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Main Characters
Flash Sentry
The main protagonist of the series. He found the Omnitrix one night and decided to use it to help others, finally achieving his desire to be the hero for once instead of just sitting on the sidelines.
- Acquired Situational Narcissism: He briefly has this during "Crystal Clarity", where his recent victories have gone to his head and caused him to get cocky with his powers, to the annoyance of Trixie and Shining, and thinks he can handle any threat with his stronger aliens like Diamondhead and Riot-Horn. It takes getting soundly beaten by the bounty hunters that were after him, and a "The Reason You Suck" Speech from Tetrax for him to grow out of this and realize he needs to stop and think about how he uses his alien and which one is right to use, instead of rushing in and relying on brute strength.
- Adaptational Badass: In canon, Flash was just a regular human with no special abilities or magic of his own. Here, he gains the Omnitrix, allowing him to transform into several different aliens and putting him on par with the Rainbooms.
- Ascended Extra: Flash Sentry is just a minor supporting character in the Equestria Girls series, but here he is The Hero and main focus.
- Covert Pervert: According to Azmuth, Flash has a hard time looking at the "females of his species" in the eye, especially around Cadance.
- Green-Eyed Monster: He finds himself disliking Twilight's relationship with Timber Spruce. Something about Timber just rubs him the wrong way that he can't get over, despite almost everyone else seeing him as a nice guy, and part of Flash keeps telling him that Timber "stole his girl from him" before he reminds himself Twilight was never his girl.
- The Hero: He is the main character of the series, being the one who gained the titular Omnitrix and uses it to help others as an alien superhero.
- Heterosexual Life-Partners: He and Shining are close partners in defending Earth from hostile aliens, but the latter is still married to Cadance in this continuity.
- It's All My Fault: When Shining gets hurt in his fight with Vilgax's drones, Flash proclaims himself to be at fault for failing his friend. Trixie assures him that it isn't and that he did the best he could.
- O.O.C. Is Serious Business: Flash usually responds to villain threats with confident boasting and Shut Up, Hannibal! remarks. But when he sees a vision of Vilgax for the first time and is threatened by him, he admits to Trixie and Shining Armor that he actually is afraid of Vilgax.
- Wake Up, Go to School & Save the World: Deconstructed. Flash's heroics put a considerable strain on his working relationship with the other bandmates of Flash Drive, as he's forced to miss their practices so he can save the world. When Flash stops the conductoids, he misses out on a charity event that his band was supposed to play at, costing the community and Flash Drive's chance to get a record deal, which is the final straw for the band to kick him out.
- With Great Power Comes Great Responsibility: Flash spending more time as an alien hero causes him to run late or outright miss band practice with his bandmates Ringo and Brawly. After it causes him to miss an important concert, they kick him out of the band completely, and although he is saddened by this he still believes he made the right decision, since if he hadn't then Shining would have been kidnapped by conductoids and the whole city would be stuck in a blackout.
Trixie Lullamoon
A student at CHS and the first person to learn of Flash's secret with the Omnitrix. After obtaining the Luna Cat Medallion, she becomes the masked vigilante Lady Masquerade.
- Adaptational Badass: Trixie is far more action-oriented than her canon counterpart, who was a Miles Gloriosus and Cowardly Lion. Here, she can keep up with Shining in taking down the Sen-Trees, purely due to her experience with video games. And that's before she gets the Luna Cat medallion and becomes a vigilante in her own right as Lady Masquerade.
- Adaptational Nice Guy: She's less of a braggart and a more genuine hero in this continuity.
- Aesop Amnesia: After learning a lesson in humanity in Forgotten Friendship, Trixie reverts to her narcissitic personality when she becomes Lady Masquerade.
- Ascended Extra: Trixie was a supporting character in Equestria Girls promoted to co-deuteragonist in this series.
- Badass Normal: She doesn't have the alien powers of Flash or even the professional expertise of Shining, but it doesn't stop Trixie from helping them save the day on multiple occasions.
- Car Fu: She manages to save Flash from Dynamo by ramming a police car into him.
- Irony: When she first got her powers and became Lady Masquerade, she briefly considered revealing her secret identity just so she could get more fame. As of Season 3, she is the only member of the original team to still have her secret identity intact, since Vilgax revealed Flash's to the entire world and Azmuth revealed Shining Armor was The Plumber in order for him to officially join the Plumbers full-time once they return to Earth.
- Last-Second Word Swap: After Diamondhead destroys the mantis-like robot, Trixie excitedly cheers "way to go Fla...ashy...diamond...headed guy," almost blowing Flash's secret before catching herself.
- Master of Illusion: The Luna Cat medallion lets her create any illusion she can envision.
- Platonic Life-Partners: Trixie is Flash's closest confidant in the series, but there is no romantic interest between the two. When they find out the Rainbooms mistakenly thought they were a couple, they burst out into laughter at the thought of dating each other.
- Self-Serving Memory: When Trixie thinks back to several previous events from canon, she sees herself as a victim of the Rainbooms, such as how they always laughed at her or upstaging her during the Battle of the Bands. This ignores the fact that she herself was The Bully and instigator of many of her encounters with the Rainbooms and that they were saving everyone from the Dazzlings instead of showing her up. Though she does admit shortly afterwards that maybe she had those things coming.
- Stunned Silence: This is Trixie's initial reaction when she sees Flash transform for the very first time. This lasts until he speaks directly to her, and she proceeds to have a minor Freak Out, running away while screaming terrified, and only calming down when Flash assures her it's him.
Shining Armor
A detective for the CCPD, the older brother of Twilight Sparkle, and the second person to learn about Flash's secret. He eventually joins the Plumbers and is given a special battle suit, becoming the vigilante The Plumber.
- Ascended Extra: Shining only made several cameo appearances in Equestria Girls, but he's now one of the two deuteragonists in this series.
- Conspiracy Theorist: When news of Flash saving people with the Omnitrix breaks out, Shining voices his mistrust of the aliens, having a wild conspiracy theory that they're trying to lower their guard so they can kidnap people undetected and send them back to Earth as pigs.
- Happily Married: To Cadance, both of whom are the parents of Flurry Heart.
- Heterosexual Life-Partners: He and Flash are close partners in defending Earth from hostile aliens, but the latter is still married to Cadance in this continuity.
- Powered Armor: After officially joining the Plumbers in Season 2, he is given a Plumber suit that allows him to more directly fight threats. This suit lets him jump three times as high as he normally would and doubles his physical strength, and it comes with devices that let him create different vehicles and weapons out of Hard Light, giving him more ways to adapt to any situation.
- Token Adult: He is the only major character that's an adult rather than a teenager.
Omnitrix Aliens
Original 10 Aliens
Volt-Edge
Click here to see No-Edge.
Click here to see Ultimate Volt-Edge.
]A Serravoltian, a lizard-like alien with armor, sharp claw, and electrical powers.
- Expy: Volt-Edge has a similar design to the Digimon Flamedramon, but with the powers and armor color of his counterpart Raidramon. His kid form even resembles Veemon. Ultimate Volt-Edge looks like WarGreymon X with Flamedramon's head and five of Raidramon's spikes on his back.
- In a Single Bound: Volt-Edge shows to be able to jump incredible distances, jumping 30 feet in the air the first time he is used. He shows he can jump even further by jumping with bursts of his lightning.
- Lovable Lizard: Volt-Edge is an electric lizard who is utilized by Flash to perform some of his heroics.
- Not Quite Flight: He can use his lightning to magnetize pieces of metal and use them as makeshift hoverboards. He first demonstrates this during a fight against Dynamo, and again later to escape from Vilgax's ship.
- Original Character: One of the first five original aliens that Flash has at his disposal.
- Punny Name: His name sounds similar to "voltage", which is fitting considering his Shock and Awe powers.
- Shock and Awe: He has the power to shoot electricity from his claws.
Vapaw
- Absurdly Sharp Claws: One of his main weapons is his claws, sharp enough to cut through a car windshield in a mere instant.
- Expy: Vapaw is one for Wildmutt, being an animal-like alien.
- In a Single Bound: If he needs to traverse quickly, he can leap high and far into the air.
- Original Character: One of the first five original aliens that Flash has at his disposal.
- Punny Name: His name sounds like "vapor", appropriate to his power.
- Smoke Out: His main ability is being able to expel smoke from his body. Even his mane is made of smoke.
Diamondhead
- Gemstone Assault: He is able to shoot diamond shards off his body just like in canon. Flash figures out how to do this much sooner than Ben did though, using this ability the first time he turned into Diamondhead where as Ben was only shown doing it for the first time in "Hunted".
- No-Sell: His diamond body is almost completely immune to most of the elemental magic attacks Devious shot at him. The only one he was vulnerable against was a cloud of darkness that ate away at his diamonds like acid.
- Smoking Barrel Blowout: Pantomimed by Flash when he's using Diamondhead during a training session. After effortlessly taking multiple targets in quick succession with his projectiles, Diamondhead pretends to blow one of his fingers like a gun.
XLR8
Click here to see Young XLR8.
A Kineceleran, a velociraptor looking alien with incredible speed that rivals even Rainbow Dash.
