History Characters / OfGemstonesAndWatches

* Flanderization: A slight case- accuses Gwen of being a witch due to her study habits.

* [[Characters/GemstonesPlumbersAndHunters Plumbers and Hunters]] [[note]]Max Tennyson, Verdona Tennyson, Anna Dombrowski, Sienna Khan, [[/note]]
* [[Characters/GemstonesVillains Vilgax, Salem and Others]]

* [[Characters/GemstonesHeroes Zeta Squad and RWBY]]
* [[Characters/GemstonesPlumbersAndHunters Plumbers and Hunters]]

* [[Characters/AlbedoAliens Albedo Aliens and Ultimates]]

* [[Characters/AntitrixAliens {{AntiTrix}} Aliens]]

Characters for ''Fanfic/{{Of GemstonesAndWatches}}''. Most characters are derived from ''WesternAnimation/Ben10'' or ''WebAnimation/{{RWBY}}'', but there are some original characters spliced in there.

* [[Characters/AntitrixAliens Antitrix Aliens]]

Characters for ''Fanfic/Of Gemstones and Watches''. Most characters are derived from ''WesternAnimation/Ben10'' or ''WebAnimation/{{RWBY}}'', but there are some original characters spliced in there.

Characters for ''Fanfic/Of Gemstones and Watches''. Most characters are derived from ''WesternAnimation/Ben10'' or ''WebAnimation/RWBY'', but there are some original characters spliced in there.

* [[Characters/GemstonesOmnitrixAliens]]
* [[Characters/AntitrixAliens]]
* [[Characters/AlbedoAliens]]

[[foldercontrol]]
!!MainCharacters

[[folder:Benjamin Kirby "Ben" Tennyson]]
!!Ben Tennyson
Initially a regular ten-year-old kid, Ben Tennyson happened to accidentally stumble upon the Omnitrix, a powerful watch-like alien device, which promptly attached to his wrist. After discovering that it allows him to turn into various alien creatures, each with their own set of powers, he quickly takes advantage of the situation by becoming a Super Hero, dealing with various human, alien, and supernatural threats.
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[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/bennyboy10.PNG]]
* AdaptationalBadass: In the original canon, Ben's fighting style was focused almost entirely around his aliens. Here, he [[IKnowMaddenKombat incorporates his soccer skills into his combat style as a human]]. When he fights with Cardin as a human in chapter 39, he ''destroys'' the jerk. He also gets his Aura unlocked by Maria in chapter 44, though it's apparently on Kylie's level compared to Ruby's due to his Osmosian genetics from his grandmother.
* AdaptationalNiceGuy: Ben's nicer because its Ruby and he wants to be friends with her, and because Gwen isn't around to atagonize him, this makes Ben nicer all around.
* AdaptationalIntelligence: Without Gwen around, Ben's natural intelligence shines more often. Like, he still makes mistakes and acts like the 10 year old he is, but he isn't the "dummy" he's occasionally portrayed in canon.
* {{Adorkable}}: The boy definitely has his moments.
* AscendedFanboy: He was a big fan of superheroes as a whole long before he became one himself.
* BerserkButton: Trying to hurt any innocent people. [[LetsGetDangerous Then he will get serious and beat the crap out of you]].
* BrilliantButLazy: It's hinted several times that Ben is smarter than his attitude would suggest; he has been shown to adapt when the Omnitrix gives him the wrong alien, and can get an extremely good grade when he is working seriously at school...it's just that he's not engaged.
* CantHoldHisLiquor: He gets drunk fairly easily.
* CharacterDevelopment: Come the time skip, Ben is more mature and serious compared to how he was back when he was a kid.
* ChronicHeroSyndrome: Ben was still all about being a hero and is willing to do anything to help others.
* DestructiveSavior: Ben tends to cause massive destruction anytime he practices his super-heroics.
* DeadpanSnarker: Enjoys a good bit of banter with his enemies and is kinda snarky after getting a lot of confidence.
* DidntThinkThisThrough: A notable character trait of him at first, something that many enemies took advantage of.
* EveryoneCanSeeIt: His attraction to an older Ruby.
** Kevin later asks him, ''very'' bluntly, why they ''aren't'' dating yet.
* GeniusBruiser: Relatively, and surprisingly for an IdiotHero. He frequently manages feats of startling intelligence.
* HenshinHero: Completed with a green flash and a TransformationSequence for each alien form.
* HowDoIShotWeb?: Ben initially had a hard time learning how to use the Omnitrix by his own, even causing his first transformation by accident.
* JumpedAtTheCall: Ben ''loves'' possessing the Omnitrix and acting as a hero, both because of the thrill of adventure and because [[ChronicHeroSyndrome it allows him to help people]].
* Keet: He is typically depicted as skinnier than average, fairly hyperactive kid when younger.
* KidHero: Chapters 1-24.
* LethalChef: He grew out of it, but he once destroyed the Rustbucket's kitchen when trying to make mac and cheese.
* LivingLegend: Gradually becomes this over the course of the series.
* IKnowMaddenKombat: Chapter 39 reveals that, in this universe, Ben ''can'' fight without his aliens if need be, when undercover at Beacon, during a spar with Cardin where he can't use his aliens, he ''destroys'' the jerk, much to Ruby's surprise, using his soccer skills and a soccer-ball sized projectile.
* IShallTauntYou: He quips more than Spider-Man.
* MadeOfIron: Even taking his armor into consideration, it's noted that he's surprisingly tough for an Aura-lacking human.
* Mouthy Kid
* NiceGuy: Apart from being a jerk sometimes, he's kind, forgiving, and can be polite to everyone even though sometimes people get on his bad side.
* NinjaPirateRobotZombie: He is a Kid Super Hero capable of Voluntary Shapeshifting into various Aliens.
* OfficialCouple: With [[spoiler: Ruby, in the future]].
* OlderAndWiser: Significantly smarter and wiser than his 10 years old counterpart. He is still a kid at heart, but he actually listens to advice, accepts others' help, and thinks before acting.
* OneManArmy: Ben can only use one form at the time, but since most of his aliens are more than powerful enough to deal with entire armies it still counts.
* ScreamsLikeaLittleGirl: He occasionally does this. Best example is when Ruby brings up a peacock in "Ultimate Assassin".
* SecretIdentity: Very few people know about Ben's ability to transform.
* SuperHero: He is very insistent on being referred to as such.
* SuperpowerLottery: The Omnitrix provides Ben with the following abilities:
** VoluntaryShapeshifting/ComboPlatter owers: His main ability provided by the Omnitrix is to turn into various alien creatures, each one with its own set of powers. He started out limited to ten forms (hence his surname), only to get more and more as the story goes on. By now, he is assumed to possess more than fifty forms.
** MultiformBalance: With over 1,000,000 potential aliens with various powers, he could handle any imaginable situation.
* TrademarkFavoriteFood: As a teenager, he has a fondness for smoothies and to a minor extent chili fries.
* TrueCompanions: Ruby, Kevin, Gwen, Max, Ceres, Kylie, Rook, Weiss, Blake and Yang.
* WakeUpGoToSchoolSaveTheWorld: Ben is still in school during the story.
* WhyDidItHaveToBeSnakes: Had a fear of clowns when he was younger.
* WouldHitAGirl: Goes all out against Yang.
[[/folder]]

[[folder:Ruby Rose]]
!!Ruby Rose
Ruby is Ben's best friend. Ruby is a cheerful, idealistic young girl who always dreamed of becoming a Huntress to help people. However, she is a little socially awkward and somewhat fixated on her weapon, Crescent Rose. She is partnered with Weiss, and is the leader of Team RWBY.
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[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/ruby.PNG]]
* AbsurdlySharpBlade: Crescent Rose can effortlessly cleave through trees, but Grimm can require additional effort if they're larger and more powerful.
* AceCustom: Ruby designed Crescent Rose all by herself.
* AdaptationalVillainy: InUniverse, she's cast as the basis of the "Red Queen", the villain of the cartoon starring Ben's alien forms.
* {{Adorkable}}: She's shy, bubbly, and energetic. She also gushes over Ben’s aliens forms. A lot. She calls Echo Echo a cutie at one point.
* AlliterativeName: '''R'''uby '''R'''ose.
* AmbiguouslyBi: We know from the Ben 10k chapter that she's attracted to guys, but she's also rather taken with Ceres when they meet for the first time.
* AnchoredAttackStance: Because of Crescent Rose's intense recoil, Ruby Sword Plants the blade to keep her aim steady when she's using it as a sniper rifle.
* AudibleSharpness: Crescent Rose literally hums as it slices through the air.
* TheBabyOfTheBunch: The youngest of the team (being 2 years younger than the rest) and acts like a spirited and somewhat naive young girl.
* BadassAdorable: She slays monsters with a smile on her face.
* BadassBandolier: Her belt stores the bullets for her sniper scythe. Which she can wield one-handed and which is twice her size.
* BadassCape: Dons a red cape in her usual huntress outfit.
* BFG: When her weapon is in rifle form, the gun alone is almost as long as her body. When the weapon transforms into a scythe, it unfolds to its full length; the blade alone is the same height as her, the handle is at least half as long again, and she can still use it as a gun.
* BladeonaStick: The scythe blade can be realigned to sit straighter along the end of the handle thus extending its reach by making it into a War Scythe.
* BlowYouAway: Ruby can use her Semblance to whip up a wind so powerful it can pin people to wall.
* ClarkKentOutfit: According to her during a spar with Rook, she's actually ''ripped'' underneath her clothes.
* CleavageWindow: Her future outfit has one. Ben sweats upon seeing it.
* CompanionCube: Ruby is very affectionate towards Crescent Rose, calling it her sweetheart and gently caressing it while it's in hand when she isn't using it as a weapon.
* CuteBruiser: She can casually sling Crescent Rose around even though it's as long as she is tall when fully extended.
** She threw a guy through a window when she was 10. ‘’’10!’’’
* DramaticGunCock: Crescent Rose seems to cock solely for intimidation factor, seeing as it's a bolt-action rifle which has enough technological advancements to transform into a functional scythe.
* EverythingsBetterwithSpinning: She does a lot of spins with the scythe (often aided by Recoil Boost), and with a weapon that massive with that design, it works pretty well.
* FlowerMotifs: Is heavily associated with roses. Her semblance leaves rose petals when she uses her superspeed.
* FragileSpeedster: She can't really take a hit. Hitting her on the other hand, is another story altogether.
* FriendlySniper: Her primary WeaponOfChoice is, in her own words, a "customizable high-impact sniper rifle", and she's a very cheerful GenkiGirl.
* GenreSavvy: Has her moments.
* GenerationXerox: Almost a carbon copy of her mother.
* GradeSkipper: Ozpin let Ruby attend Beacon two years before she'd normally be able to, making her 15 when compared to her 17-year-old classmates.
* TheIdealist: Much like canon, she looks for the best in people.
* InnocentGrayEyes: Ruby has uniquely silver eyes among the cast and is a Wide-Eyed Idealist who wants to protect others from the Grimm.
* TheLeader: Of team RWBY.
* LikeMotherLikeDaughter: Ruby has been shown to be a lot like her mother Summer Rose.
* KidHero: Chapters 1-24.
* MiniDressOfPower: Her outfit is actually a one-piece, surprisingly. She's also a young capable fighter with lots of potential.
* MissingMom: Her mom died when she was young.
* MulticoloredHair: Ruby's hair is black with red accents... or the other way around.
* NiceGirl: Very kind and warm-hearted.
* NoSell: [[spoiler: Zs'Skayr tries to possess her, but her Aura being active keeps her from getting inside her]].
* SomethingAboutARose: She leaves rose petals in her wake while she's dashing around with her Semblance. Her last name is also Rose.
* SuperSpeed: Her semblance lets her move at hyper-sonic speeds for short bursts.
* TrueCompanions: Ben, Kevin, Gwen, Max, Ceres, Kylie, Rook, Weiss, Blake and Yang.
* WeaponTwirling: Spins her scythe around when she's reloading it.
* WomenAreWiser: Subverted. Her cheerful and excited demeanor make her prone to reckless decisions that her more level-headed compatriots might not make, like rushing ahead during certain exercises and getting blasted for her troubles.
[[/folder]]

