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34497a3fe0ef52949a1ba8e99894ed69 This article belongs to the Classic Continuity

The Ultimate Heist is the second episode of the fourth season of Ben 10: Omniverse, and the thirty-second episode overall.


Albedo seeks a device that will finally change him back into his Galvan form; meanwhile, Ben is locked in Plumber HQ prison.[CN 1]


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In the middle of the night, Ben and Rook are inside the Proto-TRUK, chasing after a truck with a driver who is actually a hologram. Soon, Ben climbs into the truck and takes control of it. Suddenly, Ben's chair turns sideways and someone who is controlling the truck in the storage area speaks to him, none other than Inspector 13. He reveals that he is now an independent dealer of illegal alien technology and commands the Techadon Robots to fire at Ben, but Ben leaps out of the way. In the Proto-TRUK, Rook notices something is odd about Ben as he observes Ben managing to climb onto the roof of the truck using gymnastics. Inspector 13 and the Techadon Robots arrive to the roof of the truck and blast at Ben, but he dodges the blast and hangs onto an edge of the truck. To avoid being blasted by one of the Techadon Robots, Ben releases his grip on the edge of the truck and falls onto the front window of Proto-TRUK. Ben instructs Rook to pursue the truck. After Inspector 13 projects a blast at the Proto-TRUK that causes the vehicle to stop and Ben jumps off of the Proto-TRUK to the ground, Rook suggests that Ben should transform into Fasttrack or XLR8 to catch them, but Ben refuses and says that he relies on his aliens too much. After Rook asks Ben if he has taken his advice of training to fight in his human form, Ben states that Rook is his partner and that his opinion matters to him. Ben then claims to know where Inspector 13 is going.

In Undertown, Ben and Rook continue their search for Inspector 13. Rook is confused by Ben purchasing random items as they search. Ben claims these items are gifts for extended family members. Rook comments that only one of Inspector 13's weapons is notably dangerous and suggests they ask a lowly criminal for information. Ben asks Rook to identify the criminals that they know (which include Bubble Helmet and Sweet-Eels Sparklefunk) and Argit just happens to be heading towards their direction with a crowd of alien citizens following him, which prompts Ben to ask him for information. Based on the story Argit is telling the crowd, it appears that his actions during the Incursean invasion have given him good publicity and painted him in a heroic light. Solid Plugg and Fistina are now affiliated with him as well and walking behind him to provide protection. Ben calls Argit's name and Argit greets them. Ben and Rook ask Argit what he might know of the illegal weapons. Argit denies knowing anything and quickly asks them to talk with him in his office. After they go in, Solid Plugg and Fistina block the entrance to prevent the crowd of alien citizens from entering.

Once inside, Argit apologizes to Ben and Rook for his double-talk and admits he did so to keep his good publicity going. Rook deduces that Argit is using his newfound good publicity to disguise himself while secretly operating as a con man, which Argit confirms. He asks Ben and Rook whether they would like a snack or beverage. Ben wants chili fries with cheese and an excessive number of onions, so Argit instructs Solid Plugg to retrieve them. Once Ben and Rook inform Argit about their search for Inspector 13, Argit mentions that Inspector 13's warehouse is actually a massive fortress and asks them what's in it for him. Ben says he may keep the legal weapons there to sell, which is enough to convince Argit to join them, and he tells them to keep their operation as a secret. After Argit tells Solid Plugg to bring in the muscle, Solid Plugg arrives with a plate of chili fries and Fistina. Ben devours the chili fries in an extremely obsessive manner. Fistina is happy to see Rook, much to his dismay, and Solid Plugg believes that Ben and Rook are not cool, but Argit states that they are partners with them. Fistina is happy to be partners with Rook, but Rook's thoughts about Fistina are not mutual. As Ben finishes consuming the chili fries, he disposes of the wrapper by throwing it into another direction and uses his jacket sleeve to clean the chili off of his face. Solid Plugg notices Ben's strange behavior and asks him if he's had a haircut. Ben claims to be trying to better himself to be a better partner. Rook comments that Ben has made some great improvements, until Ben belches loudly, which prompts Rook, Fistina, and Argit to groan and Argit to say that there is the Ben that they know and love.

