Grey Matter (Classic)

Grey Matter is the Omnitrix's DNA sample of a Galvan from the planet Galvan Prime.

Ben as Grey Matter
Grey Matter is a grey-skinned, frog-like, bipedal alien that is only four inches tall with large green eyes, which have rectangular pupils and horizontal eyelids. He wears a white jumpsuit with a thin vertical black stripe going down it (a larger version of the same stripe exists on his head, in-between his eyes).

In the original series, Grey Matter wore the Omnitrix symbol on his back and his eyes were yellowish-green. He spoke with a high-pitched voice.

In Ultimate Alien, Grey Matter wore the Ultimatrix symbol on his chest and his eyes were green.

In Omniverse, Grey Matter now has a green jumpsuit with a black belt. His suit collar is now black, and the stripe on his head and jumpsuit are no longer present. He wears black, fingerless gloves with a green rectangle on the back. His neck is slightly longer. His Omnitrix symbol continues to be present on his back, and his voice is slightly deeper.

11-year-old Grey Matter in Omniverse looks exactly the same as he did in the original series, but his collar is now black. His skin tone is also slightly different.

Gwen as Grey Matter
Gwen as Grey Matter had Gwen's hair and more oval-shaped eyes, with much smaller pupils. She wore a light blue jumpsuit with dark blue sleeves. She wore the Omnitrix symbol on her back. She also lacked the stripes Ben's form has.

Powers and Abilities
Grey Matter's small size belies his great calculative and technical intellect. He can create complicated machines from spare parts, understand the function of any device at a glance, and make sophisticated repairs to complex machines (such as a warp-drive engine ). Grey Matter's intellect serves as a problem solver and analytical help in difficult situations. This allows Grey Matter to think more strategically when brute force is inefficient.

Grey Matter's brain capacity makes Ben smarter about things he's never even seen before, like Kraab's alien circuitry.

Grey Matter can sometimes manipulate living things by stimulating certain parts of their nervous system if such beings can be controlled by external stimuli.

Grey Matter's size allows him to squeeze into small spaces and can climb walls due to microscopic pads on his skin. He also has sharp teeth and his slimy skin makes him difficult to grab.

Grey Matter appears to be stronger than he looks, as he was strong enough to move a cleaner's bucket with mops in it and break a coolant pipe to freeze the Vreedle Brothers.

Grey Matter is amphibious and has gills.

Grey Matter has a long prehensile tongue, owing to his insectivore nature. As a Galvan, he also possesses a 'pre-brain' which deals with all basic bodily functions.

Grey Matter was able to understand Pyxi's speech.

Weaknesses
Grey Matter's small size makes him unsuitable for physical battle, so he must outsmart his enemies in a fight. Animals like dogs and cats can be a problem, as they may see Grey Matter as a chew toy or food to them.

Despite possessing immense intelligence, Grey Matter can still make miscalculations, as his attempt to upgrade the Rust Bucket's air conditioner caused it to overheat instead, incapacitating the vehicle.

History

 * -|Ben 10 =
 * Ben
 * Grey Matter first appeared in Washington B.C., where he searched through cereal boxes for a Golden Sumo Slammer card.
 * In Hunted, Grey Matter defeated Kraab and Sixsix.
 * In A Small Problem, the Omnitrix malfunctioned, trapping Ben as Grey Matter for most of the episode.
 * In Secrets, Grey Matter defeated one of Vilgax's drones.
 * In Truth, Grey Matter defeated a Null Guardian.
 * In Grudge Match, Grey Matter defeated one of Slix Vigma's drones.
 * In Ultimate Weapon, Grey Matter snuck into a building, helped Gwen and Max to get in and opened a safe.
 * In They Lurk Below, Grey Matter saved a drowning man.
 * In Ghostfreaked Out, Grey Matter escaped Zs'Skayr.
 * Grey Matter appeared six times in Back with a Vengeance. Firstly, he appeared when Ben unlocked the Master Control. Then, he appeared in a photo. Grey Matter later tried to escape from Vilgax and Kevin. In the Null Void, Grey Matter escaped Kevin on a Null Guardian, then tried to escape a Null Guardian. At the end of the episode, Ben accidentally transformed into Grey Matter, realizing that the Master Control is once again locked.
 * In Midnight Madness, Grey Matter was hypnotized into being Gwen's slave.
 * In Merry Christmas, Grey Matter accidentally destroyed the Rustbucket's air conditioner and later destroyed the Jinglelator.
 * In The Unnaturals, Grey Matter stopped some thieves from stealing the Liberty Bell and won an MP3 player in a contest.
 * In Be Afraid of the Dark, Grey Matter escaped Zs'Skayr and built a Sun Gun.
 * In Perfect Day, in a dream, Grey Matter defeated a mutated Cash and J.T..
 * In Ben 10: Secret of the Omnitrix, Grey Matter defeated Dr. Animo.
 * In Ben 10: Race Against Time, Grey Matter rewired various machines in a diner to throw various food at customers.
 * In Ben 10: Destroy All Aliens, Grey Matter escaped from Retaliator.