[[folder:Max Tennyson]]
!!Max Tennyson
Ben's and Gwen's Grandfather, as well as probably the most badass human being in the plumbers. A former member of a government organisation known as the Plumbers, Max Tennyson serves to Ben and Ruby as a Mentor and ReasonableAuthorityFigure.
[[quoteright:192:https://static.tvtropes.org/pmwiki/pub/images/Ben_10_Max_Tennyson_2827.jpg]]
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* TheAce: To the Plumbers, he is a legend because he was one of the best.
* {{Adorkable}}: Back when he went on his first date with Verdona, he managed to hit this trope.
* AdultsAreUseless: Averted. He has the experience, the tools, and the ability to take down villains with or without Ben or Ruby's help. He knows about the Omnitrix from the beginning, does his
best to help, and, when informed by his grandchildren about aliens or other weird phenomenons, believes them.
* AnArmAndALeg: [[spoiler: Has his arm ripped off by Dr. Viktor]].
* BadassInCharge: The Magister in charge of Earth and is one of the toughest Plumbers in the job.
* BadassNormal: No powers? No problem.
* BigGood: A Grand Magister of the Plumbers and presumably he's the one in charge of the branch on Earth.
* CoolCar: The Rustbucket.
* CoolOldGuy: Aging clearly didn't weaken him that much.
* CrouchingMoronHiddenBadass: Few people would expect this old, slightly obese, cheerful LethalChef to be by far one of the most competent Plumbers ever.
* DeadPartner: Devin Levin.
* GoOutWithASmile: [[spoiler: Max's death at the hands of Viktor has him imagine a better version of his death.]]
* HappilyMarried: Still married to Verdona in this continuity.
* LethalChef: To everyone BUT the aliens, apparently.
* TheMentor: Ben and Ruby's biggest inspiration.
* MentorOccupationalHazard: He fits the role of the old guard mentor figure for TheHero who ''appears'' to die later on.
* TheMenInBlack: The Plumbers
* UncertainDoom: [[spoiler: It's unclear if he was killed or just sent to the Null Void]].

[[/folder]]

[[folder: Kevin Levin]]
!!Kevin Levin
Kevin was originally a street troublemaker kid with the ability to absorb energy, who got regularly bullied and abused by his step father. He accidentally absorbed energy from the Omnitrix, causing him to mimic Ben's shapeshifting powers. He became the "Batman" to Ben's "Superman", before getting roped in with the wrong crowd and decided to work to redeem himself.
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[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/kevin_1.PNG]]
* AntiHero: Originally one in the earlier chapters.
* TheAtoner: He officially becomes this after realizing how much his mental state is messed up after getting chased by bounty hunters.
* BodyHorror: Suffers from this 3 times in the series; first time was having the [=AntiTrix=] grow out of his skin, second was his mutation, and third was from his growing allergy to the [=AntiTrix=].
* BrattyHalfPint: As a child. He used his powers to intimidate others.
* CompositeCharacter: With his Prime and Reboot counterparts.
* DeadpanSnarker: Usually regarding a mission he is unhappy with, or an undesirable outcome.
* DisappearedDad: Devin Levin.
* EnergyAbsorption: As usual.
* GentleGiant: He's by far the tallest of the group, but by the time he's a teen, he's seen to be kind.
* JerkwithaHeartofGold: He tries to keep up his ruffian attitude, but he has genuinely changed and is now a force for good.
* LongHairedPrettyBoy: His hair reaches his shoulders.
* LoveableRogue
* SuperPowerLottery:
** EnergyAbsorption: His original power.
** ComboPlatterPowers: Absorbing energy from an alien will cause him to gain some of the alien's characteristics and powers. When absorbing energy directly from the Omnitrix, he will eventually turn into a monstrous, chaotic amalgam of several aliens. Eventually, this led to the creation of the [=AntiTrix=].
* TallDarkAndHandsome
* TallDarkAndSnarky
* TeensAreMonsters: Inverted, he was evil as a child, but turned good after becoming a teenager.
[[/folder]]

[[folder: Weiss Schnee]]
!!Weiss Schnee
The frosty heiress to the Schnee Dust Company. Elegant, self-assured, and determined to prove herself, she's cold...but also has a soft side to her. Her weapon is Myrtenaster, a "Multi-Action Dust Rapier" loaded with Dust cartridges that is both a deadly melee weapon and an effective conduit for her Semblance.
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* AdaptationalNiceGuy: Weiss is much more nicer than in canon, ''especially'' since she's seen tolerating Ben.
* AmbiguouslyGay: Weiss has been shown to have a tiny crush on Ceres.
** Her relation with Kylie borders on this.
* AppliedPhlebotinum: While it's implied that all the weapons use Dust, Myrtenaster, being a "Multi Action Dust Rapier", uses a lot of it, which makes sense considering her connections.
* CurtainsMatchtheWindows: She has light blue hair with Icy Blue Eyes.
* DanceBattler: Weiss's moves are poised and graceful like she's ballet dancing or figure skating, even while she's gliding across the floor at high speed. Her dance-like motions are actually intentional as they're required to utilize her Semblance.
* DefrostingIceQueen
* DuelingScar: Has a small thin one over her left eye.
* ElementalEyeColours: Her piercing, icy blue eyes fit well with her ice powers.
* FashionableAsymmetry: She ties her ponytail to the right as her way of rebelling against her parents.
* GirlyBruiser: Wears a "combat skirt" and heels into combat and will gladly destroy cultists with no problem whatsoever.
* GoodScarsEvilScars: Her Dueling Scar is a small pale line over her eye which is easy to ignore when looking at her.
* GrumpyBear: Downplayed, but she can be a grump from time to time.
* AnIcePerson: Especially with her sword's blue setting — it's one of her magic types, and the most prominent.
* IcyBlueEyes
* ImplausibleHairColour: Only member of team RWBY to invoke this because of her white hair.
* JerkWithAHeartOfGold: Despite her rudeness, she's very polite to Kylie.
* MagicKnight: She can use a variety of elemental and supportive abilities with her use of Dust and Glyphs on top of using her sword to cut apart Grimm with speed and grace.
* OnlySaneMan: She stays grounded even when those around her are spiraling into insanity.
* RapunzelHair
* RelatedInTheAdaptation: Ironwood is her stepfather in this universe.
* TeensAreShort: Weiss is just 5'3''.
[[/folder]]

[[folder: Blake Belladonna]]
!!Blake Belladonna
A quiet and secretive young woman who loves books. She is secretly a cat Faunus and also Yang's partner.
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* ActionBomb: She can detonate her clones with fire dust.
* AlliterativeName: Her first and last name both start with "B".
* AnimalEaredHeadband: The bow she wears on her head is designed to invoke this, giving the illusion of cat ears while hiding her real ones.
* AnimalStereotypes: She's a cat Faunus and her favorite food is fish.
* BadassBookworm: As an outside huntress, Blake already has a wealth of combat experience that gives her a leg up above her peers. She also loves reading literature in her free time.
* BizarreAlienBiology: As a cat Faunus, Blake has a pair of Human ears and a pair of cat ears on her head.
* CombatPragmatist: She prefers to get the jump on her foes and take them down stealthily from behind, slowly moving through enemy ranks until no one is left standing.
* CombatStilettos: Blake's fighting style is highly mobile and acrobatic even though she runs around in high heels.
* DopplegangerAttack: Played with. Blake's Semblance can create shadow clones to distract opponents and take attacks for her, but she can't actually manipulate them in any way.
* DualWielding: Blake can wield her Gambol Shroud this way, holding the main body with one hand and the sheath (which also possesses a cleaver-like cutting edge) in the other.
* HideYourOtherness: As a Faunus, Blake is terrified of being outed because of the torment she would get from people like Cardin, a notorious racist.
* LittleBitBeastly: She's a cat Faunus, giving her cat-like ears on top of her head that she hides with a bow. She also has some cat-like behaviors
* InTheBack: She tends to take down her foes from behind rather than trying to take them in a straight fight.
* MeaningfulName:
** "Blake" is derived from two Old English words that mean "black" and "pale" respectively, reflecting her black and white color motif.
** To "gambol" is to run or jump around playfully while "shroud" means to hide or conceal something. The chaotic and mutable nature of her use of Gambol Shroud as a gun, sword, and kusarigama as well as her ninja-like combat style make the name a fitting a choice for her.
* MixAndMatchWeapon: The Gambol Shroud is a katana attached to a machine pistol. Because it's also tied to a ribbon, she can use it as a kusarigama as well. Even the sheath is able to be used as a cleaver.
* {{Ninja}}: She prefers to knock out people from behind before vanishing back into the shadows. She also makes shadow clones and is one of the best at sneaking around and gathering information.
* SignatureHeadgear: She wears a bow to hide her cat ears.
* SuperSenses: Like all Faunus, Blake has night vision.
* TrademarkFavoriteFood: Fish.
[[/folder]]

[[folder: Yang Xiao Long]]
!!Yang Xiao Long
Ruby's older half-sister, Yang is a fiery young woman who wants to become a Huntress in search of adventure and excitement. A skilled brawler with a powerful Semblance, her passion for fighting is only matched by her flirtatiousness, confidence, and her penchant for cracking lame puns.
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[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/exw4ikbwoammmnf.jpg]]
* TheAce: An expert in battle and incredibly smart and beautiful.
* AdaptationalBadass: Yang managed to go toe to toe with both Fourarms and Cannonbolt, aliens who have taken down giant robots and survived re-entry into Earth...and win!
* AmazonianBeauty: Yang's beauty is on par with Ceres.
* BareYourMidriff: Her outfit leaves her navel exposed.
* BigSisterInstinct: Yang is protective of Ruby, but less so than canon.
* BoisterousBruiser: Yang knows she has the skills to pay the bills and is happy to let everyone know it.
* BoobsOfSteel: She has the biggest bust out of any of her teammates.
* BoxingBattler: She primarily relies on boxing-style attacks in conjunction with the Ember Celica to deal punishing amounts of damage at point-blank range. She also integrates aspects of kickboxing when her fists aren't enough.
* BruiserWithASoftCenter: Yang hits hard and fast in a fight and doesn't like to pull punches, but she's warm and friendly to those close to her and downright motherly to her sister.
* CleavageWindow: As her art shows, her outfit leaves her bosom exposed for all to see.
* CoolBigSis: Yang is motherly and doting on Ruby, always rushing to her defense and wants the world to know how awesome she is.
* IncendiaryExponent: Fire swirls around her while her Semblance is active and she prefers fire Dust rounds for Ember Celica.
* {{Leitmotif}}: [[https://www.youtube.com/watch?v=jYlQF39LBi4 "I Burn"]], an IAmGreatSong that represents Yang's confidence in herself and her belief that she's unstoppable if she puts her mind to something.
* MadeOfIron: She can shrug off punches from Fourarms and Cannonbolt.
* MissingMom: Yang's birth mother, Raven, took off when she was young. Her stepmother, Summer, died when she was young as well.
* MixAndMatchWeapon: Ember Celica is part shotgun, part PowerFist.
* MsFanservice: She's the biggest source of eye candy amongst the girls, given her generous bust, exposed legs, flowing hair, and provocative outfit.
* ParentalAbandonment: Both of her mother figures, Raven and Summer, vanished on her. Raven disappeared shortly after Yang was born, while Summer went missing on a mission.
* ParentalNeglect: Yang had to pick up the pieces and take care of Ruby while her father Taiyang became emotionally withdrawn after Raven's and Summer's disappearances.
* ProudBeauty: Yang is happy to show off her good looks and glamorous figure.
* PungeonMaster: Yang has a penchant for coming up with awful puns in every situation, light-hearted or serious.
* RapunzelHair: Yang's hair reaches down to her butt and she's very proud of how voluminous it is.
* RecoilBoost: Yang actively uses the Ember Celica's shotgun rounds for this when she isn't firing them at her opponents, guiding her trajectory in midair and allowing her to quickly close the distance for elbow strikes.
* RedEyesTakeWarning: Her lilac eyes turn blood red when she's truly angry or when she activates her Semblance.
* SuperMode: After Yang takes enough damage, she can activate her Semblance to dish out twice the damage she took. It also makes her significantly faster.
[[/folder]]

