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This article is about the original Ultimatrix. You might have been looking for Ultimatrix (Recreated).
General Information
Creator Azmuth
User Ben Tennyson (formerly)
Albedo (formerly)
Plant Ben (formerly)
Alpha (duplicate)
Gwen (temporary)
Kevin (temporary)
Collector (formerly)
Type Level 20
DNA Alterer
Voice Actor Yuri Lowenthal
First Appearance The Final Battle: Part 1

The Ultimate Omnimatrix, referred to as the Ultimatrix, was the device that Ben 10: Ultimate Alien revolved around. Ben used it to replace the Omnitrix, which he destroyed in a battle with Vilgax. The Ultimatrix was removed by Azmuth in The Ultimate Enemy: Part 2 and replaced by the Omnitrix.


The Ultimatrix, unlike the Omnitrix, didn't resemble a wristwatch, looking more like a gauntlet. The central component, the selection interface remains the same, while the watch band was replaced by a gauntlet-like band extending up to almost half of the wearer's arm (since the band's ability to morph its shape wasn't placed into it).

When Albedo used it, the Ultimatrix had a red color scheme. After Ben took the Ultimatrix from Albedo, the Ultimatrix became green. This shows that the user can change the color scheme of the Ultimatrix.

The selection interface was identical to the original dial, with the intergalactic peace sign that changes color to reflect what mode the Ultimatrix was in.


Originally created by Azmuth, the Ultimatrix's power core was unstable and incomplete, so he contained the device in high security storage.

Albedo stole the Ultimatrix and was able to stabilize the core, as well as "surpassing" the prototype Omnitrix by adding the evolutionary function. Unfortunately for him, Ben's DNA was still the default for the Omnitrix and the Ultimatrix was still linked to the same database, so Albedo only had access to Ben's current aliens, which excluded Grey Matter. Allying himself with Vilgax, he agreed to help him so he could turn himself back to normal, while Vilgax could have the Earth. After Albedo as Ultimate Negative Humungousaur easily defeated Ben as Humungousaur, Vilgax threatened Gwen and Kevin's lives in order to force Ben to give up the Omnitrix to him. Afterwards, Vilgax betrayed Albedo by using the Omnitrix to defeat him by turning his army of Bioids into thousands of Humungousaurs.

Later, Ben activated the Omnitrix's self-destruct mechanism to force Vilgax to remove it but Vilgax refused, thinking he was bluffing and later suffered the consequences. Ben released Albedo and forced him to give him the Ultimatrix via the same threat. Ben used Ultimate Swampfire to battle Vilgax and used Jetray to later escape.

Ben continued to use it until he defeated Vilgax with Diagon's powers, Azmuth came to take Ascalon as well as the Ultimatrix and gave the new Omnitrix to the worthy wielder.

Azmuth destroyed the Ultimatrix off-screen after The Ultimate Enemy: Part 2.

Albedo would later create a new Ultimatrix, one that (upon the requisition of a Polymorphic Crystal) allowed him to change from one Ultimate form to another, without changing to regular aliens in-between.

Known UsersEdit

User Put On Removal
Albedo Albedo stole the Ultimatrix from Azmuth's laboratory and puts it on in The Final Battle: Part 1. In The Final Battle: Part 2, Albedo removes the Ultimatrix in order to give it to Ben.
Ben Tennyson In The Final Battle: Part 2, Ben puts on the Ultimatrix after getting it from Albedo. In The Big Story, the Plant Alien removed the Ultimatrix from Ben.
In The Big Story, Ben puts on the Ultimatrix again after taking it from the Plant Alien. In The Ultimate Enemy: Part 2, Azmuth removed the Ultimatrix from Ben so he can use the Omnitrix.
Plant Alien In The Big Story, the Plant Alien stole the Ultimatrix and put it on. Ben stole the Ultimatrix from the Plant Clone.
Alpha Alpha duplicated the Ultimatrix and used it to transform into EVO versions of the aliens in Ben 10-Generator Rex: Heroes United. Alpha's Ultimatrix was removed by Rex Salazar.


Ultimatrix 002

Active Mode

Active Mode is the Ultimatrix's default mode. Normally Active Mode is active when the Ultimatrix can be used, recharged and nothing is wrong.

Recharge Mode

Recharge Mode

Recharge Mode's main purpose is to keep the Ultimatrix from damaging the user. Recharge Mode is activated when the Ultimatrix runs out of time. Recharge Mode is deactivated automatically, once a certain period of time has passed.
According to Dwayne, using Ultimate Forms will make the Ultimatrix go into Recharge Mode sooner than using non-Ultimate aliens.[1]

Ultimatrix Yellow mode

Scan Mode

When DNA not in the Codon Stream is near the Ultimatrix, it closes its main features until the DNA is scanned. When a new DNA sample is acquired, the Ultimatrix sometimes shows a picture of almost every alien unlocked, plus the new one.