Meanwhile in Plumber Headquarters, Albedo is banging his hand on a jail cell door, yelling to be set free and that he is not Albedo and that he is actually Ben, revealing that they had switched places at some point. Ben transforms into Four Arms to punch and pull the door down but is knocked back and transforms back into Ben. He transforms into Big Chill and attempts to phase through the prison door by becoming intangible, but is unable to, and transforms back into Ben. As Blukic and Driba deliver food to prisoners with their Hovercycle, Ben attempts to convince Blukic and Driba that Albedo has pulled a trick and that he is actually Ben, but they don't believe him and assume that Albedo is trying to trick them. They leave the food inside Ben's cell. After they leave, Ben opens the lid of the food container and asks to have some ketchup to eat with his food. Ben then looks down at the container as he begins to visualize a plan.

As Blukic and Driba return to pick up the empty food containers, they believe that Ben is sleeping when in reality, he secretly transformed into Nanomech and hid under the lid. His cover gets blown when the elevator security scanner detects him. Nanomech evades them by flying, forcing them to reload their weapons. Nanomech reverts to Ben and transforms into Big Chill again, just as Blukic and Driba have finished reloading their weapons, and escapes by phasing through one of the walls of the elevator. Big Chill flies up and phases through the ceiling and almost manages to escape but is targeted by a group of lasers. He dodges the lasers via flying, but the Omnitrix times out and Big Chill transforms back into Ben. He hangs on a pipe with lasers aimed and shooting towards him and he looks at an air vent entrance.

In Undertown, Argit and a couple of other aliens disguise themselves as delivery people and trick the Techadon Robots into bringing three crates into the warehouse. It is revealed that Solid Plugg and Fistina were inside of the crates and unpack themselves. Fistina detaches her fist and uses it to press a button on the wall to open the gate for Argit, Rook and Albedo. However, they must now deal with an army of Techadon Robots.

Meanwhile, at Plumber Headquarters, Blukic and Driba are engaging in another argument and blaming each other over who allowed "Albedo" to escape as someone tries to attract their attention. Eye Guy appears before them and transforms back into Ben. He then asks Blukic and Driba for a favor.

Back in Undertown, the battle in Inspector 13's warehouse rages on as Rook, Solid Plugg and Fistina beat down the Techadon Robots. Argit hides behind some crates and Albedo joins him. After Rook, Fistina, and Solid Plugg defeat the Techadon Robots, Albedo locks them inside the warehouse by inserting a crowbar into the button that opens the door to destroy it, prompting Solid Plugg to ask how they will remove the weapons from the warehouse if the door is not functioning. Albedo tells them not to worry, saying that he only needs one item and that the other four are not going to anywhere. He transforms into Wildvine and traps them in his vines to separate tables. Argit calls out to him, but Rook corrects him and says that it's not actually Ben. Negative Wildvine walks over to the center of the floor with a box and transforms back into Albedo, who removes a pair of green contact lenses, a wig, and a jacket and reveals to the other four that he is actually Albedo. Albedo says that he could not put one on Rook after he has been impersonating Ben for several days. After Albedo opens the box and inserts a red cube into his Ultimatrix that changes its color from green to red, he proceeds to explain to his captives how he pulled off tricking them into thinking he was Ben.