[[folder: Kylie Dombrowski]]
!!Kylie Dombrowski
Kylie is a Huntress turned Plumber, and a member of the Zeta Squad. She's known for her gun wielding skills, empathy and humor. She is also an Osmosian, like her adopted brother.
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[[quoteright:316:https://static.tvtropes.org/pmwiki/pub/images/kylie.PNG]]
* AmbiguouslyGay: It's hinted that she has feelings for Weiss that are more than platonic.
** She outright asks if Min can sleep with her.
* BadassAdorable: She takes a more supportive role in combat situations, usually by providing gun fire.
* BewareTheNiceOnes: Can be ''vicious'' on the battlefield.
* Beware the Silly Ones: Oh yes. Her scenes are usually comical, but she literally shoots MULTIPLE bullets through Hawlett's head.
* BreakTheCutie: Hawlett exposes her to a terrifying vision with his powers.
* ChildhoodFriends: She's best friends with Weiss.
* CuteBruiser: Kylie has proven time and time again to be adorable...and also VERY violent on the battlefield, having used her gas mask to crack Fistrick's glass window and [[spoiler: riddled a man with bullets]].
* CutenessProximity: She finds Echo Echo ''adorable.'' Ben gives her pictures of the alien as a birthday present, and when Weiss is turned into a member of Echo Echo's species by Animo's ray, Kylie is cuddling her like a living teddy bear until she returns to normal.
* DarkAndTroubledPast: [[spoiler: What she sees when Lord Haslett uses his fear powers on her is what appears to be a flashback to her birth family ''being brutally murdered while she watched'']].
** In a group therapy session, she reveals that she was the youngest child of a family of overachievers, and developed StepfordSmiler tendencies, faking being perfect, studying and doing things she hated for their attention, as they loved the false her for her achievements and not her personality, and she ran away at least once. [[spoiler:Then Grimm came to her town, and a Seamstress Grimm, which drains the energy from their prey slaughtered her family, with Kylie managing to escape to a library, where she was rescued by Anna and Sienna]].
* FightingFromTheInside: Her Aura isn't strong enough to keep Zs'Skayr out of her body, but she manages to maintain some control over her body, which she uses to slap herself in the face.
* GenkiGirl: Kylie is a very sociable person, having arranged the cabin idea and always happy to go somewhere.
* TheGunslinger: Kylie's main weapon.
* KnockoutGas: She can produce this type of gas.
* MixedAncestry: Casually mentions that she's half-Filipino in a group therapy session.
* OlderThanTheyLook: Her petiteness means that people tend to be thrown by the fact that she's ''older'' than Kevin.
* OddFriendship: With Weiss. As cute as it is, there's a lot of questions to be asked about HOW they became friends.
* StepfordSmiler: Weiss wonders if Kylie falls under this, as she's shown smiling off such a traumatic event the next day.
** She was definitely this in the past as a way of dealing with her overachiever biological family, of whom she was the youngest, describing it as an "autopilot" that studied words she didn't know and did things that she hated.
* TenderTears: Sheds some when Max dies.
* TraumaButton: Whatever happened when she was young, Hawlett certainly pressed it.
* TeensAreShort: Kylie is the shortest member of the Zeta Squad.
[[/folder]]

[[folder: Rook Blonko]]
!!Rook Blonko
A Revonnahgander from Revonnah recently integrated in the Plumbers. A skilled, if inexperienced Plumber. Despite being an alien, he possess no special powers, instead relying on his skills, training, intelligence and a device called the Proto-tool that can transform into various weapons and equipment.
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[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/rook.PNG]]
* {{Adorkable}}: While he is an impressively effective fighter, he is socially awkward due to his lack of knowledge of Earth's customs and not understanding sarcasm.
* ArcherArchetype: One of his weapons.
* BadassNormal: Unlike most alien species in the series, he lacks any ability that could be considered a super-power by human standards, and relies solely on his tech and Plumber training. Doesn't stop him from kicking ass.
* BewareTheNiceOnes: He's very polite and VERY skilled at combat.
* BowAndSwordInAccord: The ProtoTool has both these options.
* CharacterTics: Rook does not speak with contractions.
* TheComicallySerious: Rook usually deadpans most of his funny lines and playful teasing.
* CombatPragmatist: Takes this role from time to time.
* DitzyGenius: It comes from naivete rather than any actual ditziness.
* DoesNotUnderstandSarcasm
* KnightInShiningArmor: Rather chivalrous in nature.
* LastNameBasis: Rook is the family name--''Blonko'' is actually his first name.
* LiteralMinded
* MundaneMadeAwesome: His powers are pretty basic, but the tools make it fun.
[[/folder]]

[[folder: Ceres North]]
!!Ceres North
The leader of the Zeta Squad, Ceres was meant to be a mechanic/scientist for the base, but had to babysit her team instead. Though don't let her fool you, she gets involved in all the shenanigans willingly.
----
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/exw4ikbxyaem2m4.jpg]]
* TheAce: She's drop-dead gorgeous and a skilled warrior.
* ActionGirl: Ceres is one of the best fighters in her team.
* {{Main/Adorkable}}: As tough looking as she is, she asks to see the Crescent Rose and gushes about it with Ruby.
* AmazonianBeauty: Is both highly muscular and highly attractive.
* BadassGay: Well, Badass bisexual. Is a GeniusBruiser who has a girlfriend.
* BadassBaritone: Her voice is actually quite deep, but that's expected given her appearance.
* BigBrotherMentor: To the Zeta Squad.
* ChildSoldier: Was implied to be one.
* ContraltoOfDanger: It's noted in her debut chapter that her voice is rather deep for a teenage girl.
* DarkAndTroubledPast: In Chapter 27, it's heavily implied that Ceres is a former Child Soldier, whose government and Max's higher-ups basically forced into the Zeta Squadron leadership position when she thought that she was just going for her mechanical engineering degree.
* EvenTheGirlsWantHer: Ceres's Amazonian Beauty looks have apparently gotten the attention of both Ruby and Weiss, and Rook outright says that everyone in Zeta Squadron, which would include Kylie, has feelings for her. Later, a female Plumber outright says that Ceres makes her question her sexuality.
* HotBlooded: She can be this from time to time.
* AFatherToHisMen: Deeply cares for the Zeta Squadron members under her command, working herself into exhaustion to try and help Kevin when he falls ill, for instance.
* GeniusBruiser: Both physically strong ''and'' highly intelligent.
* PlayingWithFire: Has pyrokinetic abilities. It apparently has to do with [[ThePowerOfTheSun sunlight literally running through her]], which [[spoiler: keeps Zs'Skayr from even trying to possess her.]]
* StatuesqueStunner: She stands at six-feet-tall, much taller than any of her teammates.
* SugarAndIcePersonality: Aloof and stoic on the surface. In reality, she's a dork.
* WomenAreWiser: She's one of the smartest members of the team.
[[/folder]]

[[folder: Doppler]]
!!Doppler
Doppler is a "vaccine" created by Ceres, Ari and Lev in order to keep Kevin alive. He can absorb and use the powers of his host.
----
[[quoteright:216:https://static.tvtropes.org/pmwiki/pub/images/little_shit.png]]
* AdaptationNameChange: From Skurd to Doppler, as the co-author thought Skurd was a "gross" name.
* AdaptationOriginConnection: Doppler was made to help keep Kevin alive when his body and the Anti Trix start rejecting each other.
* ArmCannon: He manifests powers by either growing an extra arm or forming one from another alien form over an existing one.
* EquippableAlly: His usual method of helping in a fight is to make a weapon from one of Kevin's aliens.
* FusionDance: Of the composite type; on his own initiative he can [[MixAndMatchCritters mix and match]] the limbs of Kevin's alien forms.
* GentlemanSnarker: He speaks in a very classy manner and tone.
[[/folder]]

[[folder: Ari Caro]]
[[quoteright:278:https://static.tvtropes.org/pmwiki/pub/images/s_7.PNG]]
An Archemedian nurse at the Bellwood base, and Ceres' girlfriend.
-----
* BadassAdorable: Ari can casually wrestle an Appoplexian and look cute doing so.
* BadassGay
* BattleCouple: With Ceres.
* DanceBattler: Does a lot of leg work with her fighting.
* JerkWithAHeartofGold: She's a bit bitchy and her bedside manner needs work, but she loves her friends and Ceres and takes the hippocratic oath very seriously.
* PlayingWithFire: As an Archemedian, Ari can freely manipulate violet flames.
* TeensAreShort: Ari is one of the shortest members of the group, much to her annoyance.
[[/folder]]

[[folder: Lev]]
[[quoteright:227:https://static.tvtropes.org/pmwiki/pub/images/sd.PNG]]
A chaotic Archemedian that works at the Plumbers as Cyber Security.
-----
* ActionFashionista: Kicks ass and looks fantastic doing so.
* ArtificialLimbs: Has prosthetic legs.
* [[https://tvtropes.org/pmwiki/pmwiki.php/main/asexuality#:~:text=to%20be%20expressed.-,Advertisement%3A,part%20of%20a%20Chastity%20Couple Asexual]]: Confirmed by author.
* ChaoticNeutral: He loves chaos but he's mainly out of the action.
* CoincidenceMagnet: Appeared randomly at Beacon during Duped, all because he heard Ben was getting sloshed.
* JerkWithAHeartofGold: He's chaotic by nature and acts like he doesn't care, but he actually cares A LOT.
* PlayfulHacker: His main job with the Plumbers is cyber security and hacking and code breaking.
* PlayingWithFire: A natural ability as an Archemedian.
* StrongFamilyResemblance: Although he and Ceres aren't related by blood, he's often mistaken for her twin because of people assuming this trope.
[[/folder]]

