This is the fifth episode of Jon: Ultimate Adventures

Ultimatrix Problems
General Information
Original broadcast November 29th, 2014
Series Jon: Ultimate Adventures
Season 1
Episode number 5
Episode number in production order 5
Overall episode number 5
Written by Polarbear114
Directed by Polarbear114
Episode Guide
Previous episode Alien Four
Next episode Galactic Court


We see Jon in Blukic and Driba's lab. There is a device around the Ultimatrix.

Driba: There you go.

Blukic: That should improve the output for the Ultimates.

Driba: And your other standard forms.

Blukic: Possibly.

Blukic and Driba leave. Jon is puzzled. He gets his arm out of the strap and stands up. Rook and Ben enter. The Ultimatrix sparks a bit.

Ben: That doesn't seem right.

Jon: Probably getting used to what ever Blukic and Driba done.

Rook: I see.

Jon: So what's up?

Rook: Something is happening at Mr. Baumann's store. I think you should go alone.

The Ultimatrix makes some strange noises.

Jon: I think we should all go. I'm not liking what's happening to the Ultimatrix.

Ben: Agreed. Blukic and Driba aren't the best Galvans around.

They all leave the lab and a transition happens of them entering the shop. Mr. Baumann is happy to see Jon but looks to Jon's right and sees Ben and starts to frown. They all sit at the counter.

Jon: So, what's the problem?

Bubble Helmet, Liam, Psyphon and an inversed Bloxx appear. This version of Bloxx is black and grey and has red eyes.

Rook: You low life's shall surrender.

Psyphon: I don't think we will. Boys attack.

Psyphon's gang pull out their weapons and start firing. Ben is about to slam down the Omnitrix. Ben, Jon and Rook dive behind the counter.

Jon: Ben, think about what you are going to do.

Ben: I have, I'm going to beat them up.

Ben jumps over and transforms into Frankenstrike. Frankenstrike then charges at them. Jon selects XLR8, the Ultimatrix pops up, Jon jumps over the counter and presses down the Ultimatrix core. But he doesn't transform.

Jon: Huh?

Rook jumps over and then Jon dives behind the counter. Frankenstrike fires electricity at Psyphon hitting him and knocking him out the store. The Omnitrix times out, Ben is now Human. Ben dives behind the counter. Rook fires some energy bolts at Liam, Invert Bloxx and Bubble Helmet knocking them all back. They all run away. Ben and Jon jumps over the counter to the other side Mr. Baumann then gets up. Mr. Baumann then looks at the store and signs have been destroyed and shelves have been smashed.

Mr. Baumann: BEN!

'Ben runs out, Rook and Jon walk out. The scene then transitions back to the lab and Blukic 'and Driba are working on the Ultimatrix again.

Jon: Are you sure I can transform this time?

Rook: I must admit, them low life's would not have gotten away if the Ultimatrix was working.

Jon: Or if Ben thought about what to do.

Ben: I did.

Rook: With your fists, not your brain.

Blukic and Driba release the Ultimatrix and also gives Rook a control to access aliens within the Ultimatrix.

Rook: Why do I need this?

Driba: Just in case Jon still can't transform.

Blukic: You use that to transform him, duh.

Rook, Ben and Jon look at each other and shrug. The scene moves to Ben, Rook and Jon at Mr. Smoothies.

Ben: This smoothie is okay.

Jon: What flavour is it?

Ben: Peach and Cauliflower.

Rook: Only you could like a disgusting mix of smoothie.

Jon: That's true.

Liam and Bubble Helmet enter. They have their weapons aimed at Jon, Rook and Ben.

Liam: Bwark, you should all s-s-surender!

Ben: Like that's going to happen, it's time for Kickin' Hawk.

Ben hits the Omnitrix and transforms into Nanomech.

Jon: Time for some Bloxx power.

Jon hits the Ultimatrix down but doesn't transform again. Jon repeatedly hits the Ultimatrix but nothing happens.