Albedo says that he joined forces with a "silent partner who knows the Plumber base extremely well", who knocked out Ben with a special move and used a device to make him look like Albedo by altering the color of his hair, eyes, and clothes. Albedo gloats at how foolish Rook was to think Ben would take his advice to better himself and become the great hero that he always wanted. Argit calls Rook out for trying to change Ben, but Rook tells Argit to be silent. Albedo adds that the device that he is wearing is not an Omnitrix, but a stabilizer for his transformations. He needs one final component for his stabilizer to achieve ultimate power, which Inspector 13 (having just entered the room) accurately guesses is a Polymorphic Crystal. After Albedo asks Inspector 13 whether he was aware, Inspector 13 reveals he saw through the ruse the whole time and says that the Polymorphic Crystal is a Techadon product, which prompts Fistina to say that she knew that the name sounded familiar. Solid Plugg admits that Fistina is not smart while being pretty, which causes Fistina to smile and for Solid Plugg to blush. Albedo then confirms he didn't dare to use his aliens when they first clashed to keep his identity hidden.

Albedo transforms into Humungousaur and says that his red eyes would have given him away. Negative Humungousaur fights Inspector 13, but Inspector 13 summons two walls from the ground to hold Negative Humungousaur and activates a wrist blaster and positions it to project a blast at Negative Humungousaur. Negative Humungousaur breaks out of the walls and dodges the blast, but Inspector 13 summons a group of Techadon Robots to attack Negative Humungousaur. The Techadon Robots dogpile Negative Humungousaur and he picks one of the robots up and destroys it with a punch. As Rook and Argit try to break out of the vines, Negative Humungousaur is unable to escape the dogpile. Inspector 13 activates his blaster again and positions the blast at Negative Humungousaur, but Negative Humungousaur then transforms into Big Chill and becomes intangible to protect himself (which destroys the robots instead). After becoming tangible, Negative Big Chill flies through the cloud of smoke, uses his freeze breath to encase Inspector 13's hand that has the wrist blaster in ice, and lifts him and carries him up high into a wall where he rips off a component from Inspector 13's suit with his claws.

Negative Big Chill lets Inspector 13 go and tells his captives that he will freeze him. He then encases Inspector 13's entire body in ice, but Inspector 13 detonates a handheld device which frees him from the ice and knocks Negative Big Chill down. Inspector 13 then activates his wrist blaster which he placed the crystal into and projects a blast at Negative Big Chill, but Negative Big Chill becomes intangible to protect himself and transforms into Wildvine again. He uses a vine to snatch the blaster from Inspector 13's wrist and knocks the Inspector away into corner and traps him in his vines. Argit then sarcastically congratulates Inspector 13 for failing to prevent Negative Wildvine from retrieving the wrist blaster and the Polymorphic Crystal. After Negative Wildvine removes the Polymorphic Crystal from the wrist blaster, lifts it up into the air with his hand, and transforms back into Albedo, he gloats about how the key to restoring his true form belongs to him at last, and with that, ultimate power. Albedo states that he just needs to insert the Polymorphic Crystal into his stabilizer. Outside the warehouse, Armodrillo uses a drilling attack that breaks down a wall, causing Albedo to fall to the ground and let go of the crystal, and transforms back into Ben in his regular appearance as Albedo gets up from the ground. Ben explains he convinced the Plumbers to run a full scan and says that he is obviously the real Ben, but Albedo states that it doesn't matter, and that Ben is too late. Albedo then looks at the Polymorphic Crystal and Ben, after looking at the Polymorphic Crystal as well, wonders what it is. Ben tackles Albedo to the ground, but Albedo transforms into Goop and escapes from Ben. As Negative Goop tries to catch the crystal after it rolls away, Ben transforms into Water Hazard and launches a water blast that blows Negative Goop away and knocks him down. As Water Hazard tries to retrieve the Polymorphic Crystal, Negative Goop causes Water Hazard to trip and knocks him into some boxes.

