Ultimatrix (Original)

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Ultimatrix
General Information
Creator	Azmuth Albedo
User	Ben Tennyson (formerly) Albedo (formerly) Plant Ben (formerly) Alpha (duplicate) Gwen Tennyson (temporary) Kevin Levin (temporary)
Type	Level 20 DNA Alterer Gauntlet
Status	Dismantled (and Replaced by the New Omnitrix)
Details
First Appearance	The Final Battle: Part 1
Voice Actor	Yuri Lowenthal
Gallery

“	I've done it! I've recreated the power of the Omnitrix; no, I've exceeded it!	”
– Albedo, upon completing the Ultimatrix.

The Ultimate Omnimatrix, referred to as the Ultimatrix, was the device that Ben 10: Ultimate Alien revolved around. Ben used it to replace the Omnitrix, which he destroyed in a battle with Vilgax.

The Ultimatrix was removed by Azmuth in The Ultimate Enemy: Part 2 after the defeat of Dagon and replaced by the new Omnitrix.

Appearance

The Ultimatrix, despite being called a watch, bears a gauntlet-like band containing a black rectangular button and wrist couplings, extending up to almost half of the wearer's arm or forearm (since the band's ability to morph its shape was not placed into it) but the central core's form remained the same.

When Albedo used it, the Ultimatrix had a red color scheme. After Ben took the Ultimatrix from Albedo, the Ultimatrix became green. This shows that the user can change the color scheme of the Ultimatrix.

The selection interface was identical to the original Omnitrix's dial, with the Galvan tech logo changing color to reflect what mode the Ultimatrix was in.

In Heroes United, the Ultimatrix looked the same except being dark green in color and the hourglass glowing light green.

Ben 10,000's Ultimatrix resembled the original Omnitrix in its recalibrated state.

Alpha's Ultimatrix retained the gauntlet-shaped body and green color scheme as Ben's, but also had root-like veins stretched across the surface and its hourglass was colored red like Albedo's, but the difference being is that Alpha's duplicate Ultimatrix's root-like veins and red colored hourglass were a result of being powered by the corruptive Nanites he absorbed from the Bug Jar.

The Ultimatrix in Heroes United

Alpha's duplicate of the Ultimatrix

Ben 10,000's Ultimatrix

History

Azmuth worked on the Ultimatrix for years, but its power core was unstable and incomplete, so he contained the device in high-security storage.

Albedo stole the Ultimatrix and was able to stabilize the core, as well as "surpassing" the prototype Omnitrix by adding the evolutionary function. Unfortunately for him, Ben's DNA was still the default for the Omnitrix and the Ultimatrix was still linked to the same database, so Albedo only had access to Ben's current aliens, which excluded Grey Matter. Allying himself with Vilgax, he agreed to help him so he could turn himself back to normal, while Vilgax could have the Earth. After Albedo as Negative Ultimate Humungousaur easily defeated Ben as Humungousaur, Vilgax threatened Gwen and Kevin's lives in order to force Ben to give up the Omnitrix to him. Afterwards, Vilgax betrayed Albedo by using the Omnitrix to defeat him by turning his army of Bioids into thousands of Humungousaurs.

Later, Ben activated the Omnitrix's self-destruct mechanism to force Vilgax to remove it but Vilgax refused, thinking he was bluffing and later suffered the consequences. Ben released Albedo and forced him to give him the Ultimatrix via the same threat. Ben used Ultimate Swampfire to battle Vilgax and used Jetray to later escape.

Ben continued to use it until he defeated Vilgax with Dagon's powers, Azmuth came to take Ascalon as well as the Ultimatrix and gave the new Omnitrix to the worthy wielder. Azmuth destroyed the Ultimatrix off-screen after The Ultimate Enemy: Part 2 since the device was never completed properly which made it too dangerous to keep.

Albedo would later create a new Ultimatrix, one that (upon the acquisition of a Polymorphic Crystal) allowed him to change from one Ultimate form to another, without changing to regular aliens in-between.