The Ultimatrix symbol shooting yellow ray

When a new DNA is sensed, the Ultimatrix either pops out and shoots out a yellow ray from the black and yellow part or doesn't pop out but circles and then reveals a hole which shoots out the yellow ray. When in alien form, the Ultimatrix shoots out a yellow ray from the dial. If the DNA is already in the Codon Stream, the Ultimatrix will have to be set to Scan Mode manually and the alien will just be unlocked and available for use.

Reset Mode

Reset Mode

The Ultimatrix deactivates, charges, and re-activates. It can turn off/on some features. Reset Mode can be activated by Voice Command or by pressing and holding the Ultimatrix symbol as an alien for 2 seconds.

Deactivated ultimatrix

Deactivated Mode

The Ultimatrix shuts down, making it of no use. This mode only appears in The Ultimate Sacrifice.


Radiation Mode

Radiation Mode is activated when radiation is detected. The Ultimatrix will beep and flash red. Radiation Mode is activated whenever high levels of radiation are detected. Radiation Mode can be turned off by turning the Ultimatrix symbol to the quarter past position as an alien, or when radiation isn't detected anymore.

When in Self-Destruct Mode, the Ultimatrix counts down until it explodes. Self-Destruct Mode functions as a last resort should the Ultimatrix fall into the wrong hands. Self-Destruct Mode can be activated and deactivated by Voice Command.



  • The Ultimatrix functioned as a wireless receiver for the Codon Stream.
  • The Ultimatrix could access the Codon Stream's database to show which transformations have been activated over time.
  • The Ultimatrix had a Master Control.
  • Pressing the black button next to the dial makes the Ultimatrix larger in size, so it can be slipped off.
  • The Ultimatrix could add extras to alien forms in order to make the forms more safe/stable.
  • The Ultimatrix automatically reverted the user back into their normal form when they get sufficiently hurt or knocked out.
  • The Ultimatrix had the ability to transform between alien forms without touching the Ultimatrix symbol.
  • The Ultimatrix was able to scan human-alien hybrids in order to unlock the alien's DNA.

Evolutionary FunctionEdit

  • The Ultimatrix had the ability to evolve aliens into their Ultimate Form, granting them new powers and new abilities that are more powerful. This was activated by pressing the Ultimatrix symbol as an alien, causing four gray spikes to grow.
  • The evolution feature worked by placing the selected species in a simulation, right down to the DNA, for an extended period of time, about a million years or so, in what is described as a "worst case scenario"; the actual DNA is then simply modified to match the new DNA. This survival of the fittest routine explains why the evolutions are more combat-centered than their normal forms.


  • The Ultimatrix had AI (Artificial Intelligence).
  • The Ultimatrix could detect other Matrix cores like Eunice.
  • The Ultimatrix served as a communicator when transformed and not transformed, like the other Omnitrix es.


  • The Ultimatrix could change the clothing that the aliens wear, Ben doesn't quite know how the feature worked. It is shown that returning aliens had unique clothing to them.
    • According to Dwayne, Albedo individually applied this function to each of the aliens.

Voice CommandEdit

  • The Ultimatrix had a Voice Command, just like the Omnitrix.
    • Ultimatrix User Access Voice Recognition Mode
      • Makes the Ultimatrix recognize the wearer and activates Voice Command.


  • The Ultimatrix couldn't detect outer dimensional creatures.
  • The Ultimatrix did not possess the ability to restore DNA.
  • The Ultimatrix always went into Capture Mode when there is a sapient species' DNA that isn't in the Codon Stream within its proximity. Thus, it couldn't be used to transform until the DNA is obtained or the specimen is no longer in range.
  • The Ultimatrix did not possess the ability to revive species stored on Primus, due to it not being added by Azmuth at the stage of development it was in and Albedo didn't add it.
  • The Ultimate Forms eventually became sentient inside the Ultimatrix.
  • Technical glitches caused power glitches that would cause random flight and abilities not native to the alien species, as well as leaving all the aliens naked and cold.
    • Azmuth reformatted and corrected these errors in the new Omnitrix.[2]


The Ultimatrix had a total of at least 1,000,910 aliens via the Codon Stream, 63 unlocked aliens and 47 named aliens (Ultimate Forms Not Included). Ben has transformed into 35 out of 44 listed.

Unlocked AliensEdit

These are all the known aliens the Ultimatrix had ever had unlocked.

