Grey Matter

Grey Matter is the Codon Stream's sample of a Galvan from the planet Galvan Prime/Galvan Mark II.

Appearance
Grey Matter is a gray-skinned, frog-like, bipedal alien, only six inches tall with large green eyes with little minus sign-like pupils and horizontal eyelids. He wears a white jump suit with a line going down it. The Omnitrix symbol is located on his back. The Ultimatrix symbol is located on his chest.

Gwen as Grey Matter has Gwen's hair and has more oval shaped eyes with much smaller pupils. She wears light blue pants and top with dark blue sleeves.

Powers and Abilities
Grey Matter's size belies his great calculative and technical intellect and when it comes to intellect he's second to none of Ben's other aliens. He can create almost anything from spare parts and deduce the function of any device at a glance. Also, Grey Matter's intellect serves as a problem solver and analytical help in difficult situations. Additionally, he can sometimes control living things by stimulating certain parts of their anatomy, if such beings can be controlled by external stimuli. His diminutive size allows him to squeeze into small spaces and he can climb walls thanks to tiny suction cups on his skin. He also has sharp teeth and his slimy skin makes him difficult to grab.

Weaknesses
Unfortunately, Grey Matter's size makes him unsuitable for battle and as such he must outsmart his enemies in a fight. Animals like dogs pose another problem as many see him as a possible meal.

Ben 10, Alien Force, Ultimate Alien

 * Ben first transformed into Grey Matter in Washington B.C. when he saw that a gold Sumo Slammer card could be found in a box of cereal. Gwen found him looking for the card in the cereal boxes at the supermarket.
 * In Hunted, Grey Matter defeated Kraab and Sixsix.
 * In A Small Problem, Ben accidently became Grey Matter and was trapped as Grey Matter for the rest of the episode until the Omnitrix timed out.
 * In Secrets, Grey Matter appeared when the Omnitrix malfuctioned, he destroyed one of Vilgax's Drones before becoming Upgrade.
 * In Truth, Grey Mattere battled a Null Guardian.
 * In Grudge Match, Grey Matter destroyed Slix Vigma's drones.
 * In Ultimate Weapon, Grey Matter snuck into a house and opened a safe.
 * In They Lurk Below, Grey Matter rescued some fishermen from drowning.
 * In Ghostfreaked Out, Ben used Grey Matter to escape Zs'Skayr.
 * In Back With a Vengeance, Grey Matter appeared 8 times.
 * In Midnight Madness, Grey Matter was hypnotized into having Gwen be his master.
 * In Merry Christmas, Grey Matter tried to fix an air conditioner, but broke it. Later, it destroyed the Jingleinator.
 * In The Unnaturals, Grey Matter crashed a truck and won a Guess How Many Jellybeans game.
 * In Ken 10, Grey Matter was used by Kenny Tennyson to turn on his Omnitrix's Master Control.
 * In Ben 10: Secret of The Omnitrix, Grey Matter chased down Dr. Animo on a hoverboard.
 * Grey_Matter_Gwen.png Gwen 10, Gwen was tricked into becoming Grey Matter by Ben, something that annoyed Gwen, as Gwen was also being chased by a raccoon as Grey Matter.
 * BRAT2.jpg Ben 10: Race Against Time, after getting mocked by his peers in a popular hangout, Ben transformed into Grey Matter, and rearranged the circuits of the machines in the diner to create havoc. This happened in an alternate timeline.
 * In Ben 10 Alien Force, The Final Battle: Part 1, after completing the Ultimatrix, Albedo discovers that Grey Matter isn't among his available list of alien forms and realizes the Ultimatrix is still synced with Ben's Omnitrix, forcing him to work with Vilgax in order to obtain the Omnitrix from Ben. (on a side note it is somewhat ironic that Albedo actually wants to transform into Grey Matter, but couldn't, whereas in the original series, Ben would often transform into Grey Matter unintentionally or completely by accident and would often resent the Omnitrix for that)
 * Grey_matter_u.jpg Ben 10: Ultimate Alien, Grey Matter was unlocked in Ben 10,000 Returns by Ben 10,000. He has yet to be used.

Appearances
Ben 10
 * Washington B.C. (first appearence)
 * Hunted
 * A Small Problem (accidental transformation; selected alien was Ripjaws)
 * Secrets
 * Truth (accidental transformation; selected alien was Four Arms)
 * Grudge Match
 * Ultimate Weapon
 * They Lurk Below (accidental transformation; selected alien was Ripjaws)
 * Ghostfreaked Out
 * Back With a Vengeance (8x) (last time the selected alien was Stinkfly)
 * Midnight Madness (under hypnosis)
 * Merry Christmas (2x) (last time the selected alien was Four Arms)
 * The Unnaturals (accidental transformation; selected alien was XLR8)
 * Be Afraid of the Dark (acciendental transformation)
 * Perfect Day (accidental transformation; selected alien was Heatblast)
 * Ken 10 (used by Kenny Tennyson)
 * Ben 10: Secret of The Omnitrix (accidental transformation; selected alien was Stinkfly)
 * Ben 10: Race Against Time (accidental transformation; selected alien was Four Arms)

Trivia

 * Grey Matter is one of the most accidental transformations out of all the Ben 10 series.
 * In Ken 10, Ben 10,000's son, Kenny Tennyson uses Grey Matter's form to access his Omnitrix's master control by using Grey Matter's intelligence to figure out the correct combination. Neither Ben 10,000 nor 10 year old Ben thought of doing this. This may be because Ben 10,000 had perhaps used this method in the alternate future story line and Ken had simply adapted his father's idea.
 * Grey Matter is the same species as the Omnitrix's creator, Azmuth.
 * If Albedo gets another dupilicate Omnitrix/Ultimatix or maybe Azmuth's third Omnitrix and it is synced to Ben's it is likely he won't be a problem expect for stealing whatever he stole.
 * Grey Matter is Ben's second smallest form, first is Nanomech.
 * Almost every time in the original series he turns into Grey Matter it was a accidental transformation. In fact, every time since Ghostfreaked Out, it was not on purpose.
 * While the aliens in the original series had the Omnitrix symbol in various locations, Grey Matter is possibly the only one who would have a hard time reaching it since it was on his back.
 * Grey Matter has the most appearances in Back With a Vengeance.
 * Most of the time, Ben does not understand what he said as Grey Matter.
 * It was revealed that it was not Azmuth or Albedo who contributed their Galvan DNA to the Codon Stream.
 * Grey Matter is the only alien that still has clothes that are similar to 10 year old Ben's.