Ghostfreaked Out

Ghostfreaked Out is the twentyfourth episode of Ben 10.

Plot
Lately, Ben has been having strange nightmares about Ghostfreak. During a tour of a school Gwen wishes to attend, Ben sees and hears Ghostfreak everywhere telling Ben to "release me", and bad luck follows him around. When Frightwig, Acid Breath, and Thumbskull show up, Ben activates his Omnitrix and tries to become Heatblast; however, it transforms him into Ghostfreak. After a vicious battle (even to the point where he scared Gwen), during which Ben is clearly no longer in control, Ghostfreak escapes from the Omnitrix. Ghostfreak removes his second layer of skin in order to possess Ben, revealing a horrifying creature underneath. As a side effect of removing it, though, he can no longer withstand sunlight and is forced to retreat. Ghostfreak scares the circus trio into working for him as he schemes to possess Ben and gain control of the Omnitrix. Ben and family encounter Ghostfreak and his minions that night. Gwen and Max easily deal with the circus trio, but he has Ben on the run. Ghostfreak even possesses Gwen in order to get Ben to surrender to him. As Ghostfreak prepares to possess him, Ben pulls back the curtains in the room while the sun is rising, incinerating him. The circus trio is arrested by police.

Aliens Used

 * Ghostfreak (Selcted alien was Heatblast)
 * Fourarms
 * Grey Matter

Trivia

 * This is the first and only time Wildmutt talk, but it was in a nightmare. Here, he is voiced by Tara Strong.
 * Ghostfreak escape and died.
 * Ghostfreak has a new weakness, he can't stand light.

Quotes

 * Grandpa Max: Wait something's wrong... I've never seen Ben so vicious.
 * Gwen: You're trashing the whole gym! Are you trying to ruin my chances of getting accepted here? Ben! Answer me!
 * Ghostfreak: (turns around) Ben's not here... (floats to Gwen) Boo!
 * Gwen: (scared) Huh?

NOTE: Gwen gets possesed.