Known Users

User	Put On	Removal
Albedo	Albedo stole the Ultimatrix from Azmuth's laboratory and puts it on in The Final Battle: Part 1.	In The Final Battle: Part 2, Albedo removes the Ultimatrix after being threatened by Ben.
Ben Tennyson	In The Final Battle: Part 2, Ben puts on the Ultimatrix after getting it from Albedo.	In The Big Story, the Plant Alien removed the Ultimatrix from Ben.
	In The Big Story, Ben puts on the Ultimatrix again after taking it from the Plant Alien.	In The Ultimate Enemy: Part 2, Azmuth removed the Ultimatrix from Ben so he can use the Omnitrix.
Plant Alien	In The Big Story, the Plant Alien stole the Ultimatrix and put it on.	Ben stole the Ultimatrix back from the Plant Clone.
Alpha	Alpha duplicated the Ultimatrix and used it to transform into EVO versions of its aliens in Ben 10/Generator Rex: Heroes United.	Alpha's Ultimatrix was removed by Rex Salazar.

Modes

• Active
• Recharge
• Scan
• Reset
• Deactivated
• Radiation
• Self-Destruct

Active Mode

Active Mode is the Ultimatrix's default mode. Active Mode is active when the Ultimatrix can be used, is fully recharged, and has not detected any problems.

Recharge Mode

Recharge Mode prevents transforming, its main purpose being to keep itself from damaging the user^{[citation needed]}. Recharge Mode is activated when the Ultimatrix runs out of energy rather than time. Recharge Mode stops automatically, once a certain period of time has passed.

While using regular aliens won't guarantee needing to recharge, using Ultimate Forms are more likely to trigger Recharge Mode, as they take more energy to maintain.

Scan Mode

When DNA not present in the Codon Stream is near the Ultimatrix, it will close its main features until the DNA is scanned. When a new DNA sample is acquired and added, on occasion, the Ultimatrix can show a visual of almost every alien unlocked, including the new one.

When scanning DNA that was previously used or already present in the Codon Stream, the Ultimatrix identifies and matches the scanned DNA, then moves the species to an active playlist. If it has seen the species before, it passively scans them, without any physical requirement from the user.

The Ultimatrix symbol shooting yellow ray

During scanning, the Ultimatrix either pops out and shoots out a yellow ray from the black and yellow part or doesn't pop out but circles and then reveals a hole that shoots out a yellow ray. When in alien form, the Ultimatrix shoots out a yellow ray from the dial.

The Ultimatrix could scan Kevin's mutations, but it was programmed not to.

Reset Mode

Reset Mode can be activated by Voice Command or by pressing and holding the Ultimatrix symbol as an alien for two seconds. During a resetting period, the Ultimatrix deactivates, charges, and re-activates. This can turn off/on some features.

Deactivated Mode

The Ultimatrix shuts down and the core turns completely black, making it of no use.

Radiation Mode

Radiation Mode is activated when high levels of harmful radiation are detected. The Ultimatrix will beep and flash red.
Radiation Mode can be turned off by turning the Ultimatrix symbol to the quarter past position as an alien, or when radiation isn't detected anymore.

When in Self-Destruct Mode, the Ultimatrix counts down until it explodes. Self-Destruct Mode functions as a last resort, should the Ultimatrix fall into the wrong hands. Self-Destruct Mode can be activated and deactivated by Voice Commands, but exclusively recognizes the voice of the user.

Features

General

• Just like the Omnitrix, the Ultimatrix mainly allowed for the user to transform into a numerous variety of alien life-forms that are each with their own unique powers and abilities (along with their weaknesses) and in a selection of alien DNA that are in groups of 10.
• The Ultimatrix could let the user transform between alien forms with or without touching the Ultimatrix symbol.
• The Ultimatrix automatically reverted the user back into their normal form when they get sufficiently hurt or knocked out.
• The Ultimatrix functioned as a wireless receiver for the Codon Stream.
• The Ultimatrix was able to access the Codon Stream's database to show which transformations have been activated over time.
• The Ultimatrix was able to scan human-alien hybrids and extract pure alien DNA from them.
• The Ultimatrix could replace one of its DNA samples with someone else from the same species.
• The Ultimatrix had a Master Control mode.
• Pressing the navy blue button on its tail end makes the Ultimatrix larger in size, so it can be slipped off.
• The Ultimatrix was waterproof.
• The Ultimatrix was durable enough to take a bullet.

