|Original broadcast||December 22, 2012|
|Series||Ben 10: Omniverse|
|Written by||David McDermott|
|Directed by||Christopher Berkeley|
|Previous episode||Blukic and Driba Go to Mr. Smoothy's|
|Next episode||Arrested Development|
Malefactor is the fifteenth episode of Ben 10: Omniverse.
The episode starts with Ben and Rook walking to the Olde Bellwood Days festival, having been called by Natalie Alvarez, the organizer for the festival, for a special appearance. After they arrive, Natalie Alvarez encounters them and presents the Wooden Bell to them and shows Ben to his post, which was a Ben 10 dunk tank. Ben is shocked and thinks its some kind of mistake due to the fact that he saved the world many times. But Natalie explains that the money was for charity and that the kids would get a chance to dunk him. Ben tries to leave the dunk tank only for him to get dunked into the water below. Ben then staires angrily at Rook, only for him to say its for charity. A boy who is at the dunk tank and asks for Ben to transform into Big Chill, but he then reconsiders his request and asks for Ben to transform into Brainstorm. Ben dials and transforms into Brainstorm and he comments on how the Omnitrix is now allowing for him to transform into the aliens that he selects.
The boy attempted to throw the tennis ball at the target in order to dunk Brainstorm, but he missed the target. Then, another boy came to the dunk tank and hits the target, causing Brainstorm to fall into the water below and he transforms back to normal. The second boy then orders Ben to transform into Stinkfly, Wildmutt, and Spidermonkey and easily dunks all of them. Lastly, The boy commands Ben to transform into Humungousaur and after (Ben transforms into Humungousaur) manages to dunk him again, but Humungosaur was to big to fit inside of the dunk tank. The boy assumes that Humungosaur isn't actually the real one and that he was just in a costume. Humongosaur states that the boy saw him transform but the boy doesn't believe him and walks away. After Humungosaur transforms back into normal, Ben exhaustedly asks Rook where he was and tells him that he is getting soaked. Rook tells Ben that he went to get more tickets and that its for a good cause. Ben states that he had already paid for the tickets and that charity still gets the money even if he doesn't get dunked. Rook then asks where is the fun in that.
Suddenly, the festival is attacked by Khyber's pet in the form of Buglizard and it climbs onto the Wooden Bell.Rook attracts Buglizard's attention by throwing a tennis ball at it and Ben states that he thought that they had defeated the creature. He assumes that Khyber is responsible and sends Rook to find him while Ben battles Khyber's Dog. Ben manages to direct Buglizard's attention onto him and the predator uses its tail in order to knock down the Wooden Bell, causing Natalie Alverez to faint. The Wooden Bell rolls around the the festival and pursues the boy who had previously dunked Ben repeatedly. Ben is upset that he has to save the boy and attempts to transform into Humungousaur, But Ben transforms into Heatblast instead and dodges Buglizard's tail. Heatblast then flies away in order to save the boy from being crushed by the Wooden Bell and uses strength to prevent it from moving. Heatblast is then knocked down by Crabdozer and it knocks the Wooden Bell away. Heatblast shoots fire at Crabdozer, but it has no effect on Crabdozer and it grabs Heatblast with it's mouth.
Meanwhile, Khyber is watching Ben in the shadows until Rook tries to attack him from behind only for Khyber to knock him into a wooden wall and throw him into some Nitrogen tanks. Khyber warns Rook that no one can attack him from behind and The two engage in a sword fight.
Meanwhile back at the battle, Julius tries to revive Natalie alverez only for her to wake up and tell Heatblast to save the Bell while Heatblast tries to slow Crabdozer down by holding onto his horn. After Heatblast transforms back to normal, Ben leaps back and transforms into Armodrillo and then uses a drilling attack that knocks Crabdozer (along with himself) away. But, Crabdozer gets back up on his feet and transforms into Slamworm to battle Armodrillo. Armadillo contacts Rook through the Omnitrix, telling him that he has to fight Khyber in order to make him stop whistling commands for the dog. During the battle, Rook notices that Khyber is not whistling and Armodrillo states that he has to be because it keeps transforming from predator to predator and uses his drilling powers that caused a small earthquake in order to save everyone from the Bell and sends the Bell into a different direction. As Armordillo dodges Slamworms attacks, he decides to try a new tactic and quickly transforms into Big Chill through slamming the Omnitrix. As Big Chill flies in order to avoid being attacked, Slamworm quickly transforms into a Psycholeopterran named Hypnotick, a rare and almost extinct predator of the Necrofriggians, and attempts to have Big Chill under her trance. Narrowly resisting Hypnotick's first attempt to mesmerize him, Big Chill then remembers the first time that he encountered one.