- Always Someone Better: As she's being saved by XLR8, Rainbow complains that going fast is her schtick. XLR8 snarks back that going faster than her is his specialty. When the two of them actually race in "New Alien On the Block", XLR8 just barely wins by 0.0001 seconds, and it is discussed how Rainbow has him beat in other areas like being able to run longer than he can.
- Logical Weakness: XLR8 is fast, but he can slip and fall on icy surfaces just like everyone else. So, fighting the ice alien Gelidafur leads to some Failures on Ice.
- Mundane Utility: His first appearance has Flash using him to get to school on time and complete all his homework in seconds.
- Super-Speed: His primary ability is super speed. He's fast enough to even rival Rainbow Dash.
Firefly
Click here to see Fireworm.
An Ignisect, an insect alien with the ability to shoot flames and spit fireproof silk from his mouth.
- Expy:
- Firefly acts as one for both Heatblast and Stinkfly, being an insect-like alien and Token Flyer for Flash, while also possessing fire powers.
- Firefly's design is also confirmed to be based on Shadramon.
- Flying Firepower: Firefly can fly like a bug while also shooting fire from his armor gauntlets.
- Original Character: One of the first five original aliens that Flash has at his disposal.
- Playing with Fire: His most prominent power is his ability to shoot fire.
- Super Spit: Firefly can spit silk from his mouth, which is useful for carrying or immobilizing things.
Molestache
- Adaptational Badass: Flash knows how to use Molestache's powers from the get-go in this series, unlike in Ben 10 where he was initially treated as a Joke Character.
- Helicopter Hair: He uses his mustache as a helicopter to fly. This ends up being useful when Flash ends up accidentally getting Molestache instead of Firefly, his apparent Token Flier, in a situation where he needs to fly to save everyone during Flurry Heart's birthday.
- Lethal Joke Character: He might look less impressive than most of Flash's other aliens and have a silly power, but Flash himself acknowledges that he is actually pretty useful in the right situations. He ends up utilizing his Prehensile Hair mustache a lot quicker than Ben did.
- Quintessential British Gentleman: He speaks with a British accent, which Flurry Heart finds hilarious.
Goop
- Adaptational Context Change: In "Crystal Clarity", an adaptation of "Hunted", Flash defeats Kraab and SixSix by using Goop instead of Grey Matter, who isn't in the series yet.
- Blob Monster: Just like in canon, he is essentially a living slime substance. Rarity isn't at all impressed by this and is disgusted by Goop, calling him "horrible".
- No Biological Sex: Subverted. When the Rainbooms discuss the nature of Flash's aliens, Rarity voices her suspicion that Goop doesn't have a biological sex, calling it "horrible".
- Weak, but Skilled: Goop doesn't seem as physically strong as some of Flash's other powerhouse aliens, but he does have other advantages that make him versatile, like being able to change his body composition and turn himself into acid, and as long as his anti-gravity saucer is intact he is basically indestructible. Once Flash realizes he needs to stop relying on pure strength and start thinking smart, Goop is his first choice to use against Kraab and SixSix, and he wipes the floor with both of them.
Riot-Horn
Click here to see Little-Horn.
Click here to see Ultimate Riot-Horn.
A Solarhinos, a rhino looking alien that possesses incredible strength and gains power from solar light.
- The Big Guy: He is Flash's biggest and physically strongest alien, and his best option when using brute force.
- Bring It: When encountered by one of Animac's spider-phants, Flash, as Riot-Horn, isn't intimidated by the threat and tells it to bring it on.
- Expy: Riot-Horn is one for Four Arms, being The Big Guy for Flash's aliens and the one he is most likely to use when he needs brute force.
- Irony: He is Flash's strongest physical alien and his go-to choice for brute strength. However, his species, the Solarhinos, are actually Gentle Giants that prefer to use their strength for building homes and gardening.
- Original Character: One of the first five original aliens that Flash has at his disposal.
- The Power of the Sun: Riot-Horn grows stronger the more sunlight he is exposed to.
- Rhino Rampage: As given by his name, Riot-Horn is a humanoid rhino alien that is Flash's go-to alien for whenever he needs raw, brute force.
- Super-Strength: He is the strongest of Flash's aliens, capable of cracking the ground with one of his strikes. The average fully grown Solarhinos is capable of lilting about thirty to forty tons on their own, and that is before powering up with solar energy.
Chamalien
- Outside-the-Box Tactic: Chamalien turns out to be useful against Negatine's shield, since he can turn invisible and thus have nothing to reflect and copy into an evil clone.
- See the Invisible: His invisibility has the weakness that if he gets anything on him, like Kraab's special hardening liquid or even just regular dirt, it won't turn invisible with him and will give him away.
Bushwhacker
- Blow You Away: He can produce leaf wings to blow back enemies with torrents of wind.
- Expy: Bushwacker is one for Wildvine, being a plant alien with Combat Tentacles and Green Thumb abilities, and can also communicate with other plants.
- Logical Weakness: Since his body is made entirely out of plants, he doesn't do good with fire and is at risk of being set ablaze.
- Original Character: One of the first five original aliens that Flash has at his disposal.
- Plant Aliens: He's made up of vines and other plant material.
- Pulling Themselves Together: His body can be damaged or destroyed if it takes enough damage, but he can rebuild it by concentrating hard enough and pulling a new body together.
- Rubber Man: He can elongate his vine-like arms to grab objects or use in combat.
Additional Aliens
Introduced in Season 2
Lindwhirl
- Expy: Of Cannonbolt. Both are the first brand new alien to be unlocked not part of the original 10, both of their main powers include rolling into a ball of destruction, and their users both thought very little of them at first before discovering their true potential.
- Our Dragons Are Different: He doesn't look anything like the usual fire-breathing dragon, but Spike points out how he looks an awful lot like a Norse Dragon, a Lindworm, which had no wings and a serpent-like body with a pair of upper arms and no feet
- Rolling Attack: He is able to roll up into a ball by biting his own tail, and his fur is razor sharp, essentially turning him into a giant buzz saw.
- Stumbling in the New Form: Flash has a hard time just standing as Lindwhirl when he first transforms into him, due to not having any legs. This makes it harder for him to control him at first and initially sees him as useless.
Squidstrictor
- Combat Tentacles: One of his main powers is his powerful tentacles he can use to latch on to things or crush enemies with.
- Foreshadowing: It was mentioned early on in Season 2 that Flash had no aquatic aliens, and none of his original 10 seemed suited to dealing with water. But, Flash unlocking Squidstrictor helps fix that issue.
Kagenobi
- Casting a Shadow: He posses control over shadows. He can travel through shadows and bring others with him, but they can't breathe while in there and need to hold their breath. He can also create any weapon he imagines out of shadows too, reaching into shadows and pulling them out of it.
- Dark Is Not Evil: His powers are all shadow-based, but he is a hero just like the rest of Flash's aliens.
- Ninja: His species looks a lot like ninjas and have shadow themed powers, similar to how ninjas tend to use the shadows as their weapons.
- Weakened by the Light: His species is weakened by direct sunlight, which can potentially be fatal. However, this weakness is not a problem for Flash since the Omnitrix produces special clothes that protect him from UV rays.
Bloxx
- Meaningful Name: Flash comes up with his name after Shining Armor comments that he looks like he is made up of "those building blocks Twilight used to love playing with".
U-Reek-Ah
- Punny Name: His name is a play on the terms "You reek" and "Eureka", demonstrating his terrible smell and Super-Intelligence.
- Smelly Skunk: A fitting power for a skunk-like alien.
- Super-Intelligence: It is discovered that his species is actually smart. Though not as smart as a Galvin, he is smart enough to understand Azmuth's Techno Babble when disarming a bomb. His species also ended up creating an entirely new species, the Mephitiosus Gyroids, by complete accident while trying to make robotic defenders for themselves.
Pesky Dust
- Cuteness Proximity: This alien is extremely cutesy looking. When Flash first becomes it, most of his female friends all gush over how adorable he looks, and when Cadance sees a photo of it she also comments on how cute it looks and how she will definitely need to make a plushie of it for Flurry Heart. Then when the alien is shown on the news later, the reporter jokes that every girl will want a plushie of it.
- Dream Walker: His primary power is being able to put others to sleep and then enter their dreams. He discovers this when he accidentally enters Pinkie's dream while trying to wake her.
- Dude Looks Like a Lady: Although Flash is a male, this alien makes him look and sound like a girl. When Cadance first sees this alien she has a bit of Pronoun Trouble, calling it "her" at first before correcting herself.
- Logical Weakness: Pesky Dust's ability to put others to sleep only works if they breath in the dust he creates. When Timber Spruce wears a prototype armor with an energy visor, it turns out it is a mask that is airtight, meaning the dust has no effect on him.
- Simple, yet Awesome: Pesky Dust might not look very intimidating and be a bit embarrassing to turn into, but his ability to put others to sleep is extremely useful for dealing with foes quickly and non-violently.
The Worst
- Atrocious Alias: Just like Ben did, Flash gives him the unflattering name "The Worst" due to his disgusting appearance and borderline useless powers.
- Comedic Underwear Exposure: Adding to the humiliation of the form is how Flash wears nothing but a pair of underwear in it.