Fistina manages to detach her hand to free Rook from the vines while Water Hazard emerges from the boxes as Terraspin and creates a wind blast that blows Negative Goop into a wall where he splashes to the ground and transforms back into Albedo. Terraspin tries to retrieve the Polymorphic Crystal by sucking the air and bringing the crystal close to him, but he fails after Albedo throws a crowbar at Terraspin. Albedo picks up the Polymorphic Crystal and inserts it into his stabilizer, changing its appearance from that of the Omnitrix to a form similar to the original Ultimatrix. After Terraspin transforms back into Ben, he and Rook watch as Albedo transforms into Humungousaur again, then into Ultimate Humungousaur, who gloats about how he can use the Ultimate Forms while Ben can't. Negative Ultimate Humungousaur launches missiles at Ben and Rook, who both flee. Ben protects himself behind a column and transforms into Eye Guy again and creates a ring of fire that surrounds Negative Ultimate Humungousaur. Negative Ultimate Humungousaur transforms into Ultimate Echo Echo. Negative Ultimate Echo Echo sends sonic disks flying to surround Eye Guy and project powerful sonic blasts that injure Eye Guy's ears and Eye Guy then transforms back into Ben. Ben transforms into Shocksquatch and electrocutes the sonic discs that were surrounding him. Negative Ultimate Echo Echo then transforms into Ultimate Spidermonkey and wraps a pipe around Shocksquatch's back and torso and twists it, causing Shocksquatch to scream in pain and he transforms back into Ben. Negative Ultimate Spidermonkey begins to remove Ben's Omnitrix and gloats that his new Ultimatrix is much more superior. Ben transforms into Four Arms again and knocks Negative Ultimate Spidermonkey outside the building. As Rook tries to free Fistina and Solid Plugg from the vines, Negative Ultimate Spidermonkey fights Four Arms and gets distracted after Rook uses his Proto-Tool to project an energy net at him that covers his face. When Negative Ultimate Spidermonkey is about to finish off Four Arms, Argit projects some of his quills at him and he becomes paralyzed, faints, and transforms back into Albedo.

Four Arms reverts back into Ben, who thanks Argit for his help. Argit replies that they have to stick together since they are heroes. Afterwards, Rook, Solid Plugg, and Fistina have arrested Inspector 13 and Solid Plugg attempts to ask Fistina on a date and Ben tells Solid Plugg and Fistina to help him and Rook to get Albedo and Inspector 13 back to Plumber Headquarters, but all of this gets interrupted when an unidentified ship liberates the unconscious Albedo and flies away. Rook lets Ben know that Albedo mentioned he teamed up with someone and Ben calmly replies that they at least know what they are up against. After the citizens of Undertown became frightened, Argit calms them down by saying that he has been assisting Ben and Rook keeping dangerous weapons off the streets of Undertown and all of Bellwood. The citizens of Undertown cheer for Argit, Ben, and Rook, which prompts Rook to comment that Argit is a great public speaker and Ben states that he is scary good.

In Khyber's ship, Albedo wears a jacket and a black T-shirt and twists his arms and body, saying that Argit's quills were very unpleasant. Khyber is sitting down in his chair and lectures Albedo for not knowing his opponent. Albedo says that none of that matters now that the plan has worked, and he has what he needs. Khyber asks if Albedo can maintain his Galvan form. Albedo then transforms into his original Galvan form and replies that it is better now that he is able to assume into his Ultimate Form. Albedo then transforms into Ultimate Albedo and after he shouts out his name, he states that even Azmuth will bow down to the intellect of a hyper-evolved Galvan. Khyber rises from his chair and proclaims that they are ready. Ultimate Albedo tells Khyber they can now make preparations for the next phase of their plan as the ship flies through space.

Noteworthy Events[]

Major Events[]

  • Khyber returns.
  • It is revealed that Albedo is in a partnership with Khyber.

Character Debuts[]

Recreated Ultimatrix Alien Debuts[]



Aliens Used[]

By Ben[]

By Albedo[]


(Albedo goes to another stall and buys something. He walks back over to Rook, who gives him a confused look.)
Albedo: My cousin's birthday.
Rook: Her birthday is in December.
Albedo: Uh... my other cousin. You don't know her.