[[folder: Min]]
A chaos demon Gwen accidentally summoned when trying to contact Max's spirit. Like Gwen, she uses magic. She also possesses probability manipulation.
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/bastard_min.PNG]]
----
* AdaptationPersonalityChange: According to author Transwiththeplans, Min was originally a character in another story, and was written in a more somber tone. Here? She's a bastard and she ''knows'' it.
* BizarreTasteInFood: Her diet consists of blood, because she has to remain on Earth.
* NobleDemon: A heroic example; she came to Earth to assist Ben, since she was writing Max's 'story'.
* OurDemonsAreDifferent: Min comes from a dimension similar to Ledgerdomain- they write the fate of people throughout the multiverse.
* SupernaturalGoldEyes: Something Gwen lampshades mentally about her at one point.
* WindsofDestinyChange: Her ability to change the probability of things.
[[/folder]]

!!Bellwood

[[folder: Gwen Tennyson]]
Ben's uptight and somewhat conservative cousin. She's more of an outsider to the alien life, moreso than Ben or Ruby.
-----
[[quoteright:320:https://static.tvtropes.org/pmwiki/pub/images/gwen.PNG]]
* ActionGirl: Even before she gained powers of her own, she could kick butt.
* AcademicAthlete
* AdaptationalSuperpowerChange: Gwen gains her powers from the Follies of Bezel, not Anodite heritage.
* DemotedToExtra: Gwen doesn't play much of a big role in this series, not even appearing as a part of the Zeta Squad. Chapter 34 explains that she's too busy with school and her magic studies to consider being a Plumber at the moment, in addition to living farther away than her canon self did.
[[/folder]]

[[folder:Carl and Sandra Tennyson]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/5a1c4774b3b43c2557a245f705b66a314419443e_hq.jpg]]
Ben's parents, who are very much open to whatever life throws at them.
-----
* {{Adorkable}}: For Carl; Is deep into geek culture, as he references Series/GameOfThrones at some point.
* DotingParent: Both tend to do this, but Sandra arguably takes it a bit further.
* HappilyMarried
* LockedOutOfTheLoop: Subverted. Not only are they aware of the alien shenanigans in the family, but they don’t even bat an eye when Ben reverts back to human in front of them.
* ShoutOut: To Leslie Knope and Ben Wyatt of Series/ParksAndRecreation.
[[/folder]]

[[folder:Verdona Tennyson]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/verdona.png]]
Ben and Gwen's grandmother, and a Plumber much like her husband.
-----
* AdaptationalJobChange: Magistrata of the Plumbers.
* AdaptationalSuperpowerChange: Verdona is now an Osmosian, not an Anodite.
* HappilyMarried: To Max Tennyson.
* NeverMessWithGranny: Literally; she is an actual grandmother, yet was able to handle Kevin in a fight.
[[/folder]]

[[folder: Anna Dombrowski]]
[[quoteright:240:https://static.tvtropes.org/pmwiki/pub/images/commission_new_rosie_fin.png]]
A Plumber / Huntress and adoptive mother of Kylie and Kevin. Anna's weapon is her Osmosian side, which allows her to control paper.
-----
* ActionMom: She raises two kids back home, and can slice through thousands of vines in a second with her paper.
* GoodParents: Anna and Sienna put Kevin through therapy and visited him weekly as he recovered.
* PaperMaster: Her powers.
* TheRival: With Glynda Goodwitch, starting around Ben and Ruby's age involving an incident involving unfairly critiqued writing. She then channeled that spite into her writing and wrote a bestseller, and every book she's published since then has ''also'' been a bestseller, which she rubs into Glynda's face whenever she can.
* ShoutOut: To Yomiko Readman from {{Anime/Read or Die}}.
[[/folder]]

[[folder:Sienna Khan]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/siennaaaart.jpg]]
Anna's wife and the other adoptive mother of Kylie and Kevin.
-----
* AdaptationalNiceGuy: Sienna left this universe's version of the White Fang when Ghira stepped down, and joined the Plumbers with a number of other defectors, instead of leading the more extremist version of the group.
* GoodParents: Anna and Sienna put Kevin through therapy and visited him weekly as he recovered.
[[/folder]]

!!Hunters and Huntresses

[[folder:Taiyang Xiao Long]]
Ruby and Yang's father, and probably the best dad in series.
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/taiyang_xiao_long_rwby.png]]
-----
* AwesomeMcCoolName: Taiyang can be translated as ''Sun''. His full name is translated as Sun Dragon.
* BruiserWithASoftCenter: The man who taught Yang her brutal, bare-knuckled fighting style, is built like a brick house, is at least as skilled as his daughter Yang, has a tattoo on one arm and a scarf tied around the other. He's also a great father!
* CartwrightCurse: Both of his relationships with his daughters' mothers ended with his significant other either vanishing or dying.
* EccentricMentor: While he's a bit of a nut, he's also an excellent teacher to Yang.
* HeroicBSOD: Losing his first love and then Summer, his second wife, caused him to "shut down" as Yang described it for an unknown period of time- long enough that Yang effectively had to take over in raising Ruby. Thankfully it seems that he's recovered, and Yang doesn't hold a grudge in the present day.
* MeaningfulName: One translation of "Taiyang" is "Yang Senior". His eldest daughter is one of the show's main characters and is introduced to the audience long before he is introduced. Her name is Yang.
* OverprotectiveDad: In a way.
* ParentalNeglect: According to Yang, Taiyang 'shut down' and was so busy at Signal that Yang had to raise Ruby for an unspecified amount of time. At some time he did return to being their father, but Yang is still carrying the psychological scars from that time.
* PermaStubble: Much like Qrow, Taiyang has a stubble on his face, and like Qrow, was clean-shaven in the picture of team STRQ. Unlike Qrow, whose stubble makes up part of his lack of concern for appearance, Taiyang's is meant to give him a definite fatherly image.
* VisualPun: He's a very good father, who clearly loves and worries about his daughters and has a tattoo of a spiked heart on his arm. He has his heart on his sleeve.
[[/folder]]

[[folder: Summer Rose]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/rwby_summerrose_vol_6.png]]
Ruby and Yang's late mother. She was a huntress, and the leader of team STRQ. [[spoiler: Unlike canon, she's alive- but just barely.]]
-----
* ActionMom: She and Taiyang were both huntsmen; even when he was a teacher, she went out on active assignments.
* GoodParents: Ruby describes her as a "Super-Mom" and mentions that she baked cookies in addition to hunting monsters, and the entire family was devastated when she didn't return from the mission she was on.
* MissingMom: She often went on Huntress missions that took her away from home until, one day, she never returned. Ruby visits her cliff-top grave whenever she can.
* NotQuiteDead: [[spoiler: Revealed in Chapter 48 that she IS alive...just a captive prisoner of Salem.]]

[[/folder]]

[[folder: Qrow Branwen]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/vol4op_00013_9.png]]
An ex-teacher of Ruby's at Signal Academy who taught her how to use her Scythe. He is also Ruby and Yang's uncle. He studied at Beacon as a member of Team STRQ, and by present-day is Ozpin's informant in the wilderness. He also hates Ben. That really isn't important to know, but he just wants to make that known.
-----
* TheAlcoholic: Ben notes he smells of booze.
* AnimalThemeNaming: Like Raven, he's named after corvids.
* BFS: Harbinger is a huge sword that is almost as tall as he is. It can transform into both a gun and a scythe. The "sword" is actually the scythe's entire blade; when unfolded with the long handle that comes with a scythe form, the weapon is bigger than Qrow.
* BrutalHonesty: He doesn't hold back his opinons.
* BunnyEarsLawyer: While some characters consider him to be badass, he's...drunk. Like, almost all the time.
* ClockPunk: Between the blade and handle of Qrow's weapon is a circular mechanism containing visible gears. The gears allow the handle to rotate at angles to the blade, allowing it to activate its sword, gun or scythe formations. The gears audibly whir whenever the weapon changes form, standing out against the more modern revolving chambers and transformation mechanisms of other weapons in the series.
* CoolUncle: He was the teammate of Ruby and Yang's father, and also of the two women who became their mothers, so they both call him "uncle".
* DirtyOldMan: At least in appearance.
* FunctionalAddict: His alcoholism doesn't seem to dull his abilities as a professional Huntsman all that much. He can fight with the best huntsmen, is quick on the uptake and perceptive. Aside from the occasional bout of severe drinking where he ends up insensible, most of the time he acts like he isn't drunk beyond a slight slur to his speech.
[[/folder]]

[[folder: Raven Branwen]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/raven_branwen_profile.png]]
Yang's missing mother who appears to Ben in a side chapter.
-----
* AdaptationalNiceGuy: Seems to be a little bit nicer in this version, as she confirms everything Ruby said about Summer was true.
* AnimalMotif: Like her brother, named after a bird.
* {{BFS}}: Her katana can extend to become as long as she is tall.
[[/folder]]

[[folder: Professor Ozpin]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/ozpin_vol_6_2.png]]
The headmaster of Beacon Academy, Ozpin is also the leader of a secret international group of huntsmen who protect the world from hidden and dangerous threats. Ozpin uses his cane, named The Long Memory, like a rapier when he fights, making blisteringly quick strikes.
-----
* BigGood: As Beacon headmaster, he oversees the training of the next generation of fighters.
* ClockTower: Beacon Academy's tallest tower and his office, with the clock's face acting as a large window.
[[/folder]]

[[folder: Glynda Goodwitch]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/glynda_goodwitch.png]]
A Huntress and teacher of Beacon Academy that comes to Ruby's rescue in the first episode. A member of Ozpin's secret circle, Glynda fights with a riding crop named Disciplinarian and her Semblance "Telekinesis", which allows her to move objects with her mind and even fix objects that have been broken, as if she's rolling back the clock to a pre-broken state.
-----
* AlliterativeName: An imperfect example as Glynda Goodwitch only produces the same sound when the first name is spoken in a clumsy fashion.
* ArchEnemy: To Anna, apparently. Someone insulted the others writing. In spite, Anna went on to become a best selling author. There's still some very noticable sparks in the air when they meet.
* BadassCape: In opposition to the rest of her attire, Goodwitch wears a black cape with purple lining.
* CleavageWindow: Due to her high collar, she possesses a very centralized opening in her blouse that exposes some of her cleavage.
* DeadpanSnarker: Her prim and proper exterior is complimented by her incredibly sharp wit, often snarking at her hyperactive students.
* GoodIsNotNice: Glynda is a heroine, and a professional Huntress, but she has no qualms criticizing her students if they behave badly.
* WhipItGood: Glynda carries a riding crop which acts as both a wand and a means to intimidate her listeners when she needs to punctuate her words for emphasis. Coupled with her messy bun, glasses, stern demeanour, cleavage-exposing pencil-thin dress and knee-high boots, her appearance carries a dominatrix overtone.
[[/folder]]

[[folder: Cardin Winchester]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/cardin_winchester.png]]
-----
The leader of team CRDL and a massive asshole.
* BreakTheHaughty: Ben gives him a CurbStompBattle - once as Diamondhead, the other as a human.
* TheBully: This to Velvet Scareletina.
* FantasticRacism: Guilty of this to Velvet.
* HavingABlast: He can generates what's essentially a wave of explosions by slamming his mace on the ground.
* SmugSnake: Acts like a tough guy when he feels safe, torments other students and makes their lives as miserable as possible just for fun.
* SoreLoser: Still seems to have it out for Ben 6 years after their first sparing match.
* WhyDidItHavetoBeSnakes: Seems to ave a Diamondhead phobia, Velvet is able to intimidate him easily with obvious holograms of said alien.
[[/folder]]