Rook: Jon, maybe you should refrain from tampering with the Ultimatrix.

Nanomech: Yeah. I'll handle this!

Jon: As a fly?

Nanomech: A microchip/Human hybrid.

Nanomech flies towards Bubble Helmet but Bubble Helmet catches Nanomech. Rook fires a cable from his proto-tool and it wraps around Bubble Helmets left arm. Rook tugs which causes Bubble Helmet to release grip on Nanomech. Liam charges towards Jon and throws a few punches. Rook looks horrified, but Jon dodges them all. Them Liam kicks Jon and he flies into Mr. Smoothies and it is destroyed.

Nanomech: Not Mr. Smoothies.

Rook: Maybe I can transform Jon.

Rook gets out the device which Blukic and Driba made and rotates the dial. The dial shows blurry images of aliens which are in Jon's Ultimatrix. Rook finds one, and presses the green button underneath the dial. Jon gets out from under the rubble of Mr. Smoothies. Rook looks at him and wonders why he hasn't transformed. A green light flashes and Nanomech is now Bullfrag.

Bullfrag: Can't they do anything right?

Rook: Maybe it's best if I refrain from using this.

Bullfrag: Good idea. Jon, stay safe.

Jon stays put with a frown on his face. Bullfrag wraps his tongue around Liam's legs, lifts him up then slams him on the ground. Rook fires plasma balls out of his proto-tool at Bubble Helmet and he falls over. Liam and Bubble Helmet are both on the floor unconscious. Rook goes over to arrest them, but they teleport away. The Omnitrix times out and Bullfrag reverts back into Ben.

Jon: I'm starting to hate Blukic and Driba.

Ben: They were never known for being too smart.

Rook: They modify your Omnitrix all the time.

Ben: Yes, but they have never seen an Ultimatrix.

Jon: We need to get back to HQ. I need to do some training with Magister Tennyson.

Rook: Which you can't do due to the Ultimatrix not working.

Jon frowns. The scene is now at the lab with Blukic and Driba. The have opened the Ultimatrix core and are making a component to fit in it so Jon can transform. Rook and Max are in the lab.

Jon: Are you sure this will work?

Blukic: Absolutely.

Driba: Possibly.

Rook: That usually means maybe.

Jon (sarcastic): Fantastic.

Driba puts the component into the Ultimatrix and pushes the core back in.

Blukic: All done.

Max: But will it work?

Driba: Maybe.

Max: Jon, only use the Ultimatrix if you need to.

Rook: What if Ben can't transform or Jon is trapped away from us?

Jon: Then I use the Ultimatrix.

Rook's plumbers badge starts to make noises. He picks it up and its Ben on the line.

Ben (off-screen): Has Jon's watch been fixed?

Jon: They said maybe.

Ben: Ah okay, its just that Magister Patelliday thinks he saw Psyphon heading towards Mr. Baumann's store.

Jon: Okay, Rook and I will meet you there.

Max: Don't do anything stupid.

Ben (off-screen): It's me Grampa.

Rook: That's why he mentioned it.

The screen fades, when it returns, the interior of of Mr. Baumann's store is shown. Mr. Baumann is at the counter. Invert Bloxx is there along with Psyphon. Invert Bloxx is holding Mr. Baumann up by his collar. Ben enters.

Ben: Let him go Psyphon.

Psyphon: With pleasure.

Invert Bloxx throws Mr. Baumann at Ben. Ben gets his Omnitrix ready to transform but Mr. Baumann hits him causing him to transform into Way Big. Way Big has destroyed half the store.

Way Big: Aw man.

Mr. Baumann: I knew you'd destroy the store.

Way Big: Technically you changed me into Way Big, so it's your fault.

Invert Bloxx transforms his right arm into a cannon and fires block cannon balls at Way Big, doing no effect. Way Big tries to stamp on him but he keeps moving.