Argit: Fellow citizens! It's all right! I, Argit, have been assisting these fine Red Spots, keeping dangerous weapons off the streets of Undertown and of Bellwood.
(The crowd cheers.)
Rook: He is very good at this.
Ben: Scary good.

Khyber: If you had known your enemy, you wouldn't have had that problem. And I wouldn't have needed to rescue you.
Albedo: None of that matters now. The plan worked, and I have what I need.
Khyber: You can maintain your Galvan form.
(Albedo transforms, now appearing like his former self.)
Albedo: Better- I can assume my Ultimate Form.
(Albedo transforms further. He now sits in a hovercraft and his brain has grown to massive proportions.)
Ultimate Albedo: Ultimate Albedo! Even Azmuth himself will bow down before the intellect of a hyper-evolved Galvan!

Naming and Translations[]

Language Name Origin
Hungarian A végső rablás The Ultimate Robbery
Italian Il colpo supremo
Polish Przemytnik The Smuggler
Portuguese (Br) O Roubo Supremo The Supreme Theft


Voice Actor Role(s)
Yuri Lowenthal Ben Tennyson
Bumper Robinson Rook Blonko
Dee Bradley Baker Big Chill
Inspector 13
Paul Eiding Eye Guy
Ultimate Spidermonkey
John DiMaggio Humungousaur
Ultimate Humungousaur
Four Arms
Eric Bauza Solid Plugg
Galvan Albedo
Ultimate Albedo
David Kaye Shocksquatch
Alexander Polinsky Argit
Morgan Lofting Fistina
Elián Zee



  • The truck driver's appearance is modeled after Omniverse storyboard artist Tanner Johnson.[DJW 1]


  • When Rook says "But perhaps Fasttrack could catch the Weaponmaster", the closed captions on the Ben 10 Omniverse: Duel of the Duplicates say "But perhaps fasttrack could catch the weapon master".
  • Rook refers to Bubble Helmet as "Bubble Head".
  • In one shot, Rook has eyes at the back of his head.
  • When he is disguised as Ben, Albedo doesn't have dark circles under his eyes, but once he sheds his ruse, he does.
  • When Negative Wildvine changes back to Albedo, for some reason he is wearing an inverted version of Ben's clothing instead of the hoodie and brown cargo pants that he was wearing pre-transformation.
  • In one shot, the bottom white stripe to Negative Wildvine's belt is missing.
  • Negative Goop's Anti-Gravity Projector is missing right before he turns back into Albedo.
  • Despite not being seen when Albedo reverted back from Goop, a crowbar conveniently appears next to him in his next scene.
  • In some shots, Negative Ultimate Humungousaur's Ultimatrix symbol is not crooked.
  • When Negative Ultimate Echo Echo uses Sonic Doom on Eye Guy, Eye Guy covers the sides of his head instead of his ears.
  • When Ben transforms into Shocksquatch, the Omnitrix's core does not pop up.
  • In Greetings From Techadon, Ultimate Echo Echo was not hurt when the silver Techadon Robot destroyed some of his sonic disks, but in this episode, Negative Ultimate Echo Echo is hurt when Shocksquatch electrifies his sonic disks.


Crew Statements[]

Dou Hong[]

Derrick J. Wyatt[]

Cartoon Network[]

