Grey Matter (15 Years Old)

Grey Matter is the Omnitrix's DNA sample of a Galvan from the planet Galvan Prime.


Grey Matter (10 Years Old)

Grey Matter is a grey-skinned, frog-like, bipedal alien who is only 5 inches tall.

He has large, orange eyes, with rectangular pupils. He wears a green jumpsuit with a black stripe going down the middle of the chest, which connects to black rings around his neck and waist, black rings around his wrists, and black coloring from the knees down.

Grey Matter wears the Omnitrix symbol on his back.

Grey Matter now has a green jumpsuit with a black belt. His suit collar is now black, and the stripe on his head and jumpsuit are no longer present. He wears black, fingerless gloves with a green rectangle on the back. His neck is slightly longer. His Omnitrix symbol continues to be present on his back, and his voice is slightly deeper.

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). Grey Matter'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. 

Grey Matter's brain capacity makes Ben smarter about things he's never even seen before, like Kraab's alien circuitry.

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

Grey Matter'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 and his slimy skin makes him difficult to grab.

Grey Matter 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.

Grey Matter is amphibious and has gills.

Grey Matter 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.

Grey Matter was able to understand Pyxi's speech.


  • Enhanced Intelligence
  • Enhanced Agility
  • Enhanced Flexibility
  • Enhanced Jumping
  • Computer Perception
  • Wall Crawling
  • Sharp Teeth
  • Underwater Breathing
  • Prehensile Tongue


Grey Matter'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, Grey Matter can still make miscalculations, as his attempt to upgrade the Rust Bucket's air conditioner caused it to overheat instead, incapacitating the vehicle.


  • Grey Matter is Ben's smartest alien.
  • Grey Matter is the second smallest alien in Ben's arsenal; the overall smallest being Nanomech.
  • Grey Matter is smart enough to unlock the original Omnitrix's Master Control, but Ben never considered doing this.
  • Grey Matter's DNA was the first to be added to the original Omnitrix, though neither Azmuth nor Albedo was the source of the DNA sample.
  • A running gag in the original series was that when Ben selected an alien with enhanced strength, he got Grey Matter instead.
  • Grey Matter and Feedback are the only aliens with their own theme song.
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