[[folder: Velvet Scarletina]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/velvet_scarlatina.png]]
A rabbit Faunus attending Beacon Academy who dabbles in photography.
* TheDogBitesBack: Intimidates Cardin into submission with Diamondhead holograms after he insults her again, then takes a photo of his frightened state for good measure.
-----
[[/folder]]

[[folder:Penny Poledina]]
[[quoteright:225:https://static.tvtropes.org/pmwiki/pub/images/penny_profilepic_2.png]]
A very odd girl that from Atlas. Penny is a participant in the Vytal Festival tournament and a friend of Ruby's.
-----
* {{Adorkable}}: Her first appearance is too cute.
* {{Catchphrase}}: "Sal-u-tations!"
* StrongerThanTheyLook: Ben notes she has an iron grip when they shake hands.
* YouthfulFreckles: On her cute little face.
[[/folder]]

[[folder: James Ironwood]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/5054982_6039022823_wood.png]]
A General in Atlas's military and headmaster of their Huntsman academy, he has a long history with both Ozpin and Glynda. He's also connected to Penny. Ironwood fights with two simple black and white revolvers, the white one called Due Process, to devastating effect.
-----
* AdaptationOriginConnection: Step father to Weiss in this universe.
* TheBrigadier: Is amicable with Ozpin, and is concerned enough about his students' safety to bring some military forces to protect them.
* Determinator: Ironwood is noted for being a man who never gives up pursuing his vision of how people should be protected.
* ReasonableAuthorityFigure: Invokes this just by appearance.
[[/folder]]

[[folder:Winter Schnee]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/winter_jenkins_schnee.png]]
Weiss's older sister, and the direct subordinate of general Ironwood in the Atlesian military. Cold and aloof, but not above showing concern for Weiss's well-being. She briefly visits Beacon Academy to oversee the transport of additional Atlas security units.
-----
* CoolBigSis: Weiss is of this opinion, and while Winter can be a bit cold she certainly cares about her sister's personal wellbeing more than anything else.
* IcyBlueEyes: To a greater degree than Weiss.
* JerkWithAHeartOfGold: Even though Winter is a bit callous and aloof, she deeply loves Weiss.
* NumberTwo: Winter functions as Ironwood's right-hand woman.
* PeekABangs: She has a long fringe that sweeps down the right side of her face partially obscuring her right eye.
* PrimAndProperBun: She wears a high bun that is very slightly offset to her left. She's a high-ranking member in the Atlesian military and a stern and professional woman who carries herself with dignity and elegance.
[[/folder]]

[[folder:Six]]
[[quoteright:302:https://static.tvtropes.org/pmwiki/pub/images/aa42fa22a7afcd2c49814f1dbab46244.gif]]
Highly skilled in every form of combat and trained in methods of intrigue, Six is the ultimate bodyguard to Ironwood. His stoic nature and lightning-fast mind have made him a prized operative.
-----
* AmbiguouslyBrown: Six is Chinese, but the average viewer didn't really get that impression.
* BadassInANiceSuit: Never seen without his trademark green suit and tie.
* BadassNormal: He's a normal human.
* BodyguardingABadass: This to Ironwood.
* CoolSword: He has two retractable katanas.
* DualWielding: He dual wields his swords.
* JerkWithAHeartOfGold: He's incredibly distant, but he's a drinking buddy of Qrow.
* TheLancer: To Ironwood.
* LightningBruiser: Ridiculously tough and one of the fastest combatants.
* TheMenInBlack: He has the look and the attitude down. Think Agent K with two fold-out swords.
* TallDarkAndSnarky
[[/folder]]

!!The Omnitrix aliens

!!Original 10
[[folder: Heatblast]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/1_6.PNG]]
Heatblast's DNA was sampled from a Pyronite, a race of magma-based aliens from Pyros.
-----
* AnIcePerson: Temporarily, when Ben catches a cold and it spreads to his alien forms.
* ConvectionSchmonvection: This alien is from, and is in essence, '''a walking talking sun.''' Nobody is harmed or complains about the heat from being in close proximity to him.
* ElementalAbsorption: He can absorb fire.
* ElementalPowers: Pyrokinesis.
* {{Flight}}: Via propulsion, like the canonical version.
* JackOfAllStats: He can hit, possesses acceptable durability, flies with limited capabilities and can blast fire.
* LivingLava: He is literally this.
* PlayingWithFire: Naturally.
* WeaksauceWeakness: Subverted. Just pouring or spraying water on him isn't gonna kill him.
[[/folder]]
[[folder: Echo Echo]]
[[quoteright:203:https://static.tvtropes.org/pmwiki/pub/images/2_01.PNG]]
Echo Echo was sampled from a Sonorisian from Sonorisia.
-----
* AdaptationalEarlyAppearance: Appears several years before his canon self did.
* DoppelgangerAttack: His secondary form of attack.
* EvolutionPowerUp: Psyphon blowing him up managed to free up his true form.
* MakeMeWannaShout: Is able to make more concentrated bursts of sound thanks to being able to duplicate.
* MesACrowd: Is able to duplicate, making him very useful.
* PoweredArmor: He (and other Sonorosians) are made of living sound waves so they wear containment suits.
* RoboSpeak: Sounds like a speech synthesizer.
[[/folder]]
[[folder: Diamondhead]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/3_3.PNG]]
Diamondhead's DNA was sampled from a Petrosapien, a race of green aliens comprised entirely of a diamond-like organic structure from planet Petropia.
-----
* BadassBaritone: Regardless of voice actor, Diamondhead always has an awesomely deep voice.
* BladeBelowTheShoulder: Not naturally, but he can shape his hands into ones.
* GemstoneAssault: Can shoot out a barrage of crystals from his body, almost going into Earthbender territory with his crystals as well.
* GlassCannon: Literally, though in a technical point of view, it's averted; Diamondhead actually is one of Ben's most durable aliens, as his crystal skin is extremely durable and he can regenerate his limbs.
* HealingFactor: His ability to shape himself gives him a ''very'' limited self-healing ability.
* PowerCrystal: A living one at that.
* ShapeshifterWeapon: He has entire control over his physiology, allowing him to shapeshift his arms into blades, project crystal shards and many other uses.
* SuperStrength: Is VERY strong.
[[/folder]]
[[folder:XLR8]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/4_0.PNG]]
XLR8's DNA was sampled from a Kineceleran, an incredibly fast moving species from planet Kinet.
-----
* CoolHelmet: It has a retractable visor that protects his eyes while he's moving at high speeds.
* EverythingsBetterWithDinosaurs: Looks like an armored velociraptor with wheels as his feet.
* FragileSpeedster: He is physically frail and will usually fall after the first punch. Still, he runs so fast you can barely ''see'' him most of the time, so punching him even once is in itself an accomplishment.
* SuperSpeed: Is Ben's fastest alien.
[[/folder]]
[[folder:Spidermonkey]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/8_8.PNG]]
Spider-Monkey was sampled from an Arachnichimp, a species of sentient monkey-like aliens with arachnoid features from Arachscimia.
-----
* AdaptationalEarlyAppearance: Appears several years before his canon self did.
* EverythingsBetterWithMonkeys: Even alien ones.
* MultiArmedAndDangerous: Spidermonkey has four arms.
* ShoutOut: To Franchise/SpiderMan.
* WallCrawl: Shares this power with the Webhead he's based on.
[[/folder]]
[[folder:Eatle]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/5.PNG]]
Eatle is the Omnitrix's DNA sample of an Oryctini from the planet Coleop Terra.
-----
* AdaptationalEarlyAppearance: Appears several years before his canon self did.
* BigCreepyCrawlies: Looks like a giant rhinoceros beetle.
* HornAttack: His horn can shoot energy beams after eating something.
* MightyGlacier: He is significantly taller, bigger and stronger than most of Ben’s aliens.
[[/folder]]
[[folder:Astrodactyl]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/6.PNG]]
Astrodactyl is the Omnitrix's DNA sample of an Vytyerdacty from the planet Vaxsuaria.
-----
* AdaptationalEarlyAppearance: Appears several years before his canon self did.
* BreathWeapon: He can fire energy beams out of his beak.
%%* {{Flight}}
* FlyingFirepower: Literally; His propulsion can be used for [[WeaponizedExhaust attack purposes]].
* EnergyWeapon: His signature attack.
* PteroSoarer: He looks like a vaguely humanoid pterosaur.
* StarPower: He has some kind of internalized star power, that he can use as propulsion and different forms of weapons.
* SuperSpeed: He's incredibly fast, due to his wings and star energy.
[[/folder]]
[[folder:Upgrade]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/9_7.PNG]]
Upgrade's DNA was sampled from a Galvanic Mechamorph, a bio-mechanical race.
-----
* BlobMonster: Of the "liquid metal" variety.
* ConfusionFu[=/=]MightyGlacier: He's the latter when he's just Upgrade and the former when... everything else.
* ExpressiveMask: Well, "eye". It's the only way to tell if Ben's angry or glaring.
* EyeBeam: Though it took Ben time to figure out, Upgrade can, even when not fusing with machines, shoot a plasma beam from his single eye.
* FusionDance: With machines, technically.
* RubberMan: Can stretch his limbs and body at will, being a liquid metal.
* ShapeShifting: He can reshape his body, stretching out to act as a parachute while falling, or projecting spikes to attack opponents.
* TheSmartGuy: The main appeal Upgrade seems to be brains over brawns, as he can merge with technology and use it to fight for him.
* {{Technopath}}: He can take over any machine by fusing with it, upgrading it (hence his name) to incredible levels in the process. But it has limits; if the machine is sentient, it can struggle with the possession and get free.
* TronLines: Galvanic Mechamorphs as a species have these, and they do well to add extra [[RuleOfCool awesomeness]] to whatever tech they fuse with.
[[/folder]]
[[folder:Ghostfreak]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/10.PNG]]
Ghostfreak's DNA was sampled from an Ectonurite, a race of incorporeal ghost-like aliens from Anur Phaetos.
-----
* AndIMustScream: Unlike other species sampled for the Omnitrix, even the smallest sample of DNA contains an Ectonurite's consciousness. A copy of Zs'Skayr's consciousness was subsequently trapped inside the Omnitrix and ''fully aware the entire time''. His fight with Zombozo showed signs of Zs'Skayr taking over.
* BadassBoast: To Zombozo in "Last Laugh".
* CombatTentacles: His tendrils are strong enough to hold Vilgax.
* ConfusionFu: It's hard to figure out where he going to come at you from if he makes effective use of his invisibility.
* CreepyGood[=/=]DarkIsNotEvil: Ben can get ''very'' creepy when he turns into Ghostfreak, but he remains a good guy... [[EnemyWithout as long as Zs'Skayr doesn't take over.]]
* EyesDoNotBelongThere: Can move his eye around his body while in his second skin. Without it his eye is stuck in place because his head is a skull.
* HorrifyingTheHorror: Ben managed to scare the crap out of ''[[MonsterClown Zombozo]]'' just by using this form.
* IntangibleMan: He wouldn't be called ''Ghost''freak if he didn't have these powers. Though there are chemicals that can neutralize this ability.
* OurGhostsAreDifferent: They are a species of aliens from a mysterious sector called Anur Phaetos, are connected through a Hive Mind that can manifest through even the slightest sample of their DNA, and are Weakened by the Light. They can, however, wear a second skin to protect them from it, at the cost of weakening most of their powers. Said skin give them their ghost-like appearance, but behind it, they look like creatures with black-and-white tentacles writhing everywhere, an upside-down cyclopean skull and large claws.
* WeakenedByTheLight: Though Ghostfreak wears a second skin that protects him from such a weakness.
[[/folder]]
[[folder:Water Hazard]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/7_5.PNG]]
Water Hazard was sampled from an Cascan from Cascareau.
-----
* AdaptationSpeciesChange: From Orishan to Cascan.
* AdaptationalEarlyAppearance: Appears several years before his canon self did.
* JackOfAllStats: Good defense, good offense and good range.
%%* LightningBruiser
* MakingASplash: Can shoot water, absorb it and such.
* NighInvulnerability: Not Ben's most resilient alien, but his exoskeleton still offers him quite an impressive durability.
* StarfishAlien: He is some kind of giant vaguely anthropomorphic crustacean.
* SuperNotDrowningSkills: Used literally in “Big Fat Alien Wedding”.
[[/folder]]


