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34497a3fe0ef52949a1ba8e99894ed69 This article belongs to the Classic Continuity

We'll always have Roswell.

Max and Xylene's parting phrase.[1]

Xylene is a female Uxorite from the distant planet Ringa Morr[pop-up 1][1] and Max Tennyson's lover.


Xylene has mint green skin, with two tentacles on her head and one on her lower back. She has four long fingers, and ankles that bend inward. Her feet have three claw-like toes, two pointing forwards and one pointing backwards.

As clothing, Xylene wears a tight blue jumpsuit.

In a flashback, Xylene wore a sleeveless grey jumpsuit.


Xylene has a rather blunt personality by human standards, usually saying exactly what's on her mind. This has been shown to hurt the people around her, leaving Xylene confused, as she does not fully understand people's feelings. She also does not understand familial relations, due to the lack of such a concept in her homeworld.



Visitory (250)

Young Max and Xylene

During Xylene's early years, she met Max Tennyson, who at the time was a Plumber, and became his girlfriend.[pop-up 2][2] Their history together is mostly unknown, though she noted that they would "always have Roswell". When it came time for her to leave Earth, she asked Max to come with her, but he declined her offer. Max and Phil then looked on as her ship departed.[1] Through that experience, she was given the grand responsibility by Azmuth of being the Omnitrix's carrier. Max was never aware of the Omnitrix or her role in guarding it beforehand.[pop-up 3][2] At some point, she also helped establish the Plumbers and Plumber bases on other planets with other species.[pop-up 1][1]

Ben 10[]

While Xylene was carrying the Omnitrix,[pop-up 2][2] Vilgax attacked her, seeking the device, causing Xylene to make the big decision of sending it to Max's location. Though her ship was much less powerful, she managed to land a blow on the command center of the Chimeran Hammer that would put Vilgax out of commission for a good while.[2] Unfortunately, Vilgax's Mechadroids boarded her ship and began hunting her.[1] With the pressure of being attacked, she programmed the pod to hone in on Max's DNA signature, though it accidentally missed his exact location and the Omnitrix's containment pod was sent to the nearby forest.[pop-up 4][2] His grandson Ben Tennyson stumbled upon it there, being a close enough genetic match to be allowed to put it on.[pop-up 5][2]

Visitory (198)

Xylene makes her escape

Unfortunately, Xylene's ship suffered a major blow from the Chimeran Hammer and its hull crashed on Earth. She was then frozen for quite some time until a group of Inuits found her. She then quickly traveled to the Omnitrix's location, where she came upon Ben, whom she battled for the Omnitrix. The battle was stopped when Xylene saw Max again, learning that Ben was his grandson. Max and Xylene quickly reconnected, but Ben had trouble trusting Xylene and disliked her. Later, the group was attacked by a Mechadroid and Max was kidnapped. Soon after, they found the Mechadroid at a dock and Xylene gave Ben access to Perk Upchuck to defeat it. Xylene departed Earth soon after. She asked Max to go with her once again, but he declined once again.[1]

Powers and Abilities[]

Xylene is telekinetic, meaning that she can exert force on objects and people with her mind, causing a purple aura to appear on what she uses her power on. She is also able to levitate and fly, seemingly using her power on herself without causing the aura to appear on her.

Xylene is skilled in hand-to-hand combat and is strong enough to tear off the Mechadroid's tendrils wrapped around Max. She also has superhuman acrobatic and gymnastic capabilities, and was only knocked out by a large Mechadroid hitting her. Her telekinesis and good reflexes come from the combined strength of her three brains.[pop-up 1][1]

Xylene can also use the tentacles on her head, as well as her prehensile tongue, as a weapon.

Xylene is highly intelligent and possessed extensive knowledge of the Omnitrix as well as the abilities of other aliens, such as Upgrade and Upchuck.