Evolutionary Function

• The Ultimatrix had the ability to evolve aliens into their Ultimate Form, granting them new powers and new abilities that are more powerful. This was activated by pressing the Ultimatrix symbol as an alien, causing four gray spikes to grow from the dial and for the alien to transform (often stylized as green bands of light washing over them).
• The Evolutionary Function worked by placing the selected species in a simulation, right down to the DNA, for an extended period of time, about a million years or so, in what is described as a "worst-case scenario"; the actual DNA is then simply modified to match the new DNA. This survival of the fittest routine explains why the evolutions are more combat-centered than their normal forms.
• The Evolutionary Function drained the Ultimatrix's battery quicker than regular transformations.
• Almost any DNA can be put through the Evolutionary Function.
• The Evolutionary Function can be used on the Ultimate Forms themselves a seemingly infinite amount of times, allowing them to evolve even further to adapt to the situation around them.

Extensions

• The Ultimatrix had AI (Artificial Intelligence).
• The Ultimatrix could detect other Matrix cores like Eunice.
• The Ultimatrix served as a communicator when transformed and not transformed, like the other Omnitrixes.
• The Ultimatrix had a built-in Universal Translator and could also translate other Earth languages, but not very complex languages or animal languages.

Clothing

• While most aliens appeared naked with the Ultimatrix symbol on their chest, the Ultimatrix could change and create different types of clothing or accessories on specific alien forms, as cosmetics, armor, or to make the transformation more safe/stable, like NRG's containment suit.
  • Ben didn't quite know how the feature worked whereas Albedo individually applied this function to each of the aliens.
• The Ultimatrix could reconstruct the last thing the user was wearing before they transformed, but Ben did not figure out how to do so.

Voice Command

• The Ultimatrix had a Voice Command, just like the Omnitrix.
  • Ultimatrix User Access Voice Recognition Mode
    • Makes the Ultimatrix recognize the wearer and activates Voice Command Mode.
  • Ultimatrix Hard Reset
    • Resets the Ultimatrix
  • Command Function Override Code 10
    • Overrides function.
  • Ultimatrix Self Destruct in (time): Command Code: 000 - Destruct 0
    • Activates Self-Destruct Mode.
  • Abort Self Destruct Code 10
    • Deactivates Self-Destruct Mode.
  • Ultimatrix Reset Code 10
    • Activates Reset Mode
  • Ultimatrix Abort Reset Code 10
    • Deactivates Reset Mode

Malfunctions

• The Ultimatrix couldn't detect outer dimensional creatures.
• The Ultimatrix did not possess the ability to restore DNA.
• The Ultimatrix always went into Capture Mode whenever there was a sapient species' DNA that is not in the Codon Stream within its proximity. Thus, it couldn't be used to transform until the DNA is obtained or the specimen is no longer in range.
• The Ultimatrix did not possess the ability to revive species stored on Primus, due to it not being added by Azmuth at the stage of development it was in and Albedo didn't add it.
• The Ultimatrix could be hacked, copied, or absorbed as Inspector 13's Code Spool was able to breach the security measures and activate Master Control.
  • Meanwhile, the sentient nanite Alpha was able to absorb and copy the Ultimatrix due to the passive nanites the watch absorbed from Rex Salazar.
• The Ultimate Forms eventually became sentient inside the Ultimatrix, due to a glitch in the Evolutionary Function.
• The Ultimatrix will always transform the user into what they were wearing during the reboot, therefore, Ben would always return to his normal clothing no matter what he was wearing pre-transformation.
• Even though the Evolution Feature can be used on Ultimate Forms infinite times, the resulting evolutions may not turn out the way the user would like.
• Technical glitches that would leave all the aliens naked and cold.
  • Azmuth reformatted and corrected these errors in the new Omnitrix.

Known Aliens

The Ultimatrix had a total of at least 1,000,910 aliens via the Codon Stream, 63 unlocked aliens, and 46 named aliens (excluding Ultimate Forms). Ben has transformed into 35 out of 47 listed.

Known Unlocked Aliens

The following list shows all transformations unlocked during the timeframe of Ultimate Alien. Unless noted, all of these transformations were transferred to the current Omnitrix prior to Ben removing the Ultimatrix in The Ultimate Enemy: Part 2.