!!Later Aliens
[[folder:Cannonbolt]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/1_34.PNG]]
Cannonbolt's DNA was sampled from a Arburian Pelarota.
-----
* EverythingsBetterWithSpinning: Though it's a forward thrust thing, not just in place like a top.
* GrievousHarmWithABody: Namely, his own.
* HeartIsAnAwesomePower: His sole power is to curl up into a ball and throw himself at the enemy in {{Rolling Attack}}s. Sounds pretty lame, right? Well, not so much when your body possesses a shell that can resist ''atmospheric re-entry''.
* HyperDestructiveBouncingBall: One of his main attacks is bouncing around wildly like a pinball.
* RollingAttack: His main thing is rolling around.
[[/folder]]
[[folder:Wildvine]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/2_74.PNG]]
Wildvine's DNA was sampled from a Florauna, a race of sentient plants from planet Flors Verdance.
-----
* CombatTentacles: He can uses his arms as this.
* {{Cyclops}}: He has a single large eye.
* GreenThumb: He could merge with plant life and also spawn it.
* PlantAliens: Based on a Venus fly trap.
* RubberMan: His vines can elongate to great lengths.
* SwissArmyWeapon: His seeds can be used as bombs, knockout gas grenades, or grow more vines.
* TunnelKing: Thanks to his roots, he is capable of digging at high speeds and move underground.
[[/folder]]
[[folder:Slapback]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/3_4.PNG]]
Slapback is the Omnitrix's DNA sample of an Ekoplektoid from the planet Ekoplekton.
-----
* AsteroidsMonster: His basic power set is that every time his back is struck he becomes two doubles who are half the size but twice the weight, strength and durability.
* BigOlEyebrows: Which appear to be made of metal.
* MadeOfIron: He literally looks to be so and is quite durable. This only goes up the more he multiplies.
* PintSizedPowerhouse: At four copies he's basically a bunch of super strong living cannonballs.
* SelfDuplication: Like Echo Echo but with the unique spin that the doubles get smaller but stronger, heavier and more durable. This limits how many he can reasonably make but at the same reduces the risk of copies being harmed.
[[/folder]]
[[folder:Blitzwolfer]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/4_1.PNG]]
Blitzwolfer is the Omnitrix's DNA sample of a Loboan from Anur Transyl's moon, Luna Lobo, in the Anur System.
-----
* CompositeCharacter: With his prime counterpart and the AntiTrix alien from the Reboot.
* InstantArmor: He can cover his fur and teeth at will with metal that seems to come out from nowhere.
* MakeMeWannaShout: His roar is powerful enough to crack concrete.
* SuperStrength
* SuperToughness: With his InstantArmor on.
[[/folder]]
[[folder:Alien X]]
[[quoteright:317:https://static.tvtropes.org/pmwiki/pub/images/4_03.PNG]]
Ben's strongest transformation known as Alien X. It is a Celestialsapien that hails from the Forge of Creation.
-----
* BrickJoke: His appearance in Chapter 20 was based off a joke a crew member made in passing.
* CelestialBody: He seems to be a living anthropomorphic ''galaxy''.
* RealityWarper: More [[UpToEleven Reality Maker.]] However, Celestialsapiens have laws that dictate what can be done with their powers and when.
* StoryBreakerPower: RealityWarper.
* UnexpectedCharacter: Many readers did not expect to see Alien X in Chapter 20.
[[/folder]]
[[folder:Feedback]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/feedback_art_ov.png]]
Feedback was sampled from a Conductoid from Teslavorr.
-----
* {{Cyclops}}
* EnergyAbsorption: He can absorb energy.
* EnergyWeapon: He can use the energy he absorbs as a weapon.
* FeedItwithFire: When fighting a 12-year-old Ben, Raven uses her Maiden powers to zap him with lightning. Big mistake.
* LightningBruiser: He's pretty fast and agile, and he also packs quite a punch.
[[/folder]]
[[folder:Swampfire]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/5_0.PNG]]
Swampfire was sampled from a Methanosian from planet Methanos.
-----
* ComboPlatterPowers / CompositeCharacter: Combines the powers of Wildvine and Heatblast into a single form.
* ElementalPowers: Both Chlorokinesis and Pyrokinesis, though the latter is limited to expelling it from his palms.
* GreenThumb: In addition to being himself a plant, he can generate a gas that allows him to control plants. If there are no plants in the area, he can also spawn seeds that produce incredibly fast-growing plants.
* GoodThingYouCanHeal: Swampfire managed to survive getting cleaved by Tyrian.
* HealingFactor: He can grow back limbs, his head, and even when he's been cut to pieces.
* LightningBruiser: He is physically yet is as fast and agile as a human being.
%%* PlantAliens
* PlayingWithFire: He can shoot fire and throw fireballs from his hands.
* SuperStrength: Not the strongest alien in Ben's arsenal, but he still has enough physical strength to fight off Tyrian.
* WhipItGood: He can grow vine whips from his hands that have burning tips.
[[/folder]]
[[folder:Rath]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/6_7.PNG]]
Rath's DNA was sampled from an Appoplexian from Appoplexia.
-----
* AbsurdlySharpBlade: He can cut ''an entire giant rock'' in two with just one of his claws.
* BadassBoast: His "Let me tell you something" speeches are intended to be this.
* BloodKnight: He loves violence.
* CatchPhrase: “Lemme tell ya somethin!...”
* DumbMuscle: Ben gets dumber and more aggressive in this form, making it one of his least controllable forms. However, since he usually uses it for heavy combat, he doesn't really mind.
* FullNameBasis: Addresses everyone by their full name and title most if not all of the time, most prominently during his "Lemme tell ya something..." speeches.
* HairTriggerTemper: He's practically this trope personified.
* JerkWithAHeartOfGold: It’s Ben. He’s still in there. Somewhere.
* LargeHam: It wouldn't be Rath without him shouting "LET ME TELL YOU SOMETHING..." and charging ahead with dramatic wrestling moods.
* MaskedLuchador: Rath wears a green luchador outfit.
* MegaNeko: He looks like a big anthro tiger.
* NinjaPirateZombieRobot: An alien who looks like a tiger and fights and acts like a wrestler. That sums him up.
* NoIndoorVoice: This is pretty much his standard way to talk.
* ThirdPersonPerson: Additionally, addresses people by full name or title.
* {{Tsundere}}: It is possibly parodied; he has a soft spot for his friends, but usually blows them off with a "Whatever!"
* WolverineClaws: Except he only has one on each hand.
[[/folder]]
[[folder:Grey Matter]]
[[quoteright:221:https://static.tvtropes.org/pmwiki/pub/images/8_9.PNG]]
Grey Matter is a Galvan from Galvan Prime.
-----
* IncredibleShrinkingMan: Ben goes from whatever size he normally is, to about 6 inches tall.
* LethalJokeCharacter: Compared to most of Ben's other aliens, his powers seems pretty laughable and useless in a fight, but if well-used, he can become extremely useful and deadly.
* ShorterMeansSmarter: The smallest alien in Ben’s arsenal.
* WallCrawl: The mucus his skin secretes allows him to adhere to surfaces to climb them.
[[/folder]]
[[folder:Big Chill]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/9_83.jpg]]
Big Chill was sampled from a Necrofriggian from planet Kylmyys.
-----
* BigCreepyCrawlies: He looks like a giant, vaguely humanoid, skeleton-like moth. Taken UpToEleven in Gemstones.
* BreathWeapon: Ice breathing, to be accurate.
* FlyingFirepower: A flyer with powerful ice breath abilities.
* GhostlyChill: The basis of his powers.
* GlassCannon: His ice powers are extremely powerful and able to defeat much stronger opponents, but his physical structure is relatively weak compared to most of Ben's fight-oriented aliens, making him easy to defeat if you find a way to attack him before he goes intangible (good luck for that though).
* HarmlessFreezing: There seems to be no ill effects from his ice breath.
* AnIcePerson: Though he's primarily used for his ice breath, Big Chill has several methods of freezing opponents including shooting ice beams from his hands, through physical contact and by going intangible.
* IntangibleMan: And can freeze everything he phases through to boot.
* InTheHood: When folded, his wings form like a natural cape and hood, giving him a GrimReaper-esque look.
* OurGhostsAreDifferent: In this case this ghost is a ice-breathing alien bug.
* PungeonMaster: Big Chill loves to make ice puns.
[[/folder]]
[[folder:Brainstorm]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/11.PNG]]
Brainstorm was sampled from a Cerebrocrustacean, a species of sentient, highly intelligent crabs from planet Encephalonus IV.
-----
* AwesomenessByAnalysis: Took down a giant mech with a convoluted plan.
* GeniusDitz: Ben's most intelligent alien...but it’s still Ben.
* MyBrainIsBig: And visible with that.
* SesquipedalianLoquaciousness: Cerebrocrustaceans as a whole seem to instinctively express themselves that way, and Brainstorm is no exception. This actually sometimes become a weakness, as he can distract himself during fights.
* SmartPeopleSpeakTheQueensEnglish: Why else would he have a UsefulNotes/{{British Accent|s}}?
* ShockAndAwe: His brain can generate electric attacks and forcefields by mere thought.
* SuperIntelligence
[[/folder]]
[[folder:Toepick]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/2_14.PNG]]
Toepick is an alien from an unknown planet, probably due to the fact that their planet is horrifying to look at.
-----
* BrownNote: Just seeing his ''face'' inflicts either a terror response, madness, nausea or all three on just about anyone who sees it.
* CreepyGood: He doesn't look scary at first, but the effect of people seeing his face is... disturbing.
* TheDreaded: His literal power when he opens the cage on his head.
* HeartIsAnAwesomePower: Being indescribably hideous turns out to be a rather useful power.
%%* NightmareFace: How he uses this power.
* PleaseKeepYourHatOn: It can be traumatic to others if he takes it off.
[[/folder]]
[[folder:Clockwork]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/dc0lgy0_293c831c_431d_4bd5_aa76_a0d205f911db.png]]
Clockwork was sampled from a Chronosapiens, a species of robot-like aliens with the ability to manipulate time.
-----
* MechanicalLifeForm: Seriously, just look at the picture.
* NeverTheSelvesShallMeet: Rook implies that something bad happens if you make physical contact with one of the images that he conjures of past events, ''especially'' if that image is of you. [[spoiler: Servantis is put into a StableTimeLoop of his interrogation via being forced to make contact with his past image]].
* NonActionGuy: Not really used for combat due to his size.
[[/folder]]
[[folder:Humungousaur]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/9_6.PNG]]
Humungousaur was sampled from a Vauxausaurian from planet Terradino.
-----
* AttackOfThe50FootWhatever: His regular size still goes around a TyrannosaurusRex, and he can grow again to 60 feet.
* TheBigGuy: One of Ben’s largest aliens.
* DisabledInTheAdaptation: Much like his Alien Swarm appearance, Humungousaur is nonverbal.
* EpicFlail: Has a [[BewareMyStingerTail club-tail]], with a mace-like spiked ball.
* EverythingsBetterWithDinosaurs: Shared with XLR8.
* MadeOfIron: Took lasers directly and only staggered.
* MakeMeWannaShout: Hitting something hard enough with his armored tail create a powerful sonic attack.
* SizeShifter: See above.
* SuperStrength
[[/folder]]
[[folder:Bloxx]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/7_6.PNG]]
Bloxx was sampled from a Segmentasapien from Polyominus.
-----
%%* BuiltWithLego: No, really.%%ZCE
%%* DetachmentCombat: See ArmCannon.%%ZCE
* HealingFactor: He can regenerate from nearly any injury.
* MadeOfPlasticine: He kind of needs his HealingFactor when his body shatters so easily.
* OurMonstersAreWeird: Again, he's a gorilla ''made from living LEGO bricks''.
* RubberMan: On account of being able to shapeshift.
* StoneWall: He's almost used entirely for defense, though he has utilized his super strength on occasion.
* SuperStrength: One of his powers.
* VoluntaryShapeshifting: He's basically ComicBook/PlasticMan made out of LEGO bricks.
[[/folder]]
[[folder:Shock Rock]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/12_6.PNG]]
Shock Rock is the Omnitrix's DNA sample of a Fulmini from the planet Fulmas.
-----
* EnergyAbsorption: He can absorb energy and fire it back at his opponents.
* EnergyBeings: Shock-Rock is living electricity with rocky armor.
* PersonOfMassDestruction: One of Ben's most powerful and destructive aliens. The Ben 10k version destroys Animo's HiveMind army with a single move.
* OurWormholesAreDifferent: According to a post on SpaceBattles, Shock Rock can create wormholes.
* ShockAndAwe: He's made of electricity and can use it as a weapon.
* ShapeshifterWeapon: He eventually learns how to shapeshift his arm into a chainsaw.
* ShapingYourAttacks: He can shape his electricity into weaponry.
[[/folder]]
[[folder:Fourarms]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/1_5.PNG]]
Four Arms' DNA was sampled from a Tetramand, powerful 12 foot tall aliens with four arms and armor plated skin from planet Khoros.
-----
* TheBigGuy: The biggest of Ben's aliens.
* DestructiveSavior: He's got super strength, but he's a bit clumsy from time to time.
* InASingleBound: Not one of his main powers, but he can do it.
* ProudWarriorRaceGuy: Not Fourarms himself, but Tetramands as a species are this.
* PunnyName: Forearms = Four Arms = 4 arms
* RedIsHeroic: Red skin and all.
* SuperStrength: His main power.
[[/folder]]
[[folder:Goop]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/10_2.PNG]]
Goop was sampled from a Polymorph from Viscosia.
-----
* AcidAttack: He can turn himself into living acid.
* BlobMonster: He is made of a slimy, liquid substance that requires a UFO-shaped anti-gravity device to move and keep himself together. As a result, he can alter his shape and fly as long as the device isn't damaged or shut down.
* ConfusionFu: His lack of anatomy means he could throw a punch from any part of his body, if he so chose.
* CoveredInGunge: Not him, but others when he takes a hit.
* NighInvulnerability: By way of being made of fluids.
* VoluntaryShapeShifting: To a point. He can flow through any opening his little saucer can get through.
* WeaksauceWeakness: Take away his saucer, and he's immobilized.
[[/folder]]
[[folder:Overflow]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/3_8.PNG]]
Water Hazard was sampled from an Orishan in the Andromeda system.
-----
* MakingASplash: He possesses hydrokinesis.
* NighInvulnerability: His exoskeleton is extremely durable.
* NotQuiteFlight: He can propel himself into the air by blasting the ground. For obvious reasons, this limits his flight ceiling.
* SuperNotDrowningSkills: Can breathe underwater.
[[/folder]]