Alien Species When It Was Unlocked/Obtained
Alien X Celestialsapien
AmpFibian Amperi Obtained by scanning Ra'ad in Fused
Armodrillo Talpaedan Obtained by scanning Andreas in Andreas' Fault
Arctiguana Polar Manzardill Unlocked by Ben 10,000 in Ben 10,000 Returns
Big Chill Necrofriggian
Blitzwolfer Loboan Unlocked by Ben 10,000 in Ben 10,000 Returns
Brainstorm Cerebrocrustacean
Cannonbolt Arburian Pelarota
ChamAlien Merlinisapien Unlocked by scanning Prisoner 775 in Prisoner Number 775 Is Missing
Chromastone Crystalsapien
Clockwork Chronosapien Unlocked by Ben 10,000 in Ben 10,000 Returns
Diamondhead Petrosapien
Ditto Splixson Unlocked by Ben 10,000 in Ben 10,000 Returns
Eatle Unknown Unlocked by Ben in A Knight to Remember
Echo Echo Sonorosian
Eye Guy Opticoid Unlocked by Ben 10,000 in Ben 10,000 Returns
Fasttrack Citrakayah Unlocked prior to Basic Training
Four Arms Tetramand Unlocked by scanning Manny prior to Video Games
Frankenstrike Transylian Unlocked by Ben 10,000 in Ben 10,000 Returns
Ghostfreak Ectonurite
Goop Polymorph
Grey Matter Galvan Unlocked by Ben 10,000 in Ben 10,000 Returns
Heatblast Pyronite Unlocked by scanning Alan prior to Viktor: The Spoils
Humungousaur Vaxasaurian
Jetray Aerophibian
Jury Rigg Unknown Accidentally unlocked by Ben in The Eggman Cometh
Lodestar Biosovortian
Rath Appoplexian
Nanomech Human/Nanochip
NRG Prypiatosian-B Obtained by scanning P'andor in Too Hot to Handle
Ripjaws Piscciss Volann Unlocked by scanning Magister Pyke after Deep
Shocksquatch Gimlinopithecus Accidentally unlocked in Ben 10-Generator Rex: Heroes United
Snare-oh Thep Khufan Unlocked by Ben 10,000 in Ben 10,000 Returns
Spidermonkey Arachnichimp
Spitter Spheroid Unlocked by Ben 10,000 in Ben 10,000 Returns
Stinkfly Lepidopterran Unlocked by Ben 10,000 in Ben 10,000 Returns
Swampfire Methanosian
Terraspin Geochelone Aerio Obtained by scanning Galapagus in Escape from Aggregor
Perk Upchuck Perk Gourmand Unlocked by Ben 10,000 in Ben 10,000 Returns
Murk Upchuck Murk Gourmand
Upgrade Galvanic Mechamorph Unlocked by Ben 10,000 in Ben 10,000 Returns
Water Hazard Orishan Obtained by scanning Bivalvan in Fame
Way Big To'kustar
Wildmutt Vulpimancer
Wildvine Florauna Unlocked by Ben 10,000 in Ben 10,000 Returns
XLR8 Kineceleran Unlocked by Ben 10,000 in Ben 10,000 Returns

Known Ultimate FormsEdit

Normal Form Ultimate Form
Big Chill Ultimate Big Chill
Cannonbolt Ultimate Cannonbolt
Echo Echo Ultimate Echo Echo
Humungousaur Ultimate Humungousaur
Spidermonkey Ultimate Spidermonkey
Swampfire Ultimate Swampfire
Wildmutt Ultimate Wildmutt
Way Big Ultimate Way Big


Ben 10: Alien ForceEdit

Ben 10: Ultimate AlienEdit


  • Vuescope Ultimatrix
  • Revolution Ultimatrix
  • Ultimate Ultimatrix
  • Disk Alien Ultimatrix
  • Battle Ultimatrix

Naming and TranslationsEdit

Language Name Origin
Spanish (HA) Superomnitrix (Alien Force)
From super, and Omnitrix
From the original English name
Spanish (Spain) Ultimatrix From the original English name


  • According to Matt Wayne:
    • The aliens were not according to the user's age; they are the "prime specimen of the respective species."
    • Ben scanned aliens off-screen and reordered his list afterwards.
    • Ben had many more aliens than revealed.
    • Ben had scanned aliens that are not in the Ultimatrix database.
      • However, he didn't scan them at every chance he got.
  • According to Dwayne McDuffie:
    • The Ultimatrix was showing signs of it not being completed properly.
    • The Ultimatrix was less powerful than the Omnitrix.
    • The Ultimatrix was more complicated to use fully than the Omnitrix.
    • Albedo installed more features in the Ultimatrix than we know.
  • According to Derrick J. Wyatt:
    • Azmuth did not want to have the Ultimates in the Ultimatrix because they would be used for violence. He even commented on the evolutionary feature, stating it was "begging for trouble".
      • Dwayne McDuffie and Matt Wayne had originally planned a story idea about it with the pink eyes being an animation error.[3][4]
  • Azmuth considered the Ultimatrix to be 'pathetic workmanship.' and not at all as advanced as the original Omnitrix.
  • Azmuth could keep an eye on Ben and his activities via the Ultimatrix.


See AlsoEdit

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