A flashback appears and presents 11 year old Ben accompanying Gwen and Grandpa Max in the Rust Bucket as they are going to Mt. Rushmore for a surprise. Ben and Gwen get into an arguement and she states that it is Ben fault that the heads on Mt. Rushmore were destroyed and mentions Upchuck being responsible for the destruction of the heads on Mt. Rushmore and Ben responds through saying that he had to defeat the Forever King when the king had absorbed the Sub Energy. As they arrive, Max types in the passcode into a computer and the group enters into Mt Rushmore which is now a fully functioning Plumber base. While inside, Max gives Ben and Gwen special glasses and shows them an injured Psycholeopterran, saved by Plumbers from smugglers. Suddenly, the Plumber base alarm goes off and Ben, Gwen, and Max go to solve the problem. Ben tranforms into XLR8 in order to keep Malware busy while Gwen saves the Plumbers from danger with her magical spells. Unfortunately, the Omnitrix times out, causing XLR8 to revert back into normal just as Malware is about to kill Ben. Seeing his grandson in danger, Max attacks Malware with a Tachyon Cannon, which disrupts his structure and blows him to pieces.
However, Malware regenerates and absorbs the Tachyon Cannon, mutating into a monstrous reptilian form. He attempts to blast Max, Ben, and Gwen with his new weapon - which Max claims will kill every human in a 100-mile radius - but Ben transforms into Feedback and blocks the ray through absorbing the blast. As Feedback engages Malware, Khyber sneaks into the Psycholeopterran's chamber to sample its DNA. Malware suddenly breaks off his battle, telling Feedback that he already got what he came for. As the villain flees through destroying the roof above him (just after Feedback reverts back into normal), Max realizes that he was after the Psycholeopterran, but Team Tennyson discovers the creature as it is.
Back in the present, Big Chill tries to escape from Hypnotick as he flies through the city. After Big Chill flies onto a building and gets memorized by Hypnotic, He manages to throw off the Psycholeopterran's hypnosis by remembering that being a hero is about putting others before yourself, not being admired. Big Chill transforms back into normal, but Hypnotick seems reluctant to land a killing blow, leading Ben to realize that Khyber and his dog are just wasting his time. Meanwhile, Rook, while fighting Khyber, has come to the same conclusion, with Khyber hinting that his ally has come for the Proto-TRUK.
Acting on Rook's information, Ben jumps off of the building and transforms into Heatblast again in order to reach the truck, only to come face to face with Malware himself. As the villain threatens him and flees, Ben leaves Rook to check the Proto-TRUK for stolen items before pursuing Malware. He transforms into Humungousaur, but Malware sends a gas tanker towards a school bus - while Humungousaur goes to save the bus, Malware escapes. Back at the Proto-TRUK, Rook reveals that the TRUK's memory core was destroyed, along with the auxiliary power systems. He asks Ben about Malware, but they are interrupted by one of the boys from the festival, who thanks Ben for saving his life.
After transforming Humungousaur again in order to pick up the wooden bell and return it back into its place, he transforms back into normal and resumes his charity duties, encouraging spectators to come and dunk Four Arms. Much to his dismay, the only comer is Rook, with an entire bucketful of balls.
- Mt. Rushmore makes its first appearance as an active Plumber base.
- It is revealed how Malware got into his current form.
- Ben encounters and fights Malware for the first time in 5 years.
Omnitrix Alien Debuts
- Brainstorm (Omniverse debut)
Nemetrix Alien Debuts
- Hypnotick (first appearance)
- This is the first episode in which Zed was able to switch forms without Khyber whistling for her to do so.
- Ben Tennyson
- Rook Blonko
- Natalie Alvarez (first appearance)
- Madison (cameo)
- Mr. Baumann (dream; cameo)
- Pakmar (dream; cameo)
- Julius (cameo)
- Ben Tennyson (11 years old)
- Gwen Tennyson (11 years old)
- Max Tennyson (61 years old)
- Smuggled Psycholeopterran (first appearance)
By 16 year old Ben
- Brainstorm (first re-appearance)
- Stinkfly (cameo)
- Wildmutt (cameo)
- Spidermonkey (cameo)
- Humungousaur (x3; third time was cameo)
- Heatblast (x2; first time intended alien was Humungousaur)
- Big Chill
By 11 year old Ben
Naming and Translations
|Polish||Znowu Malware||Malware Again|
|Spanish (HA)||Factor Malware||Malware Factor|
- One of the Plumbers had a visor like Cyclops from X-Men.
- The Tachyon Cannon appears after being referenced in Ultimate Aggregor.
- Heatblast shouts his name in this episode, like in Ultimate Alien and Humungousaur and Big Chill in Of Predators and Prey: Part 2.
- The logo for the Dunk Ben 10 game at the Olde Bellwood Fair is stylized like the original series logo.
- It's explained how Bellwood was founded, and that it was named after wooden bells.
- In the flashback, Malware's cannon is on his left hand, while in the present, it's on his right.
- This is because Malware is able to switch which hand he's using the gun for.