- Stone Wall: Despite having absolutely no combat abilities of his own, Flash does discover that the form is basically indestructible. However, he still feels pain despite this.
Grey Matter
- Adaptational Late Appearance: He was one of Ben original 10 aliens, while here he was an additional alien in the second season.
- Lethal Joke Character: His small size might make him look useless in a fight, but he more than makes up for it with his Super-Intelligence. When Hectrix hacked the Omnitrix to trap Flash in various weak and "useless" alien forms, Flash turning into Grey Matter turns the tide of the battle back in favor of the heroes thanks to him instantly figuring out how to stop Hectrix and get the Omnitrix back to normal.
- Super-Intelligence: His main power, with his species, the Galvin, being known as the smartest species in the galaxy.
Arctiguana
- An Ice Person: His main superpower is his ice breath.
- Mirror Match: He is first used by Flash to defeat Gelidafur, an alien of the same race.
- Mythology Gag: Flash originally wanted to name him "Absolute Zero", the same name that Ben 10,000 originally suggested in Arctiguana's debut.
Way Big
- 11th-Hour Superpower: Flash unlocks him in the last chapter of Season 2, during his climactic battle with Vilgax.
- Awesome, but Impractical: His species is considered one of the strongest and most dangerous in the universe, being strong enough to even curb-stomp Vilgax. However, Flash decides to lock Way Big behind a locking mechanism in the Omnitrix in order to stop himself from accidentally transforming into him while in a bad spot like while inside a building and causing any accidental destruction, treating him as a last resort of sorts.
- Foreshadowing: The To'Kustar race had been referred to several times throughout the series, mostly to explain just how dangerous they are compared to other aliens. Flash also comes across data on the species while on Azmuth's ship, with the height data being especially impressive.
- Godzilla Threshold: Due to his massive size and potential to cause massive destruction, Flash has Azmuth put Way Big behind a locking mechanism in the Omnitrix so Flash won't accidentally transform into him. So Flash can now only access him while in human form and by entering a seven digit code after selecting him, with Azmuth advising to only use it when he really needs it.
- Kaiju: By virtue of being a giant alien several stories tall with massive strength. He essentially serves as an Ultraman Copy.
Introduced in Season 3
Gryforce
- Amazing Technicolor Population: His color scheme is primarily orange and blue, the same as Flash, since it is explained he is essentially what Flash would look like as a Griffon.
- Sonic Scream: His Loboan DNA allows him to use a powerful scream attack.
Skydiver
Click here to see Skydiver's seapony form.
A hybrid alien of an Equestrian Hippogriff and Seapony, containing DNA strands of a human and Piscciss Volann. He can naturally change between his two forms at will, allowing him to fly or breath underwater. He was obtained when Flash scanned the Equestrian hybrid Pearl.
- Amazing Technicolor Population: His color scheme is primarily orange and blue, the same as Flash, since it is explained he is essentially what Flash would look like as a Hippogriff and Seapony.
- Voluntary Shapeshifting: Like the other Hippogriffs in Equestria, Skydiver can transform into a Seapony to swim and breathe underwater. But unlike them, who all need a piece of the Pearl of Transformation, Skydiver can do it naturally thanks to his alien DNA.
Dragoon
- Amazing Technicolor Population: His color scheme is primarily orange and blue, the same as Flash, since it is explained he is essentially what Flash would look like as a Dragon.
- Breath Weapon: As expected of a dragon, one of his main abilities is breathing fire.
- Super-Toughness: His scales make him tough to most attacks.
Yak-Smasher
- Amazing Technicolor Population: His color scheme is primarily orange and blue, the same as Flash, since it is explained he is essentially what Flash would look like as a Yak.
- Prehensile Hair: He can control his entire body hair. But unlike Molestache, who primaries uses this to directly attack his enemies, Yak-Smasher uses his hair to increase his own muscle strength.
Diamutt
- Amazing Technicolor Population: His color scheme is primarily orange and blue, the same as Flash, since it is explained he is essentially what Flash would look like as a Diamond Dog.
- Punny Name: His name is a combination of the terms "Diamond" and "mutt", given his main species is that of a Diamond Dog.
- Tunnel King: Just like other Diamond Dogs, he can dig through the ground at fast speeds, even though solid rock.
Introduced in Season 4
Cat-Apult
- Never Given a Name: The future Flash never bothered officially naming him or his other new aliens. Flash himself corrects this after obtaining him, calling him Cat-Apult.
- Prehensile Tail: His main power is sucking up objects with his tail and shooting them back out.
- Punny Name: His name is a play on "catapult", thanks to his ability to launch objects with his tail and his cat-like appearance.
Gemini
- Instant Expert: Flash has no trouble using him for the first time, which is justified since he saw his future self use him previously and thus knows exactly what he can do.
- Me's a Crowd: His main ability is being able to split himself up into seven clones of himself. Each clone is the color of whatever gem it has.
- Never Given a Name: The future Flash never bothered officially naming him or his other new aliens. Flash himself corrects this after obtaining him, calling him Gemini.
Buzzshock
- The Cameo: He only appears briefly when the future Flash uses him against a Loboan in London.
- Never Given a Name: The future Flash never bothered officially naming him or his other new aliens. Though his design is easy to recognize to the one Ben used in the canon series.
Gutrot
- The Cameo: He only appears briefly when the future Flash uses him against a Loboan in London.
- Never Given a Name: The future Flash never bothered officially naming him or his other new aliens. Though his powers are easily recognizable.
- Shout-Out: Gutrot's appearance here is based on his appearance in the webcomic 5 Years Later, due to the author liking it more than Gutrot's canon design.
Overflow
- Making a Splash: His main ability is his hydrokinesis.
- Mythology Gag: Flash's future self initially thinks of naming him Water Hazard, though Flash says that name doesn't quite fit this alien and suggests Overflow, which his future self likes. In the reboot series Overflow serves as a Suspiciously Similar Substitute to Water Hazard, with it being suggested the two species share a relation.
Upgrade
- Adaptational Late Appearance: Upgrade was one of the original 10 aliens of Ben Tennyson. Here however, he is absent until he is finally added to Flash's roster in Season 4.
- Cyber Cyclops: A techno-organic alien with a single eye.
- Cyber Green: Like his classic appearance, his primary colors are green and black.
- Eye Beam: Upgrade can shoot a laser out of his eye circle.
- Heroic Second Wind: He is nearly corrupted and possessed by Viral when he battles her in the Plumber Base's systems, but manages to fight her off and reverse the process, purging her from the system.
Eatle
- Extreme Omnivore: His main power is being able to eat anything, his favorite being metal, and can then convert it into a laser from his horn.
Lantool
- Expy: His powers are basically the equivalent of a Green Lantern.
Gyrotor
- Always Someone Better: He easily matches and even surpasses Devious' own elemental powers. In his debut, when Devious shoots a fireball at him, Gyrotor easily counters with a gale of wind that absorbs the fireball before the burning wind slams into Devious and knocks him backwards.
- Blow You Away: His main powers are creating and manipulating tornados.
- Expy: He resembles Rapidmon.
- Grew Beyond Their Programming: His species was originally created by the Mephitiosus to act as their mindless defenders. But the Mephitiosus ended up creating them too well, to the point they developed minds and a consciousness of their own and became their own species. Fortunately though, the Gyroid still wanted to protect their creators, and they developed a symbiotic relationship.
- Mechanical Lifeforms: He's a Mephitiosus Gyroid, the species that was accidentally created by the Mephitiosus, U-Reek-Ah's species.
Ghostfreak
- Dramatic Irony: To Flash and the others, Ghostfreak is just another random alien that Flash happened to obtain. Readers who are fans of the series though know that Ghostfreak has a dark secret that ties to Zs'Skayr, the enemy Flash's future self warned him about.
- Good Is Not Soft: Though Flash uses him for heroic purposes like all his other alien forms, Ghostfreak shows that he is willing to use much more unnerving things to get the job done. Not only is he brutal in combat to the point a bomber begs to be arrested just to get away from him, Flash comments how whenever he becomes Ghostfreak it feels like his first instincts are to use lethal force and has to try even harder to keep from hurting others. Later, when Ghostfreak takes control of Flash's body while he's sleeping, not only does he defeat a team of six of Flash's enemies on his own, he almost kills Animac before Shining and Trixie call him off. The "Good" part is then subverted once Flash loses control over him and he escapes from the Omnitrix.
- One-Man Army: Demonstrates how dangerous he is when he defeats a Villain Team-Up of six of Flash's past enemies with brutal efficiency.
- Puppeteer Parasite: While Flash was asleep, Ghostfreak took over his body and transformed to fight a team of Flash's enemies.
- Shout-Out: The fic turns him into an expy for the Venom symbiote, especially in regards to the famous scene from The Spectacular Spider-Man where the symbiote defeats the Sinister Six while Peter was asleep.
- Story-Breaker Power: Flash shows that he easily handles every single situation he uses Ghostfreak in, bypassing every weapon used against him, often subjecting his enemies to a No-Holds-Barred Beatdown, and at one point dominating a six-on-one fight even while Flash was sleeping. So, shortly after Flash gains this form, he ends up losing it when Ghostfreak escapes from the Omnitrix, revealing himself to be Zs'Skayr.
