Ultimatrix MK10
Ultimatrix mk10 2
General Information
Creator Azmuth
User Ben Tennyson
Type DNA Alterer
Level 20
First Appearance Failure: Part 2

The Ultimate Omnimatrix MK10, referred to as the Ultimatrix MK10 and was formerly the Ultimatrix, is the Omnitrix that Prime Ben used to replace the Omnitrix, which he destroyed in a battle with Vilgax. The Ultimatrix was removed by Azmuth in The Ultimate Enemy: Part 2 and replaced by the Omnitrix. Ben Prime now wields the Ultimatrix MK10 after the Ultimatrix recalibrated.


This Ultimatrix looks a lot like the original Ultimatrix but half the size, as it only goes up to the user's wrist instead of half of their arm. It is worn on the back of the hand rather than the wrist. This Ultimatrix is also missing the previous Ultimatrix's black button and wrist couplings. Before it took this form, it resembled the Ultimatrix.

All of the aliens in this Ultimatrix (except the Ultimates) have the same appearances as the aliens in the Omnitrix MK10.


Originally created by Azmuth, the Ultimatrix MK10's power core was unstable and incomplete, so he contained the device in high security storage.

Albedo stole the Ultimatrix and was able to stabilize the core, as well as "surpassing" the prototype Omnitrix by adding the evolutionary function. Unfortunately for him, Ben's DNA was still the default for the Omnitrix and the Ultimatrix was still linked to the same database, so Albedo only had access to Ben's current aliens, which excluded Grey Matter. Allying himself with Vilgax, he agreed to help him so he could turn himself back to normal, while Vilgax could have the Earth. After Albedo as Negative Ultimate Humungousaur easily defeated Ben as Humungousaur, Vilgax threatened Gwen and Kevin's lives in order to force Ben to give up the Omnitrix to him. Afterwards, Vilgax betrayed Albedo by using the Omnitrix to defeat him by turning his army of Bioids into thousands of Humungousaurs.

Later, Ben activated the Omnitrix's self-destruct mechanism to force Vilgax to remove it but Vilgax refused, thinking he was bluffing and later suffered the consequences. Ben released Albedo and forced him to give him the Ultimatrix via the same threat. Ben used Ultimate Swampfire to battle Vilgax and used Jetray to later escape.

Ben continued to use it until he defeated Vilgax with Diagon's powers, Azmuth came to take Ascalon as well as the Ultimatrix and gave the new Omnitrix to the worthy wielder.

Azmuth was thought to have destroyed the Ultimatrix off-screen after The Ultimate Enemy: Part 2, but actually deactivated it, knowing that it would be used later on. Ben was then given back the Ultimatrix after Infern took the Omnitrix MK10 and the Ultimatrix recalibrated and was dubbed the Ultimatrix MK10. The Ultimatrix MK10 was later used to defeat Infern in Failure: Part 2. The Ultimatrix MK10 is the device that Ben 10: The New Omniverse seasons 2-4 will revolve around.


Ultimatrix mk10 2

Active Mode

Active Mode is the Ultimatrix's default mode. Normally Active Mode is active when the Ultimatrix can be used, recharged and nothing is wrong.


Recharge Mode

Recharge Mode's main purpose is to keep the Ultimatrix from damaging the user. Recharge Mode is activated when the Ultimatrix runs out of time. Recharge Mode is deactivated automatically, once a certain period of time has passed.
According to Dwayne, using Ultimate Forms will make the Ultimatrix go into Recharge Mode sooner than using non-Ultimate aliens.


Scan Mode

When DNA not in the Ultimatrix MK10 is near the Ultimatrix MK10, it closes its main features until the DNA is scanned. When a new DNA sample is acquired, the Ultimatrix MK10 sometimes shows a picture of almost every alien unlocked, plus the new one.

When a new DNA is sensed, the Ultimatrix MK10 either pops out and shoots out a yellow ray from the black and yellow part or doesn't pop out but circles and then reveals a hole which shoots out the yellow ray. When in alien form, the Ultimatrix MK10 shoots out a yellow ray from the dial. If the DNA is already in the Ultimatrix MK10, the Ultimatrix MK10 will have to be set to Scan Mode manually and the alien will just be unlocked and available for use.

