Ben Tennyson, Rook, Rex Salazar, Iron Man, Captain America, Thor, Yellowjacket, Wasp, Hulk, Hawkeye, Black Panther, Ms. Marvel, Vision, Falcon, Spider-Man, Cyclops, Jean Grey, Spyke, Wolverine, Storm, Rogue, Beast, Shadowcat, Nightcrawler, Banshee, Iceman, Colossus, Angel, Gambit, Professor X, Duncan, Trent, Gwen, Cody, Mike, Zoey, Cameron, Dawn, Harold, LeShawna, Geoff, Bridgette, Aqualad, Nightwing, Kid Flash, Superboy, Miss Martian, Artemis, Zatanna, Rocket, Tempest, Troia, Sgt. Marvel, Lt. Marvel, Robin, Lagoon Boy, Bumblebee, Aquagirl, Beast Boy and Batgirl work together by confronting Diaboron.
- Team 1:
- Ben Tennyson (Yuri Lowenthal) - in the end, Apologizes to Dawn!
- Kitty Pryde (Maggie Blue O'Hara) - shows a huge crush on Ben, in the end, realizes that Ben has a love already Julie, and gives him a kiss on the cheek!
- Rex Salazar (Daryl Sabara) - in the end, joins the Heroes Elite with Ben and the others!
- Dawn (Caitlynne Medrel) - Ben picked her so he can keep a close eye on her, believing her to be an alien, while Rex agrees with Ben, and Thor believes her to be trained by the Enchantress, and Kitty believes her to be a mermaid due to her taking a shortcut, in the end, leaves for the forrest until needed!
- Spyke (Neil Denis) - asked by Storm to watch Kitty, in the end, Gets rewarded by Storm!
- Colossus (Michael Adamthwhite) - in the end, kisses Kitty!
- Yellowjacket (Wally Wingert) - in the end, marries Wasp!
- Wasp (Colleen O'Shaughnessey) - in the end, marries Yellowjacket!
- Captain America (Brian Bloom) - in the end, shakes Tennyson's hand!
- Thor (Rick D. Wasserman) - in the end, He sees Ben as a worthy man for Asgard!
- Falcon (Lance Reddick) - in the end, trains Spyke!
- Aquagirl (Cree Summer) - befriends Shadowcat, in the end, Returns to Atlantis!
- Bumblebee (Masasa Moyo) - in the end, Battles Wasp in a training match!
- Team 2:
- Rook Blonko (Bumper Robinson) - in the end, gets promoted!
- Rogue (Meghan Black) - in the end, dances at the ceremony
- Gambit (Alessandra Juliani) - in the end, helps Rogue
- Trent (Scott McCord) - in the end, goes to the movies with Gwen!
- Gwen (Megan Fahlenbock) - in the end, goes to the movies with Trent!
- Hawkeye (Chris Cox) - in the end, Faces Diaboron.
- Team 3:
- Duncan (Drew Nelson) - in the end, apologizes to Ms. Marvel!
- Ms. Marvel (Jennifer Hale) - dosen't like to flirt with Duncan, because she finds him rude and arrogant, in the end, apologizes to Duncan!
- Team 4:
- Cody (Peter Oldring) - shows 2 crushs on Artemis and Miss Martian, in the end, Finally feels accepted by the group!
- Artemis (Stephanie Lemelin) - in the end, Feels more safe with Kid Flash again!
- Miss Martian (Danica McKellar) - in the end, reunites with Superboy!
- Superboy (Nolan North) - in the end, reunites with Miss Martian!
- Kid Flash (Jason Spizak) - in the end, Thinks for the future!
- Beast Boy (Logan Grove) - is brought along by Miss Martian for refuge, in the end,
- Team 5:
- Spider-Man (Josh Keaton) - in the end, heads for Manhattan to inform S.H.E.L.D. about Nero!
- Iceman (Andrew Francis) - in the end, heads back to The Mansion!
- Cyclops (Kirby Morrow) - in the end, kisses Jean!
- Jean Grey (Venus Terzo) - in the end, is nominated Class president!