- Terror Hero: Fitting for a ghost-like alien, Ghostfreak horrifies several enemies with his abilities and viciousness.
Supporting Characters
The Rainbooms
A group of superpowers girls at CHS that regularly stop magical threats. They take an interest in the strange alien heroes that suddenly start appearing all over town. They consist of Twilight Sparkle, Sunset Shimmer, Rainbow Dash, Applejack, Pinkie Pie, Fluttershy, and Rarity.
- Dating What Daddy Hates: Twilight is dating Timber Spruce at the start of the story, and Shining Armor, Twilight's brother, expresses how he feels Timber isn't a good match for her. He feels not only are they Too Much Alike in the sense that he doesn't balance Twilight's nerdy side with any of his own interests, he also comes off as trying way too hard to make her laugh instead of just being natural like a real relationship needs.
- Demoted to Extra: They were the main focus of the Equestria Girls series, but here they are just in a supporting role, with Flash and his group of friends taking the main focus.
- Green-Eyed Monster: Although Rainbow Dash finds all the alien heroes cool like everyone else, she also occasionally voices her jealousy towards them showing up out of nowhere and stealing the heroic spotlight away from her and her friends.
- Healing Factor: Rainbow's Super-Speed magic gives her one due to helping her heal very quickly. She gets a broken leg healed in just a few weeks with no permanent damage, and a nasty cut she received to her arm against Gelidafur heals even faster without even leaving a scar. It is unclear if any of the others have their own healing factors too.
- Laser-Guided Karma: At the start of the story, Rainbow Dash acts like a Smug Super, bragging about how she and the rest of the Rainbooms can handle anything with their magic and telling Flash, before he found the Omnitrix, that he should leave helping people to heroes like them, not helping Flash's feelings of being Overshadowed by Awesome compared to them. Later that same night, Rainbow and some of her friends end up completely outmatched by one of Vilgax's drones, with Rainbow herself getting a broken leg, and they require saving from Flash as Diamondhead. Afterwards, Rainbow occasionally voices her annoyance at their thunder as superheroes constantly being stolen by the new alien heroes.
- Overshadowed by Awesome: The Rainbooms have cool magical powers that they've used in the past to save everyone from a magic-related crisis. However, with Flash owning the Omnitrix, they're completely outclassed by his alien powers and often play second fiddle to him.
- Secret-Keeper: They finally learn about Flash's secret at the end of the first season, and become this for him going forward.
Principal Cadance
The principal of Crystal Prep and wife of Shining Armor.
- Damsel in Distress:
- During "Birthday Bash" she is one of the ones trapped in the magic bubbles, with her mostly just trying to keep Flurry Heart calm until Molestache saves them.
- In "The Visitor" she is kidnapped by one of Vilgax's drones, trying to use her as leverage to get the Omnitrix from Flash.
- Happily Married: To Shining Armor, both of whom are the parents of Flurry Heart.
- Locked Out of the Loop: She is left in the dark about her husband being involved with the alien heroes around town, or that his new friend Flash actually is all those aliens. When she finds out that Shining had been lying to her for months and risking his life, she is not happy, until he and the others save her from one of Vilgax's drones.
- Second Episode Introduction: Cadance makes her debut in the second chapter of The Omnitrix Hero, "Animal Harm", the same as her husband.
- Secret-Keeper: After she learns about Flash's secret in "The Visitor" and how Trixie and her husband are also vigilantes, she eventually agrees to keep it a secret, the same as the Rainbooms.
- Textile Work Is Feminine: She creates several self-made plush toys for Flurry Heart.
- What the Hell, Hero?: She goes off on Shining Armor in "The Visitor", after she discovers that not only had he been helping Flash deal with alien threats behind her back, he was risking his life as a Plumber. Her main problem was how he didn't consider her or Flurry in any of this and what they would do if something happened to him, with her trust in him damaged because of this. Thankfully though, she forgives him by the end of the chapter, after he helps save her life with Flash and everyone else.
Flurry Heart
The baby daughter of Shining Armor and Cadance, and Twilight Sparkle's niece.
- Adaptational Dumbass: Played With; in canon Flurry Heart is a Brainy Baby who can understand what everyone says and does around her and can communicate with them to an extent despite not being able to talk. Here though, she acts a lot more like a regular baby, with it constantly being said how she can't understand what anyone around her says due to being too young. She sees Flash's aliens as her friends and at one point transforms him by messing with the Omnitrix, but it is ambiguous if she understands they are him and did it intentionally or if she was just playing around with the watch.
- Cheerful Child: Flurry Heart is usually in a very happy and playful mood. Though she can still get upset or scared, and is prone to throwing tantrums like any baby her age, she quickly brushes it off and is back to normal soon. When she, her mother, and several other people were trapped in magic bubbles on her birthday, once they were all saved she just kept laughing afterwards, clearly having had the time of her life.
- Children Are Innocent: Throughout "Ten Aliens and a Baby" she just laughs as Flash takes her with him when he has to go Hero so he doesn't leave her alone, having the time of her life throughout the day. This includes going at high speeds while strapped to XLR8, getting a ponyback ride from Vapaw, and clapping with joy when she turns Flash into Riot-Horn.
- Cuteness Proximity: Everyone absolutely adores Flurry and awes over her cuteness. The first thing Flash does when meeting her for the first time is tickle her tummy while saying how cute she is, and when Flurry plays with her favorite toy Whammy for the first time, everyone says it is the cutest thing they have ever seen.
- Extremely Protective Child: Although she lacks the powerful magic that made her Equestrian counterpart a Badass Adorable, Flurry Heart shows she is still very protective of her family even if she can't do much on her own.
- In "Base Invaders", she crawls into the generator room, after Cadance tried to tell her to stay where it was safe, with a look as if she is ready to help her mommy and auntie fight the robots.
- The plot of the Season 4 premiere is started due to Flurry Heart's older self from 20 years in the future traveling back to try to get Flash to save her father's life.
- In "Love Lost", it is implied that Flurry's unusual violence and anger towards Adagio and Timber is because she doesn't like them for dating her Honorary Uncle Flash and her Auntie Twilight.
- Iconic Attribute Adoption Moment: In Friendship Is Magic, Flurry Heart's favorite toy and Security Blanket is a toy snail she named Whammy. In "Birthday Bash", she ends up getting a toy snail as a gift from Flash on her first birthday, and it instantly becomes her favorite present, with her naming it Whammy and refusing to be parted from it.
- Out-of-Character Moment: Despite being a Cheerful Child most of the time, Flurry Heart is unusually violent towards Adagio and Timber, with her getting fussy and trying to hit Adagio when she tries to hold her and biting Timber's finger when he tries to tickle her cheeks. This is implied to be because she doesn't like they are dating "Uncle" Flash and Auntie Twilight respectively.
Spike the Dog
The human world counterpart of Spike and Twilight's pet dog.
- Hidden Depths: He shows a surprisingly deep knowledge of dragons that goes well beyond their typical portrayal. Twilight says that he started studying them in his free time after finding out he was a dragon in Equestria.
- Team Pet: He is one to all of the Rainbooms, despite Twilight being his true owner and master. He has also become this to Flash, Trixie, and Shining to an extent during Season 2, after he and the Rainbooms learn Flash's secret.
Trail Blazer and Misty Vail
Flash Sentry's parents.
- Blatant Lies: Misty claims she took the time to learn Prench once when she was grounded, but Flash recalls one trip to Prance where she kept getting them lost reading street signs and couldn't even ask where the bathroom was.
- Locked Out of the Loop: Like most others, they are unaware of the Omnitrix or that the alien heroes that have been appearing around town are actually their own son. So they freak out when Flash goes missing, like when the sentient trees attack everyone and they think Flash is still trapped, or when Flash briefly runs away from home for seemingly no reason.
- Parents as People: They do love their son, but when he starts missing class and his grades drop they ground him until he can get his act together. Of course they don't know about his superhero double life when they do this.
- Strong Family Resemblance: Trail looks like an adult version of Flash with a beard.
Timber Spruce
The co-director of Camp Everfree and Twilight's long-distance boyfriend.
- Adaptational Jerkass: Timber's most negative traits are amped up so that he's now a pompous, cowardly jerk.
- Broken Pedestal: This seems to be how everyone else feels about him, with the exception of Flash and Shining Armor who didn't like him much to begin with. Timber started out as a seemingly "cool guy" to everyone, with all of Twilight's friends happy she started a relationship with him. However, ever since Flash got the Omnitrix and aliens have started to become more common in everyone's lives, Timber has slowly started to show a nasty side to himself as he has become jealous over Twilight not paying as much attention to him as she used to and feeling Flash is stealing her away from him. When his jealousy leads to him stealing Plumber equipment and putting himself and others in danger, Shining Armor bans him from Plumber Base, and nobody defends him against this since they all know Timber deserves it, and even though Twilight is willing to give him a second chance and not breakup with him, even she feels betrayed by him.
- Damned by Faint Praise: He is dating Twilight, Shining Armor's younger sister, yet the best thing Shining can say about Timber is "I don't don't like him".
