Ben 10 Planet


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General Information
Original broadcast December 4, 2009
Series Ben 10: Alien Force
Season 3
Episode number 37
Overall episode number 89
Written by Len Wein
Directed by Butch Lukic
Episode Guide
Previous episode Ghost Town
Next episode Busy Box

Trade-Off is the thirty-seventh episode of Ben 10: Alien Force.


Tradeoff gwen michael

Michael absorbing Gwen once again

Kevin barges into Darkstar's hideout. As they rumble Darkstar offers a partnership where both of them will regain their original appearances. He explains that a mystical artifact called the Dominus Librium has the power to transfer energies in order to balance them thus returning the object to its previous undamaged form. The artifact is located in an dangerous island filled with traps. They go to the island and eventually get the artifact.

Meanwhile, Ben and Gwen try to contact Kevin for a mission. He doesn't answer making just the two of them to go on. After using the artifact, Kevin loses his powers and regains his human appearance as does Darkstar. He sucker punched Kevin and keeps the artifact as he retreats. Kevin returns shocking Ben and Gwen who sensed his regular skin. He doesn't tell about his alliance with Darkstar. The trio fights off some Forever Knights in which at first Kevin should have stayed in the car. He comes in and helps them fight anyway.

As he drops the Tennysons home, he asks Gwen if she liked to go out with him. Gwen declines as an image of Darkstar appears instead of Kevin. Due to this, Gwen finds out what he did and goes to fight Darkstar, but Michael uses the Librium and starts absorbing her energy. Kevin and Ben come to help but Darkstar absorbs Ben's energy as well. Since Kevin can't do anything he grabs the Librium which overloads and explodes. Because of this, Kevin was turned back to his previous mutation as it's the same with Darkstar who vows to get revenge. Gwen tries to apologize to Kevin but he says it's fine, as it was his fault and it wasn't worth Gwen's safety. Then, Kevin, Gwen and Ben go to Mr. Smoothy.

Major Events

  • Darkstar returns and makes an offer to Kevin to return to their original forms.
  • Kevin returns to his human form but loses his powers.
  • Kevin reverts back to his mutated form.



Aliens Used



Darkstar: Can't you feel it? The Librium is transferring your excess energy into me.

Quotes Right


Kevin: It... hurts!
Darkstar: Nothing... worth having is gained... without effort!

Quotes Right


Ben: Then I guess it's time for... (tries to transform into Humungousaur) Big Chill!? (groans) Never what I ask for. Never!

Quotes Right


Gwen: (To herself) Michael's mana led me to him like a beacon. He's inside, I can feel it. (Makes steps out of mana and walks over fence and enters Michaels lair ready to fight)
Michael: (Sees Gwen in mirror from admiring his face) Ah, lovely Gwen. I've been expecting you.
Gwen: I'll just bet you have. Kevin's aura stinks of you. Tell me what you did to him and maybe I'll go easy on you. (Mana's color gets more intense)

Quotes Right


Error Jetray

Jetray's lines are missing

  • When Ben turns into Jetray to go to the Forever Knights' hideout, the two black stripes on his shoulders are missing for a few frames, just before he picks Gwen up from the ground.

Naming and Translations

Language Name Origin
French Le Marché The Trade
Hungarian Indítsd a frekvenciát Start the Frequence
Portuguese (BR) A Troca The Exchange
Spanish (HA) El Intercambio The Interchange
Spanish (Spain) Intercambio Interchange


  • The background music in the temple when Kevin and Darkstar take the artifact is the same music as in Ben 10 Alien Force: The Rise of Hex.
  • Jetray's voice sounds extremely similar to Stinkfly in this episode.
  • The plot of this episode, mainly Kevin's role, is similar to The Thing from the 2005 Fantastic Four film, in which Kevin is assisted by a villain in reverting to normal from a disfigured form, but decides to re-mutate himself in order to save his friends from the same villain.

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