Ben 10 Episode 32: Game Over The Tennysons stay in as it rains outside, and Ben plays a video game to pass the time by. When Gwen decides to join in, Ben is jealous of how she's a far superior player. Instead, Ben decides to transform to Upgrade, and merges with the game console. Gwen makes an attempt at shaking him off, but suddenly, a lightning strike causes them to transfer into the video game itself. The only way Ben can use the Omnitrix is to find coins with the different aliens on it. To get out, they must find the Upgrade coin before an evil being uses it to escape into the real world.

Clip from Ben 10 Episode : Grandpa Max gives Ben some advice about his new watch

Ben 10 Ep 31: Benwolf Ben, as Wildvine, is fighting against an evil werewolf and is bitten. The Omnitrix times out and Ben turns back to his human form. Then, when the werewolf hits the Omnitrix, it starts to mess up and act weird. After all of this, Ben starts to get a crush on a girl that he meets. But things change, as Ben slowly starts to turn into a werewolf himself.

Ben 10 Episode 30: Merry Christmas Ben, Grandpa Max, and Gwen come upon a bizarre Christmas theme park run by an evil entity who thinks Grandpa Max is Santa Claus and proceeds to trap him.

Clip from Ben 10 episode 17: Vilgax captures Gwen to get the Omnitrix

Clip from Ben 10 Episode 34

Ben 10 Episode 29: A Change Of Face Ben, Gwen, and Grandpa Max witness an explosion of a nearby building. But when Ben rushes to the rescue, Charmcaster is there waiting with a spell to take over Ben's body and the Omnitrix. Only things go wrong and Gwen and Charmcaster switch bodies. Gwen goes to prison and the sorceress is brewing a plan to gain the Omnitrix. Now Gwen must find a way to get out of prison, alert her family against Charmcaster, and get her own body back.

Ben 10 Episode 28: Ben 10,000 Ben and Gwen step into the future

Cartoon clip from Ben 10 Episode 39: Ben finds out the Onmitrix was never meant to be found by him

Cartoon clip from Ben Episode 10: Ghostfreak posesses Gwen