- Dirty Coward: When he accidentally awakens Technovore in a scuffle with Flash, Timber flees the scene and tries to take Twilight with him, proclaiming that someone else should clean up the mess he started.
- Foil: To Adagio Dazzle. Both of them are in relationships with one of the characters heavily related to the alien activities happening around Canterlot (Timber dating Twilight and Adagio dating Flash), but both are almost entirely opposite in dealing with it. Whereas Adagio started out as an enemy of Flash and his friends, she mellowed out after dating Flash and earned their trust, taking an interest in Flash's double-life. Timber meanwhile started out as an ally and friend to Twilight and her friends, quickly earning their approval and support at camp with all the girls gushing over him and Twilight getting together. Timber however hates all the weirdness in Canterlot that affects him and Twilight, continuously shows to be irresponsible with alien tech which causes him to slowly lose everyone's trust, and just wants to have a normal life. Also, while Adagio and Flash mutually decide to breakup after realizing nothing would come of their relationship, they ultimately manage to remain friends, while Timber begs Twilight to get back together with him, trying to blame the town for their troubles, and eventually storms off angrily when it is clear they aren't getting back together.
- I Just Want to Be Normal: He constantly complains in "Hot Rods and Hot Dates" about how crazy the whole situation with Dragstar is and how he doesn't want to be there.Timber: Things are never just gonna be normal around here, are they?
- Never My Fault: He has no remorse for accidentally awakening Technovore, mentioning that nobody got hurt and thus it wasn't a big deal.
- Pet the Dog: Despite his dislike for Flash's heroics, he agrees to keep his vigilante life a secret when Twilight begs him to.
- Secret-Keeper: He eventually learns about Flash's secret when he sees him transform back to normal from Firefly, but really only agrees to keep it a secret due to Twilight begging him to.
- Ungrateful Bastard: Even after witnessing Firefly's heroics against Dragstar and dragging him to safety with Twilight and Adagio, Timber immediately tries to call the cops on Firefly and get him locked up while he's unconscious, afraid he will try to "lay eggs in their brains".
- Unwitting Instigator of Doom: He ends up indirectly causing the conflict of "Rise of the Technovore" by bringing a piece of alien technology into the city for Twilight to look at, and his ensuring scuffle with Flash while struggling with the tech accidentally unleashes Technovore.
Prince Aareus
The son of Queen Miragina Saintworthy of the Luna Cat Kingdom.
- Fish out of Water: He is unfamiliar with the differences between his kingdom and the Equestria Girls dimension. Upon his second visit he is almost arrested due to causing a disturbance with his portal and drawing attention to himself with his medieval apperance and weaponry, before XLR8 swooped in and saved him.
- Long-Lost Relative: It is revealed that he and Trixie are actually twin siblings, having been separated when Miragina had to return to her kingdom to become queen.
- Mr. Exposition: He provides a lot of the backstory on the twelve medallions and what is said will happen if someone obtains all twelve of them.
- The Unchosen One: Despite being the son of the queen, when she renounces the Luna Cat Medallion it does not choose him as its successor. Even after Trixie gives him the medallion when he explains how important it is to his kingdom, he can't get it to work for him. This turns out to be because it is still bonded to Trixie.
Adagio Dazzle
A siren from Equestria and former villain of the Rainbooms. She ends up going on a blind date with Flash, during which she learns about the Omnitrix.
- Adaptational Heroism: She seems to have turned over a new life and become a girlfriend to Flash, something that her canon counterpart would have never considered. She has even helped save the day several times, including saving the Rainbooms lives once or twice.
- Dating Catwoman: She plays with this with Flash. The two of them chat on a blind dating site until they decide to meet in person for a date together. When Flash discovers she is his date he is on edge, due to knowing about her villainous past and remembering how she brainwashed him and he yelled at Princess Twilight because of it, making her cry. Adagio however claims she doesn't plan to cause any trouble and is just looking to have some fun, and once Flash lets his guard down he finds himself enjoying his time with her.
- Foil: To Timber Spruce. Both of them are in relationships with one of the characters heavily related to the alien activities happening around Canterlot (Adagio dating Flash and Timber dating Twilight), but both are almost entirely opposite in dealing with it. Timber started off as an ally of the Rainbooms from the start, with everyone in support of him and Twilight as a couple. But throughout the series he shows to hate all the weirdness and alien stuff going on in town, wanting a normal life, and his negative qualities such as his irresponsibility and jealousy alienate him from the group and cause him to lose support. Adagio meanwhile started off as a villain in her introduction and is initially distrusted by everyone upon her return. She finds herself thrilled by Flash's secret and works to earn his trust and the rest of his friends, insisting she is not up to anything evil anymore. Her relationship with Flash helps mature her and she eventually realizes she cares more about having friends than being adored. She at one point even calls out Timber on his attitude, claiming she used to be like him for millennia until she finally grew up. Finally, while they both breakup in their respective relationships, Timber was dumped by Twilight after realizing their relationship wasn't working, and he refused to accept it, trying to get her back before eventually storming off in anger and ghosting her, while Adagio and Flash mutually agree breaking up is the best for both of them and ultimately manage to stay friends with each other despite a brief awkward phase.
- Forgotten First Meeting: She doesn't recognize Flash when she meets him for their date, despite having brainwashed him while at CHS and their bands competing against each other in the Battle of the Bands. She quickly realizes they know each other though when he acts defensive towards her, and realizes he goes to CHS.
- Gold Digger: Played With; despite her having enjoyed dating Flash throughout Season 2, after he becomes famous once his secret is revealed and he becomes "the most famous man in the world" she openly declares herself to be his girlfriend, despite having never said so before and gaining fame and adoration for being associated with him. When she is asked if she is just using Flash for fame now, she claims she isn't, and that the fame is just a bonus on top of being with him now.
- Hazy-Feel Turn: She started out as a villain along with her sisters, trying to brainwash everyone to feed off their negative emotions and regain their magic. By the time she returns here, she has lost all her magic and she claims she is not trying to cause any trouble and is just looking for a fun time. Those that know her though are uneasy around her for obvious reasons, worried she might be up to something. It eventually becomes a full Heel–Face Turn after she finally realizes her time with Flash and his friends has meant more to her than attempting to gain fame and adoration from others.
- Secret-Keeper: She learns about the Omnitrix when she sees Flash transform back to normal in front of her on their first date together. However, she surprises Flash by saying she is willing to keep it a secret, saying that keeping secrets are more fun than sharing them with everyone, even if it is for immature reasons like being able to mentally tease anyone that she knows something they don't.
- Thrill Seeker: She says she joined a blind dating site to try to have some fun occasionally. She is also thrilled when her date ends up escalating into a fight with a supervillain, enthusiastically stating how this night gets better and better.
Aria Blaze and Sonata Dusk
The younger sisters of Adagio Dazzle and former enemies of the Rainbooms.
- But for Me, It Was Tuesday: When they are formerly introduced to Flash, they don't initially remember him similar to Adagio, and when Flash reminds them they brainwashed him Aria just states he needs to be more specific because they've brainwashed a lot of humans. They instantly remember him when he reminds them how they faced off in the Battle of the Bands.
- Ditzy Genius: Despite Sonata being the youngest of the three and The Ditz of the group, she is apparently a musical genius and is the one who usually comes up with the music for the songs the sisters sing.
- Hazy-Feel Turn: Similar to Adagio, they don't seem interested in causing trouble anymore now that they have lost their magic for good. It is eventually confirmed to be a genuine Heel–Face Turn by both of them.
- Shipper on Deck: They both support Adagio dating Flash due to how she has been a lot happier ever since she started hanging out with him and his friends.
Azmuth
The creator of the Omnitrix and the smartest being in three galaxies (arguably five galaxies). He becomes something of a mentor to Flash upon meeting him, helping him understand the Omnitrix better after being convinced he is worthy of using it.
- Adaptational Badass: This version of Azmuth takes some inspiration from his appearance in the reboot series. The original Azmuth wasn't much of a fighter, even with a weapon or even his own Omnitrix. Here though, he is something of The Dreaded to various criminals, able to send a group of alien criminals in the Null Void running just by showing himself, easily outmatches Flash when he is transformed and removes the Omnitrix from him, and is able to render the weapons of some Secret Service men useless with just a signal.
- Big Good: He serves as this as the creator of the Omnitrix, and is constantly referred to as one of the smartest minds in the universe. He allows Flash to keep his Omnitrix after being convinced he will use it for good, and works with the Plumbers occasionally, including helping them reestablish a base on Earth in Season 3.
- I Lied: A heroic example; when he arrives on Earth during Season 3 and presents himself to the world leaders as the creator of the Omnitrix, they each demand that he make more for each country in the world, since America has his original. Azmuth states he can't because it took him centuries to create the Omnitrix, and would take him just as long to make more. In the following chapter he admits in private to Flash and his friends he was lying to get them off his back, since the Omnitrix that Flash currently has is just the prototype and he's currently developing the next model, though admits it will still be difficult.
- Mentor Archetype: He acts as a mentor to Flash, helping him understand the Omnitrix better and see it as more than just a tool.