The Ultimatrix deactivates, charges, and re-activates. It can turn off/on some features. Reset Mode can be activated by Voice Command or by pressing and holding the Ultimatrix symbol as an alien for 2 seconds.


Deactivated Ultimatrix MK10

The Ultimatrix shuts down, making it of no use. This mode only appears in The Ultimate Sacrifice.


Radiation Mode

Radiation Mode is activated when radiation is detected. The Ultimatrix will beep and flash red. Radiation Mode is activated whenever high levels of radiation are detected. Radiation Mode can be turned off by turning the Ultimatrix symbol to the quarter past position as an alien, or when radiation isn't detected anymore.

Self destruct1

What self destruct mode looks like if it happens

When in Self-Destruct Mode, the Ultimatrix MK10 counts down until it explodes. Self-Destruct Mode functions as a last resort should the Ultimatrix MK10 fall into the wrong hands. Self-Destruct Mode can be activated and deactivated by Voice Command.



  • The Ultimatrix Mk10 can access the Ultimatix MK's database to show which transformations have been activated over time.
  • The Ultimatrix MK10 has a Master Control.
  • Pressing the black buttons next to the dial makes the Ultimatrix MK10 larger in size, so it can be slipped off.
  • The Ultimatrix can add extras to alien forms in order to make the forms more safe/stable.
  • The Ultimatrix MK10 automatically reverts the user back into their normal form when they get sufficiently hurt or knocked out.
  • The Ultimatrix MK10 has the ability to transform between alien forms with or without touching the Ultimatrix symbol.
  • The Ultimatrix MK10 is able to scan human-alien hybrids in order to unlock the alien's DNA.
  • The Ultimatrix MK10 possess the ability to restore alien DNA.
  • ​The Ultimatrix MK10 has a DNA scanner.
  • The Ultimatrix MK10 has a quick change feature that automatically turns the user back when they are done using their transformation, causing it not to time out and allowing the user to transform again far quicker.
  • The Ultimarix MK10 can synchronize with another Omnitrix.
  • Unlike the Original Omnitrix and the Ultimatrix, the Ultimatrix MK10 does not mistransform.
    • If it does mistransform, it's Ben's fault; caused by his habit of slamming his hand on the Ultimatrix MK0's core.
  • The Ultimatrix MK10, like the Omnitrix and Omnitrix MK10, does not rely on the Codon Stream for transformation, instead having the DNA stored within itself in a computerized form.

Evolutionary Function

  • The Ultimatrix MK10 has the ability to evolve aliens into their Ultimate Form, granting them new powers and new abilities that are more powerful. This was activated by pressing the Ultimatrix symbol as an alien, causing four gray spikes to grow.
  • The evolution feature works by placing the selected species in a simulation, right down to the DNA, for an extended period of time, about a million years or so, in what is described as a "worst case scenario"; the actual DNA is then simply modified to match the new DNA. This survival of the fittest routine explains why the evolutions are more combat-centered than their normal forms.
    • The Ultimate Forms inside the Ultimatrix MK10 are no longer sentient.


  • The Ultimatrix MK10 has AI (Artificial Intelligence).
  • The Ultimatrix MK10 can detect other Matrix cores like Eunice or other Omnitrixes/Ultimatrixes.
  • The Ultimatrix MK10 serves as a communicator when transformed and not transformed, like the other Omnitrixes.
  • The Ultimatrix MK10 has a 2-way communication system with Plumber Badges.
    • The Ultimatrix MK10 can also record messages, similar to voicemail.
  • The Ultimatrix MK10 has a digital watch.
  • The Ultimatrix MK10 adapts the user's clothing to the alien he/she transforms into.>
  • The Ultimatrix MK10 has a built-in Universal Translator.
  • The Ultimatrix MK10 has a distress signal function and homing device as Azmuth was able to find and rescue Ben when was trapped inside the Incursean Exile Pod.
  • It is revealed that the Ultimatrix MK10 has a security lock system so that only Ben can use it.
    • It also has an alternate identification program if some change by outside forces occurs to Ben.
  • The Ultimatrix MK10 has been revealed to have a fail-safe that kicks in in the event that the user's life is in jeopardy. This feature turns him/her into the needed alien he needs to survive.


  • The Ultimatrix MK10 can change and create different types of clothing or accessories on specific alien forms, with the clothes either colored white and black or green and black. Ben doesn't quite know how the feature worked. It is shown that returning aliens had unique clothing to them.
    • According to Dwayne, Albedo individually applied this function to each of the aliens.

