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Zs'Skayr (pronounced "Zuh Scare"), also known as Ghostfreak, was the Ectonurite High Ecto-Lord of Anur Phaetos and Anur Transyl in the Anur System. He was originally stuck in the form of Ghostfreak, but over time, he managed to gain control over it and escape the Omnitrix, becoming one of Ben Tennyson's most dangerous enemies.


In the original series, Zs'Skayr's body was gray-purple and he had black nails with lines on his chest which were black as well, and a grey-brown, upside-down head with one eye. He could also become smoke-like by deforming his bodily shape into wisps of grey, somewhat transparent flames.

Just after escaping the Omnitrix, Zs'Skayr looked exactly like 10-year old Ghostfreak. This included the orignal Omnitrix symbol peeked out of his skin on his lower left chest too, which was not present on his true form.

In Alien Force, Zs'Skayr's body was purple/blue and he had whitish-grey nails. His spine was sticking out of his back, his tail was white with black stripes, and he had spikes on his elbows.

In Omniverse, Zs'Skayr has turned his head right-side up. He now has two eyes, one on his head and one on his chest, and his second skin is now modified to look like the hood and cloak of a stereotypical Grim Reaper, complete with a scythe. The facet joints on his back are larger and more curved, the skin on his arms now hangs down, much like sleeves, and his teeth now look more like human incisors than fangs.


Zs'Skayr has a twisted, arrogant, power-hungry and sadistic personality. Anyone whom he considers as inferior is either tormented for his amusement or is manipulated and later destroyed once his/her usefulness has ended.

Zs'Skayr is shown to be a careful and brilliant master planner, able to come up with highly resourceful, cunning and complex schemes and plans, through which he aims to gain immense power for himself and domination over entire worlds. Good examples of Zs'Skayr's ingenuity include: his master plan to turn the Earth into a Corrodium-cloaked world of darkness for him to rule over,[1] his resurrection by Viktor[2] and his scheme to drain the Alpha Rune with the purpose of resurrecting the Vladats and regaining his title as High Ecto-Lord.[3]

While Zs'Skayr tends to do most of the work by himself, he does usually recruit and utilize minions and allies (such as CrüjoKuphuluthe Halloween Trio, other Ectonurites, Lord Transyl, and the Circus Freaks). Zs'Skayr's minions aren't much more of an exception to his cruelty than his enemies; he has been known to quickly and almost happily resort to violent shows of power and intimidation (often via his possession ability) against other villains to cow them into allying with him when they're uncooperative, and he also shows little respect for his minions and tends towards flashes of abuse and threats when they don't obey him without question.

Zs'Skayr is a backstabber, as seen when, after telling Vilgax what he was seeking, he tried to possess him and take over Vilgaxia.[4]

Zs'Skayr is also highly vindictive and vengeful, a side of him which is especially heightened through his vicious and bloodthirsty personality: his obsession with possessing Ben, besides becoming whole through access to the Omnitrix, is rooted in his spite over his original entrapment in the Omnitrix and his desire to make Ben feel the same way; and after being fought off by Vilgax, Zs'Skayr went as far as invading Vilgaxia and turning its people into his Ectonurite slaves.[4]

By human standards, Zs'Skayr can be described as matching the textbook definition of a psychopath, with notable traits being his obsessive behavior, his lack of remorse, his immense sadism, and his enjoyment of the suffering of others.



The original Zs'Skayr was once the High Ecto-Lord of Anur Phaetos. He learned about the Omnitrix from the data files of one of Vilgax's data probes, which crash-landed on his planet.[pop-up 1][1] He left his planet using the probe and searched the galaxy by possessing many beings.[pop-up 2][1] Not long afterward, he encountered Myaxx while she was collecting samples with the Omnitrix on Flors Verdance.[pop-up 3][1]

Zs'Skayr possessed the Florauna that was being sampled, thereby adding Ectonurite DNA to the Omnitrix as well as Florauna DNA.[pop-up 4][1] Since an Ectonurite's consciousness exists even in a single strand of DNA, Zs'Skayr had effectively copied himself into the device. However, his personality remained dormant within the Omnitrix's DNA database for a long time. It is unknown what happened to Zs'Skayr's original form, although it is likely that either he died or his consciousness was transported inside the clone body.