Mr. Baumann: I'll have no store left at this rate.

Way Big gets annoyed and punches the ground cause more of the shop to be destroyed and knocking Invert Bloxx back. Rook enters and his mouth is wide open due to the destruction. Psyphon fires a sticky ball onto Way Big and it explodes, causing Way Big to move backwards. Way Big gets his footing, but when he is about to place his left foot down, Jon walks into the path of it. Jon activates the Ultimatrix hoping to get any alien and Way Big treads on him at the same time Jon activates the Ultimatrix.

Rook: No!

Way Big: What?

Rook: Your foot is on top of Jon.

Psyphon: Hahaha. You have killed your pal.

A shadowy figure is behind Psyphon. Psyphon turns around and gets punched by Jon as Clockwork. Psyphon goes flying and lands next to Rook who arrests him immediately. Rook walks over to Invert Bloxx and arrests him as well. The Omnitrix times out, Way Big reverts to Ben. Jon's Ultimatrix makes the time out noise, but instead transforms into Diamondhead.

Diamondhead: What the?

Rook: This is a problem.

Ben: I thought you said I stomped on him!

Diamondhead: You almost did until the Ultimatrix turned me into Clockwork. I froze time and moved near Psyphon waiting for the right opportunity to strike.

Rook: Nice going dude. But we need to report this to Magister Tennyson.

Ben: I'll call Grampa.

Ben walks off. Mr Baumann looks at the store and puts his head into his hands.

Diamondhead: Don't worry Mr. Baumann, we'll make sure Ben has a lot of chores to do to fix the store.

Mr. Baumann: I want my store back in one piece right now!

Rook: If that was possible, we would have already done it Sir.

The Ultimatrix starts to time out. Diamondhead gives a happy smile. Diamondhead then transforms into Murk Chuck It.

Chuck It: Chuck It! Are you kidding me? I'm not trusting them Galvans again.

Rook: It seems like they have accessed a randomized function.

Chuck It: Yeah, the Ultimatrix has that. But they've also accessed Life Form Lock by the seems of things.

Mr. Baumann: Tell Ben he's never allowed 50 feet in front of the store!

Mr. Baumann walks off into his 70% destroyed store. Ben enters again putting his phone back into his pocket.

Ben: Grampa says he's happy that the Ultimatrix is working but he wants it to be reset.

Rook: Does the Ultimatrix have that function?

Ben: It did when I used it.

Chuck It: Ultimatrix. Voice access.

Ultimatrix: Access granted.

Chuck It: Hard Reset.

Ultimatrix: Can't comply with command.

Chuck It: Report.

Ultimatrix: Life Form Lock and Randomizer are jammed. Resetting will destroy the Ultimatrix.

Ben: Better not then.

Chuck It: I hate them two.

Ben's phone rings again. He picks it up.

Ben: Hello? Yep....We are on our way.

Ben puts his phone away.

Rook: What is the problem?

Ben: Bubble Helmet and Liam are attacking HQ and are trying to get Psyphon and Invert Bloxx out.

Chuck It: Then we better go and help.

Rook: We will take the truck.

Rook, Ben and Chuck It start to walk towards the truck, then the Ultimatrix starts to time out and then transforms Chuck It into Stinkfly.

Stinkfly: Seems like I am flying.

The scene goes to the holding vaults. Psyphon is out and is helping Liam and Bubble Helmet. The Plumbers are firing at them but to no avail.

Max: Pull back.

The Plumber move back. Rook and Ben enter.

Max: Where's Jon?

Stinkfly: Here!

Stinkfly enters and is above Rook and Ben but more forward. The Ultimatrix starts to time out and Stinkfly transforms into Polar Smash, and falls on to the ground hard.

Polar Smash: I'm really hating them two now. I will freeze them!

Rook: Your hate is understandable.