Voice Command

  • The Ultimatrix MK10 has a Voice Command, just like the Omnitrix.
    • Ultimatrix User Access Voice Recognition Mode
      • Makes the Ultimatrix MK10 recognize the wearer and activates Voice Command.
    • Command Code 1010 Tennyson Benjamin Disengage Life-Form Lock
      • Disengages Life-Form lock


  • The Ultimatrix MK10 can't detect outer dimensional creatures.
  • The Ultimatrix MK10 always goes into Capture Mode when there is a sapient species' DNA that isn't in the Ultimatrix Mk0's database within its proximity. Thus, it couldn't be used to transform until the DNA is obtained or the specimen is no longer in range.
  • Technical glitches caused power glitches that would cause random flight and abilities not native to the alien species, as well as leaving all the aliens naked and cold.
    • Azmuth reformatted and corrected these errors in the new Omnitrix and Omnitrix MK10.
    • These glitches were also corrected when Azmuth recalibrated the Ultimatrix into the Ultimatirx MK10.


  • The Omnitrix has a randomizer function. This has two modes:
    • Ben continuously changes between different aliens every few minutes before timing out.
    • Ben will turn into one random alien for an inconsistently short period of time before changing back.


Unlocked Aliens

  1. Absolute Zero
  2. Alien X
  3. AmpFibian
  4. Arctiguana
  5. Armodrillo
  6. Astrodactyl
  7. Atomix
  8. Balloonclaw
  9. Ball Weevil
  10. Blitzwolfer
  11. Bloxx
  12. Big Chill
  13. Bounty Thief
  14. Brainstorm
  15. Bullfrag
  16. Buzzshock
  17. Cannonbolt
  18. ChamAlien
  19. Chromastone
  20. Clockwork
  21. Crashhopper
  22. Cyberchase
  23. Decagon Vreedle
  24. Detroviator
  25. Diamondhead
  26. Ditto
  27. Eatle
  28. Echo Echo
  29. Eelectricity
  30. Elaskimo
  31. Element X
  32. Eon
  33. Eye Guy
  34. Fasttrack
  35. Feedback
  36. Feline Fatal
  37. Flame Rider
  38. FlameOgre
  39. Four Arms
  40. FreezeSmith
  41. Frankenstrike
  42. Ghostfreak
  43. Goop
  44. Gravattack
  45. Green Ninja
  46. Grey Matter
  47. Gutrot
  48. Heatblast
  49. Hightide
  50. Humungousaur
  51. Inspector 10
  52. Jack-O-Flame
  53. Jetray
  54. Jury Rigg
  55. Kick-Fil-A
  56. Kickin Hawk
  57. Lenoben
  58. Lodestar
  59. Mananite
  60. Massroom
  61. MindMatter
  62. Mole-Stache
  63. NRG
  64. Nanomech
  65. Osmos
  66. Paint Goo
  67. Pesky Dust
  68. PinPoint
  69. Plastico
  70. Portaler
  71. Rath
  72. Ripjaws
  73. Rocks
  74. SandTrap
  75. Shellhead
  76. Shocksquatch
  77. Snakepit
  78. Snare-Oh
  79. Sonic Skull
  80. Spidermonkey
  81. Squidstrictor
  82. Squidstrike
  83. Stinkfly
  84. Swampfire
  85. TenTen
  86. Terraspin (TNO)
  87. The Worst (TNO)
  88. Toepick (TNO)
  89. Perk Upchuck
  90. Murk Upchuck
  91. Kirk Upchuck
  92. Upgrade
  93. Ventrilosquid
  94. Walkatrout
  95. Water Hazard
  96. Way Big
  97. Whampire
  98. Wildmutt
  99. Wildvine
  100. XLR8

Known Ultimate Forms

  1. Ultimate Arctiguana
  2. Ultimate Big Chill
  3. Ultimate Cannnbolt
  4. Ultimate Ditto
  5. Ultimate Echo Echo
  6. Ultimate Gravattack
  7. Ultimate Humungousaur
  8. Ultimate Jetray
  9. Ultimate Spidermonkey
  10. Ultimate Swampfire
  11. Ultimate Upgrade
  12. Ultimate Wildmutt
  13. Ultimate Way Big
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