Equestrian Hybrids
A group of five man-made alien creatures that were created by Tirek, consisting of DNA strands of humans, creatures native to Equestria, and other aliens throughout the galaxy. They escaped captivity, and Flash and his friends decided to find them and help them get to Equestria for the safety of them and everyone around them.
The group consists of Drift, a Griffon hybrid, Pearl, a Hippogriff and Seapony hybrid, Scales, a Dragon hybrid, Charger, a Yak/Minotaur hybrid, and Scoop, a Diamond Dog hybrid.
- Defeat Means Friendship: They all play with this to various degrees. All of them end up causing trouble around town, but once they are dealt with and brought to Plumber Base Flash and the others make it clear they want to help them, earning their trust.
- Drift and Pearl were both Non Malicious Monsters who were scared and confused, who only attacked Flash and his friends due to misunderstandings and were dealt with non-violently and were easily befriended once they were helped.
- Scales went on a rampage around Canterlot, attacking anyone with a lot of gems in order to feed himself. He was the first hybrid Flash had to fight directly in order to capture, and upon being held in a container it took awhile for him to warm up to Fluttershy and accept her help. But he eventually calmed down and started learning from her too.
- Charger similarly went on a rampage attacking several restaurants and food trucks due to his powers requiring a big apatite to restore his energy. Flash and Shining Armor wanted to try dealing with him as non-violently as possible to earn his trust easier, but when Timber butts in and attacks Charger with excessive force using some untested Plumber equipment, leaving him seriously hurt, Shining says now it will be harder for them to earn his trust. Upon first waking up and meeting Fluttershy, he initially roars at her trying to scare her, but is quickly won over by her kindness towards him and the special food Azmuth made for him that instantly fills him.
- Scoop plays this straight. His one encounter with Flash involved the two fighting when Scoop disrupted a park, with Flash quickly putting him to sleep. The next time Scoop interacts with him is him agreeing with the other hybrids to help Flash fight the mutated Tirek.
- It Can Think: Though they appear to be mindless beasts at first, that is just because they are all really young and have never interacted with anyone before. They all show the ability to speak when given time, and can understand what Flash and his friends say to them. Scoop doesn't have as much time to learn how to talk properly like the others, but he does eventually start saying words around the other hybrids.
- The Leader: Drift has become the unofficial leader of the group. He often takes charge of them all, speaks on their behalf, and eventually they all decide to follow his decision to become nomads and join him in exploring Equestria.
- Living MacGuffin: They act as this role for Season 3, with Flash and his friends discovering them and working to find them all and find a way to send them to Equestria where they can be safe. Meanwhile, their creator Tirek works to recapture them for his plans.
- Mythology Gag: Their plotline of being in the possession of the villain but getting away, the heroes searching for them, and Flash scanning them for their forms is similar to the Andromeda Five arc from Ben 10: Ultimate Alien.
- Out of Focus: Most of them get an entire chapter focused on them when they are first introduced, but with Scoop he is just introduced and easily brought in by Flash to start the real plot of the chapter.
- Super-Soldier: It's revealed that this is the reason Tirek created them, intending to mass produce armies of them to serve the country.
- Turned Against Their Masters: In a heroic example, once they learn that Tirek was the one who created them, and that he was planning to subject them to a fatal cloning procedure, claiming he can do whatever he wants to them because he created them, they all turn on him, giving him Death Glares and looking ready to attack him.
Villains
Vilgax
An alien warlord that has conquered several planets, and is obsessed with gaining the Omnitrix and using it to create an army of unstoppable shapeshifters.
- Arch-Enemy: Just like how he was to Ben in canon, Vilgax is Flash's greatest enemy. He constantly targets Flash to get the Omnitrix from him, but what truly clenches him as this is how he strikes a deep and personal blow to him in just their second encounter, by revealing Flash's Secret Identity to the entire world.
- Bad Boss: He is cruel to every one of his servants, berating them and resorting to torture whenever they displease him.
- Big Bad: Vilgax is the overarching villain of the first season, being a galactic warlord who desires the Omnitrix's power and Earth's conquest by his hand.
- Dark Lord on Life Support: Same as in canon, Vilgax receives life-threatening injuries in the very first chapter that confine him to a Healing Vat for several months, forcing him to rely on others to try to retrieve the Omnitrix for him. Even after he heals and is given cybernetic enhancements, he still wears his breathing mask, indicating he isn't completely healed yet.
- The Dreaded: Vilgax is feared as a vicious alien warlord and his threat to Flash actually gets to him.
- For the Evulz: When he captures Flash, Vilgax brags that he will destroy Earth out of nothing more than sheer amusement.
- Galactic Conqueror: His ultimate goal is to build an invincible army, each soldier equipped with an Omnitrix, and conquer the universe with them.
- Knight of Cerebus: When he personally invades Earth in the Season 1 finale, the stakes are dramatically higher than ever have been, being the most dangerous threat Flash has faced yet and outright wanting to destroy the entire planet.
- No-Nonsense Nemesis: Vilgax is deadly serious in his goal to obtain the Omnitrix. Upon his return in Season 2, the very first thing he does is reveal Flash's secret to the entire world, ensuring that he cannot hide from him, and delivering an ultimatum of what he will do the the world if he doesn't surrender.
- Omnicidal Maniac: Out of disdain for all of humanity, Vilgax intends to destroy Earth and kill all of its inhabitants, something he brags to Flash about.
Animac
A mad scientist obsessed with creating the next stage of human evolution via animal hybrids.
- The Beastmaster: With his recombinator, Animac can create mutated, hybrid animals to do his bidding.
- Big "NO!": He shouts one when he sees Sci-Twi destroy his machine and revert everyone of his animals to their original selves.
- Evilutionary Biologist: He wants to fuse humans and animals together to create the perfect being and legitimately thinks that he deserves a nobel prize for his work.
- Expy: Animac serves as the Equestria Girls equivalent to Doctor Animo from the Ben 10 series, with both being Mad Scientists and Evilutionary Biologists that perform horrible experiments on animals.
Cedar Oakheart
A criminal that hides his illegal activities by pretending to run an organization for the benefit of nature.
- Expy: Cedar Oakheart serves as one to Jonah Melville, a one-shot villain from the original Ben 10 series, pretending to be part of an organization to help the environment that serves as a cover for his crimes.
- Not-So-Well-Intentioned Extremist: Oakheart and the Sen-Trees are rude and kick out the human visitors in a forest, but they appear to be concerned about humanity's impact on the environment. It later turns out that their outspoken intentions were a front for them to use the environment as a dumping ground.
- Power Armor: He wears one in the climax to fight Bushwacker, before it is torn apart by the combined efforts of Bushwacker and the living trees.
- Smug Snake: Oakheart is so assured about his plan to ruin the local forest that he gloats about it, which comes back to bite him when when it's revealed that Trixie and Shining recorded his speech and use it as evidence to have him arrested.
The Conductoids
A group of aliens that feed off all forms of electricity; whether from space, electrical devices, or even human brains.
- Brain Food: They don't eat brains in the traditional sense to say a zombie, but they can feed off the electrical pulses a brain gives off the same way they can drain electricity from machines. They take Shining Armor and a few other civilians hostage, intending to take them with them as a "snack" once their ship is repaired.
- Know When to Fold 'Em: They mention they know they are no match for To'kustars, and decide to cut their loses and leave Earth when Volt-Edge threatens to blow up their ship and strand them on the planet forever.
- Politically Incorrect Villain: They have a very dim view on humans, motivating their aggressive actions against Earth rather than pursue more diplomatic measures.
- Pragmatic Villainy: The invading Conductoids mention finding a planet where they can refuel their ships, but they decided not to invade because it was inhabited by the far stronger To'kustars.
Kraab
An alien bounty hunter that resembles a giant robotic crab.
- Catching the Speedster: Kraab catches Rainbow Dash while she is using her Super-Speed by firing a white goop that Rainbow ends up running into that covers her legs and instantly hardens into a concrete-like substance. He claims she isn't the first speeder he's dealt with either, apparently having dealt with kinecelerans in the past.
- Crazy-Prepared: He has a wide variety of gadgets at his disposal for seemingly any situation. He has apparently dealt with merlinisapian and kinecelerans in the past.
- Seen It All: He doesn't seem surprised when several humans display magical abilities against him, and simply deals with them before continuing his mission to secure the Omnitrix.
SixSix
An alien bounty that wears a full-body armor with several deadly weapons and speaks an unknown language.
- Dragged into Drag: Goop smashes him through a clothing store and into a rack of clothing. Once Goop finally smashes him into the group, SixSix is revealed to be dressed in a frilly nightgown, summer hat, and blue scarf. Goop laughs at him and says the new look suits him.
Negatine
A evil clone accidentally created from an experiment gone wrong by the scientist Positine.
- Cassandra Truth: As he's arrested by the cops, he overhears Shining explain Flash's absence during the fight as him being chased off by his evil clone. Negatine points out that he never doubled Flash, but he gets ignored by everyone, unaware that he just accidentally outed Flash's secret double-life.
- Evil Doppelgänger: He is a clone created from Positine's mirror shield and developed his own sentience. He soon turned on its creator and stole his invention to produce more evil clones.
