Ben 10 Planet

Where the Magic Happens

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Where the Magic Happens
General Information
Original broadcast October 29, 2010
Series Ben 10: Ultimate Alien
Season 1
Episode number 14
Overall episode number 112
Written by Matt Wayne
Directed by Butch Lukic
Episode Guide
Previous episode Deep
Next episode Perplexahedron

Where the Magic Happens is the fourteenth episode of Ben 10: Ultimate Alien.


The group is chasing Aggregor, who runs upon a door and shouts an incantation, where the door glows symbols and opens to a world that looks like it is full of mana. Unfortunately, Four Arms wasn't strong enough to keep the door open, and it closes. Ben remembers the glowing symbols and writes them down, but Gwen is unable to pronounce the symbols correctly. She does know someone who can read them, and that person is Charmcaster.

Charmcaster crying

Charmcaster crying over hearing her father's voice

When Gwen approaches

Charmcaster, she begins fighting Gwen before she could tell her why she came. Charmcaster stops fighting when Gwen mentions Aggregor crossing a portal that looks like it is made of pure mana. Charmcaster decides to help, and she and Gwen go back to the door and Charmcaster says the incantation (Yahwahtacsip) which is the gateway to Ledgerdomain, the dimension made up of pure mana. Charmcaster explains that she was born here and that she and Hex were sent to Earth by Charmcaster's father, who was fighting the ruler of Ledgerdomain, Adwaita, but died in battle. Gwen also notices that her magical and Anodite powers and abilities have gotten much stronger and more powerful. Adwaita's stone creatures attack the group and battle them. Ben tries to fight them as Jetray, but cannot fly since the sky and earth are not parallel. Ben becomes Cannonbolt and the stone creatures are defeated, but the group encounters Adwaita.

Adwaita tries to kill the group by covering them with rock, but Charmcaster and Gwen free themselves and they flee from Adwaita. They are then attacked by Adwaita's stone bat-like creatures, and Ben becomes Chromastone and they fight the creatures, while Charmcaster prepares a spell that will protect them. The spell works and the creatures leave. Soon, they come across a gap, where Charmcaster hears her father's voice, telling her to step into the gap to reunite with him. Gwen is able to convince Charmcaster that it is a trick and they move on. Soon, they encounter Adwaita's guard, Pallorfang.


Gwen and Charmcaster working together

Ben becomes Humungousaur and fights the creature, killing it by pushing it off a cliff. Adwaita, angered by Humungousaur killing his pet, attacks them and entraps them in frozen blocks. Humungousaur becomes Ultimate Humungousaur and frees the others, then fights Adwaita. The Alpha Rune, the key to all of his magical power and strength, mysteriously disappears and he is attacked by Aggregor, where the Alpha Rune is revealed to be yet another piece of the Map of Infinity. Aggregor escapes the crashing dimension and Charmcaster helps the team get out, but stays behind to free her people. Aggregor had nearly all the pieces of the Map of Infinity and the team vowed to make sure Aggregor will pay and find some way to return to help Charmcaster and free her people.

Major Events



Aliens Used



Charmcaster: Stay with me, things are not as they appear.
Gwen: Seriously though, there's so much mana here, it makes my teeth ache.
Charmcaster: (sigh) I get it okay? You're a natural, I studied my whole life and you pick up my spell book and you're instantly out magicing me.
Kevin: You're not even in her league. She's an Anodite.
Gwen: See, what you call magic is powered by mana or life energy-
Charmcaster: You don't know anything, you're not even a real sorceress, you're an-an... idiot savant!
Gwen: (getting angry) What did you say??
Kevin: I'm pretty sure it was an insult, but you won't do it again cause words have power. Isn't that right "Caroline"?
Charmcaster: Oh please, you think I told you my secret, true name?
Kevin: Sometimes I forget that other people lie too. (chuckles)

Quotes Right


Gwen: Right. You want me dead.
Charmcaster: Maybe just... badly hurt?
Gwen: It's a start.

