Ben 10: Alien Universe
Season 1, Episode 9 (1-2)
Ben mid-transformation for Alien X.
Air date Nov. 24, 2009 (Part 1)
Nov. 25, 2009 (Part 2)
Dec. 7, 2012 (BiA: AQ)
Written by Stripes
Episode Guide
10 Again
Artificial Consequence

Ben 10: Alien Queen is a four-part episode/movie, and the ninth episode of the first season of Ben 10: Alien Universe. Two of the four parts were released November 24, 2009, and November 25, 2009. The last two parts were lost long ago. The episode is very roughly based off of Ben 10: Alien Swarm, the live-action adaptation of Ben 10: Alien Force.


Based roughly on the plot of Ben 10: Alien Swarm, Ben and crew are confronted by an alien dealer trying to sell tubes of an unknown alien specimen. When the specimens escape their containers, though, the crew go on a mission to stop and contain them while often confronting Victor Validus.

Major Events

  • Elena Validus makes her debut.
  • Ben sacrifices himself for Gwen, and Zs'Skayr takes over his mind.
  • Ben acquires the DNA of Nanomech from Victor Validus' chips.

Omnitrix Debut

  • Anos


Main Characters

Main Villains

  • Victor Validus
  • The Nanochips
  • Zs'Skayr

Minor Villains

  • Ghostfreak Minions/Ectonurites

Neutral/Minor Characters

  • Alien Dealer
  • Traxel Shard (brief)
  • Ship
  • Grandma Verdona (brief)

Aliens Used

  • Brainstorm (first appe​arance, accidental transformation; selected alien was Spidermonkey) (x2)
  • Humongousaur
  • XLR8 (x3)
  • Diamondhead (x2)
  • Ghostfreak (accidental transformation; controlled by Zs'Skayr)
  • Echo Echo (accidental transformation; selected alien was Anos)
  • Alien X
  • Swampfire
  • Anos
  • Chromastone (cameo)


In this movie, errors occur for the first time.

  • Earlier in the episode, Kevin's car has a white fill instead of a green fill, which is shown later when Ship emulates Kevin's car.
  • When Kevin is thrown into the air by Ship, as he yells, Galvanic Mechamorph is misspelled "Galvanic Mecomorgh."
  • After Ben changes back from Anos, a Victor Validus hologram is seen on Omnitrix.


  • Ben exhibits his first Alien X transformation sequence in this episode, which doesn't resemble the real Alien X transformation sequence at all (where Ben's head transforms into the night sky in space, and the viewers zoom in to see near planet Zvezda where Serena, Bellicus, and Ben appear). Instead, the transformation involves Ben inventing three prongs upon his head and moving his Omnitrix from wrist to chest in symbol form. He also becomes thicker/wider.
  • Ship transforms into Kevin, and he is not a mechanical being in any way. He is even shown to be able to speak. It has been confirmed that this occurred because Ship became the Nuljian Destructor (which he eventually came across) and became Kevin.
    • Ship also transforms into the bikes Elena and the Alien Dealer use, and even Kevin's car.
  • This is the first time where some of Ben's selected aliens were not given to him.
  • This episode is non-canon.
  • Traxel Shard makes his first (non-canon) appearance in this episode.
  • The episode starts off playing out much like Alien Swarm, where a dealer brings Kevin some containers and he calls for Ben and Gwen for some help on the choice. The story completely changes when Elena is revealed to be the other biker.
  • This episode had the most transformations, and had the longest duration.
  • This episode was unfinished.
  • While it took until Grandma Verdona fiddled with the Omnitrix for the transformation to look properly, Anos had already been unlocked before she helped out. It could be seen when Ben was choosing a hologram for Echo Echo that an Anodite was on the Omnitrix. It was also evident as Ben noted there was an Anodite hologram to Gwen.
Community content is available under CC-BY-SA unless otherwise noted.