[[folder:Jury Rigg]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/jury_rigg.png]]
Juryrigg is the Omnitrix's DNA sample of a Planchaküle from the planet Aul-Turrhen.
-----
* EvilCounterpart: Well, not exactly evil, but he is something of a more mischievous version of Grey Matter.
* GeniusDitz: When fixing things rather than breaking them.
* GripingAboutGremlins: Basically an alien version of a Gremlin.
* WalkingTechbane/WalkingTechfix: Yes, both.
[[/folder]]

!![=AntiTrix=] Aliens

[[folder:Hot Shot]]
[[quoteright:211:https://static.tvtropes.org/pmwiki/pub/images/1_7.PNG]]
The [=AntiTrix=] version of Heatblast.
-----
* ElementalAbsorption: He can absorb fire.
* ElementalPowers: Pyrokinesis.
* EvilCounterpart: To Heatblast.
* LivingLava: He is literally this.
* MythologyGag: His facial design resembles the face of his Original Series’ future mutation.
* OneStatToRuleThemAll: His strength and fire output is stronger than Heatblast.
* PlayingWithFire: Naturally.
* WeaksauceWeakness: Subverted. Just pouring or spraying water on him isn't gonna kill him.
[[/folder]]

[[folder: Radiohead]]
[[quoteright:210:https://static.tvtropes.org/pmwiki/pub/images/2_6.PNG]]
The [=AntiTrix=] version of Echo Echo.
-----
* BlindSeer: Uses Echolocation to sense his surroundings.
* DoppelgangerAttack: His secondary form of attack.
* EvilCounterpart: To Echo Echo.
* MakeMeWannaShout: Is able to make more concentrated bursts of sound thanks to being able to duplicate. Unlike his Omnitrix counterpart, however, his soundwaves are lower pitched.
* MesACrowd: Is able to duplicate, making him very useful.
* PoweredArmor: He (and other Sonorosians) are made of living sound waves so they wear containment suits.
* RoboSpeak: Sounds like a speech synthesizer.
[[/folder]]

[[folder: Black Ice]]
[[quoteright:222:https://static.tvtropes.org/pmwiki/pub/images/3_38.PNG]]
The [=AntiTrix=] version of Diamondhead.
-----
* BladeBelowTheShoulder: Not naturally, but he can shape his hands into ones.
* EnergyAbsorption: This power was mentioned in a comparison on [=SpaceBattles=].
* EvilCounterpart: To Diamondhead.
* GemstoneAssault: Can shoot out a barrage of crystals from his body, almost going into Earthbender territory with his crystals as well.
* GlassCannon: Literally, though in a technical point of view, it's averted.
* PowerCrystal: A living one at that.
* ShapeshifterWeapon: He has entire control over his physiology, allowing him to shapeshift his arms into blades, project crystal shards and many other uses.
[[/folder]]

[[folder: Rush]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/unknown1_8.png]]
The [=AntiTrix=] version of XLR8.
-----
* EverythingsBetterWithDinosaurs: Looks like an armored velociraptor with wheels as his feet.
* EvilCounterpart: To XLR8.
* NaturalWeapon: According to a post on the [=SpaceBattles=] thread, he can launch scales from his tail.
* SuperSpeed: Is Kevin’s fastest alien.
[[/folder]]

[[folder: Brass Monkey]]
[[quoteright:304:https://static.tvtropes.org/pmwiki/pub/images/img_20200103_161758.jpg]]
The [=AntiTrix=] version of Spidermonkey.
-----
* BodyHorror: His head is being devoured by a giant spider.
* EverythingsBetterWithMonkeys: Even alien ones.
* EvilCounterpart: To Spidermonkey.
* GiantSpider: His head is nothing but a huge spider, eight legs and all.
* PowerPincers: Brass Monkey has two scorpion like pincers.
[[/folder]]

[[folder: Kevin Eat World]]
[[quoteright:221:https://static.tvtropes.org/pmwiki/pub/images/6_8.PNG]]
The [=AntiTrix=] version of Eatle.
-----
* AbnormalAmmo: He shoots his own teeth as bullets.
* BigCreepyCrawlies: Looks like a giant rhinoceros beetle.
* EvilCounterpart: To Eatle.
* HornAttack: His horn can be used as a lance.
[[/folder]]

[[folder: Aerosmith]]
[[quoteright:214:https://static.tvtropes.org/pmwiki/pub/images/7_4.PNG]]
The [=AntiTrix=] version of Astrodactyl.
-----
%%* {{Flight}}
* FlyingFirepower: Literally; His propulsion can be used for [[WeaponizedExhaust attack purposes]].
* EnergyWeapon: His signature attack.
* EvilCounterpart: To Astrodactyl.
* PteroSoarer: He looks like a vaguely humanoid pterosaur.
* StarPower: He has some kind of internalized star power, that he can use as propulsion and different forms of weapons.
* SuperSpeed: He's incredibly fast, due to his wings and star energy.
[[/folder]]

[[folder: Daft Punk]]
[[quoteright:235:https://static.tvtropes.org/pmwiki/pub/images/8_6.PNG]]
The [=AntiTrix=] version of Upgrade.
-----
* BadassBaritone: Mentioned having a deep voice.
* BlobMonster: Of the "liquid metal" variety.
* EvilCounterpart: To Upgrade.
* FusionDance: With machines, technically.
* RubberMan: Can stretch his limbs and body at will, being a liquid metal.
* ShapeShifting: He can reshape his body, stretching out to act as a parachute while falling, or projecting spikes to attack opponents.
* {{Technopath}}: He can take over any machine by fusing with it, upgrading it (hence his name) to incredible levels in the process. But the mutation has limits; unlike his main counterpart, he can’t take over a machine entirely.
* TronLines: Galvanic Mechamorphs as a species have these, and they do well to add extra [[RuleOfCool awesomeness]] to whatever tech they fuse with.
[[/folder]]

[[folder: Black Parade]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/black_sabbath.png]]
The [=AntiTrix=] version of Ghostfreak.
-----
* CombatTentacles: His tendrils ensnared Ben and Ruby at some point.
* EvilCounterpart: To Ghostfreak.
* PoweroftheVoid: He can’t turn intangible; instead he’s able to become a void that consumes everything it comes in contact with.
* WeakenedByTheLight: Contact with light causes him to shrivel up.
[[/folder]]

[[folder: Black Sea]]
[[quoteright:227:https://static.tvtropes.org/pmwiki/pub/images/10_6.PNG]]
The [=AntiTrix=] version of Water Hazard.
-----
* EvilCounterpart: To Water Hazard.
* MakingASplash: Can shoot water, absorb it and such.
* NighInvulnerability: His exoskeleton still offers him quite an impressive durability.
[[/folder]]

[[folder: Sting]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/unknown2_3.png]]
The [=AntiTrix=] version of Ampfibian and an exclusive Kevin alien.
-----
* CombatTentacles: Six of them, filled with electricity.
* ElectricJellyfish: An anthropomorphic version.
* FragileSpeedster: Has shown that while he’s very fast, he can’t take a hit.
* ShockAndAwe: The way he usually uses his ability.
* ShoutOut: His design is in reference to Lusamine’s Motherbeast form.
[[/folder]]

