Season 3 - Episode Guide

Vilgax has beaten the heroes of ten planets and taken their powers as his own. Now he's looking for Ben.

Ben, Gwen and Kevin race to collect the Omnitrix's missing forms and make it to the battle with Vilgax on time. Meanwhile, Kevin discovers that his new transformation has some benefits.

Grandpa Max asks the team to investigate some strange desert activity, leading them to encounter Vulkanus and his incendiary plans for Earth's future.

Alien Spring Break at a town's Popcorn Festival occurs every 17 years. When one alien goes missing, Max sends the team to find the wayward alien.

An alien girl asks for Ben's help to end a war that's lasted for years.

Ship's owner decides he wants him back and hires some repo men to retrieve him. Ben and Kevin go to court to take care of things legally, leaving Gwen and Julie to face the repo men.

A retriever who specializes in obtaining rare goods comes after the Omnitrix, dimensionally separating the Omnitrix and a part of Ben. Ben is sent elsewhere, fighting to survive, while his friends try to figure a way to bring him back.

A series of earthquakes awakens a HighBreed officer who has been hibernating deep under the earth's surface. He believes the HighBreed have lost the war and activates a fail safe device that is programmed to destroy. Ben must now work together with Gwen and Kevin not only to save Grandpa Max, but also the world from this "giant" problem.

Kevin is beginning to lose all hope that he will someday return to his human self. He then meets a girl who doesn't seem to mind the form he is in. Kevin finds himself under her spell, quite literally, as Charmcaster has come back to exact revenge on Ben and Gwen. Kevin, under Charmcaster's spell, has no choice but to obey his master and destroy Ben and Gwen.

Vilgax promises Ghostfreak to spring him out of prison as long as he tells him the secrets of the Omnitrix, but when Ghostfreak betrays him and turns his people into his minions, Vilgax comes to Earth and asks for Ben, Gwen and Kevin's help to get rid of Ghostfreak.

Kevin tracks down Darkstar. Darkstar asks for Kevin's help to retrieve an item that could cure both of them.

The team investigates some highly advanced alien technology. They find a box that is more advanced than the Omnitrix. Others desire this technology.

An alien race asks the team to deliver the Tiffin to another race as a peace offering. The Omnitrix changes Ben into a new form that's highly aggressive, which causes other problems on their peace mission.

An undisclosed connection between the Omnitrix and the planet Primus teleports Ben and team to the hidden planet when it comes under threat.

Despite being warned by Paradox, Gwen travels back in time to prevent the accident that turned Kevin into a monster from ever happening. Gwen returns to the present only to find that her time traveling caused a series of events that led to Hex ruling the world.

A celestial alignment and the true function of a power shard leads Tetrax to throttle ChromaStone right out of Ben Tennyson for a time-sensitive assignment.

The Plumbers' Helpers receive a distress call from Max, followed by a threatening message from Ben to not interfere. Something's wrong, and the Helpers must face off against their hero Ben.

Ragnarok, the villain who killed Kevin's father, is out to complete the mission he started years ago. Kevin is determined to stop him and get revenge.

Albedo has stolen the Ultimatrix from Azmuth and has used it to kidnap Gwen and Kevin. Ben goes to face Albedo and rescue his friends when he quickly discovers that Albedo has been working in conjunction with Vilgax. Ben is defeated by the pair and gives up the Omnitrix to save himself and his friends.

Powerless, Ben goes aboard Vilgax's ship and faces off with Vilgax to stop his invasion of Earth in their final battle. Albedo gives Ben the Ultimatrix and Ben gets his old aliens and their evolved forms.