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Couples Retreat is the twenty-eighth episode of the third season of Ben 10: Ultimate Alien, and the forty-eighth episode overall.


The team battling Darkstar

The team are heading to Kevin's garage, with Ben carrying Kevin as Jetray. Upon arriving, they find Darkstar, who fights them and tears out a page of Gwen's Spellbook before flying off, with Ben pursuing him as Fasttrack while Gwen stays behind with an injured Kevin.

In flight, Darkstar casts a spell from the page and summons the Door to Anywhere. As he finishes the spell, the door appears and an explosion from it knocks out him and Fasttrack. Charmcaster comes out from the other side of the door and is intrigued by Darkstar, taking him with her through the door.

The door disappears as Kevin and Gwen catch up, while the latter recognizes that the spell Darkstar used was to conjure the Door to Anywhere. Gwen blames Kevin because he moved her spellbook from her desk to his garage, claiming it would be safer that way. Gwen then informs Kevin that she had cast fifteen security spells, making her house safer than anywhere else. Gwen remains angry and ignorant of Kevin, referring to Ben to tell his 'friend' each time she instructs something as if he isn't there. Ben tries to get in between them, saying Darkstar probably went to Legerdomain, and Kevin states that Charmcaster will probably destroy him, so they shouldn't bother pursuing him. Gwen agrees that something bad might happen, and that is why they have to go there.

Michael and Charmcaster kissing

In Legerdomain, Charmcaster finally has a companion to share her time with, referring to Darkstar. The realm has given him back his looks and evidently Charmcaster and Darkstar have a mutual attraction to each other. Charmcaster expresses her childlike joy, while Michael appears to care for her, filling the void left by her father's absence. Charmcaster says that her absolute reign of the realm doesn't matter when she doesn't have someone to share it with. It is only when he finds out a kiss from Charmcaster feeds him with so much mana that he turns gold, his ideas change. In the night Michael tries to get back to Earth in order to exact his revenge. Charmcaster finds out he is running off from her but lets him be, even telling him that the secret to magic is true names. She marks his hand with the name of the realm so Michael can come and go as he pleases. On a final note, she tells him her real name, Hope.

As Gwen is trying to open the Door to Anywhere, Kevin and Ben notice it starting to glow. This causes Gwen to turn around just in time to see the Door disappear. They track the Door's energy to a power plant, where they find Michael Morningstar. Michael causes a commotion in the power plant as the trio try to incapacitate him. Gwen notices Michael is having problems absorbing electricity since he is so accustomed to mana by now. Gwen performs a spell and drains the mana from him, returning it to Legerdomain. This prompts Darkstar to return to the realm in order to retrieve his powers. Ben notices that Michael had a mark on his hand and the trio use the symbol to cross the realm as well. They successfully arrive at Charmcaster's castle.

They speculate that either Charmcaster and Michael are voluntarily teaming up, or he is using her by subduing and forcefully taking her power. In her chambers, Michael explains to Charmcaster about his dilemma of losing power so soon in Earth and Charmcaster explains that it is standard, to which she adds she can be of some help to him. The two share a kiss, with Michael turning golden once again as the trio walk in on the scene. Charmcaster is surprised that these are the enemies Michael had spoken of before, and Michael is also surprised that Charmcaster knows them.

In the ensuing commotion, a combined blast of Michael and Charmcaster's mana is shot, leading to a fight outside between Ben, Kevin and Michael while Gwen remains in the castle with Charmcaster. Michael displays vigorous strength, as Ben and Kevin notice. He is also able to summon rock golems (monsters) powered by his energy. Gwen, whom at this point realizes Charmcaster is in love with Michael, tries to talk her out of helping him. This causes Charmcaster to grow skeptical of how Gwen knows his real name to which Gwen admits that they dated in the past. Enraged, Charmcaster commands her rock monsters to destroy Gwen but seems to take back the order shortly after. With the monsters halted, Gwen continues attempting to get Charmcaster to come to her senses.