Ben 10: Omniverse Episodes

Arc 1 The More Things Change: Part 1 · The More Things Change: Part 2 · A Jolt From the Past · So Long, and Thanks for All the Smoothies · It Was Them · Trouble Helix · Hot Stretch · Have I Got a Deal for You · Of Predators and Prey: Part 1 · Of Predators and Prey: Part 2
Arc 2 Many Happy Returns · Gone Fishin' · Outbreak · Blukic and Driba Go to Mr. Smoothy's · Malefactor · Bros in Space · Arrested Development · Rules of Engagement · Showdown: Part 1 · Showdown: Part 2
Arc 3 T.G.I.S. · Tummy Trouble · Store 23 · Vilgax Must Croak · Ben Again · Special Delivery · Rad · While You Were Away · The Frogs of War: Part 1 · The Frogs of War: Part 2
Arc 4 Food Around the Corner · The Ultimate Heist · O Mother, Where Art Thou? · Max's Monster · Evil's Encore · Return to Forever · Mud is Thicker Than Water · OTTO Motives · A Fistful of Brains · For a Few Brains More
Arc 5 - Galactic Monsters Something Zombozo This Way Comes · Mystery, Incorporeal · Bengeance is Mine · An American Benwolf in London · Animo Crackers · Rad Monster Party · Charmed, I'm Sure · The Vampire Strikes Back · And Then There Were None · And Then There Was Ben
Arc 6 Catfight · Collect This · The Vengers · Cough It Up · The Rooters of All Evil · Blukic and Driba Go to Area 51 · No Honor Among Bros · Universe vs. Tennyson · Weapon XI: Part 1 · Weapon XI: Part 2
Arc 7 Clyde Five · Rook Tales · Charm School · The Ballad of Mr. Baumann · Fight at the Museum · Breakpoint · The Color of Monkey · Vreedlemania · It's a Mad, Mad, Mad Ben World: Part 1 · It's a Mad, Mad, Mad Ben World: Part 2
Arc 8 From Hedorium to Eternity · Stuck on You · Let's Do the Time War Again · The Secret of Dos Santos · Third Time's a Charm · The Final Countdown · Malgax Attacks · The Most Dangerous Game Show · The End of an Era · A New Dawn

Season 1 The More Things Change: Part 1 · The More Things Change: Part 2 · A Jolt From the Past · Trouble Helix · Have I Got a Deal for You · It Was Them · So Long, and Thanks for All the Smoothies · Hot Stretch · Of Predators and Prey: Part 1 · Of Predators and Prey: Part 2
Season 2 Outbreak · Many Happy Returns · Gone Fishin' · Blukic and Driba Go to Mr. Smoothy's · Malefactor · Arrested Development · Bros in Space · Ben Again · Store 23 · Special Delivery
Season 3 Showdown: Part 1 · Showdown: Part 2 · Tummy Trouble · Vilgax Must Croak · While You Were Away · The Frogs of War: Part 1 · The Frogs of War: Part 2 · Rules of Engagement · Rad · Evil's Encore
Season 4 T.G.I.S. · Food Around the Corner · O Mother, Where Art Thou? · Return to Forever · Mud is Thicker Than Water · OTTO Motives · The Ultimate Heist · A Fistful of Brains · For a Few Brains More · Max's Monster
Season 5 Something Zombozo This Way Comes · Mystery, Incorporeal · Bengeance is Mine · An American Benwolf in London · Animo Crackers · Rad Monster Party · Charmed, I'm Sure · The Vampire Strikes Back · Catfight · Collect This
Season 6 And Then There Were None · And Then There Was Ben · The Vengers · Cough It Up · The Rooters of All Evil · Blukic and Driba Go to Area 51 · No Honor Among Bros · Universe vs. Tennyson · Weapon XI: Part 1 · Weapon XI: Part 2
Season 7 Clyde Five · Rook Tales · Charm School · The Ballad of Mr. Baumann · Fight at the Museum · Breakpoint · The Color of Monkey · Vreedlemania · It's a Mad, Mad, Mad Ben World: Part 1 · It's a Mad, Mad, Mad Ben World: Part 2
Season 8 From Hedorium to Eternity · Stuck on You · Let's Do the Time War Again · The Secret of Dos Santos · Third Time's a Charm · The Final Countdown · Malgax Attacks · The Most Dangerous Game Show · The End of an Era · A New Dawn