Alien	Species	When It Was Unlocked/Obtained
Alien X	Celestialsapien	Locked offscreen after The Final Battle: Part 2 Temporarily unlocked and subsequently locked in The Forge of Creation Reobtained offscreen after Double or Nothing
Ampfibian	Amperi	Obtained by scanning Ra'ad in Fused
Arctiguana	Polar Manzardill	Unlocked by Ben 10,000 in Ben 10,000 Returns
Armodrillo	Talpaedan	Obtained by scanning Andreas in Andreas' Fault First used in Hero Time
Big Chill	Necrofriggian
Blitzwolfer	Loboan	Unlocked by Ben 10,000 in Ben 10,000 Returns
Brainstorm	Cerebrocrustacean
Cannonbolt	Arburian Pelarota
Chamalien	Merlinisapien	Obtained by scanning Prisoner 775 in Prisoner Number 775 is Missing
Chromastone	Crystalsapien
Clockwork	Chronosapien	Unlocked by Ben 10,000 in Ben 10,000 Returns First used by Ben prior to Inspector #13
Diamondhead	Petrosapien
Ditto	Splixson	Unlocked by Ben 10,000 in Ben 10,000 Returns
Eatle	Oryctini	Unlocked by Ben 10,000 in Ben 10,000 Returns First used in A Knight to Remember
Echo Echo	Sonorosian
Eye Guy	Opticoid	Unlocked by Ben 10,000 in Ben 10,000 Returns
Fasttrack	Citrakayah	Unlocked by Ben 10,000 in Ben 10,000 Returns
Four Arms	Tetramand	Unlocked offscreen prior to Video Games
Frankenstrike	Transylian	Unlocked by Ben 10,000 in Ben 10,000 Returns
Ghostfreak	Ectonurite
Goop	Polymorph
Gravattack	Galilean	Unlocked by Ben 10,000 in Ben 10,000 Returns
Grey Matter	Galvan	Unlocked by Ben 10,000 in Ben 10,000 Returns
Heatblast	Pyronite
Humungousaur	Vaxasaurian
Jetray	Aerophibian
Juryrigg	Planchaküle	Unlocked by Ben 10,000 in Ben 10,000 Returns First used in The Eggman Cometh
Lodestar	Biot-savartian
Nanomech	Human/Nanochip
NRG	Prypiatosian-B	Obtained by scanning P'andor in Too Hot to Handle First used in The Forge of Creation
Rath	Appoplexian
Ripjaws	Piscciss Volann	Unlocked offscreen by scanning some Piscciss Volann after Deep First used in Perplexahedron
Shocksquatch	Gimlinopithecus	Unlocked by Ben 10,000 in Ben 10,000 Returns First used in Ben 10/Generator Rex: Heroes United
Snare-oh	Thep Khufan	Unlocked by Ben 10,000 in Ben 10,000 Returns
Spidermonkey	Arachnichimp
Stinkfly	Lepidopterran	Unlocked by Ben 10,000 in Ben 10,000 Returns First used offscreen prior to Inspector #13
Swampfire	Methanosian	Destroyed by Eon and subsequently restored by Ben 10,000 in Ben 10,000 Returns
Terraspin	Geochelone Aerio	Obtained by scanning Galapagus in Escape from Aggregor First used in Reflected Glory
Perk Upchuck	Perk Gourmand	Unlocked by Ben 10,000 in Ben 10,000 Returns
Murk Upchuck	Murk Gourmand
Upgrade	Galvanic Mechamorph	Unlocked by Ben 10,000 in Ben 10,000 Returns First used in Ben 10/Generator Rex: Heroes United
Water Hazard	Orishan	Obtained by scanning Bivalvan in Fame First used in Too Hot to Handle
Way Big	To'kustar	Destroyed by Eon and subsequently restored by Ben 10,000 in Ben 10,000 Returns
Wildmutt	Vulpimancer
Wildvine	Florauna	Unlocked by Ben 10,000 in Ben 10,000 Returns
XLR8	Kineceleran	Unlocked by Ben 10,000 in Ben 10,000 Returns First used in Ben 10/Generator Rex: Heroes United