Ben 10[]

Season 3[]




Crew Statements[]

Thomas Perkins[]

Derrick J. Wyatt[]

Prime Timeline
Tennyson Family Ben TennysonBetty Jean TennysonBig Chill's OffspringCamille MannCarl TennysonClyde FifeFrank TennysonGordon TennysonGwen TennysonJoel TennysonKen TennysonMax TennysonNatalie TennysonSandra TennysonVera TennysonVerdona
Levin Family Harvey HackettKevin's MotherKevin LevinZedDevin Levin (retconned)
Rook Family Rook BenRook BlonkoRook BrallaRook DaRook SharRook ShiRook Shim
Secondary Characters Alan AlbrightAzmuthBlukicCash MurrayCooperDribaEsterHelen WheelsHexHobbleMr. BaumannJTJimmy JonesJulie YamamotoKai GreenManny ArmstrongPakmarMagister PatellidayPierce WheelsProfessor ParadoxRad DudesmanReinrassig IIIShipSkurdTetrax Shard
Plumbers Magister ArnuxBel Biv KaboomBromebaBranniganBrykChortleMagister CoronachDraxBig EdElliotFistinaGalvan TeacherMagister LabridMagister HulkaI.M. WerfzelJerryLeadfootLucy MannMagistrataMedicMolly GuntherMortyMagister Prior GilhilMagister PykeRobucketScoutSecurity AliensStick DougTackVictor ValadisWat-SennWes GreenXyleneZorian
Forever Knights foreverduke838SquireSir Winston
Galactic Enforcers UltimosSynaptakTini
Andromeda Aliens AndreasBivalvanGalapagusP'andorRa'ad
Sentient Ultimate Forms Sentient Ultimate Big ChillSentient Ultimate CannonboltSentient Ultimate Echo EchoSentient Ultimate HumungousaurSentient Ultimate SpidermonkeySentient Ultimate Swampfire
Galvan Azmuth's FatherChadzmuthDuffyFergiLuhleyDrill InstructorSoldiersUjinY-itZennith
Arachnichimps HaplarHaplar's BabyHaplar's Mate
Atrocians Blue-WorstGreen-WorstOrange-WorstPink-WorstPurple-WorstShe-WorstSlim-WorstViolet-Worst
Gourmands Private BrownbagSergeant Cast IronSergeant CookmeisterQueen Voratia Rumbletum
Highbreed Bailiff (Alien Force)Bailiff (Omniverse)Bunker HighbreedFormer Highbreed SupremeHighbreed Councilors
Lewodans CaitiffCicelyPrince of LewodaZaw-Veenull
Kinecelerans DJE-NK8-EML-EN-8N-DT8-M
Tetramands BahrvadGar Red WindLooma Red WindTetramand Priest
Bellwood Residents Alton AlabasterBen's Teacher (And Then There Were 10)Ben's Teacher (Destroy All Aliens)Bill GacksDr. BorgesCarol SmithChet RigbyEmilyExasperated GuyJamieMrs. JonesJonesyJuliusMadisonMadison's FatherMollyNatalie AlvarezPierce's GirlfriendMrs. RheaultSenseiSparring PartnerTeejThaddeus J. CollinsTrinaWaltWatchmakerMr. WebbMr. Yamamoto
Undertown Residents Alien Incidental 15BlowfeldBuzzFruit VendorGenghis KenGilford BromleyGil SteptoeLacknoLillimusha DiForestiniLoovis SlerdlerkMedicPaxSmoothie VendorSock VendorSponge GorbTentacle VendorToby MonitorWhalium Whalace
Actors Abel NorthCerebrocrustacean ActorDeefus VeeblepisterFridgeGourmand ActorGwenettesHughJennifer NocturnePiscciss Volann ActorSwampsVilgax Actor
Magic BezelElsgoodElvesIgnaceousSpellbinderThomas Jingles
In-Universe Media Doggy BuddyFiery BuddyHandy BuddyIshiyamaKappaKenko
