Ben 10 Fan Fiction Wiki
Ben 10 Fan Fiction Wiki
General Information
Species Galvan
Home World Galvan Prime
Body Humanoid Frog
Powers and Abilities
Abilities Enhanced Intelligence
Enhanced Agility
Enhanced Flexibility
Enhanced Jumping
Wall Crawling
Sharp Teeth
Slippery Body
Underwater Breathing
Prehensile Tongue
Small Space Maneuvering
Voice Actor Eric Bauza

Brainytoad is the Omnitrix's DNA sample of a Galvan from the planet Galvan Prime in Ben 10: Tales of the Omnitrix


Brainytoad is a grey-skinned, frog-like, bipedal alien that is only four inches tall with large green eyes, which have rectangular pupils and horizontal eyelids. He wields black-striped white jumpsuit.

Powers and Abilities

Grey Matter's small size belies his great calculative and technical intellect. He can create complicated machines from spare parts, understand the function of any device at a glance, and make sophisticated repairs to complex machines (such as a warp-drive engine).

Brainytoad's intellect serves as a problem solver and analytical help in difficult situations. This allows Grey Matter to think more strategically when brute force is inefficient. In fact, Grey Matter is smart enough to know how to unlock the original Omnitrix's Master Control, something only Ken has demonstrated.

Brainytoad's brain capacity makes Ben smarter about things he has never even seen before.

Brainytoad can sometimes manipulate living things by stimulating certain parts of their nervous system if such beings can be controlled by external stimuli.

Brainytoad's size allows him to squeeze into small spaces and can climb walls due to microscopic pads on his skin. He also has sharp teeth that can cause pain to those he bites, as well as slimy skin that makes him difficult to grab.

Brainytoad was the weakest alien in the original series due to his minuscule size, but he compensates with his intellect and efficient technological and calculative skills.

Brainytoad's intelligence is not limited to technology and biology, as he is smart in general. Even if he does not know something, he can learn it very quickly.

Brainytoad appears to be stronger than he looks, as he was strong enough to move a cleaner's bucket with mops in it and break a coolant pipe to freeze the Vreedle Brothers.

Brainytoad can breathe underwater due to having gills, making him amphibious.

Brainytoad has a long prehensile tongue, owing to his insectivore nature, as a Galvan, he also possesses a 'pre-brain' which deals with all basic bodily functions.

Brainytoad is able to understand Pyxi's speech.


Brainytoad's small size makes him unsuitable for physical battle, so he must outsmart his enemies in a fight. Animals like dogs and cats can be a problem, as they may see Grey Matter as a chew toy or food to them.

Despite possessing immense intelligence, Brainytoad can still make miscalculations, as his attempt to upgrade the Rust Bucket's air conditioner caused it to overheat instead, incapacitating the vehicle.

According to himself, Brainytoad sometimes does not understand his own sentences.

Grey Matter does not know everything, as seen when he (initially) did not know which galaxy his species is from.

Being a Galvan, Grey Matter would be vulnerable to being trapped by a member of Omnivoracious's species if they were not extinct.




Brainytoad's name is a combination of the words brain and toad, referencing his intellect and appearance.


  • Grey Matter's DNA was the first DNA sample added to the Omnitrix.
  • When Grey Matter gets surprised, his rectangular pupils turn into very large squares.
  • Grey Matter is Ben's smartest alien.