Ben 10 Planet

Vengeance of Vilgax: Part 1

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Vengeance of Vilgax: Part 1
Alien Force Vilgax Ultimos
General Information
Original broadcast September 11, 2009
Series Ben 10: Alien Force
Season 3
Episode number 27
Overall number 79
Written by Dwayne McDuffie
Directed by Dan Riba
Episode Guide
Previous episode War of the Worlds: Part 2
Next episode Vengeance of Vilgax: Part 2
Gallery Cast Errors

Vengeance of Vilgax: Part 1 is the twenty-seventh episode of Ben 10: Alien Force.


Vilgax Machine

The machine

The episode begins on a damaged planet with Tini searching for Synaptak, who is trapped under rubble. However, as soon as she finds him, Vilgax attacks her. Then Ultimos, the leader of the Galactic Enforcers, arrives to battle Vilgax, only to lose. Psyphon, Vilgax's new right-hand man, arrives with several robot drones, who bring a machine to Vilgax. Psyphon uses the machine to transfer Ultimos' powers to Vilgax. He now has the powers of ten alien champions and prepares to invade Earth.

On Earth, Kevin and Gwen are fighting an alien creature known as Ssserpent, hoping that Ben will arrive soon, while Ben is still at his house, drinking a smoothie. Suddenly an alien named Lukik appears to give Ben a medal, thanking him for saving the universe. Ben adds the medal to a pile, having received tons of others. As he watches TV, Gwen calls, telling him to come and help. Ben transforms into Jetray and flies to the battle and transforms into Cannonbolt as he lands. He easily defeats Ssserpent and transforms back into human form to speak to his friends, who are upset with him.

The "Max-force" consisting of Max, Manny, Helen, Pierce, Alan, and Cooper are seen in the RV. Max's RV detects an alien attack, with Max declaring they are on a real mission. Police surround the area where Psyphon works on a machine. They attack him and he uses an explosive to defeat them. Vilgax arrives soon after, claiming he will take over the planet as the Max-force arrives in the RV.

Ruby ray

The Max-force move in to battle Vilgax. Cooper creates his robotic armor and charges first, scaring Max. Vilgax tries to kill him, but Helen saves him by using her super-speed. He then takes down Helen with Ultimos' heat vision. Manny attacks next, but is easily overpowered in hand-to-hand combat, while Alan takes on his Pyronite form and attacks, but Vilgax uses his newly acquired ice breath to put out his flame and send him into a tree. Pierce is the next to attack, but is easily taken down.

The only ones remaining unharmed are Cooper, who is helping Helen up. Max had been hiding, using a mask to render himself invisible, and begins attacking Vilgax with a laser gun. He is defeated and Psyphon comes with the power draining machine, but Vilgax does not want the Max-force's powers, thinking of them as weak. He instead wants them to tell Ben to come and challenge him, or he will destroy the planet. Meanwhile, Ben, Gwen, and Kevin are drinking smoothies at Mr. Smoothy, where Gwen and Kevin talk about how angry they are with Ben's recent actions.

Ben reminds them that he has saved the entire universe, with Gwen adding that ever since then, he has become full of himself. Gwen pours a smoothie on Ben and he prepares to retaliate when the Max-force contacted him. Max is back in the RV, with the rest of the team injured. He tells Ben about the situation, showing him the video of the fight with Vilgax. Kevin brings Ben to a machine to hack into the Omnitrix in an attempt to re-unlock the Master Control. Kevin sets up the machine against Gwen's wishes, as she it thinks it is a bad idea.

Ben knows that with the Master Control, he can do almost anything. However, Azmuth appears as a hologram. He warns Ben not to stray from the hero's path and hack the Omnitrix. Ben thinks about the situation, and tries to hack into the Omnitrix with Kevin's help. But the Omnitrix overloads and, a massive explosion of energy wipes out the warehouse.


Australian DVD Cover

Noteworthy Events

Major Events

  • Vilgax returns.
  • Vilgax challenges Ben to a Conqueror's challenge.

Minor Events

  • Since Ben saved the universe from the Highbreed, he has been receiving numerous trophies and medals from various planets.
  • Ben and Kevin try to hack the Omnitrix.



