* The scene at the beginning of the episode where Gwen and Kevin say goodbye to Ben before leaving Bellwood is quite touching, even for those who don't like them leaving. Especially the hug and exchange between Ben and Gwen:
-->'''Gwen''': Take care of yourself, Doofus.
-->'''Ben''': You too, Dweeb.
* Rook winning Ben's friendship when he gets him chili fries.
* During the fight against the Megawatth-powered mecha, Rook get knocked out and thrown away. Ben interrupts the fight to check if he is okay, and express sincere concern for him in the process.
-->'''Ben''' (as Gravattack): Rook! You're okay? Come on, partner!
* The Megawhatts being freed thanks to Ben. One's being stroked by a Plumber Agent in delight. Aww...
* The Galvan species accidentally created the Galvanic-Mechamorph species, but rather than react in a hostile, aggressive manner, they ''welcomed'' the Galvanic-Mechamorph species and acknowledge the moon that they experimented on as their home.
* Am I the only one who finds Khyber's behavior to his pet kind of nice? He's literally petting the dog, treating his pet with kindness and respect.
** Got that right. He even calls him "friend."
** Even in "Of Predators and Prey", despite a lot of references to him being gotten as a means to be a Nemetrix user, Khyber ''still'' seems to legitimately care for it, as [[spoiler:after his ship is destroyed, he pets his dog after he whimpers, saying that everything is gonna be fine]].
*** Next time we see them the Nemitrix is malfunctioning, and the dog is going berserk while randomly transforming. Khyber is just restraining it while trying to calm it down. It's clear he won't harm his dog.
*** Which makes it all the worse when [[spoiler:he ditches his pet, taking the Nemetrix with him, when the odds turn against him in "Showdown".]] Fortunately this sets up a heartwarming moment later.
* Gwen and Kevin smiling while Rath rants at them. It's made quite clear they've missed his tirades.
** Ben and Rook have shown how far they've come since episodes 1 and 2:
---> '''Ben''': Guys, this is Rook. I don't always get him, but he's cool!
---> '''Rook''' (smiling): The feeling is mutual.
** A small one is when Ben and Kevin can't tell if Gwen was hurt by the missile that hit Kevin's car. When the dust clears Gwen looks to them and gives a small smile, which Ben returns right back. It's small, but it's nice to see.
** How about the fact that Rook arrived at the scene of the attack mere moments after it happened? If he was at the Plumber's base letting Ben do his own thing like in episode 4, then there is no way he could have got there that quickly. The only explanation? Rook had been there the whole time. He just kept hidden so that Ben could catch up with his cousin and his best friend.
* The part when Ben got the grasshopper smoothies for Blukic and Driba. Yes, technically he was using his fame to his advantage, but considering how many smoothies he and Rook had apparently gone through in comparison to Blukic and Driba, and what little money those two would have been able to carry on them, it was certainly a nice gesture from Ben. That and how he says to bring him along next time, when doing it this once had him and Rook in serious trouble with Trumbipulor.
* In "Ben Again", 16 year old Ben talks to 11 year old Gwen. Does he tease her and insult her? No. He tells her he misses her (she's in college, and happily tells her she got in early). He's polite and mature to her, even if Gwen doesn't fully appreciate it.
* The ending of "Store 23". Ben gives Grandpa Max a hug and tells him to never stop yelling at him.
** Speaking of Grandpa Max, [[spoiler: Ben 23 reveals that his Grandpa Max died before he received the Omnitrix, and he says he misses him. It goes to show that despite having his ego inflated worse than Ben 10's own, he still cared for his grandfather and truly misses him.]]
* In "Showdown", [[spoiler:Kevin rescues Khyber's pet (whom he had ditched earlier when the odds were against him) after it gets trapped under debris. The pet [[AndroclesLion repays the favor]] by pushing Kevin out of the way of more debris. At the end of the episode, Kevin has adopted it. He's even the first to notice that it's a female.]]
* In "Tummy Trouble" Ben and Rook both get into an argument and take sides with the populace in what course of action they should pull. They both go with their faction, but instead of turning it into a competition to see who's better, Ben and Rook, sincerely wish each other luck, and go to help the people instead of fighting to prove the other wrong.
* In "Vilgax Must Croak", Max reassuring Ben that he did his best as Ben is berating himself for his failures. He's just relieved that his grandson is still alive and well. Contrast this with the dynamic between Milleus and Atea, with Atea trying to downplay her failure and Milleus caring more about her screw-up than he does about her well-being. Keep in mind that both of them were extremely lucky that [[spoiler:Vilgax came down with a case of BondVillainStupidity and didn't kill them when he had the chance.]]
* In "While You Were Away", Rook's father [[spoiler:finally gives him the WellDoneSonGuy moment he deserves, even going so far as to say that he's become a hero while he was away]]. Young One reuniting with Shar halfway through the episode certainly counts, as does Shar herself [[spoiler:wanting to follow in her big brother's footsteps and become a Plumber]].
** Not to mention Rook's response at that last revelation. [[spoiler:He gets Ben to write a letter of recommendation for Shar into the Plumber Academy, knowing how much influence Ben has.]]
* Mr. Baumann may be a jerk, but he shows he has a heart of gold by helping house the Resistance during the Frogs of War two parter.
* Fan reactions have been mixed, particularly among [[DieForOurShip Ben/Julie shippers]] but Julie's new boyfriend is adorable. Even if you don't like him, you have to admit the way he continues to attempt to defend Julie, despite getting repeatedly [[ButtMonkey knocked on his ass]], not to mention the way he gets into her [[spoiler:ActionGirl moment as she's fighting Looma, [[AmazonChaser even going so far as to take a few snapshots]]]], is pretty damn sweet. All in all, he's a nice guy who supports her hobbies and genuinely cares for her well-being--so, pretty much just the kind of boyfriend Julie deserves.
** In the end of the episode, Ben and Julie decide to just be friends, showing that they still consider each other good company.