, the prison planet.

After some time of searching on Incarcecon, Ben (in a costume with Gwen) thinks he spots Vilgax. He changes into Perk Upchuck and fights him, only to reveal that "Vilgax" is a female Chimera Sui Generis named Myaxx, who claims she created the Omnitrix. Ben, Gwen, and Tetrax get themselves into a street-fight. After escaping the fight, she reveals she was Azmuth's assistant and directs Ben and the others to Xenon, where Azmuth lives. Their ship was intercepted and boarded by Vilgax and his drones, but they were stopped by Ben, Gwen, Tetrax, Gluto, and Myaxx. In that action, Gluto was assumed dead.

When they got to Xenon, they were attacked by a group of wild Floraunas, where Gwen was captured by them and assumed dead. After Ben's sadness, Tetrax told him the tragic story about him bringing Vilgax the final element he needed to destroy his home planet, Petropia. Even though transforming would accelerate the self-destruct, Ben transformed into Cannonbolt to break into Azmuth's lab, but Azmuth refused to help them. Ben then sees Vilgax, Sixsix, and their massive army of drones. Azmuth removed the main part of the Omnitrix, but Ben, Tetrax, and Myaxx still fought.

Soon, it was revealed that Gwen and Gluto were still alive and helped battle. Azmuth then fixes the Omnitrix and unlocks Way Big. Ben then transforms into Way Big, defeats Vilgax's army of drones, grabs Vilgax, and throws him into space.

Ben is brought back to Earth, finds out that zombies are attacking the mall, and heads off to stop them.

Major Events

  • Ben and the gang meet up with Tetrax again.
  • Ben learns about the Omnitrix's self-destruct mode.
  • Ben and Gwen learn about and meet Azmuth, creator of the Omnitrix.
  • Ben transforms into Way Big for the first time.

Character Debuts

  • Azmuth
  • Myaxx
  • Gluto

Omnitrix Alien Debuts

  • Way Big


  • Ben Tennyson
  • Gwen Tennyson
  • Max Tennyson
  • Azmuth
  • Tetrax
  • Gluto
  • Myaxx


  • Vilgax
  • Dr. Animo
  • Mutant Hornet
  • Sixsix
  • Vilgax's Drones
  • Lepidopterran Prisoner (first appearance)
  • Piscciss Volann Prisoners (first appearance)
  • Tetramand Prisoner (first appearance)
  • Unknown Alien Prisoners
  • Florauna (first appearance)


  • Galvanic Mechamorph Worker
  • Incarcecon Security

Aliens Used

  • Heatblast, XLR8 or Eye Guy (alternate versions)
  • Stinkfly (cameo)
  • Wildmutt (2x) (accidental transformations; the first selected alien was Stinkfly, the second was XLR8)
  • Diamondhead (accidental transformation; selected alien was Stinkfly)
  • Grey Matter (accidental transformation; selected alien was Stinkfly)
  • Perk Upchuck
  • Four Arms
  • Cannonbolt
  • Way Big (first appearance; unlocked by Azmuth)

Spells Used

  • Histus Potiva
  • Segma Sofom



Tetrax: Don’t worry, I’ve had many of these tests performed on myself. Never felt a thing.

Ben: But don’t you have like diamond hard skin?

Tetrax: ...Good point. Let's get started!
Quotes Right.png


Ben: (Transforms into Way Big for the first time) Whoa! Check me out! I'm not just big! I'm WAY Big!
Quotes Right.png


Vilgax: Release me or suffer the consequenses!

Way Big: Pretty big talk for such a little guy.
Vilgax: (Scratches Way Big's hand)
Way Big: OW!! THAT'S IT!!! YOU ARE SO OUTTA HERE!!!! (Throws him into space)

Vilgax: NOOOOOOOOOO!!!!!!!
Quotes Right.png


Azmuth: You coming?

Myaxx: Are you going to give me some respect from now on?
Azmuth: Meh. I wouldn't count on it.

Myaxx: Guess it is better than that prison planet.
Quotes Right.png


  • When Ben and Gwen are fighting aliens on Incarcecon, right before the Tetramand destroys Tetrax's hoverboard, the Omnitrix is missing from Ben's wrist.
  • When Azmuth is re-inserting the Omnitrix dial, the "tower" of the dial is grey and green, as opposed to the standard black and green.
  • Tetrax calls Wildmutt a "Vulpin" instead of a "Vulpimancer".

Naming and Translations

Language Name
Dutch Ben 10: Het geheim van de Omnitrix
Portuguese Ben 10: O Segredo do Omnitrix
Spanish Ben 10: El secreto del Omnitrix
Italian Ben 10: Il segreto dell`Omnitrix
French Ben 10: Le Secret de L`Omnitrix
Polish Ben 10:Tajemnica Omnitrixa
Bulgarian Ben 10: Тайната на Омнитриксаe
Greek Ben 10: Το Μυστικό του Όμνιτριξ (spelled "To Mistiko tou Omnitrix")


  • In the Polish version of this movie, Gwen said "Heatblast!" to Ben, who was XLR8, and in the Arabic version, XLR8 said to Animo's insect that he would bake him like a potato, despite the fact that he was not Heatblast.
  • The controls that Tetrax uses to scan the Onmitrix for the DNA signature is almost identical to the computer that helps the "Precrime" officers in 'Minority Report'.
  • This movie was intended to be the Series Finale of the original Ben 10 Series.
  • Ben 10: Secret of the Omnitrix was three episodes put together into one movie.
  • Some of Vilgax's drones, of an unknown type

    The scene where Ben runs away from a few Vilgax's Drones in the asteroid belt of Xenon resembles the level 2 of "Small Path" in the classic game "Starfox 64", named "Into the Asteroid Field".
    • The drones also remind some enemies in the same level. 

See Also

  • Gallery

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