Inspector 13

Inspector #13 is the fourty-fourth episode of Ben 10: Ultimate Alien and the twelfth episode in the third season.

Plot
A Techadon master visits Kevin's garage, looking for an Omnitrix signal. Kevin attacks, ending up easily knocked unconcious. Gwen later finds him clad in sports clothes as they promised Julie they'd help her practice, Kevin however points out the need to hunt down the weapons master as he is a bigger threat than every Techadon they've ever faced combined.

Meanwhile, Ben and Julie are playing tennis, Ben loses, but then he transforms into Echo Echo to play Julie. The Techadon master arrives on scene, he wants to study the Ultimatrix so he attacks and captures Ben. He takes Ben on his ship, telling him that he was sent to investigate a series of Techadon unit failures and wishes to use the Ultimatrix's technology to revolutionize the Techadon Weapon Masters' industry, he tries to cut off the Ultimatrix, but Ben tells him that a security measure in the Ultimatrix will cause it to self destruct killing both of them if he cuts it off of him, so the Techadon Master hacks the Ultimatrix instead, easily breaching the security measures.

Gwen and Kevin teleport aboard. Gwen destroys of the security machines the Techadon Weapons Master sends at them, for they have no defense to Anodite mana, but they are adapting to her power. Ben tries transforming into aliens, but it backfires, causing Gwen and Kevin to transform into Diamondhead and Jetray respectively. They are released off of the ship, falling down to Earth. Gwen tries to use her Anodite powers to save them but instead she encases herself and Kevin in pink crystal allowing them to land safely.

The Techadon Weapon Master's ship is damaged in the battle, so he flies to the Techadon Factory in downtown Bellwood to use its technology and materials for repairs. Ben is able to escape into the factory, and the Techadon Weapon Master persues him.

While Ben uses some Techadon hands from the unassembled Techadons inside to try and defeat the Techadon master. Gwen, Kevin and Julie drive to the Techadon Factory, and Gwen and Kevin are transformed into Clockwork and Wildmutt. Kevin is barely able to avoid traffic as he crashes just outside the Techadon Factory, which can't be moved. Gwen remarks that the military has been trying to get into the Factory for weeks, with no results. Ben tries to work the Ultimatrix as the Techadon Master finally captures him. Gwen is transformed into Humungousaur and Kevin into Way Big. Just before they both try to break in the factory, Ben presses the Ultimatrix, causing Gwen to turn into Upchuck and Kevin into Nanomech. Gwen feels disgusted by Upchuck's powers with Kevin trying to make her eat through the factory wall. She tries to, but the Factory repairs inself and is impervious to Upchuck's energy balls.

Kevin as Nanomech flies in through the hole that Gwen created before it regenerates after her attack. He attacks the Techadon Master as Gwen arrives and eats the bonds holding Ben. She and Kevin are transformed into Rath and AmpFibian and start destroying Techadon robots activated by the Techadon Master, as Ben uses voice command mode, turning Gwen and Kevin back to normal. Ben turns into Four Arms, and punches the Techadon master in the face, causing the Techadon Master to faint. Ben, Gwen and Kevin force the ship to take off, and Ben, Gwen, Kevin and Julie return to downtown Bellwood.

Gwen tells Ben that since Kevin and her got Ben's powers, Ben might have gotten Gwen and Kevin's powers during that time. Ben feels like a fool since he was fighting the Techadon master with his human skills instead trying to see if he has Anodite and Osmosian powers.

Major Events

 * The Master Control is unlocked on the Ultimatrix.

Ultimatrix Alien debut

 * Clockwork (By Gwen)

Characters

 * Ben Tennyson
 * Gwen Tennyson
 * Kevin Levin
 * Julie Yamamoto

Villains

 * Techadon Weapon Master Number 13
 * Techadons

By Ben

 * Echo Echo
 * Terraspin
 * Four Arms

By Gwen

 * Diamondhead
 * Clockwork (Debut)
 * Humungousaur
 * Upchuck
 * Rath

By Kevin

 * Jetray
 * Wildmutt
 * Way Big
 * Nanomech
 * AmpFibian

Trivia

 * The aliens Gwen transformed into don't have a female appearance like in Gwen 10.
 * This is, however, the second time we see Gwen use Ben's aliens, first time being in Gwen 10.
 * That was the second time that someone tries to remove the Omnitrix/Ultimatrix by cutting Ben's arm. The first person was Vilgax in Secrets.
 * And in all those times, the Omnitrix/Ultimatrix had a malfunction. In the first time the Omnitrix transformed Ben into random picked aliens for a period of time, and now, Gwen and Kevin were transformed in Ben's aliens when he tried to became one.
 * And in all those times, the one who tried to cut Ben's arm had the dream to create a army, every soldier with an Omnitrix/Ultimatrix.
 * Ben even made a reference to this connection by saying "been there, done that" after Techadon Weapon Master Number 13 talk about his dream.
 * Gwen and Kevin's voices were changed when they turned into Ben's aliens.
 * Geoffrey Thorne said that Inspector 13's plasma cage and Gwen's Anodite powers scrambled the Ultimatrix into thinking Kevin and Gwen were both Ben.
 * Geoffrey Thorne thinks that Clockwork debuted in an "offscreen adventure" before "Inspector Number 13". That would explain why Gwen, Kevin and Julie did not question the identity of this new alien.
 * This is the first time Gwen uses a Mana Sword Construct