Aliens Used



Vilgax: Where is he? Where is Ultimos?
Ultimos: Right here, Vilgax. (flies at him) And rest assured, you will pay dearly for your craven attack on my teammates. The Galactic Code of Conduct- (punches the Shield of Ziegel) (Vilgax knees Ultimos, then slams him down)
Vilgax: The Galactic Code of Conduct says that a conqueror's challenge is between the greatest warrior of the attacking race, and the greatest warrior of the planet under attack. That's me...and you. Your teammates cheated, but that won't change the outcome.
Ultimos: I am the most powerful hero on this planet. I'll perish before I let it fall into your hands
Vilgax: will. (blasts him with the Ruby Ray of Ulo) I salute you. Few have withstood in assault from the Ruby Ray of Ulo. Ultimos (groaning): I... can't... let you... win.

Quotes Right


Manny: Shotgun! I called it!
Helen: You're already riding shotgun. Why do you keep calling it over and over?
Manny: Because it's fun to yell shotgun. Shotgun!

Quotes Right


Gwen: Guys, focus! Bad guy on the loose!
Cannonbolt: It's not a problem, Gwen. Creeps like this... Um, what's your name?
Ssserpent: I am Ssserpent, the snake that walks like a man.
Cannonbolt: (repeatedly rolls over Ssserpent) Is it okay if I call you "Roadkill, the snake that only made it halfway across the street"
Ssserpent: Ughhh...
Cannonbolt: I'll take that as a "yes".

Quotes Right


Gwen: I'm not kidding, Ben. I'm really mad at you!
Ben: But you won't stay mad at me. I'm adorable.
Gwen: You're completely full of yourself!
Ben: Which is forgivable because I'm so adorable.
Gwen: You were late for a mission. Kevin and I could've been killed!
Kevin: And I don't think you're adorable, I think you're obnoxious. (Gwen and Ben look at him surprised) Obnoxious. That's what Gwen used to call me all the time. Am I using it right?
Gwen: Couldn't have said it better myself.
Kevin: You've been obnoxious ever since you-
Ben: Saved the whole entire universe?
Kevin: See, you're doing it again.
Gwen: Obnoxious.
Ben: After stopping the Highbreed invasion I think we deserve to enjoy our success.
Gwen: Ugh.
Ben: So lighten up. Have a smoothie on me.
Gwen: Ok. Here's a smoothie on you. (pours her smoothie on Ben)
Gwen and Kevin: (laughs)
Ben: I hope you like pineapple. (gets ready to pour his smoothie on Gwen)
Gwen: (backing away) Come on Ben, this is a new shirt.

Quotes Right

Naming and Translations

Language Name Origin
French La Vengeance de Vilgax, 1re partie The Vengeance of Vilgax, 1st Part
Hungarian Vilgax bosszúja, Első rész Vilgax's Revenge, Part 1
Portuguese (Br) A Vingança de Vilgax, 1ª Parte The Vengeance of Vilgax, 1st Part
Spanish (HA) La Venganza de Vilgax: Parte 1 The Vengeance of Vilgax: Part 1
Spanish (Spain) Vilgax Regresa: Parte 1 Vilgax Returns: Part 1


  • The ability of Vilgax's eye beams to change direction and follow their target is reminiscent of the Omega Beams utilized by the DC Comics villain, Darkseid.
Ben 10: Alien Force Episodes
Season 1
Ben 10 Returns: Part 1Ben 10 Returns: Part 2Everybody Talks About the WeatherKevin's Big ScoreAll That GlittersMax OutPier PressureWhat Are Little Girls Made Of?The GauntletParadoxBe-KnightedPlumbers' HelpersX = Ben + 2
Season 2
Darkstar RisingAlone TogetherGood Copy, Bad CopySave the Last DanceUndercoverPet ProjectGroundedVoidedInside ManBirds of a FeatherUnearthedWar of the Worlds: Part 1War of the Worlds: Part 2
Season 3
Vengeance of Vilgax: Part 1Vengeance of Vilgax: Part 2InfernoFool's GoldSimpleVreedle, VreedleSinglehandedIf All Else FailsIn Charm's WayGhost TownTrade-OffBusy BoxCon of RathPrimusTime HealsThe Secret of ChromastoneAbove and BeyondVendettaThe Final Battle: Part 1The Final Battle: Part 2
Ben 10: Alien Swarm

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