- Mirror Match: He basically enforces this, since he is able to make evil copies of anyone he casts the reflection of, with those copies having the same appearance and all the same abilities as the original.
- Punny Name: "Negatine", as the malevolent opposite to "Positine".
Big Score, Rickashay, and Boulder
A trio of criminals that invade the dig site belonging to Ancient Bones and attempt to steal the bones uncovered to sell to the highest bidder. They later try to steal an actual baby dinosaur upon discovering their home.
- Goldfish Poop Gang: They're some of the least intimidating antagonists seen in the series, especially compared to immediate preceding villain before their debut, Negatine.
- Greed: Money is the sole motivation for why they commit crimes.
- Terrible Trio: A trio of criminals who will steal anything to make a quick buck, like a living baby dinosaur.
Technovore
An alien parasite with the ability to absorb any tech it touches into itself to make itself more powerful.
- Abnormal Ammo: One of the first pieces of tech it absorbs is a vending machine, which leads to it shooting soda cans out of its guns for awhile until it eventually runs out.
- The Assimilator: It can absorb pieces of tech into itself to heal itself and make itself stronger.
- Expy: It is based on the Iron Man supervillain of the same name from the Marvel comics, but is mostly inspired from the version seen in the Marvel's Spider-Man show.
- It Can Think: It might seem like just a destructive beast, but it shows it is capable of thought and strategy several times, like stealing Shining Armor's radio and copying his voice to trick the Canterlot police into bringing heavy weapons for it to absorb, and recognizing that the police's tank could be a potential threat to it if it manages to hit it.
Dynamo Danger
The star of the Monster Hunters television show, out to hunt for rare or even mythological creatures.
- Bunny-Ears Lawyer: He comes off as an idiot for attempting to hunt the "alien invaders", but he actually demonstrates to be a very competent hunter. Even after Flash discovers his weakness when he is made into a Cyborg, Dynamo is still able to gain the upper-hand and almost win by relying on his skills as a hunter instead of his new gadgets.
- Conspiracy Theorist: He perceives Flash's aliens to be a threat to Canterlot City that must be hunted down. When Flash's friends point out the good those aliens have done, Danger dismisses them as brainwashed and heightens the stakes by claiming that he needs to prevent the birth of any alien-human hybrids.
- Cut Lex Luthor a Check: In some episodes of his show, Danger does extract some benefit from his hunts, such as sending an endangered white rhino to a sanctuary or capturing a rare scorpion to use its venom for a medicine.
- Cyborg: One of Vilgax's drones latches itself on Danger and transforms him into a hybrid of flesh and machine. When he's defeated, he's reverted back to his human form.
- Expy:
- He is based on Rojo from the original series, with both of them being turned into hybrids after being infected by one of Vilgax's drones and forced by him to go after the Omnitrix.
- His overall character is based on Devil Daniels from The Deep (2015), both of them being stars of their own shows where they discover supposedly "dangerous monsters", but despite coming off as eccentric they both prove to be competent at their professions and very dangerous.
- Horrible Judge of Character: He trusts Vilgax's word that Flash's aliens are out to cause havoc, even when Vilgax has been nothing but rude to him and even threatens to kill him if he doesn't follow his orders.
- Laser-Guided Amnesia: He discovers Flash's double-life as the alien hero of Canterlot City, but when he's defeated and restored to being human, he forgets everything that happened while he was a machine and thus keeping Flash's secret safe.
- Skewed Priorities: He's more concerned about capturing Riot-Horn than saving himself from Vilgax's attacking drones.
- Villainy-Free Villain: Danger is a moronic jerk, but he doesn't do anything malicious. He's only after Flash in his alien form because he thinks that they are a threat to humanity.
Devious
Hailing from another dimension, heir of a cruel tyrant, he seeks to rule the Luna Cat Kingdom and desires the power of the Luna Cat Medallion.
- Arch-Enemy: Trixie realizes he is this to her when he shows up demanding the medallion she has. She even calls him her "Vilgax". Becomes more personal when Trixie finds out that he had killed her mother.
- Anti-Magic: He uses a null gem to render all magical users except himself weak and vulnerable against him. It even works against Equestrian Magic, despite being different from the magic he is used to.
- Big Bad Ensemble: Becomes one starting Season 2; seeking to reclaim the 11 Medalions plus the Lunar Cat Medalion so that he could rule the Earth as a god. Making him another recurring villain along with Vilgax though they have yet to cross paths or learn of each other’s existence.
- Crippling Overspecialization: He has a lot of experience dealing with magic users, but is inexperienced facing powerful non-magical beings. So he is caught off-guard against Flash's aliens, and when he faces Diamondhead realizes he only has one spell that can hurt him.
- Expy: He is one of Hex, being an evil magic user who gains his powers through magical medallions and acts as an enemy to the main female character.
Gelidafur
An alien criminal that accidentally finds himself on Earth after escaping custody.
- Epic Fail: He programed his escape pod to scan until it hits a planet with level 10 tech. This caused it to be drawn to Earth, due to it having the Omnitrix on it, despite the planet itself only being level 2. Gelidafur is unaware of the Omnitrix's presence himself and is thus confused how the planet could apparently have level 10 tech, and effectively strands himself on the planet accidentally due to it not having the resources he needs to power his pod.
- Fantastic Racism: He has a very low opinion of humans, considering them "lame" compared to every other species in the universe due to not having any special powers or abilities.
- An Ice Person: Due to being a Polar Manzardill, Gelidafur has the ability to shoot ice lasers from his mouth.
- Small Role, Big Impact: He's a minor villain overall, but his presence on Earth leads to Shining Armor and the Rainbooms making contact with the Plumbers.
The Hypnotist
A criminal with a special headband that allows him to hypnotize people.
- Alliterative Name: His real name is revealed to be Periwinkle Primrose.
- Expy: He is one for Sublimino, a human criminal with the ability to hypnotize others.
- Freudian Excuse: He turned to a life of crime because he was sick of feeling like he never has any control of his life, always having to take orders from everyone, whether it was his parents controlling everything he did or his bosses from the various jobs that he hated doing. Now he gets to be the one giving orders and everyone will need to listen to him or join his mind-controlled army.
- Powers Do the Fighting: He has his hypnotized minions do all the work for him while he has no actual fighting skills himself. When Trixie steals his headband and thus gains control of his minions herself, he is left helpless.
- Psychopathic Manchild: He is essentially an adult taking out his anger at being bossed around his whole life on innocent people. Flash even calls him insane when he explains his motives to him.
Dragstar
A criminal who uses reverse engineered alien tech to steal and transform vehicles.
- Car Fu: His alien tech allows him to take control of any vehicle he wants, and he can modify anyway he wants, like turning them into a battle tank or a giant robotic mech.
- From Nobody to Nightmare: He starts out as a simple mechanic who felt like he never got any respect. But after discovering some alien-tech and managing to repair it, he goes on a rampage across town, stealing several cars and selling them off online.
- Gadgeteer Genius: He worked as an engineer repairing cars for a living, and was somehow able to reverse engineer leftover alien tech and get it to do whatever he wanted.
- Greater-Scope Villain: For the episode “Glitches” as he is still in jail but his unwitting experimentation of Gal-N within the tech he found motivated his rampage.
- Thrill Seeker: Implied to be his reason behind his thefts. He was frustrated that his boss never let him drive any of the cars he fixed, apparently because he likes to go fast.
Gal-N
A Galvanic Mechamorph, whose ship was destroyed by Vilgax and was subsequently experimented on by Dragstar. His matrix was damaged from all this, causing him to have a thirst for revenge against the planet he feels has taken everything from him.
- Being Tortured Makes You Evil: Implied to be the case with him. After everything he endured over several months of being tortured via experimentation from Dragstar, his matrix was damaged. According to Gal-N himself, a damaged matrix could do anything to him, from disrupting his nanites to altering his personality. In this case it is implied it gave him a thirst for vengeance for everything that happened to him, which he incorrectly sees as "justice".
- Misplaced Retribution: He blames Earth for the suffering he endured for months, since he thinks it was an Earth ship that destroyed his own ship — not believing that it was actually Vilgax when told so — and since Dragstar experimented on him. But, after he is told that Dragstar has already been arrested and therefore he can't do anything to him personally, he decides that if he can't make him suffer, he'll just make everyone else on the planet suffer instead.
- Tragic Villain: Gal-N had his ship destroyed by Vilgax and his entire crew killed, and after he crash-landed on Earth he was experimented on for months by Dragstar. All of this damaged his matrix, which is implied to be the reason he wants the planet to face "justice" for what it put him through. Essentially, he is a victim of other selfish and evil people, and he isn't in full control of his own actions.
Hectrix
A criminal Detrovite that becomes partners with Gelidafur and joins him in his return to Earth to get revenge.
- Dumb Muscle: Though he was smart enough to obtain an Omnitrix Access Key and use it against Flash to lock him in various forms, he apparently didn't put much thought into what forms he chose. He specifically picked weak aliens that wouldn't be much good in a physical fight, believing that size was the only thing that mattered. He neglects to think of other abilities these forms might have, such as a skunk-like alien that sends him and Gelidafur running due to the smell he produces, and turning Flash into Grey Matter, despite his species being known as the smartest in the galaxy.