Other Humans Air Force Major GeneralAmazing AlanAndyProfessor AnicetoBarryBobBradAgent BrysonDonovan Grand SmithDougEarlEddie Grand SmithEdithErinErin's BoyfriendEuniceMrs. FangFitzFlorenceFritzGaterboyGenaroGilbertGeneral GroffHaroldHectorHelena XaglivH.E. GradyHelioHervéHotel GuardHugoImmovable ObjectJeffJoan MaplewoodJoeDr. KellyLarryLawrence WainrightCouncilwoman LiangAgent LockeOfficer LouLucyMandyMargieMartySheriff MasonMaureen NocturneOfficer MullenOliver ThompsonPorcupinePresidentRangerRegisRogerMrs. RozumSandwich VendorCaptain ShawShelbyShip-It EmployeeDr. ShuemanLieutenant SteelSteve CummingsSumo Slammer Collecting BoyTiffanyTim DeanTodd MaplewoodTylerValadis Laboratories JanitorVance VetteroyOfficer WellsWolf BlitzerMr. Zu
Other Aliens Baby CelestialsapienBlowfishCentur SquaarChicken AlienCosmic MomCow AlienDeckaJudge DomstolDragonDubbaFrolicGalvan Museum GuardsGlutoGrackGrickIncursean WarriorKwarrelKyle MonitorLuLukikMaliceMechamorph GuardMouldywarpMyaxxNosedeeniansNull Void SettlersOrbParts DealerProbityPyxiQuinceRayonaScreegitSentinelSentinels of MonarchSerfSheelaneSmuggled PsycholeopterranSugiliteTechnorgTinyTiny's FatherTiny's MotherTrukkTwoTwoVexxViktoriaWarden K'dakYetiZavinZex TannersnedeZs'iza and Zs'oiseZzzakt
Alternate Dimensions/Timelines
Original Future Timeline Ben TennysonDevlin LevinGalactic Enforcers (UltimosSynaptakTini)Gwendolyn TennysonGwendolyn Tennyson (Ben's Daughter)Ken TennysonKen's PetMax TennysonMaxatomar Kid
Race Against Time Timeline Ben TennysonCarl TennysonMrs. CarlyleCash MurrayConstantine JacobsDoris DaltonEdward WhiteMr. EnguellsGwen TennysonMr. HawkinsMr. JenyxJTMax TennysonOld ManSandra TennysonMr. Whittington
Time Heals Timeline Ben TennysonGwen TennysonKevin Levin
Ultimate Alien Future Timeline Ben Tennyson
Dimension 23 AzmuthBen TennysonSevenSevenTetrax Shard
Omniverse Future Timeline ArgitBen TennysonBlukicGwendolyn TennysonJ. Jonah JonesKai TennysonKen TennysonKevin LevinMax TennysonRook BlonkoWill Harangue
No Watch Timeline Ben TennysonGwen TennysonJTKevin LevinMax Tennyson
Gweniverse Gwen Tennyson
Argitrix Timeline Argit
Mad Ben's Dimension Mad HarangueMad Rook
Gwen 10 Ben TennysonGwen TennysonMax TennysonThe Seer
Goodbye and Good Riddance ArnoldBen TennysonBen's DogBen's TeacherCarl TennysonCash MurrayGwen TennysonJamieJTMax TennysonPetersonSandra TennysonThe Seer
Books Alien ContractorsDinosaur EVOGladiatorGuardIlma NarLonnieLorelaiPlen StroffPresidentPrisoner From the Planet DustovRobotic BullSoolSkraprr ByakkoElena ValadisTimothyTini Rau
Other 10/10/10 Box Aliens
Non-Ben 10
Generator Rex Agent SixBobo HahaCaesar SalazarDiane FarrahRebecca HolidayRex SalazarWhite Knight
The Secret Saturdays Doc SaturdayDrew SaturdayFiskerton SaturdayKomodoZak SaturdayZon
Other Non-Ben 10 Characters ButtercupDexterEdd
MAD Benjamin Franklin