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Absolute Power: Part 2 is the tenth and final episode of the second season of Ben 10: Ultimate Alien, and the twentieth episode overall.


Following on from the previous episode, Ultimate Kevin is absorbing Gwen's powers. As he is doing so, she begs him to stop. Still angry with her, Kevin says it's her fault and she could've helped him with her magic. She is able to escape from Kevin by using a spell that has all the arcade's games attack him. When Kevin destroys all the arcade games, Gwen is able to teleport out and meets Ben and Darkstar.

In the jet, Darkstar explains that since Kevin had a taste of Gwen's powers, he would want more, making Gwen the bait in his plan. They land in Los Soledad, where Darkstar shows that he recruited Cooper (who had a growth spurt) to help him with turning Kevin to normal by building a machine that will tap into Darkstar's Dominus Librium piece. This will absorb Kevin's powers and all the powers and abilities he stole and return him to normal. Cooper begins building the machine while Ben tells Gwen that he is the only one who can stop Kevin's rampage because Professor Paradox told him and he is still reluctant to follow Gwen's plan.

Kevin arrives at Gwen's house and when he bangs through the door, he finds Max, fully healed. Max then begins fighting Kevin, briefly gaining the upper hand, but Kevin defeats him and is about to kill him, until his stepfather, Harvey Hackett, interferes.

Kevin and Harvey begin arguing, with Kevin claiming Harvey convinced his mother to kick him out, only for Harvey to remind him that he demolished their house with his Osmosian powers when he was eleven years old. Ben comes and finds Kevin. Ben transforms into Big Chill and Big Chill freezes Kevin in ice. After Big Chill transforms back into Ben, Ben tries to apologize to Kevin, but Kevin breaks out of the ice. Ben transforms into Spidermonkey and swings Kevin with a street light, but Kevin returns. Spidermonkey smashes him into the Rust Bucket 2 and Gwen comes out. Kevin drives away Spidermonkey by creating a tornado that sucks him up and leads him to the city. Gwen runs away from Kevin, while Spidermonkey gets himself out of the tornado by webbing himself to a street light and contacts Gwen on the Ultimatrix.

Gwen is running away from Kevin, who is following her and is able to drive him away by throwing magenta-colored glowing mana spheres at his face. Gwen jumps on a truck, but Kevin is in front of the road and the truck crashes into him, causing an explosion that alerts Ben into a desperate worry. Gwen and the driver were able to survive by being protected by Gwen's magenta-violet purple shield, but Kevin survives also and Gwen tells the trucker to run. Gwen still tries to talk to Kevin, but his insanity is still preventing that. Gwen attacks Kevin using a lightning spell, but Kevin uses the lightning as fuel for his Chromastone powers. As Kevin was going to absorb the rest of Gwen's magical and Anodite powers, Spidermonkey comes and transforms into Echo Echo to fight.

Kevin seemingly kills all the Echo Echo clones and starts absorbing Gwen's powers again, but he is hit by a laser blast from Julie and Ship. Julie brings Gwen into Ship and they begin flying to Los Soledad, where Kevin follows them. Luckily, Echo Echo was able to survive by having one of his clones stay inside the trunk of his car.

Meanwhile, Cooper and Darkstar are almost done building the machine, and Gwen calls Cooper to warn them that Kevin's coming. Cooper thinks of a plan to distract Kevin by taking control of Los Soledad's missile silos, firing the missiles at Kevin. But Kevin destroys all the missiles, surviving the ones that hit him and walks toward Gwen, having had enough. When Cooper tries to stop Kevin from hurting Gwen, Kevin attempts to kill Cooper in the process. However, Echo Echo transforms into Ultimate Echo Echo and manages to save Cooper, then he whispers something into Cooper's ear and he runs off.

Kevin finally says he had enough of Ben always besting him, and tries to kill him by throwing metal at him, but Ultimate Echo Echo destroys it all and finally defeats Kevin. Ultimate Echo Echo is ready to deliver the final blow, but Gwen prevents him from doing so and convinces him otherwise. After Ultimate Echo Echo transforms back into normal, Gwen tells Ben that they can cure Kevin and he is hooked up to the machine. Cooper turns on the machine and Kevin's powers are transferred to the Dominus Librium piece, finally returning Kevin to normal. But there's still bad news, as Darkstar absorbed all the power the Dominus Librium piece took, and becomes all-powerful; however, Ben knew of Darkstar's plan from the start and presses a button that strips him of all powers stolen.