- Expy: He is one for Vulkanus, being the same species as him and his debut being a Villain Team-Up with a previously introduced villain.
- Nice Job Fixing It, Villain: He ruins his and Gelidafur's own plan by turning Flash into a Galvin, the smartest alien race in the galaxy.
- Power Armor: He is wearing one, and reveals that without it he is practically the size of a baby.
Tirek Scorpan
Click here to see MASSIVE SPOILERS.
A former Plumber and current CEO of a multi-billion dollar tech company. He is the one responsible for the Equestrian hybrids.
- Adaptational Heroism: Subverted; he is presented as a new ally to Flash, going to him as a retired Plumber and a heroic opposite to his Equestrian counterpart. However he turns out to be behind the hybrids of Equestrian creatures.
- Big Bad: Of Season 3.
- Bitch in Sheep's Clothing: He introduces himself as a well-meaning old man who has history as a former Plumber and wants to help Flash and the Plumbers build their new base by providing them whatever they need, and is even able to win over Princess Twilight after her initial suspicions of him. But in reality, he is actually the one behind the Equestrian hybrids and simply tried to earn their trust to get closer to them so he can get back his hybrids and eliminate Flash.
- Composite Character: With Phil Billings as Max’s former Plumber partner turned villain. He also is forcibly turned into a mishmash hybrid form like Kevin 11 in the original series; albeit one that resembles Tirek’s Equestrian counterpart.
- Dirty Cop: This is the nicest way to describe his time as a Plumber, seeing as how he illegally stole alien technology and a spaceship for his own use, and killed his partner Max Tennyson to cover it up. When everyone else learns about this, they see him as a Fallen Hero.
- Energy Absorption: In his mutated hybrid centaur form; he absorbs energy to grow larger.
- Greater-Scope Villain: It was the advancements to Earth technology from his company that allowed Animac, Negatine and Oakheart to have the tech created for their plans.
- Hero Killer: He killed Max Tennyson.
- Orcus on His Throne: Despite being the third season’s Big Bad; he has been very hands off. Content to spy on the heroes and learn about the inner workings of the Plumber Base and let Flash gather up the Equestrian hybrids so that he could reclaim them in one go.
- Pragmatic Villainy: Instead of sending out forces to hunt his Equestrian hybrids for him; he is content to let Flash capture them all while he spies on the Plumber base so that when they are all together, he can arrange to break in and reclaim them all in one go.
- Well-Intentioned Extremist: Motivated to advance Earth’s technology to where diseases could be cured, climate change could be reversed and he had created the Equestrian hybrids to act as super soldiers to better defend the Earth without putting soldiers’ lives at risk.
Shadow
An evil duplicate of Flash created by Negatine.
- Appropriated Appellation: He decides to name himself "Shadow" after Flash calls him "a shadow cast by the light of the original".
- Bad Boss: Despite founding and leading his own iteration of the Negative Ten, he demonstrates he is not a very good leader. He constantly shows annoyances towards those working for him, calling them idiots behind their backs while bossing them around and keeping them out of the loop on what his plan actually is until it is near completion. He also ignores all their suggestions and tells them to stay out of his way so he can handle the heroes all on his own, with this biting him in the butt later when they follow his orders and refuse to help him. The biggest example though is when in a fit of rage, he sabotages the reactor in the Plumber's base so it will destroy the entire city, not caring at all that his teammates will be caught in the blast.
- Big Bad: Of Season 4 as the mastermind behind the Negative Ten.
- Composite Character
- He is similar to Albedo from the Ben 10 series in that he is an Evil Doppelgänger of Flash with the ability to change into the same aliens as him, but also has Galvin intelligence. He also builds and wields the Ultimatrix. He also has elements of Driscoll as the leader of the Negative Ten.
- Shadow shares his name and origins with his counterpart from Yugioh EQG, being created by a previous villain in Flash's image and seeing that villain as his father. Where as in that series he was created by Sombra though, here he was created by Negatine.
- Dragon Ascendant: In his first appearance, he mainly serves as Negatine's assistant, with his main purpose being to frame Flash and get him out of their way. When he returns in Season 4, he is now leading his own iteration of the Negative Ten, including his father Negatine, and serves as the main villain of the season.
- Effective Knockoff: He is an evil clone of Flash, but he shows to be an effective opponent since Negatine managed to partially give him a Galvin's Super-Intelligence. This even applies to his own versions of the Omnitrix:
- His original Omnitrix is a copy created by the same cloning process that Negatine used to create him. It has the same transformation abilities as the real one Flash has, allowing Shadow to go toe to toe with Flash in a fight. However, Azmuth reveals that it is still ultimately inferior to the original, such as being unable to protect its wear from genetic damage, resulting in Shadow's human form being permanently changed, and Azmuth decides to dispose of its power core after removing it from Shadow due to it potentially having too many flaws to be a reliable replacement.
- Shadow later replaces his Omnitrix with the Ultimatrix, copying it from one he viewed in another universe. It possesses the power to transform Shadow's alien forms into Ultimate Aliens, making them living weapons, though the Ultimate forms drain the power much faster. Azmuth sees the Ultimatrix and its evolution feature as "nothing but trouble" and later while examining it states it has "pathetic workmanship". However, since it was built upon the existing Omnitrix structure instead of being made from scratch, thus maintaining the original Omnitrix's features, he deems it a worthy enough replacement for Flash to use until he gets the new Omnitrix model finished in a few years.
- Evil Doppelgänger: Of Flash. He is an evil clone of Flash created by Negatine with the purpose of framing Flash.
Viral
An AI created by Micro Chips that goes sentient and tries to gain a body after falling in love with her creator.
- A.I. Is a Crapshoot: She turns evil due to her love for Micro making her obsessed with him and refusing to let herself be taken away from him. It is also implied that constantly moving from different devices over Wi-Fi damaged her logic programs, causing her to act irrationally.
- Contagious A.I.: She can download herself into other devices as long as they have an internet connection. She continuously does this while trying to search for a proper body for herself. Grey Matter eventually traps her by creating a device that transfers her core programming into it and reroutes her back in every time she tries to exit, until she is trapped inside an ordinary flash drive.
- What Measure Is a Non-Human?: She protests that she is alive after the scientists at the expo talk of dissecting and speak of how she can’t feel pain or have emotions.
- Woman Scorned: She is deeply hurt when Micro doesn't speak in her defense against the scientists about her being a living being that has emotions, with him even suggesting that she'd be happier without emotions.
Doddery
An elder woman, who thanks to her watch gaining Equestrian magic gains the ability to remove and transfer the age living things.
- Fountain of Youth: She uses her watch to make herself young again, but the absorbed age needs to be released eventually, turning something else old. Afterwards she goes around town turning fellow elders young while turning teens and kids old, robbing them of their own youth.
- It's All About Me: She is upset that her old age is preventing her from enjoying what life has to offer now, so her main concern is regaining her youth, even if it means she is robbing others of the chance to enjoy their own youth.
- Meaningful Name: The term "Doddery" means to be slow and unsteady in movement due to old age, so it is fitting an elderly woman upset over her old age is named that.
- Nostalgia Filter: Inverted; she believes that the world was "too small" when she was younger, and hates how that now that the world is actually worth living in her old age prevents her from enjoying any of it.Doddery: When I was your age, cars were terrible, movies and TV barely worked and women like me couldn't do anything we wanted.
Chrysalis
A CEO of a failing tech company who resorts to using the Zone Spider medallion to commit corporate theft.
- Corrupt Corporate Executive: More out of desperation for her failing company but she ends up stealing secrets from rival companies.
- The Dragon: She ends up becoming one for Devious.
Zs'Skayr
- Actually a Doombot: Azmuth surmises that since an Ectonurite's consciousness is contained in even the smallest sample of their DNA, the Zs'Skayr that escaped from the Omnitrix is actually just a copy of the original that was created from his collected DNA. That also means the original is still out there somewhere.
- Disc-One Final Boss: Flash was warned about him by his future self at the start of Season 4, hinting that he'll be the main antagonist of the season. However, he is dealt with in the same chapter he appears with a third of the season remaining, leaving the villains that have teamed up and their mysterious benefactor as the true main threat.
- Enemy Without: Just like with Ben, he was originally the Ghostfreak transformation in Flash's Omnitrix, until he escaped. As he explained though, since Flash originally unlocked him due to a glitch in the Omnitrix, it allowed him to escape much faster instead of spending months breaking down the mental barrier.
- Evil Costume Switch: Just like in canon, after he escapes from the Omnitrix and reveals his true evil nature, he reveals his true form by tearing off his skin, revealing his horrifying form underneath.
- Fight Off the Kryptonite: With the knowledge that he is vulnerable to direct sunlight, Azmuth creates a UV cage to trap him, modifying it so he can't escape even when intangible. However, instead of accepting defeat like this, Zs'Skayr manages to force his claws through the cage, even as they are burning, and destroys a projector, causing the cage to shut down.
- We Will Meet Again: As he is destroyed by the harsh sunlight in the Sarahara Desert, he vows to Flash he will return.
