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And Then There Were 10

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And Then There Were 10
OS01 (Widescreen)
General Information
Original broadcast December 27, 2005
Series Ben 10
Season 1
Episode number 1
Overall number 1
Written by Tom Pugsley
Directed by Scooter Tidwell
Episode Guide
Next episode Washington B.C.
Gallery Cast Errors

And Then There Were 10 is the first episode of Ben 10.


A small spacecraft is being blasted by a much larger ship piloted by Vilgax. The smaller spacecraft ejects a pod towards Earth and causes damage to Vilgax's ship. This inflicts horrible injuries upon Vilgax. The smaller ship is then blasted to pieces.

Meanwhile, on Earth, a 10-year-old boy named Ben Tennyson finishes school for the year. Seconds before being dismissed, he gets in trouble for flying a paper airplane into his teacher's head. Afterwards he tries to stop the school bullies, Cash and J.T., from beating up a student named Jamie. Ben gets beaten up and hung by his underwear in a tree with Jamie. His grandfather, Max Tennyson, arrives in his RV, the Rust Bucket, and helps Ben and Jamie get down. As Ben enters the RV, he tells Max how much he has been looking forward to their summer vacation, until he spots his cousin, Gwen, who claims that "someone" persuaded her mother this would be a good experience for her. They are seen bickering while the RV drives off into the distance. When they arrive at the campsite, Ben and Gwen see that Max wants them to go on a flavor ride which includes eating live worms. In secret, they decide to work together on saving food for the entire summer. Later, Ben goes for a walk alone, until he sees a what he thinks is a shooting star.

The "star" is revealed to be the pod jettisoned at the start. It hones in on Ben and he barely manages to escape its destructive path. As he attempts to get a closer look he falls into the crater it created. The pod opens to reveal a watch-like object; called the Omnitrix. It latches itself onto Ben's left wrist, scaring him. After failed attempts to get it off, the faceplate pops up and shows the silhouette of an alien. Thinking this is cool, Ben pushes the faceplate back down, and transforms into Heatblast. As Heatblast, Ben screams and runs around in a panic, terrified because he believes that he is on fire, but suddenly realizes that he isn't in pain. He decides to test his power out, launching fireballs at the surrounding trees, and accidentally creates a forest fire.

Gwen and Max notice the smoke from the campsite. They both grab a fire extinguisher and rush to the scene in attempt to put out the fire, only for Gwen to find Heatblast attempting to stomp out the fire, which is only making it worse. Ben, as Heatblast, tries to reason with Gwen, but in fear, she hits him with the fire extinguisher, sprays him with it and warns him to stay down. Heatblast retaliates by lighting her shoe on fire, while getting a cheap laugh in the process. He convinces her who he is after insulting her. Gwen asks what happened and Heatblast tells the whole story in a matter of seconds, finishing just as Max appears. Heatblast is just about to retell the story to Max, but Gwen interrupts and reminds them of the forest fire. Max tells Heatblast to start a new fire and let it burn into the old one in order to put them both out; it works, but most of the forest is destroyed just as the park rangers show up.

Omnitrix first appearence

The Omnitrix's first appearance

Back on Vilgax's ship, Vilgax is fairly torn up, on life support in a large tank with his legs and left arm missing. He sends two Drones to retrieve the Omnitrix. Meanwhile, Heatblast explains his story to Max. Gwen asks Max if he thinks Ben will stay a "monster" forever, but then Max says he is an alien with a grim expression on his face. This gets him weird looks from Heatblast and Gwen. Then a beeping sounds as the Omnitrix times out and Heatblast reverts back into Ben, hidden in a flash of red light. Max says Ben should not mess around with the Omnitrix while he goes to investigate the spot of the crash.

Disobeying Max's orders, Ben decides to try the Omnitrix again. Gwen watches as Ben transforms into Wildmutt and quickly discovers his heightened senses. Wildmutt disappears into the woods to have some fun. While perched on a tree limb, he senses two drones nearby. He leaps out of the way moments before a laser obliterates the branch he was previously on. One of the drones sets out after Wildmutt. Wildmutt manages to defeat the first drone, but then the Omnitrix times out and Wildmutt reverts back into Ben. He is knocked to the ground and is targeted with the laser from the second drone.

Gwen appears and hits the second drone with a shovel repeatedly, destroying it. Then, Vilgax learns about the destruction of the drones and sends a larger one to Earth. It lands where Ben found the Omnitrix, destroying the pod. Max comes by later to investigate and states that he has a bad feeling about it. When he returns to the RV Max lectures Ben, but is interrupted when the radio station talks about a nearby attack by some sort from a giant robot. Ben thinks that it must be one of the drones he fought earlier. The three head towards the campsite. When they arrive Ben transforms into Diamondhead and fights the drone while Max and Gwen evacuate the area.

Diamondhead soon learns that he can reflect the energy blasts projected by the drone. Using this knowledge he manages to destroy the robot before anyone is hurt. Vilgax learns of the destruction of the drone and admits that the Omnitrix's user is a worthy adversary.

It is now morning and Max and Gwen are packing. They wonder where Ben is when XLR8 appears on the scene and reverts back into Ben, saying he had to take care of something. Cash and J.T. are then shown hanging from a tree, wondering what had happened to them.