Ben 10

Zs'skayr first death

Zs'Skayr's first presumed death

Zs'Skayr's mind continued to lie dormant in the Omnitrix when it fell into Ben's possession, with his DNA allowing the young boy to transform into a form dubbed "Ghostfreak". Adjusting to the Omnitrix was so difficult, Zs'Skayr couldn't take control right away.[pop-up 5][1] However, one time when Ben used Ghostfreak to sneak into a horror movie, he took control and contacted Viktor with his plans.[pop-up 6][1]

He finally managed to force his way out of the Omnitrix in Ghostfreaked Out. He revealed his true form by ripping off his protective skin and then tried to take over Ben's body in order use his human DNA to become whole again, as Ben was the first being to wear the Omnitrix since Zs'Skayr entered it.[pop-up 7][1]

After a failed attempt to possess Ben, he found the Circus Freak Trio (whom he, via taking control of Ben, had been fighting mere minutes before freeing himself) and coerced them to help him by taking over Thumbskull and tossing him about like a ragdoll in the room the three of them were hiding in. He was defeated when he was exposed to sunlight by Ben, causing him to burst into flames. Following this experience, Ben was unable (and unwilling) to turn into Ghostfreak ever again.

Zs'Skayr death2

Zs'Skayr's second presumed death

Zs'Skayr returned as the main antagonist of the third season. In The Return and Be Afraid of the Dark, he was revived by an alien scientist named Dr. Viktor, a Transylian from the Anur System, who had stolen material from Zs'Skayr's clock tower grave to re-animate his deceased master again. Gathering a group of horror-themed aliens as minions, Viktor enacted his plan to resurrect Zs'Skayr, who then planned to plunge the Earth into total darkness for him to control. Zs'Skayr himself was still intent on gaining control of the Omnitrix. Using Corrodium retrieved by the mummy alien in Under Wraps, they set up a Corrodium beam that would block out light from the sun, allowing Zs'Skayr to exist in eternal darkness.

Although Zs'Skayr's plan succeeded, allowing him to reach his full potential, Dr. Viktor accidentally rammed Max into the projector during a dogfight, destroying it. In the end, Zs'Skayr is killed aboard a space shuttle when Max opened the shuttle's roof and exposed him directly to the sun. Ben regained use of Ghostfreak during this time, but in his true form. Under the fear that he could take over again, Ben never transforms into Ghostfreak for the remainder of the series.

Five years before Omniverse

FHtE (485)

Zs'Skayr gets sucked into a portal.

At some point after Ben meets Azmuth, Ghostfreak's DNA is removed from the Codon Stream, allowing Zs'Skayr to escape the Omnitrix a second time.

In From Hedorium to Eternity, Zs'Skayr possessed the body of Thaddeus J. Collins and attempted to take over Earth by having his fellow Ectonurites possess people. His plot is discovered by Ben and his friends. After a short battle, Cooper reverses the portal that brought Zs'Skayr and his minions to Earth, pulling them all back in. Zs'Skayr swears revenge on Ben as he is sucked into the portal.

At some later point, Zs'Skayr is found and imprisoned by the Galvans, trapped under a beam of light, for the next four years

Alien Force

Zs'Skayr don't want the lights on him

Zs'Skayr in prison

In Ghost Town, Vilgax frees Zs'Skayr on the condition that he tell him the secrets of the Omnitrix and the knowledge to defeat Ben. He tells Vilgax about Primus, but Zs'Skayr betrays him after getting freed and takes over Vilgax's home planet of Vilgaxia, possessing the citizens and turning them into his minions that resemble his sun-shielded form. As a result, Vilgax then enlists the help of Ben, Gwen and Kevin to try and take Vilgaxia back. During the battle, Ben lets Zs'Skayr enter his body, resampling the Ectonurite DNA. Ben transforms into Ghostfreak, but the alien soon takes control of him and tries to possess Vilgax but is defeated by the light of Vilgax's sword, causing Ben to change back. He is now back in the Omnitrix, although his consciousness was separated from the Ghostfreak transformation.

He also appears in the episode Primus when Vilgax has a flashback about the time he freed Zs'Skayr for the secrets of the Omnitrix.


Zs'Skayr makes his return in Mystery, Incorporeal, being seen crawling out of the portal to Ledgerdomain. According to himself, Ben left him trapped there, and Darkstar opening the portal allowed him to escape. After Ben destroyed/dispersed him in their last battle, Zs'Skayr used the magic of Ledgerdomain to reform himself there.[DJW 1]

In Rad Monster Party, he, along with Dr. Viktor, Kuphulu, and Crüjo attempted to defeat Ben and his team, only to be defeated by NRG. His main objective was to regain his title as High Ecto-Lord.