Psyphon shoots at Ben knocking him back. Liam and Bubble Helmet fire are Polar Smash and Rook. Rook fires back but he gets hit and blown back and his proto-tool is flung of the edge of the side walk and falls down into the depths of the Plumber base. Psyphon throws a bomb towards Polar Smash and he is about to shoot ice but the Ultimatrix starts to time out. Polar Smash then fires ice in front of him and creates and ice wall. Psyphon, Liam and Bubble Helmet keep firing at the wall. The Ultimatrix times out and Polar Smash transforms into Echo Echo.

Echo Echo: Okay, I'm getting tired of this. Ben, turn into a Galvan.

Ben: What?

Max: As Grey Matter, your intellect is increased by a lot.

Rook: In theory you can fix the fault in the Ultimatrix.

Ben: Right. Okay Omnitrix, I want Grey Matter. Not Rath or Blitzwolfer.

Ben selects Grey Matter on the hologram interface and then presses the Omnitrix down and transforms into Grey Matter. Echo Echo kneels down and Grey Matter starts to fix the Ultimatrix. He opens it up and rewires some components and takes two things out. Grey Matter then closes the Ultimatrix and a time out is heard, the Ultimatrix times out turning Echo Echo into Jon. The Omnitrix times out as well turning Grey Matter into Ben.

Jon: Thanks, glad you could fix the Ultimatrix.

Ben: No problem.

Psyphon breaks through the ice barrier. Bubble Helmet and Liam shoot and destroy all the Plumber weapons. Jon and Ben look at each other, nod and then activate their watches and slam them down. Ben transforms into Blitzwolfer and Jon transforms into Swampfire.

Swampfire: Swampfire. Oh yeah.

Blitzwolfer: Now you guys are in trouble.

Blitzwolfer charges at Psyphon and punches him. Psyphon dodges but gets caught in Blitzwolfer's howl knocking Psyphon flying into a cell and his weapon lands near Rook. Swampfire fires some fire balls at Bubble Helmet and he flies back into the wall. Liam tries to run for it, but Swampfire aims another fire ball at him making Liam fly into another cell. Blitzwolfer gets Liam and Bubble Helmet's weapons and Swampfire picks Bubble Helmet up and chucks him in another cell. Swampfire then closes and locks them all. Both the Omnitrix and the Ultimatrix time out and Jon and Ben return to Human and high five.

Max: Nice work you two.

Ben: Thanks Grampa.

Jon: We made a good team, we were on the same level.

Rook: You two were working well as a team.

Blukic and Driba enter the area from the lift and walk towards Max. Jon looks at them and gives them a death stare. Blukic and Driba look scared. They give Max something then run off back to the elevator. Ben and Jon laugh.

Major Events

  • Way Big, Frankenstrike, Nanomech, Bullfrag, Grey Matter and Blitzwolfer make their debut by Ben
  • Mr. Baumann's store is detroyed mostly
  • Liam and Invert Bloxx make their debut
  • Rook has a device which transfroms Ben into different aliens, though the device was meant to make Jon transform.


Jon Marron

Ben Tennyson

Rook Blonko

Max Tennyson


Mr. Baumann





Invert Bloxx (First appearance)

Bubble Helmet

Liam (First appearance)

Aliens Used



  • Way Big (First Appearance)

  • Frankenstrike (First Appearance)

  • Nanomech (First Appearance; intender alien was Kickin' Hawk)

  • Bullfrag (First Appearance) (Unintentional)

  • Grey Matter (First Appearance)

  • Blitzwolfer (First Appearance)


  • The Mystery Figure was meant to appear in this episode but the idea was scrapped.
  • If the Life Form Lock and the Randomizer are both on at the same time on Jon's Ultimatrix , the Ultimatrix can blow up.
  • Mr. Baumann's store is destroyed, ususally it is just damaged
  • Polarbear114 confirmed Ben was forced to fix Mr. Baumann's store by Max. The people of Undertown helped restore it since they loved the store.
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