Ben 10: Omniverse is an film which is based of the TV Show.

It will be the third live action movie in the series.


  • Ryan Kelly-Ben Tennyson
  • Galadriel Stineman-Gwen Tennyson
  • Nathan Keyes-Kevin Levin
  • Dee Bradley Baker- XLR8, Gravattack & Bloxx (Voices)
  • Christian Bale-Grandpa Max
  • Chris Evans-Carl Tennyson
  • Samuel L. Jackson- Rath (voice)
  • Chris Hemsworth-Khyber (motion capture)
  • Bumper Robinson-Rook (voice and motion capture)
  • Robert Downey Jr.-Vilgax (voice)
  • Anne Hathaway-Sandra Tennyson
  • Patrick Dempsey-Dylan Gould (different from Transformers: Dark of the Moon) An tetriary antagonist. He is an incredible martial artist and he can also heal his wounds. He can get wounded by Khyber's sword as seen in the movie.


After the defeat of The Incurseans, Ben is forced to retire and live an normal life. Ben disagrees and says that he will protect the universe, no matter what the Plumbers tries to do.

Ben later meets up with Gwen, Kevin and Rook in an abandoned warehouse. Rook also agrees that Ben should quit being an hero live an normal life. Then, Dylan Gould (Not from Transformers 3 guys!) and Ben meets again while in the warehouse. Dylan, Gwen and Kevin leaves and Rook stays with Ben.

Khyber, who has survived his encounter with Ben and Rook during Season 1, finds an ship which has Vilgax, Ben's greatest enemy. Khyber and Vilgax creates an alliance and hunts down Ben.

Khyber's dog tracks down Ben and Rook at the warehouse and Gwen shoots the dog. Khyber's dog flees before Ben can put an tracker on it.

Dyaln and Kevin walks down an hallway and they enter Dylan's alien statue room. Dylan tells Kevin that he has met Vilgax years ago before Ben actually got the Omnitrix. Vilgax then get ahold of Kevin and puts him in an cage.

Gwen senses that Kevin has been captured by Dylan and Khyber's dog smells Ben's trail. Khyber and his dog attacks Ben and Rook along with a few of Vilgax's henchmen. Ben transforms into Rath and attacks the henchmen Vilgax sent. Rook then sends Khyber's dog into the Null Void with an Null Void projector he built. Khyber swears to Rook that he will pay and goes to Vilgax's ship.

Gwen, at Dylan's mansion, destroys the cage Kevin is in and they try to escape in an automobile. Dylan blows up the automobile with an missile from Vilgax's ship and says "I have done my job to kill Kevin." Kevin and Gwen are revealed to have survived in an energy shield and they escape to Ben's house.

Sandra and Carl Tennyson comforts Gwen and Kevin with some cookies. Kevin decides that they should lay low for a while before Ben and Rook gets back. Ben and Rook finds an clue about the portal that took him to Vilgax's ship and gets back to Ben's house to study it.

Ben and Rook are then surprised that Gwen and Kevin are here and Ben asks Gwen if she can study the alien tech that he found. Kevin then tells Ben and Rook that Dylan is working with Vilgax and he was trapped in a cage.

Ben, Rook, Kevin and Gwen travels to the Plumbers Base and meets up with Max Tennyson (Christian Bale). Vilgax sends Khyber to the Plumbers Base to kill Ben and Rook. Ben transforms into XLR8 and defeats Khyber. Khyber teleports to Vilgax's ship once again. Ben and Rook finds an note which says "MEET US AT BELLWOOD." Max says it might be an trap, but Ben ignores him and goes to Bellwood.

Ben, Rook, Kevin and Gwen teleports to an alleyway in Bellwood and meets up with Khyber, Dylan and Vilgax. Vilgax takes Ben's Omnitrix and teleports away with it. Gwen tells Ben that the alien tech is an teleporter to Vilgax's ship and they use it to get there.

Vilgax nearly destroys the Omnitrix until he notices Ben and his team. Gwen uses her magic to grab the Omnitrix and gives it to Ben. Ben transforms into Bloxx and punches Khyber. Bloxx thinks to himself that Bloxx can grab the last of Vilgax's henchmen, so he grabs the Null Void Projector Rook built and the rest of Vilgax's alien henchmen goes in. The Omnitrix times out and Ben orders Rook to find Khyber, Gwen and Kevin to find Dylan and Ben will find Vilgax.

Rook finds Khyber in a Null Void Projector Room that Vilgax built years ago. Rook and Khyber has a vicious swordfight until Rook jabs Khyber in the leg and eye. Rook activates the Null Void Projector and uses it to send Khyber in.

Gwen and Kevin finds Dylan in the main control room and Gwen gets shot in the leg with Dylan's custom blaster. Kevin lunges at Dylan and punches him in the face with metal he absorbed. Ben deals with Vilgax and so Ben transforms into Gravattack. Gravattack lifts Vilgax up and sends him down into the reactor room.

Dylan then shoves Kevin out of the way and activates an self destruct sequence. Kevin then stabs Dylan in the arm. Kevin deactivates the self destruct sequence. Gwen yells to Kevin to get out the way. Dylan punches Kevin and Kevin collapses. Dylan reveals to Kevin that he can't die. Rook throws an piece of Khyber's damaged sword and it wounds Dylan. With the distraction, Kevin grabs Dylan's blaster and destroys half of his armor. Kevin says "Goodbye Dylan!" and teleports him into the sun, killing Gould.

Vilgax then tells Ben/Gravattack that he will never be killed. Gravattack says "I don't think so" and lifts him up in the air. Gwen, Kevin and Rook watches Gravattack lifting Vilgax up. Gravattack says "You can never win!" and drops Vilgax into the reactor, burning and killing Vilgax.

The Omnitrix times out and Gwen teleports them out of the ship, which explodes.

Ben and Rook are reinstated into the Plumbers group and Max tells them that he is proud of them both. Ben decides that they should have an smoothie from Mr.Smoothies. Rook, Gwen and Kevin laughs and the film ends.

In a mid credits scene, an DNAlien (from Alien Force) contacts an Highbreed commander that he has found an piece of Vilgax's alien tech. The Highbreed commander tells the DNAlien that Ben will never know his plan, making the screen go black.

In an after credits scene, We see an hooded man in Paris. He goes to his boss and the boss says that his services are no longer required. The man responds by saying "You should never say that". The man takes off the hood and it is revealed that Dylan Gould has survived his death. Dylan pulls out an blaster and kills the boss offscreen.

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