Quotes Right


Ben: Charmcaster? You said you knew somebody who can help.
Gwen: She can. She's the last person I would've asked otherwise.
Kevin: You trust her?
Gwen: I trust her to stab us in the back first chance she gets. But we'll worry about that after she gets us to Wah Di Tah...
Charmcaster: Ledgerdomain.
Ben: (to Gwen) Wow, you weren't even close.
Charmcaster: Actually she wasn't far off for someone self-taught. Ledgerdomain is what the natives call it. But the door only opens to a place's secret true name which, by the way, is pronounced "Yawatopsic."
(the Door to Anywhere magically, mystically opens)
Charmcaster: (to Ben) After you. (All four enter Ledgerdomain as the Door to Anywhere vanishes) It's smaller than I remember.
Ben: You come here a lot?
Charmcaster: None of your business!
Gwen: (noticing the power and strength rising within her) Wow, I feel-
Charmcaster: Powerful? Of course you do. All of the magic in the universe flows from this dimension. The Alpha Rune is here.
Kevin: Yeah, so?
Charmcaster: Words have power. The Alpha Rune is the secret true name of magic. Whoever holds it has power over magic itself.
Ben: (to Kevin) You think this Alpha Rune is a piece of the Map of Infinity?
Kevin: Could be. It is always disguised as whatever is hardest to get.
Charmcaster: The Alpha Rune hang around the neck of Adwaita, the most powerful mystic ever lived.
Kevin: There you go.
Ben: And that is where Aggregor must be headed. (to Charmcaster) Lead the way.

Quotes Right


Ultimate Humungousaur: Charmcaster, we need that doorway back.
Charmcaster: NO! This is my chance to stop Adwaita. He's weakened. I could break his control over the rock creatures and the Scrutins and...
Ultimate Humungousaur: Aggregor first. We save the universe. Then I promise, we'll come back here and free your people.
Charmcaster: ...Give me some elbow room.

Quotes Right


Kevin: What're those things?
Charmcaster: Scrutins, they're Adwaita's eyes and ears.
Kevin: Where are the ears?!

Quotes Right


  • Charmcaster's tiara is not black
  • Four Arms' lips are black
  • The original surroundings of the door
  • The surroundings change
  • The actual ledge which Charmcaster almost falls off
  • It is shown like a well
  • Charmcaster's eyes are not purple
  • Charmcaster's eyes are not purple again
  • At the start of the episode when Aggregor was being chased by Four Arms, Gwen and Kevin, Four Arms' lips were outlined in black.
  • When Charmcaster defeats Gwen, she says that Ledgerdomain was "made of mana," though Charmcaster didn't know about mana until Gwen explained it to her later in the episode, but she understood what Gwen meant.
    • She may have known prior to the episode's events, but just called Gwen an idiot for trying explain the concept of mana out of jealousy of her power.
  • After Gwen asks Charmcaster to help them enter Ledgerdomain, Charmcaster turns around and her tiara is colored light purple instead of black.
  • It is unknown how the Scrutins can fly as the sky and ground are not parallel in Ledgerdomain.
  • The surroundings of the Door to Anywhere changes at the end of the episode.
  • The ledge where Charmcaster hears her father's voice is shown as a well-like hole when Charmcaster almost steps off.
  • The voice of Spellbinder in this episode and Enemy of My Frenemy are different.

Naming and Translations

Language Name Origin
Portuguese (Brazil) Onde a Magia Acontece Where the Magic Happens
Hungarian Ahol a varázslat történik
Spanish (Latin America) El Lugar de la Magia The Place of the Magic
Romanian Donde Se Obra la Magia Where the Magic Works


Ff b10ua weeklycode humungousaur 384x216

Fusionfall weekly code advertisement

  • Charmcaster reveals that everything has a secret true name, which gives one control over that thing, such as the Alpha Rune which contains the secret true name of magic, giving one complete control over magic itself.
  • FusionFall released a Humungousaur suit with the background including a scene from this episode.

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