Kevin, who's now sane once again, punches Darkstar and thanks Cooper for changing him back. Gwen gives Cooper a kiss on the cheek for making Kevin normal again and Kevin asks for a kiss from Gwen, reminding her that he's her boyfriend. They kiss and Max and Julie explain that all the power Kevin stole from everyone else returns and that even Bivalvan, Galapagus, P'andor, Andreas and Ra'ad have returned to life. Kevin apologizes to Ben, but then they argue and Gwen breaks the argument so Ben and Kevin can help explain to her folks what happened to their house, but instead they ignore her and go to Mr. Smoothy.

Noteworthy Events

Major Events

  • Max returned with his nervous system restored.
  • The Andromeda aliens are brought back to life and everyone that Kevin absorbed their powers from gets them back.
  • Kevin is turned back to normal and his sanity is restored.

Character Debuts



Aliens Used

Spells Used

  • Punctum contego
  • Abeo exorior
  • Tempestas serrectum
  • Tempestas impetus



Ben: What's supposed to happen when Kevin gets here?
Cooper: That's where I come in.
Ben: Do I know y- Cooper?!
Cooper: I had a growth spurt.
Gwen: Yes you did.
Cooper: Hi Gwen. Always good to, (blushes) y-you know, help out.

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Spidermonkey: (hits Kevin with a streetlight and sends him flying) Going, going, gone! That's Tennyson's 250th home run this season!
Kevin: (Comes flying back) Tennyson!
Spidermonkey: May have to call that a ground rule double.

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Cooper: (to Kevin in Los Soledad) Stay away from her! (screams as he is about to fight Kevin)
Kevin: (jealous) Trying to make time with MY GIRL, huh?! (picks up Cooper and throws him)

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Naming and Translations

Language Name Origin
Hungarian Abszolút Erő, Második Rész Absolute Power, Part 2
Polish Potęga Absolutna: Część 2 Absolute Power: Part 2
Portuguese (Br) Poder Absoluto: 2ª Parte Absolute Power: 2nd Part
Romanian Putere Absolută: Partea 2 Absolute Power: Part 2
Spanish (HA) Poder Absoluto: Parte 2 Absolute Power: Part 2
Spanish (Spain) Poder Absoluto: Parte 2 Absolute Power: Part 2


Voice Actor Role(s)
Yuri Lowenthal Ben Tennyson
Ashley Johnson Gwen Tennyson
Greg Cipes Kevin Levin
Dee Bradley Baker Spidermonkey
Big Chill
Echo Echo
Ultimate Echo Echo
Harvey Hackett
Paul Eiding Max Tennyson
Vyvan Pham Julie Yamamoto
Wil Wheaton Darkstar
Chris Pratt Cooper


  • The title references a quote by John Acton: "Power corrupts; absolute power corrupts absolutely."


  • At the beginning of the episode, during the recap, Ben says "Previously on Ben 10: Alien Force" instead of "Previously on Ben 10: Ultimate Alien." This has been corrected on the Ben 10 Ultimate Alien: Power Struggle DVD, but it is still incorrect on HBO Max.
  • When Spidermonkey apologizes to Max, his chest is the same color as his fur.
  • Echo Echo's hologram faces away from Ben.
  • When Ultimate Kevin fights Echo Echo, his Lodestar shoulder is miscolored.
  • Ultimate Kevin's hood disappears from when he landed into the building to when he arises from the wreckage of the second building. He briefly gains it again in between some scenes only.
  • When Cooper says "Ben?" after Ben as Ultimate Echo Echo catches him, his mouth does not move.
  • In one scene when Ultimate Kevin is fighting Ultimate Echo Echo, his pectorals turn red for a split second.
  • After Ultimate Echo Echo defeats Ultimate Kevin, the sonic disk on his right shoulder is missing. It reappears a few shots later, but lacks its blue circle.
  • When Ultimate Echo Echo says, "He was going to hurt you!", one of his Ultimatrix spikes is shorter than the others.
  • After Kevin is cured, Max and Julie suddenly appear in the room.
  • At the end of the episode, the height ratio of Kevin compared to Ben and Gwen is bigger than usual.


Fusionfall released an NRG suit.


T.J. Collins

Ben 10: Ultimate Alien Episodes