In Charmed, I'm Sure, he drained a large portion of energy from the Alpha Rune, which he had stolen from Charmcaster. Though he thought that it was completely powerless and now useless, that was not the case.

In The Vampire Strikes Back, Zs'Skayr used the power he had drained from the Alpha Rune to resurrect Lord Transyl and create a powerful servant in order to regain his title as High Ecto-Lord. This was against the objections of Dr. Viktor, who remembers how Lord Transyl's race had enslaved and feasted on his people. Ultimately, Zs'Skayr's plan comes to naught as Viktor betrays him and he is once again burned to ashes. Ben, as Atomix, stated that while Zs'Skayr was seemingly killed, he will return some day, so he leaves a light fusion orb called "Fusion Cuisine" in Zs'Castle Zs'Skayr so Zs'Skayr could not get in.

Powers and Abilities

  • Scythe
  • Intangibility/Invisibility
  • Electronic Disruption
  • Body Possession
  • Soul Consumption
  • Skull Rotation
  • Energy Beams
  • Telekinesis

Zs'Skayr can turn both intangible and invisible, which is sometimes accompanied by an inverted color scheme and transparency. Zs'Skayr can also control his density, allowing his body to become either lighter or heavier. He can even make people intangible and transparent by touching them,[1] as he did to Frankenstrike to phase two of them through the floor of a space station and out onto its hull. He is able to disrupt electronics via phasing through them.[5]

Zs'Skayr can hover, float, or fly through air and space.

Like all Ectonurites, Zs'Skayr can create a second skin to protect himself from sunlight. However, when it does not cover his whole body it is ineffective.[3] In Omniverse, it has been modified to resemble a stereotypical Grim Reaper's hood. Zs'Skayr can peel back his skin, which reveals his tentacles.

Zs'Skayr is strong and durable enough to physically fight beings as powerful as Vilgax.[4]

Zs'Skayr, like all Ectonurites, can rotate his skull.[5]

Zs'Skayr can possess life forms and take full control of them. Additionally, he can also use whatever abilities his victim possesses after taking control. In the original series, the eyes of anyone he possessed would become black with white pupils and black cracks underneath the eyes. Zs'Skayr is also able to transform living creatures into Ectonurite minions by possessing them, briefly merging with them, and then leaving the victim, causing them to morph into Ectonurites completely subservient to him. Being defeated would cause his minions to return to normal.[4]

Once he has possessed someone, Zs'Skayr can absorb the powers of other living things, having already absorbed Ben's powers with plans to absorb Vilgax's as well.[4]

Zs'Skayr can withstand the vacuum of space and doesn't need to breathe. In fact, the darkness of space gives Zs'Skayr the ability to use all of his powers at their fullest potential.[1]

Zs'Skayr can consume the souls of any being, living or dead.[5]

Zs'Skayr can release a powerful energy beam from his chest and hands when his skin is peeled back. Originally, this could only be executed when he is at his full potential[1], but recently he is able use this ability at any time.[4]

Zs'Skayr possesses powerful telekinetic abilities, the extent of which is still unknown. His hands glowed with purple/blue aura, the same energy in his energy blasts. With this aura and hand movements, he could perform feats such as causing a ceiling hatch to fall out and land on Kevin, toppling over a nearby pillar, catching another before it fell on him and throwing it at Vilgax, all without touching the objects he moved.

All members of his race have their personalities genetically bonded to their DNA. A piece of DNA is all that is needed to re-create the same being entirely.[6]

Zs'Skayr could deform his body into a smoke-like, wispy form.[1]

Zs'Skayr is able to store small objects under his skin flaps.[7]

Since his race does not possess mana/life energy in the conventional sense, Zs'Skayr is immune to the life-energy absorption powers of Darkstar[8] and the Vladats.


Zs'Skayr owns a scythe that he can wield with great skill.[5]

Due to his experience in Ledgerdomain and absorption of the powers of the Alpha Rune, Zs'Skayr can perform magical feats, such as teleporting Charmcaster away to another location.[7]


  • Vulnerability to Radiation
  • Vulnerability to Electricity
  • Vulnerability to Fusion Cuisine
  • Possession Limit

Like all Ectonurites, Zs'Skayr is vulnerable to bright light without his outer skin, with sunlight burning him to ashes. However, if even a single strand of his DNA still exists, he can be resurrected.[2] This weakness can be negated if he occupies a body that can handle sunlight. Being in light further lessens his abilities.

