A Fistful of Brains

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

Plot
Grandpa Max and Rook Blonko are looking all over the galaxy for Ben who is trapped on Khyber's hidden personal hunting preserve battling Khyber's newest pet. As Ben manages to escape, he runs into Albedo, who he and Khyber reveal to have Azmuth held captive.

Major Events

 * Pnunsian makes his debut.

Characters

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

Villains

 * Khyber
 * Pnunsian
 * Albedo
 * Ultimate 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 Pnusian

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

Allusions

 * The title of this episode is a reference to the cowboy movie "A Fistful of Dollars".
 * It alludes to Loony 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.

Trivia

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