 * Gwen 10
 * In Gwen 10, Grey Matter was chased by a raccoon.
 * Ken
 * In Ken 10, Ken as Grey Matter escaped his room. Later, Ken as Grey Matter unlocked his Omnitrix's Master Control.
 * -|Shorts=
 * Ben
 * In Snack Break, Grey Matter failed to retrieve his snack in a vending machine.
 * -|Ultimate Alien=
 * In Ben 10,000 Returns, Grey Matter was unlocked by Ben 10,000.
 * -|Omniverse=
 * Ben
 * In So Long, and Thanks for All the Smoothies, Grey Matter stopped the Vreedle Brothers from shooting at them.
 * In Have I Got a Deal for You, Grey Matter was part of an accidental transformation chain along with Juryrigg and Nanomech.
 * In Of Predators and Prey: Part 2, Grey Matter defeated Tyrannopede.
 * In Rad, Grey Matter repaired Rad's ship for them to escape.
 * In It's a Mad, Mad, Mad Ben World: Part 2, Grey Matter repaired Brainfrog's Omnitrix who repaired his.
 * In A New Dawn, Grey Matter appeared for a short time when Ben was cycling through his aliens.
 * No Watch Ben
 * In And Then There Was Ben, Grey Matter was used to disable the shields on the Chimerian Hammer.

Appearances

 * -|Ben 10 =
 * Ben
 * Season 1
 * Washington B.C. (first appearance)
 * Hunted
 * A Small Problem (selected alien was Ripjaws)
 * Secrets
 * Season 2
 * Truth (selected alien was Four Arms)
 * Grudge Match
 * Ultimate Weapon
 * They Lurk Below (selected alien was Ripjaws)
 * Ghostfreaked Out
 * Back with a Vengeance (8x; last time selected alien was Four Arms)
 * Season 3
 * Midnight Madness (under hypnosis)
 * Merry Christmas (2x; second time selected alien was Four Arms)
 * The Unnaturals (selected alien was XLR8)
 * Be Afraid of the Dark (accidental transformation)
 * Season 4
 * Perfect Day (selected alien was Heatblast)
 * Ben 10: Secret of the Omnitrix (selected alien was Stinkfly)
 * Ben 10: Race Against Time (alternate timeline; selected alien was Four Arms)
 * Ben 10: Destroy All Aliens
 * Shorts
 * Snack Break
 * Gwen 10
 * Season 2
 * Gwen 10
 * Ken
 * Season 4
 * Ken 10
 * -|Ben 10: Omniverse=
 * Ben
 * Season 1
 * So Long, and Thanks for All the Smoothies (first reappearance; intended alien was Rath)
 * Have I Got a Deal for You (accidental transformation; cameo)
 * Of Predators and Prey: Part 2 (intended alien was Way Big)
 * Season 3
 * Rad
 * Season 7
 * It's a Mad, Mad, Mad Ben World: Part 2
 * Season 8
 * A New Dawn (cameo)
 * No Watch Ben
 * Season 5
 * And Then There Was Ben
 * -|Comics=
 * Cartoon Network Action Packs
 * ''Ole!
 * Techno Zombies
 * Blast from the Past
 * Space Camp and Beyond
 * Captured!
 * The Once and Future Ben
 * -|Online Games=
 * Battle Ready
 * Ben 10: Slammers
 * Ben to the Rescue
 * The Mystery of the Mayan Sword

Ben 10

 * Grey Matter is a playable alien in the game.

Etymology
Grey Matter is named after grey matter, one of the components of the central nervous system.

Trivia

 * Grey Matter is Ben's smartest alien.
 * Grey Matter is the second smallest alien in Ben's arsenal; the overall smallest being Nanomech.
 * Grey Matter is smart enough to unlock the original Omnitrix's Master Control, but Ben never considered doing this.
 * Grey Matter's DNA was the first to be added to the original Omnitrix, though neither Azmuth nor Albedo was the source of the DNA sample.
 * A running gag in the original series was that when Ben selected an alien with enhanced strength, he got Grey Matter instead.
 * Grey Matter and Feedback are the only aliens with their own theme song.