In Omniverse, Zs'Skayr's second skin was modified to look like a Grim Reaper's hood, which affords him limited protection against light. Being exposed to NRG only greatly weakens him rather than kill him.[5] However, it is ineffective against lights as bright as that produced by Atomix's "Fusion Cuisine."[3]

Certain compounds and energy fields can neutralize Zs'Skayr's intangibility and invisibility powers.

Though he is able to fly, Zs'Skayr is not very fast in the air and mostly relies on his intangibility and invisibility to evade attacks.

Zs'Skayr's arrogance can make him underestimate his opponent. His extreme hatred of Ben in particular can make him reckless.

Zs'Skayr cannot merge with Ben while he is in one of his alien forms. When Ben is in human form, Zs'Skayr is unable to possess him because of the Omnitrix's defenses.[6]

Though his intangibility is normally a useful form of defense, it is only effective when Zs'Skayr consciously activates it.

Zs'Skayr can be terrified of Toepick's face.[DJW 2] He also greatly fears Ma Vreedle.[DJW 3]


Ben 10

Season 2

Season 3

Alien Force

Season 3


Season 5

Season 8

Video Games

Ben 10: Protector of Earth

Zs'Skayr appears as the main antagonist in the Midwest. He frees Vilgax from the Null Void and teams up with him to get revenge on Ben. He also possesses Hex and tries to use his powers to bring an army of his minions from the Anur System but is stopped by Ben. He leaves Hex and then attacks Ben in Chicago. Ben manages to defeat him and then sends him into the Null Void with the help of Grandpa Max.

Ben 10 Alien Force: Vilgax Attacks

Zs'Skyr AF-1-

Zs'Skayr in Ben 10 Alien Force: Vilgax Attacks

After Max sends the team to Anur Phaetos to retrieve the Energy core hidden there, the group quickly discovers that Anur Phaetos isn't a planet in the technical sense but in fact a type of alternate dimension. Verdona arrives and uses her powers to send the group to Anur Phaetos, accidentally splitting them up in the process.

Once there, Ben is lured into a fight with Zs'Skayr, who is revealed to be alive, in a sense. This doesn't stop Ben from defeating Zs'Skayr using his one weakness, light. Afterwards, Professor Paradox arrives and gets the group out of Anur Phaetos.

Ben 10: Galactic Racing

He is a playable character in the game.

Naming and Translations

Language Name Origin
French Spectral
From spectre
From effray, scared
Hebrew רוח פחד From רוח, ghost and פחד, fear
Hungarian Szellem From szellem, ghost
Polish Cyber Duch
De Szrama
From cyber and duch, ghost
Spanish (HA) El'Terhor
Pronounced as /'el te'ɾor/
Pronounced as /'el te'ror/.
From El terror, the terror.


Zs'Skayr's name is a corruption of the word "scary". The way it is pronounced is similar to saying "the scare."


  • Zs'Skayr was named by Tramm Wigzell.[DJW 4]
  • Dave Johnson designed both Zs'Skayr and Ghostfreak.[DJ 1] Zs'Skayr's head being upside down was used to justify Ghostfreak's eye placement in his sun-shielded form.[AC 1] It was turned rightside up in Omniverse because Derrick J. Wyatt never understood the upside down head.[DJW 5]
  • Zs'Skayr's real name was first conceived during the original series[pop-up 8][1] but was never used on-screen until Rad Monster Party. Before then, people only called him Ghostfreak.
    • However, in From Hedorium to Eternity, he is referred to as Zs'Skayr by Ben and his team. This is an error, along with other errors in the episode like Zs'Skayr having his hood and his head in an upright orientation, both of which should be seen only after Rad Monster Party chronologically.
  • Zs'Skayr is a living being - the Ectonurite concept of "life" is just very different from most sentient life forms.[DJW 6]
  • Zs'Skayr is able to crack his head either upside down or right side up, even without physically touching it,[7] and is able to move his skin to make a hood. He also indicated in Rad Monster Party that it is more comfortable for him when his head is right-side up.
  • Zs'Skayr is the first alien to leave the Omnitrix/Ultimatrix, followed by the Sentient Ultimate Aliens.
  • It is possible that there exists an alternate timeline in which Zs'Skayr is or becomes good and decides to help Ben as Ghostfreak.[DJW 7]
  • When asked to pick Ben 10 characters for every Lantern Corps, Wyatt envisioned Zs'Skayr as being a Black Lantern.[DJW 8]


