Be Afraid of the Dark is the thirty-eighth episode of Ben 10.
Plot
Ghostfreak back in the Omnitrix
Continuing where the The Return left off, Ben is facing both Zs'Skayr and Doctor Viktor. He quickly transforms into Grey Matter to escape. Grey Matter is able to discern Zs'Skayr's plan from a computer terminal: using the Corrodium to amplify the power source of the orbiting space station, in conjunction with the device the alien werewolf built in New Mexico, Zs'Skayr's intent is of covering the daylight side of the Earth in a Corrodium shield.
This won't only mutate the Earth's population, but it'll also block out the sun, giving Zs'Skayr a world of eternal darkness to rule over. Ben uses Upgrade to create a makeshift rocket to get to the space station, which Viktor clings to so that he might also get to the station. Meanwhile, Grandpa Max and Gwen fight The Mummy aboard the space center and attempt to thwart Zs'Skayr's plan from there. Upgrade seemingly defeats the Mummy, but Ghostfreak appears again and manually starts the device. In near total darkness, Zs'Skayr's powers are enhanced.
Frankenstrike's debut
Ben's Frankenstrike form, his recent form as a result of fighting Dr. Viktor earlier, holds him off with bright greenish lightning until Dr. Viktor comes back for a rematch.
However, Grandpa Max tricks Dr. Viktor into destroying the projector, ruining Zs'Skayr's plan and apparently killing the werewolf. In a fit of rage, Viktor attempts to warp Ben away, but accidentally banishes himself and the mummy into the Null Void. Ben and Gwen escape with Grandpa Max on the shuttle, on which they again expose Zs'Skayr to sunlight and defeat him. Cannonbolt protects Gwen and Grandpa Max from atmospheric reentry, and the three land in Egypt. In the aftermath of the attack, Ben realizes that he has gained Ghostfreak's natural Ectonurite form on the Omnitrix, which worries him slightly.
Major Events
- Ben obtains a new DNA sample named Frankenstrike and first transforms into it.
- Ben regains Ghostfreak.
- The entire Human race (except Ben, Max and Gwen) was temporarily mutated by the Corrodium.
Omnitrix Alien Debuts
Characters
Villains
- Zs'Skayr
- Monster Trio
- Dr. Viktor
- Yenaldooshi
- The Mummy
Aliens Used
- Grey Matter
- Upgrade
- Frankenstrike (first appearance)
- Cannonbolt
Spells Used
- Kimokia Objectia
- Appendage-A Regoria
- Reanima Verdanica
- Reanima Dynamica
Quotes
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Errors
- Zs'Skayr tells Viktor at the beginning of the episode to keep Ben alive so that he can merge with him. However, when they are in space, Zs'Skayr tells Ben that it will be a pleasure to watch him explode when he reverts.
- When Ben transformed into Cannonbolt, the (usually green) flash was blue.
Naming and Translations
| Language | Name | Origin |
|---|---|---|
| Portuguese (Brazil) | Tenha Medo do Escuro | Be Afraid of the Dark |
| Spanish (Latin America) | Miedo a la Oscuridad | Fear of the Dark |
| Spanish (Spain) | Miedo a la Oscuridad | Fear of the Dark |
| Hungarian | Félelem a sötétségtől | Fear of the Dark |