Darkstar battling Ultimate Humungousaur

Gwen and Charmcaster both inspect Michael's fight from atop. He remarks vain, confident, and selfish things about conquering Earth and Legerdomain. Charmcaster says that Michael is beautiful, but Gwen states that she should see what he looks like on the inside. Charmcaster still remarks that he loves her deep down. Then, Michael boasts that he'll take 'lovely Gwen' as his trophy, making Charmcaster angry and sheds tears. Gwen meekly defends herself, but an angry Charmcaster throws her off the balcony, only for her to be safely caught by Ben.

Michael flies up, hoping to combine his power with Charmcaster to destroy the trio. Snidely, she asks if he'd really destroy his 'lovely Gwen'. He defensively replies it was a casual mistake in the heat of the moment, and that Charmcaster's power was the ultimate one, calling her beautiful. He offers her his hand, declaring that together they can rule two worlds. Charmcaster hesitates and doesn't quite let her hand touch his. Gwen, Kevin, and Ben watch this in anticipation.

Charmcaster softens. She tells Michael that he always calls her beautiful, never calling her by her real name. He tries to defend himself, stating that he does call her by her name. This encourages Charmcaster to ask Michael what it is. After a pause, he answers "Heather", causing Charmcaster's wrath to come out in full force. The trio is magically transported back to the power plant as Charmcaster's castle collapses. Gwen kisses Kevin on the cheek, surprising Kevin and saying that "all things considered", he's a good boyfriend.

The Door to Anywhere opens, with Charmcaster kicking a powerless Darkstar out. After sharing a serious look of compromise with Gwen, she goes back to Legerdomain, locking the door behind her. Darkstar starts banging on the door, begging her to let him back in, still calling her by wrong names. Kevin calls him a loser, and he turns to find that he is under the mercy of Ben, Gwen and Kevin, whom he has unfinished business with. Charmcaster stands alone in the ruins of her castle, sadly gazing at Michael's mask that was left behind.




Aliens Used

Spells Used

By Darkstar

  • Via est porro. Via est prolixus. Illic est haudcaput capitis vel solum. Planto oriens perspicuus. Lux lucis via. Ostendo occultus ianua.

By Gwen

  • Via est porro. Via est prolixus. Caput capitis vel solum. Planto oriens perspicuus. Lux lucis via. Ostendo occultus ianua.
  • Contego

By Charmcaster

  • Vita

Naming and Translations

Language Name Origin
Hungarian Párok Visszavonulása Couples' Retreat
Italian Couple Retreat Couple Retreat
Polish Miejsce dla Dwojga A Place for Two
Portuguese (Br) Ninho de Amor Nest of Love
Romanian Vacanța All Inclusive All Inclusive Holiday
Spanish (HA) Retiro para Parejas Retreat for Couples
Spanish (Spain) Retirada de Parejas Withdrawal of Couples


Voice Actor Role(s)
Yuri Lowenthal Ben Tennyson
Ashley Johnson Gwen Tennyson
Greg Cipes Kevin Levin
Dee Bradley Baker Four Arms
Ultimate Humungousaur
Kari Wahlgren Charmcaster
Wil Wheaton Darkstar



  • When Ben is reading the spell and shows the page to Gwen, it is empty.
  • When Kevin and Ben are talking about Charmcaster beating Darkstar, the thickness of Ben's shoulder stripe changes.
  • Gwen's Spellbook is missing the gold outline on the cover.
  • When Jetray talks in one scene, he only has three top teeth.
  • It seems strange that Darkstar was unable to absorb electricity during his second fight with the team when he was seen safely absorbing some electric energy without difficulty right before the fight.
  • There is no logical reason for Gwen to have gone out with Darkstar more than once, as she claimed.
  • At the end of the episode, Charmcaster's collar is entirely black.


  • It is revealed that Darkstar can use magic.


T.J. Collins

Ben 10: Ultimate Alien Episodes