34497a3fe0ef52949a1ba8e99894ed69 This article belongs to the Original Continuity.

War of the Worlds: Part 2 is the twenty-sixth episode of Ben 10: Alien Force.


Gwen anodite power

A thoroughly enraged Gwen tapping into her inner dormant Anodite self.

Getting into the Highbreed headquarters, the gang fight the Highbreed and an army of DNAliens. When Kevin is threatened by a Highbreed commander, an enraged Gwen transforms into her Anodite form for the first time. She almost loses her humanity and wants to destroy the entire Highbreed fleet by herself, but upon hearing Kevin's confession that he cannot bear to lose her, she returns to normal and they embrace each other afterwards. Upon discovering that the fleet can only be recalled by the Highbreed Supreme, Ben, Gwen, Kevin head to their home world to confront him. But the Highbreed Supreme refuses to recall the fleet and Azmuth reveals that the Highbreed's obsession with genetic purity has resulted in sterility in their species: they intend to cleanse the entire galaxy of all sentient and intelligent life in retaliation.

Using the Omnitrix, Ben sends out a powerful circular white-colored energy wave that reprograms the DNA of every Highbreed in the galaxy, fusing their DNA with random species from the Omnitrix to repair their genetic damage. The council is stunned and horrified at the loss of their genetic purity and immediately consider mass suicide as their only honorable option. Reinrassic III returns to convince the Highbreed Supreme that their new impurity is not undesirable and now they can live, thus recalling the fleet and being elected as the Highbreed Supreme. Grandpa Max decides to become the mentor of the Plumber's kids that Ben recruited. Ben and Julie almost kiss, but decide against it. Ben makes it up by walking her to school tomorrow. Professor Paradox takes Azmuth home and Kevin takes Gwen to an auto show. As a side effect of modifying the entire Highbreed race's DNA, the Omnitrix reboots, re-locking the Master Control. Also, Ben finds out that it has also unlocked new aliens and transforms into one in the last moment of the episode.

Noteworthy Events

Major Events



Aliens Used



Azmuth: Are you inferring that you're smarter than me because your head is bigger?
Brainstorm: No. I'm implying that I'm smarter than you because my brain is bigger.

Quotes Right


Gwen: (attempting to awaken an unconscious Ben, who is on the ground, lying in the snow) Ben, are you okay? Ben?
Kevin: (comes over and hits\taps Ben gently on the face with the back of his hand) Wake up. We all know you need your beauty sleep but now's not a good time (he and Gwen both take one of Ben's arms and help him up as he comes back to consciousness).

Quotes Right


Gwen (enraged): I said...LEAVE HIM ALONE!!! (blasts Highbreed away)
Kevin: (regains consciousness) Ahh... Gwen! (comes to her and holds her)
Gwen: (In deep voice) So much power!
Kevin: Gwen listen to gotta shut it down!
Gwen: No! I think I can defeat the Highbreed, all by myself!
Kevin: Your grandmother said that it will take at least seventy-five years to master all of that power!
Gwen: We don't have seventy-five years!
Kevin: You will lose your humanity. You won't remember Ben, or me. Ben will find another way.. Gwen.. You got to come back to me, Gwen. I can't lose you, okay?
Gwen: (comes to her human form,opens her eyes) Ok (smiles)
Kevin: (Smiles)
(they hug passionately)

Quotes Right

Naming and Translations

Language Name Origin
French La Guerre des Mondes, 2e partie The War of the Worlds: 2nd part
Hungarian Világok harca, Második rész Worlds' War, Part 2
Portuguese (Br) Guerra dos Mundos, 2ª Parte War of the Worlds, 2nd Part
Spanish (HA) La Guerra de los Mundos: Segunda Parte The War of the Worlds: Second Part
Spanish (Spain) La Guerra De Los Mundos: 2° Parte The War of the Worlds: 2nd Part


  • The title is the same as the 1898 novel by H. G. Wells.
  • When Ben calls the Highbreed supreme "the big banana around here" it was a hint towards Dwayne McDuffie's inspiration for Highbreed, bananas.


  • The Omnitrix mentions 'recombinant DNA' when repairing the DNA of the Highbreed. Recombinant DNA is formed by taking a chunk of genes out of a DNA strand and putting new genes in its place, forming new characteristics, like the Highbreed's new looks.
  • Even though Ben owns a cell phone, he does not use it to call Julie, instead borrowing Gwen's phone to do so.
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