- Beast (Michael Kopsa) - in the end, proclaims this as one of the most mysterius of mysteries!
- Angel (Mark Hildreth) - in the end, joins the X-Men!
- Jason Todd/Robin (Daryl Sabara) - in the end,
- Freddy Freeman/Lt. Marvel (Wally Wingert) - in the end,
- Mary Marvel/Sgt. Marvel (Paget Brewster) - in the end,
- Team 6:
- Hulk (Gabriel Mann/Fred Tatasciore) - in the end, makes amends with Wolverine!
- Wolverine (Scott McNeil) - shows a rivalry with the Hulk, in the end, makes amends with Hulk!
- Black Panther (James C. Mathis III) - falls in love with Storm, in the end,
- Storm (Kirsten Williamson) - falls in love with Black Panther, in the end, Leaves for Africa!
- Vision (Peter Jessop) - in the end, joins Storm!
- Team 7:
- Iron Man (Eric Loomis) - in the end,
- Nightwing (Jesse McCartney) - is met up by Batgirl, in the end,
- Tempest (Yuri Lowenthal) - in the end,
- Donna Troy/Troia (Lacey Chalbert) - sister figure to Dick Grayson and girlfriend to Jason Todd, in the end,
- Aqualad (Khary Payton) - in the end, Informs the Justice League about Nero and Diaboron!
- Batgirl (Alyson Stoner) - decide to follow Nightwing, since she knows who he is and that they were classmates in Gotham academy, in the end,
- Zatanna (Lacey Chalbert) - in the end, goes to become a famous Magician!
- Nightcrawler (Brad Swalie) - in the end, heads for bed!
- Banshee (Rob Lowe) - in the end, agrees with Nightcrawler!
- Team 8:
- Mike (Cory Doran) - in the end, gets rehabilitated!
- Zoey (Barbara Mamabolo) - in the end, goes out with Mike!
- Cameron (Kevin Duhaney) - in the end, gets an autograph from Captain America!
- Harold (Brian Froud) - in the end, makes his own comic!
- LeShawna (Novie Edwards) - in the end, goes to Millet Center to help Children!
- Geoff (Dan Petronijevic) - in the end, goes to Hawaii!
- Bridgette (Kristin Fairlie) - in the end, Goes with Geoff to Hawaii!
- Lagoon Boy (Yuri Lowenthal) - befriends Bridgette as she cares for sea creatures to live, in the end,
- Rocket (Kittie) - in the end, Reports to Icon!
- Mal Duncan (Kevin Michael Richardson) - helps the teams on the missions, in the end,
- King Nero (Leonard Nemoy) - the main antagonist, master of an alternate dimension known as the Warp Zone, he created the Great Torper, He is more Machine, and also very much similar to MachaGodzilla!, in the end, dissappears!
- Diaboron (John Malcovich) - Second Main Antagonist, and servant of King Nero! He has Unferth's humor!, in the end, dissappears with his master!
Used by 17-Year Old Ben
- Stinkfly (Dee Bradley Baker) - used to to free the slaves!
- Gravattack (David Kaye) - used to to handle the front of attack!
- Bloxx (Bumper Robinson) - used to save Spyke from his doom.
- Goop (Daniel Riordan) - used to ???
- Heatblast (Steven Blum) - used to ???
- Diamondhead (Eric Bauza) - used to ???
- Humongasaur (John DiMaggio) - used to ???
- Ripjaws (Fred Tatasciore) - used to ???
- Bigchill (Dee Bradley Baker) - used to ???
- XLR8 (Yuri Lowenthal) - used to ???
- NRG (Dee Bradley Baker) - used to ???
Warner Bros. Pictures and Walt Disney Pictures presents
Ben 10/Generator Rex/The Avengers: Earth's Mightiest Heroes/X-Men Evolution/Total Drama/Young Justice: Games of Shadows
- This is a Crossover made by the same creator Man of Action!
- The characters from TDI are redesigned similar to Young Justice!
- This is the first crossover with surprises!
- This is the first time TDI was involved with a crossover!
- This is the most mysterious of any crossover!