Game Over

Game Over is the thirtysecond episode of Ben 10.

Plot
Ben and Gwen are playing Sumo Slammer: Smackdown and Gwen is beating Ben at it. As a result, Ben takes Gwen's controller, makes her lose a life, then turns into Upgrade, merges with the computer and lowers Gwen's high score. As Gwen tries to get Ben out, lightning hits the van's satellite dish and zaps them both into the game. It's not long before they realize that all of the aliens in the Omnitrix are unavailable and they have to collect tokens in order to activate certain ones. On the way, Ben and Gwen find Ishiyama, the hero of the game. They progress through the levels in order to get the Upgrade icon and allow them to leave the game. However, the villain of the game named Kenko hears them, and wants to use the Upgrade icon to leave the game and take over the real world. Ishiyama loses his last life but suddenly reappears telling Ben and Gwen that he wants to go with them to the real world. Grandpa Max shows to them that Kenko pretended to be Ishiyama. Kenko is defeated by Gwen and Ben. Finally, Ben uses Upgrade to get out of the game. In the real world, the two run outside and play "real-world style" while Grandpa Max plays the video game.

Characters
]] ]] ]]
 * [[Ben Tennyson|Ben
 * [[Gwen Tennyson|Gwen
 * [[Max Tennyson|Grandpa Max
 * Ishiyama

Villains

 * Kenko

Aliens used

 * Upgrade (x2)
 * Fourarms
 * Cannonbolt

Character Debuts

 * Kenko
 * Ishiyama

Trivia

 * When Ben found the Four Arms/Upgrade icons, he had to activate the Omnitrix to use them. But when he found the Cannonbolt icon, he changed instantly.