Noteworthy Events

Major Events

  • The Omnitrix is sent to Earth and locks onto Ben's wrist.
  • Vilgax starts hunting down Ben and the gang to take the Omnitrix.
  • Vilgax is injured during a space battle with Xylene and has to have his body restored during his quest for the Omnitrix.
  • Ben starts his summer trip with Gwen and Grandpa Max.

Omnitrix Alien Debuts



Aliens Used



Grandpa Max: (after learning that Ben is Heatblast) Ben? What happened to you?
Heatblast: Well, when I was walking this meteor...
Gwen: (cuts Heatblast off) Um, excuse me. Major forest fire burning out of control, remember?
Heatblast: What do we do?
Grandpa Max: Backfire. Start a new fire and let it burn into the old fire. They'll snuff each other out. Think you can do it, Ben?
Heatblast: Shooting flames, I can definitely do.

Quotes Right


Gwen: So, what did it feel like going all alien like that?
Ben: It freaked me out at first. It was like I was me, but it was like I was somebody else. (Omnitrix pops up) Hey, I think I figured out how I did it. Should I try it again? Just once?
Gwen: I wouldn't.
Ben: No duh, you wouldn't. (activates Omnitrix)

Quotes Right


Ben: (messing with Omnitrix) Huh. I wonder what this does.
Gwen: (surprising Ben) Caught ya! (laughs)
Ben: (mimicking Gwen's laugh) Very funny, like your face.
Gwen: Grandpa said not to mess with that thing.
Ben: Yeah. So, what's your point?
Gwen: Did your parents drop you when you were a baby?
Ben: Come on. You can't tell me you aren't a little bit curious what else this thing can do?
Gwen: Not in the least.
Ben: You sure you're related to me?

Quotes Right


Diamondhead: (after seeing giant robot) Looks like papa robot this time. I'll get gear-head's attention, you guys get the campers to safety.
(giant robot picks up the ranger)
Diamondhead: Leave him alone! You want someone to pick on, try me.

Quotes Right


Grandpa Max: And you say that this watch just jumped up and clamped onto your wrist?
Heatblast: Hey, this time it wasn't my fault. I swear.
Grandpa Max: I believe you, Ben.
Gwen: Think he's gonna stay a monster forever?
Grandpa Max: He's not a monster, he's an alien!
(Heatblast and Gwen stare at him suspiciously)
Grandpa Max: Uh, I mean look at him, what else could he be?

Quotes Right


(Ben transforms into Heatblast for the first time)
Heatblast: AAAHHH!!!! I'M ON FIRE!!!! I'M ON FIRE!!!!! YAAAAGGHHHH!!!!! (Stops and realizes that he's not burning) Hey. I'm on fire and I'm OK. Check it out. I'm totally hot!

Quotes Right


Max: Way to go, Be- uh Diamond-headed guy!
Diamondhead: Oh yeah! Who's bad?!

Quotes Right

Naming and Translations

Language Name Origin
Greek Και τότε Υπήρχαν 10 And Then There Were 10
Hungarian És tízen lettek And They Became 10
Norwegian Ti småromvesen Ten Small Aliens
Portuguese (Br) E Então Eram 10 And Then There Were 10
Spanish (HA) Y Fueron 10 And They Were 10
Spanish (Spain) Fueron 10 They Were 10
Turkish Ve sonra Yine 10 Tane Oldular And Then They Were 10 Again



Ben 10 Episodes
Season 1
And Then There Were 10Washington B.C.The KrakkenPermanent RetirementHuntedTourist TrapKevin 11The AllianceLast LaughLucky GirlA Small ProblemSide EffectsSecrets
Season 2
TruthThe Big TickFramedGwen 10Grudge MatchThe Galactic EnforcersCamp FearUltimate WeaponTough LuckThey Lurk BelowGhostfreaked OutDr. Animo and the Mutant RayBack with a Vengeance
Season 3
Ben 10,000Midnight MadnessA Change of FaceMerry ChristmasBenwolfGame OverSuper Alien Hero Buddy AdventuresUnder WrapsThe UnnaturalsMonster WeatherThe ReturnBe Afraid of the DarkThe Visitor
Season 4
Perfect DayDivided We StandDon't Drink the WaterBig Fat Alien WeddingBen 4 Good BuddyReady to RumbleKen 10Ben 10 vs. the Negative 10: Part 1Ben 10 vs. the Negative 10: Part 2Goodbye and Good Riddance
HijackedSnack BreakSurvival SkillsRadio DazedSleepaway CamperDogged PursuitLet the Games BeginHandle with CareRoad Trip Rumble
Ben 10: Secret of the OmnitrixBen 10: Race Against TimeBen 10: Destroy All Aliens

Start a Discussion Discussions about And Then There Were 10

  • what if you got the omnitrix this summer

    9 messages
    • I Am MJ wrote: {| align="left" border="0" cellpadding="0" cellspacing="0" class="MsoTableGrid&qu...
    • If ever I got the omnitrix i will become Bigchill or Waterhazard for summers and Heatbalst for winters and Greymatter or Brainstorm for doing...
  • I Hate the New Look

    27 messages
    • My mind's PUZZLED!
    • Hmngasaurr wrote:Oneofthosedf wrote:ICame2Play wrote:Well I don't think it makes it worse in any way. He just doesn't like it...

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