The Flame Keepers' Circle

The Flame Keepers' Circle is the thirty sixth episode of Ben 10: Ultimate Alien and the fourth episode in the third season.

Plot
At a local carnival, a man is running a freak show, and a man trying to raise awareness for a unidentified organization accidentally spots the main attraction. Later that night, the owner of the freak show is doing maintenance on a tank when he is ambushed by men in bizarre getups, and is knocked out cold.

The leader of the group arrives and the man from earlier (the one that was raising awareness) unmasks himself, identifying the creature in the tank as Diagon, despite the fact that the creature was actually Vilgax in his true form.

The next morning, Julie convinced Ben and Kevin to come with her to a office building that's the headquarters of the Flame Keeper's Circle. The Flame-Keeper's Circle is a religious charity organization based around a benevolent alien named "Diagon".

The organization believes that human milestones were really alien technology brought by Diagon. Diagon promised to come back to Earth and solve all of the planet's problems. Unfortunately, not only does Ben not believe Conduit Edwards, the leader of the organization, but, as Julie puts it, he "laughed in his face", making her especially furious.

She is also angry because Ben is against the idea of using alien technology to help the planet (Kevin and Ben both disapproved, saying that the Plumbers have rules against that), though he can use the Ultimatrix. She expresses her anger about how Ben can turn into 63 aliens now, "yet believing in aliens is laughable?". Ben and Kevin then talk with Gwen at Burger Shack.

Ben states that the reason why he doesn't trust the leader, Conduit Edwards. The reason why is because he reminds him of a used car salesman, a con artist. While Kevin and Gwen investigate a stolen Plumber Ship, Ben sneaks back into the Flame Keepers' building as ChamAlien to see what is going on. Much to Ben's shock, he discovers that the living proof of Diagon's existence is Vilgax, whom by chance, resembles Diagon in his real form.

Vilgax explains that following his last appearance, he did not explode, but narrowly survived, albeit greatly weakened, and was washed ashore on a beach. He would have died trapped in his real form, had he not been found by a unidentified figure, and bought by the owner of the carnival's freak show. Despite the great indignity, it provided time and nourishment to recover.

More recently, he was freed by the Flame Keepers cult, believing him to be Diagon. Vilgax also reveals that they have stolen the Plumber ship for him, and by using it he'll reclaim his lost powers and empire. Ben teasingly retorts that in his absence Vilgax's empire fell apart.

This annoyed Vilgax, so he ordered guards to attack Ben. Discovering that the Followers have the ability to travel between dimensions, Ben tries to fight them as Big Chill. When he realized that he was failing, he uses Ultimate Big Chill to freeze all the soldiers.

At this point, Conduit Edwards arrives with Julie as prisoner, threatening to dump her in another dimension unless Ben surrenders. Ben returns to his normal form and demands Julie's release. Much to his shock, Ben discovers that Julie being Conduit Edwards' prisoner was a set up. Vilgax tries to turn Julie against Ben, but when Ben reveals that Diagon is actually Vilgax, Julie snaps to her senses.

At this point Kevin and Gwen arrive. Kevin reveals that since he was sent a recording of Ben's conversation with Vilgax, he destroyed the ship's pulse drive, permanently grounding it. Ben uses Echo Echo to shatter Vilgax's tank and defeat the guards. Ben promises that he'll stop Vilgax and the Flame Keepers some day soon.

Once the battle is over, Julie says that she still doesn't believe that alien technology should be kept away from people that can use it to help the world. Ben decides to discuss it over dinner with her. Meanwhile, Vilgax's tank is being repaired and he promises Conduit Edwards that after he's done with Earth, "you won't recognize it."

Major Events

 * Vilgax makes his debut in Ultimate Alien.
 * The Flame Keepers' Circle make its debut.

Characters

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

Villains

 * Vilgax (first re-appearance)
 * Flame Keepers' Circle (first appearance)
 * Conduit Edwards
 * Esoterica

Aliens Used

 * ChamAlien
 * Big Chill
 * Ultimate Big Chill
 * Echo Echo

Errors

 * When Ben turned back into regular Big Chill before turning into himself, the four spikes are clearly visible on the Ultimatrix symbol.
 * The flashback shows Vilgax's ship exploding in mid air despite the fact that it didn't; it blew up while in the water itself.
 * When Ben is about to transform into Echo Echo the Ultimatrix seems to be turned off.
 * When Ultimate Big Chill says "Alright, you win."  His mouth moves.

Allusions

 * Diagon, a deity from H.P. Lovecraft's "Cthulhu Mythos", serves as the inspiration behind Diagon, the being worshiped by the Flame Keepers' Circle. Similarly, Vilgax was inspired by Cthulhu, another deity from the Mythos of the same name.
 * The door of the chamber is which Vilgax was resembled the door of the Chamber of Secrets in Harry Potter and the Chamber of Secrets.
 * The beliefs of The Flame Keepers' Circle are very similar to that of the real world religion Scientology, which teaches that life on earth was jump-started by aliens.

Trivia

 * Ben confirms he can transform into 63 aliens at this point. However, he has only been shown turning into 39 (not counting aliens accessed by his future, Crosstime, or Ultimate versions). However, if you add up every alien all the versions of Ben has ever transformed into as of this episode (including the Ultimates and Omnitrix Mutations), the number will be 63.
 * This is the first appearance of Vilgax in Ultimate Alien as well as being his first appearance in the franchise since The Final Battle: Part 2.
 * This is ChamAlien's second appearance on the show. However, the transformation is off-screen so his name is not officially revealed yet (that is done in Night of the Living Nightmare).
 * Julie encounters Vilgax for the first time, but believed him to be Diagon, until Ben tells her the truth. As a result, Vilgax is now aware of her existence and connection to Ben.
 * This is the fourth episode where Vilgax appears without Max.
 * Vilgax's empire is revealed to have fallen shortly after his defeat.
 * The Flame Keepers' Circle and their soldiers are now the servants of Vilgax (who they believe to be Diagon).