Last Laugh

Last Laugh' is the ninth episode of Ben 10.

Plot
After dealing with some criminals at a dock as Ripjaws, Ben, Gwen, and Grandpa Max find their way to a circus run by a clown named Zombozo, much to Ben's chagrin. There, Ben's fear of clowns comes out as they explore. They find a freak show along the way, featuring a trio of circus freaks with incredible abilities, the acid spitting Acid Breath, the muscle bound Thumbskull and the agile Fright Wig with the power to control her hair like it was her limbs. During Zombozo's show, Ben is too afraid to laugh and ends up leaving. His departure turns out to be for the best, since Zombozo drains the happiness of others to sustain and empower himself. Meanwhile, Ben finds the freaks robbing the town. Ben is able to beat them as Wildmutt, but can't bring himself to fight Zombozo out of fear. Ben later discovers that Zombozo had kidnapped Gwen to feed his hunger and has left the entire town in a near death state including Grandpa Max. Ben confronts the Circus Freaks as Upgrade fending them off by using a baseball pitching machine to snipe them into submission. After Ben travels through a nightmare of Zombozo's design he sees that Gwen is on the brink of death, finally conquering his fears, Ben transforms into Ghostfreak and smacks Zombozo around seemingly killing Zombozo in the process (it's later revealed that Zombozo teleported to safety).

Major Events

 * Ben and the gang first encounter Zombozo and the Circus Freak Trio.

Debuts

 * Zombozo
 * Circus Freak Trio
 * Acid Breath
 * Frightwig
 * Thumbskull

Characters

 * Ben
 * Gwen
 * Max Tennyson

Villains

 * Zombozo
 * Circus Freak Trio
 * Acid Breath
 * Frightwig
 * Thumbskull

Aliens used

 * Ripjaws
 * Wildmutt
 * Upgrade
 * Ghostfreak

Trivia

 * We learned that inside Ghostfreak's skin are tentacles which are used for energy blasts.


 * We learn that Grandpa Max use to be afraid of heights.


 * The episode has shown characters that had certain types of phobia:

1) The fear of clowns, which plays a big part in this episode, is called "coulrophobia."

2) We learn that Grandpa Max used to be afraid of heights a long time ago, but got over it by climbing a water tower. The fear of heights is usually described as "acrophobia," "aerophobia," or "altophobia."

3) Zombozo is shown to be afraid of ghosts, and is easily defeated by Ghostfreak in this episode. Phasmophobia or spectrophobia usually describes the fear of ghosts.


 * Zombozo reappears again in Ben 10:Ultimate Alien episode, Hit 'Em Where They live again where he plans to get revenge on Ben.
 * Ghostfreak opens his chest to reveal a mass of tentacles beneath it. This is similar to the way Raven scared Gizmo and Dr. light in an episode of Teen Titans.
 * Like Zombozo, in the Marvel Comics, Venom, a frequent enemy of Spider-Man, who Spider-Man somewhat feared in a similar to Ben's fear of Zombozo, sticks out his long tongue out as well.