Crew Statements

Dave Johnson

Derrick J. Wyatt


Audio Commentary

See Also

Vilgax DagonLucubraConduit EdwardsEsotericaBioidsDronesSquid Monsters
Zs'Skayr CrüjoKuphuluLord TransylMummyViktorYenaldooshiAnur-Mirrored BenAnur-Mirrored CharmcasterAnur-Mirrored HobbleAnur-Mirrored RookMutant Pumpkins
Aggregor Aggrebots
Evil Bens EonAlbedoBad BenBenzarroEon's ServantsMad BenNega Ben
Faction Dr. PsychobosKhyberKhyber's PanuncianMalware
Rooters ServantisPhil BillingsRagnarokSwiftLeander
Mutated Kevin Kevin 11Kevin 11,000Ultimate KevinOmniverse Kevin
Incursean Empire MilleousAtteaRaffMajor GlorffLieutenant RanaSangfroidWay Bads
Forever Knights DriscollEnochPatrickUrienCyrusJoseph ChadwickConnorDagonetDr. JekyllMortonReginaldTwin KnightsSquireCoach FinnDragon RobotForever NinjaSquires
Dr. Animo Mutant FrogMutant HamsterMutant CockatielMutant MammothMutant TyrannosaurusHeatbatMutant SeagullMutant SquidMutant LepidopterranMutant BatMutant Prairie DogMutant HornetMutant ChickensMutant Chicken LeaderMutant KangarooMutant SnailMutant AntsMutant MosquitoMutant GiraffeTechnobugMutant ChupacabrasFrankencryptidMutant SquirrelsCrystal Claws
Psyphon Bug-LiteBouncersBubble HelmetLiamGorvanMinionNightmarish AlienPiscciss Volann PrisonerPickaxe AliensSweet-Eels SparklefunkHooded AlienThunderpigTummyhead
Magic AddwaityaCharmcasterDarkstarPallorfangScrutin
Highbreed Highbreed CommanderDNAliensXenocyteMizaruSimian
Vreedles MaPaOctagonRhomboidParallelogramIsosceles Right TriangleDodyPretty Boy
Bounty Hunters SixsixSevensevenEighteightSynthroidSunderKraabVulkanus
Vengers Billy BillionsCaptain NemesisKangaroo KommandoMazumaSimonsWill Harangue
Lenopan Mr. MannMrs. MannCamille's Ex-BoyfriendMann Family's Bodyguard
Fistrick CorvoHoodlumFistrick's ThugFistina
The Hive Elena ValidusNanochipDecoy QueenEvil BuildingsShip It's Employee
Road Crew Baron HighwayTurbineRoad Rage
Zombozo Acid BreathFrightwigThumbskullZombie Clowns
Great One Enforcer AlienInterpreter AlienLeader Alien
Rojo's Gang RojoAzulAmarillo
Other Villains AntonioBenevelonBlue LeaderBuzzCharles ZenithClancyMayor ColemanCollectimusDr. DoomacusDuaneEvil Way BigGarbage MonsterPrince GyulaHammerHowell WaynerightHulex ColonelHulex WorkersInspector 13JackJarettJonah MelvilleKolarCaptain KorkKrakkenKundoLepidopterran PrisonerMaltruantMino-TogaMissyMorggMutant SeagullsMyceliumNyancy ChanOliver ThompsonPinkyPlant AlienPlant ClonesPoltroonPrisoner 775Red LeaderScooterSeebikSolid PluggSsserpentSubliminoSuemungousaurSunnySurgeonTetramand PrisonerTrans-Dimensional MonsterTrombipulorViolet OffendersKing XarionYetta
Robots B.L.R.R.T.S.A.M.Slix VigmaRed RobotComputronComputron's MinionsOttoTechadon RobotsMechaneerNaljian DestructorR.E.D.sMouse MinionsStalkerMoon RobotsRemotePerplexahedron GuardsJungle Guardians
Future Dr. AnimoExo-SkullMot SnikrepSplootSubdoraVilgax
Gwen 10 (What-If?) Vilgax
Alternate Dimension Mad PakmarOrange Offenders
Generator Rex AlphaBlack KnightBiowulfI-BolSkalamander
Secret Saturdays V.V. ArgostMunya
Comics AnimusAztakFrostbyteGontuInfinite MonkeyParasiteSeñor Chaos
Games RemoteSnap DragonTwo-Headed Snake

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