In Charm's Way is the thirty-fifth episode of Ben 10: Alien Force.


Kevin is upset by his inability to change back to human form and he vents his frustration by blaming Gwen for her inability to help. Charmcaster, seeking to steal Gwen's powers, charms Kevin to trick her into walking into a trap. Despite discovering the ruse and coming prepared, Gwen is still drained of her power. After a verbal fight with Gwen, Kevin tricks Charmcaster into returning to Ben and Gwen, allowing Gwen to reverse the spell and regain her powers. Gwen then sucks Charmcaster into a magical vortex. Afterward, Ben explains to Kevin that Gwen has been using every spare moment to find a cure for Kevin without telling him, leaving Kevin in a state of deep regret.

Major events

  • Charmcaster returns and tried to lure Kevin on to her side.
  • Charmcaster succeeds on taking Gwen's powers, but Gwen retrieves it in the end.
  • Kevin cheats on Gwen.



Aliens used


  • Though Grandma Verdona told that there is no such thing as magic, Gwen was able to recite spells. This may indicate that magic and Mana might be the same thing or that magic powers are derived from Mana itself. Charmcaster also states that Gwen is made of magic itself(though this maybe due to her being unaware of the nature of Mana itself and Gwen's Anodite heritage).
  • Charmcaster and Kevin share an on-screen kiss in this episode.
  • Ben says "Goop? I wanted Way Big!", but when he transforms, the Goop hologram is showing. It is possible that he didn't look at the hologram first before transforming. And even before the Goop hologram, it was Echo Echo.
  • In this episode, Charmcaster brings Mr. Smoothie to life, who is later defeated by Upchuck, drinking the smoothie inside.
  • In the episode, Mr. Smoothie has only one line. While Upchuck is drinking from him, He says "Stop, please, I'm half empty!" Upchuck responds "Bad attitude, you're half full.".
  • The episode title is a reference to the 1965 war film, In Harm's Way.
  • This is the second appearance of Gwen in a bikini, with the first appearance was in What Are Little Girls Made Of?.


  • Ben: Is she cute? (asking Kevin about Charmcaster)
  • Gwen: Ben!
  • Kevin: Better than that, she's hot!
  • Gwen: Kevin!
  • Kevin: was not wanting to tell you the last part, anyway.
  • Gwen: (sarcastically and angrily) Really.
  • Ben: Now that was a stupid thing to tell.
  • Kevin : Can't argue with you over there. (After some time reach the destination in Kevin's car, Kevin trying to justify himself) It was not like I was kissing her. It was like 80% she and 20% me.
  • Gwen: Stop talking about that, Kevin.

  • Ben: (after Gwen got up) You okay?
  • Gwen: She stole my powers. How do you think I am?
  • Ben: Uh, weak?
  • Gwen: I deserved it. I was too angry..
  • Kevin: I can see how she gets you mad..
  • Gwen: I was angry with you!
  • Kevin: Wait- me? (eyes widen)
  • Gwen: (having troble explaining) No! Okay, yes, a little! I mean, why were you even hanging out with her?
  • Kevin: Because I thought she liked me.
  • Gwen: And I don't?
  • Kevin: If you liked me so much, how come you haven't bothered to find a way to change me back? After all, as long as I'm a monster, no other girl would want me, right?
  • Gwen: We are not having this conversation.

  • Kevin: Where's Gwen?
  • Ben: Went home. You hurt her pretty bad.
  • Kevin: I hurt her? I'm the one that looks like this..
  • Ben: (getting angry) You're a giant rock faced jerk! She's been spending every spare time looking through every book she has to find a cure for you. She's been doing it since the accident!
  • Kevin: (stuttering) Sh-she never told me.
  • Ben: Should she have had to?


  • Ocktoon - gives life to anything the sorcerer or sorceress desires(used by Charmcaster)
  • Ocktoon Eradiko - gives life to a picture or drawing(used by Charmcaster)
  • Reverto Maeo Opslihi - helps the magician regain their magical abilities and powers if drained from them(used by Gwen)

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