A Fistful of Brains

A Fistful of Brains is the thirty-eighth episode of Ben 10: Omniverse.

Plot
The episode starts as Ben and Rook are chasing Albedo in Undertown. Albedo runs into building and Ben goes in too, just as Rook was about to get in they realized that it was a spaceship and it flew. Rook informed Max that Ben is missing. Meanwhile Ben encounters a wild Slamworm and tries to turn into Way Big but fails when the creature hits the tree Ben was on. Rook and Max are trying to search for Ben's D.N.A across the galaxy. Ben turns into Cannonbolt and the wild Slamworm was nervous then a Crabdozer walks up behind Cannonbolt and the wild Slamworm was afraid then hides underground leaving a flower on top of it. Then Cannonbolt discovers Khyber and his newest pet, Pnunsian. Ben turns into Ditto and realized that Pnunsian was the predator of Ditto and he runs away from it, one goes into an iceland, one goes into a desert and one goes into a swamp. The Ditto in the cold area run into some Pnusian's but manage to escape when they split into three and they swim together to get away from the Pnunsian's. Back in the desert, the other Ditto digs underground then plays whack a Ditto with the Pnunsian. At the swamp/cave they split into three to go to three tunnels then the Pnunsian splits into three to chase them. The other Ditto sees the end of the cave and the other Ditto's follow so is the Pnunsians. Meanwhile Rook and Max landed themselves on a rock planet but finds a white hair and not Ben's. The other Ditto manages to escape through the ten Pnunsians then the other Ditto's on iceland manages to escape through a tunnel after merging all Dittos into one. After Ben turned back he saw Khyber who turns the Pnusian's in to all of the Nemitrix aliens so Ben turns into Way Big but Gets Astrodactyl and flies into Albedo's place, Ben tries to fight him as Eye Guy, Upchuck and Goop but fails badly so he turns into Shocksquatch to battle Ultimate Spidermonkey who turns into Ultimate Humungousaur. Meeanwhile Rook and Grandapa Max arrive and Ben turns into Feedback to defeat Albedo after that Khyber arrives and shows them that they had Azmuth held captive. The episode ends with the 'To Be Continued' logo for the next episode.

Major Events

 * Pnunsian makes his debut.
 * Azmuth is kidnapped by Khyber and Albedo.

Characters

 * Ben Tennyson
 * Rook Blonko
 * Max Tennyson
 * Azmuth (cameo)
 * Magister Patelliday (cameo)

Villains

 * Khyber
 * Pnunsian (first appearence)
 * Albedo

Other

 * Wild Slamworm

By Ben

 * Cannonbolt (accidental transformation; intended alien was Way Big)
 * Ditto
 * Astrodactyl (accidental transformation; intended alien was Way Big)
 * Eye Guy
 * Perk Upchuck (cameo)
 * Goop (cameo)
 * Shocksquatch
 * Crashhopper
 * Diamondhead
 * Feedback (accidental transformation; intended alien was Way Big)

By Albedo

 * Brainstorm
 * Ultimate Albedo
 * Ultimate Spidermonkey
 * Ultimate Humungousaur

By Pnunsian

 * Crabdozer
 * Vicetopus
 * Buglizard
 * Slamworm
 * Mucilator
 * Terroranchula
 * Omnivoracious
 * Hypnotick
 * Tyrannopede

Errors

 * In one scene, black stripes on Rook's head are gone.
 * After Ben detransforms from Shocksquatch, Ultimate Spidermonkey's web was gone.

Allusions

 * The title of this episode is a reference to the cowboy movie "A Fistful of Dollars".
 * Ben's note on "surviving until sundown" is a reference to the 1924 short story The Most Dangerous Game. The episode had many similarities to the story, such as the Pnusian being similar to General Zaroff's hounds.
 * It alludes to Looney Toons when Ditto says "I knew we shouldn't have taken that left turn at Albuquerque." this line is a running gag in various Merry Melodies staring Bugs Bunny.
 * Ben's continuous attempts at transforming into Way Big is similar to the running gag of Ben trying to become Humungousaur during the first arc of Omniverse.
 * All Nemetrix aliens were seen in this episode with the debut of Pnunsian.

Trivia

 * This episode aired in Spain on November 21, 2013.