Known Ultimate Forms

Normal Form	Ultimate Form	When The Ultimate Forms Were First Used
Big Chill	Ultimate Big Chill	First used in Hit 'Em Where They Live
Cannonbolt	Ultimate Cannonbolt	First used in Too Hot to Handle
Echo Echo	Ultimate Echo Echo	First used in Map of Infinity
Humungousaur	Ultimate Humungousaur	First used by Albedo in The Final Battle: Part 1 First used by Ben in Too Hot to Handle
Spidermonkey	Ultimate Spidermonkey	First used in Fame
Swampfire	Ultimate Swampfire	First used in The Final Battle: Part 2 Destroyed by Eon and subsequently restored by Ben 10,000 in Ben 10,000 Returns
Way Big	Ultimate Way Big	First used in The Ultimate Enemy: Part 2
Wildmutt	Ultimate Wildmutt	First used in Prisoner Number 775 is Missing
Ben	Ultimate Ben	First used by Ben 10,000 in Ben 10,000 Returns

Appearances

Alien Force

Season 3

• The Final Battle: Part 1 (first appearance)
• The Final Battle: Part 2

Ultimate Alien

• All episodes

Toys

• Vuescope Ultimatrix
• Revolution Ultimatrix
• Ultimate Ultimatrix
• Disc Alien Ultimatrix
• Battle Ultimatrix

Naming and Translations

Language	Name	Origin
French	Ultimatrix	From the original English name
German	Ultimatrix	From the original English name
Italian	Ultimatrix	From the original English name
Polish	Ultimatrix	From the original English name
Portuguese (Br)	Superomnitrix	From super, and Omnitrix
Romanian	Ultimatrix	From the original English name
Russian	Ультиматрикс	From the original English name
Spanish (HA)	Superómnitrix (Alien Force) Ultimatrix Ultramatrix (one time in Simian Says)	From super, and Omnitrix From the original English name, Pronounced as /ultɪ'matrɪks/ or /ultɪ'meɪtrɪks/, Dub error From ultra, ultra- and matrix
Spanish (Spain)	Ultimatrix	From the original English name
Turkish	Ultimatrix	From the original English name

Trivia

• The Ultimatrix was showing signs of it not being completed properly. Azmuth even considered the Ultimatrix to be "pathetic workmanship" and not at all as advanced as the original Omnitrix. However, it was more powerful, yet more complicated to use fully than the Omnitrix.
• Albedo installed more features in the Ultimatrix than is officially known.
• Azmuth did not want to have the Ultimates in the Ultimatrix because they would be used for violence. He even commented on the Evolutionary Function, stating it was "begging for trouble".
  • Dwayne McDuffie had originally planned a story idea about it that had something to do with Ben's eyes glowing pink after he reverted to human from Ultimate Spidermonkey in Fame.
• The Ultimatrix's mistransformations were not entirely the fault of Albedo's shoddy work.
• Most of the Ultimatrix aliens were both prime specimens and optimized adults of their respective species with the exception being Alien X because he is a typical representation of his race.
  • However, this may not be correct, as the way age affects the transformations has been inconsistently represented throughout the series.
• Unlike the original Omnitrix, the Ultimatrix at no point contained Vilgax's DNA.
  • Seeing as the Ultimatrix never attempted to scan Vilgax, it seems likely that it had access to another sample of Chimera Sui Generis DNA.
• According to Derrick J. Wyatt, the Ultimatrix had technical glitches that would cause random flight and abilities not native to the alien species.
  • However, it is unknown if this is canon as Matt seemed to be unaware of the existence of glitch powers.
• Ben scanned aliens off-screen and reordered his list afterwards. Thus, Ben had many more aliens than revealed. However, he didn't scan them at every chance he got.
• Most of the unseen aliens available in the Ultimatrix were unlocked by Ben 10,000 "because it'll annoy Azmuth".
• Azmuth could keep an eye on Ben and his activities via the Ultimatrix.
• The hourglass of Alpha's Ultimatrix being colored red was likely due to being powered by his corruptive Nanites which glow red in color.

See Also

• Ben Tennyson (former wielder)
• Codon Stream (DNA database)