[[folder: Savage Garden]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/unknown3_5.png]]
The [=AntiTrix=] version of Wildvine.
-----
* AcidAttack: His acid is strong enough to burn Cannonbolt’s shell.
* TheBerserker: Savage Garden is wildly uncontrollable, having his DNA mixed with Vulpimancer DNA.
* EvilCounterpart: To Wildvine.
* GreenThumb: He could merge with plant life and also spawn it.
* ShoutOut: His design is based off the Predaplants archetype from Yugioh.
[[/folder]]

[[folder: Dark Matter]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/dday4pz_f25bd21d_c8a9_4945_abc5_ed0612f03dd2.png]]
The [=AntiTrix=] version of Grey Matter.
-----
* AdaptationalSuperpowerChange: Dark Matter gains invisibility and speed building, instead of crystallizing brain plaque.
* EvilCounterpart: To Grey Matter.
* ShorterMeansSmarter: Averted; Dark Matter is 6 feet tall. Ben calls his form “cursed”.
* WallCrawl: The mucus his skin secretes allows him to adhere to surfaces to climb them.
[[/folder]]

[[folder: Green Day]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/unknown_528.png]]
The [=AntiTrix=] version of Stinkfly, and an exclusive Kevin alien.
-----
* BewareMyStingerTail: He has a bee/scorpion-like stinger that is sharp enough to rip through metal.
* BigCreepyCrawlies: Basically a giant alien fly.
* BreathWeapon: Shoots slime from his mouth and eyes.
* {{Flight}}
[[/folder]]

[[folder: Bashmouth]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/bashmouth_by_echoson_ddapuy2_fullview.png]]
The [=AntiTrix=] version of Blitzwolfer.
-----
* EvilCounterpart: To Blitzwolfer.
* InstantArmor: He can cover his fur and teeth at will with metal that seems to come out from nowhere.
* MakeMeWannaShout: His roar is powerful enough to crack concrete.
* SuperStrength
* SuperToughness: With his InstantArmor on.
[[/folder]]

[[folder: King Crimson]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/vilgax.png]]
The [=AntiTrix=] version of Gax and a formerly exclusive Kevin alien.
-----
* CombatTentacles: His arms can unravel into multiple tentacles.
* EyeBeams: Has powerful eye beams.
* SuperStrength
* UnexpectedCharacter: Many fans did not expect Kevin to have Gax at all.
[[/folder]]

[[folder:Rainbow in the Dark]]
[[quoteright:183:https://static.tvtropes.org/pmwiki/pub/images/capture_335.PNG]]
The [=AntiTrix=] version of Chromastone and an exclusive alien.
-----
* {{Cyclops}}: Has a single eye on his head.
* EnergyAbsorption: His main power allows him to absorb any form of light or energy attack directed at him, then channel it into his own attacks.
* LightEmUp: Though he lacks Diamondhead's GemstoneAssault ability, he trades it for an amplified ability to absorb light and energy in general, channel it inside his body and redirect it as light-based attacks.
* LightningBruiser: He seems to be faster and more agile than Diamondhead, but not as strong and durable.
* PowerCrystal: A living one, much like Diamondhead.
[[/folder]]

[[folder:Smashing Pumpkins]]
[[quoteright:277:https://static.tvtropes.org/pmwiki/pub/images/unknown9.png]]
The [=AntiTrix=] version of Swampfire.
-----
* ElementalPowers: Both Chlorokinesis and Pyrokinesis, though the latter is limited to expelling it from his palms.
* EvilCounterpart: To Swampfire.
* GreenThumb: In addition to being himself a plant, he can generate a gas that allows him to control plants. If there are no plants in the area, he can also spawn seeds that produce incredibly fast-growing plants.
* MadeOfExplodium: Doppler produces some of Smashing Pumpkin’s exploding seeds in a fight with against a possessed Tyrian.
%%* PlantAliens
* PlayingWithFire: He can shoot fire and throw fireballs from his hands.
[[/folder]]

[[folder: Eat the Rich]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/image0_73.jpg]]
The [=AntiTrix=] version of Upchuck.
-----
* BigEater: Consumed thousands of peanuts with no problems.
* BlobMonster: Eat the Rich devours its things to add them to its own biomass.
* ExtremeOmnivore: He can eat ''everything''.
[[/folder]]

[[folder: Brainsick]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/img_20190905_210923.jpg]]
The [=AntiTrix=] version of Brainstorm.
-----
* AwesomenessByAnalysis: Kevin used this form to decipher Ceres’ scribbles and made a cure for Animo’s mutant weapon.
* EvilCounterpart: To Brainstorm.
* MyBrainIsBig: And visible with that.
* PowerPincers: Has multiple pincers that can easily stab a hole in someone’s chest.
[[/folder]]

[[folder:Numb]]
[[quoteright:221:https://static.tvtropes.org/pmwiki/pub/images/numb.PNG]]
The [=AntiTrix=] version of Big Chill.
-----
* BigCreepyCrawlies: Unlike Big Chill, Numb is somewhere between a crab and a spider.
* BreathWeapon: Ice breathing, to be accurate.
* EvilCounterpart: To Big Chill.
* AnIcePerson: His powers are ice manipulation, after all.
[[/folder]]

[[folder: LED Clones]]
[[quoteright:348:https://static.tvtropes.org/pmwiki/pub/images/capture_614.PNG]]
The [=AntiTrix=] version of Slapback.
-----
* AbnormalAmmo: He shoots his own clones.
* AsteroidsMonster: He can shoot smaller, denser clones from himself using the holes on his body.
* BodyHorror: His body has a bunch of holes in it, and inside of them are tiny, heavier clones of himself.
* EvilCounterpart: To Slapback.
[[/folder]]


[[folder: Blink-182]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/unknown_858.png]]
The [=AntiTrix=] version of Eye Guy and exclusive Kevin alien.
-----
* ExtraEyes: Has eyes everywhere.
* EyelessFace: Subverted- the [=AntiTrix=] sample has eyes on his face.
* EyesDoNotBelongThere: He has eyes on his chest, on his limbs, on his torso...
* EyeBeams: Every eye can fire a laser beam. Some eyes have a different type of laser.
* FrickinLaserBeams: Most of his eyes shoot simple energy blasts.
[[/folder]]

!!Albedo's Aliens
[[folder:Fasttrack]]
An exclusive Albedo alien. Fasttrack was sampled from a Citrakayah from the planet Chalybeas.
[[quoteright:186:https://static.tvtropes.org/pmwiki/pub/images/fasttrack.PNG]]
-----
* AdaptationalBadass: Get a big overhaul in terms of ability- with the ability to generate lightning, it gives him a notable niche above XLR8 and Ruby.
* Expy: Basically the Flash.
* LightningBruiser: Both figuratively and literally. Fasttrack has the ability to generate electrity.
* SuperSpeed: Stated to go up to 300 MPH.
* TooFastToStop: Albedo runs straight into a tree in this form.
[[/folder]]

[[folder:Gravattack]]
An exclusive Albedo alien. Sampled from an Galilean from planet Keplorr, Gravattack is a small living planet with the ability to open itself in a more anthropomorphic form.
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/unknown_124.png]]
-----
* GeniusLoci: He may not be as big as an actual planet (though he is still quite tall), but he's been classified as a "living planet," hence his gravity powers.
* GentleGiant: Galileans are well-known for being wise and patient.
* GravityMaster: As a living planet, he has his own orbit that he can manipulate at will, allowing him to control gravity. He can use it both manually, or go in planet mode and cause objects to gravitate around him.
* MightyGlacier: As long as he is not hovering, at least.
* PowerFloats: When in planet form.
* StoryBreakerPower: In the form of gravity manipulation.
[[/folder]]

[[folder:Jetray]]
An exclusive Albedo alien. Jetray was sampled from an Aerophibian from planer Aeropela.
-----
* BatmanCanBreatheInSpace: A natural ability of his species.
* BewareMyStingerTail: Especially when it can shoot neuroshocks.
* EyeBeams: And tail beams, too.
* FasterThanLightTravel
* Flight: His basic power.
* FlyingFirepower: Can fly at high speed. Can also shoot neuroshock blasts from his eyes and tail.
* SuperSpeed: In the skies and underwater, but not on land.
[[/folder]]


!!Villains

!!Vilgax’s Faction
[[folder:Vilgax]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/animorph78c.png]]
Ben Tennyson's ArchEnemy. A dethroned king in search of regaining the glory he once lost.
-----
* ArchEnemy: He is THE '''Archenemy''' of Ben Tennyson.
* BeardOfEvil: His iconic tentacle beard.
* BeingTorturedMakesYouEvil: He's definitely taken a moral downslide after being tortured by the High Override.
* TheDeterminator: Despite being tortured by the Fulmini, he still carries on his mission to save his people.
* DidntSeeThatComing: His biggest flaw.
* EstablishingCharacterMoment: His first appearance is scaring the living hell out of Ben and regenerating the tentacles Diamondhead slashed off.
* FallenHero: Was once a genuinely heroic figure, defending his home planet and having saved Psyphon's whole species from extinction.
* GeniusBruiser: a ManipulativeBastard in a [[TheJuggernaut Juggernaut]]'s body.
* LargeAndInCharge: He has a very tall stature that towers over all humans.
* MadeOfDiamond: He survived a point-blank ''nuclear explosion''.
* MajorInjuryUnderreaction: He doesn't seem to care nor mind when his body is excessively damaged. All he cares about is getting revenge...
* RedEyesTakeWarning: He is the main antagonist of the first and second seasons and has red colored eyes.
* WeCanRebuildHim: Psyphon’s main goal for him in the second season.
[[/folder]]

[[folder: Psyphon]]
[[quoteright:234:https://static.tvtropes.org/pmwiki/pub/images/afuapsyphon_8293.png]]
Vilgax's assistant and lackey. He is a skilled scientist in charge with most of Vilgax's technology.
-----
* AnimalMotifs: His appearance is rather shark-like.
* AvengingTheVillain: His entire goal in the second season.
* BadassBookworm: A genius in technology and science, but also a remarkable fighter when given the chance to prove himself.
* BattleButler: Vilgax's lackey, and while he doesn't fight that often, Awaken shows he’s quite the opponent.
* TheDragon: He claims to have been Vilgax's, but he was more of just a high ranking servant.
* DragonAscendant: Sort of; he doesn't exactly ascend to BigBad status, but he does start his own business independently from Vilgax and becomes Undertown's main crime boss.
* NeckSnap: [[spoiler:Salem kills him this way via a Seer]].
* PowerHigh: When he uses the To’kustar sample on himself in Undertown.
* RedEyesTakeWarning
* SlasherSmile: Quite often due to his shark-like looks.
[[/folder]]

[[folder: Animo]]
One of the few villains in Ben's RoguesGallery to be a human. Dr. Aloysius Animo was once a brilliant veterinary, until he made genetic experiments on animals in the hope of gaining a famous medicine prize. His experiments were judged amoral, and the prize was instead given to another doctor. Unable to stand this, Animo retreated for years and went on in his experiments. Eventually, he ended up developing a device named the Trasmodulator that allowed him to transform animals into giant mutant monsters.
[[quoteright:320:https://static.tvtropes.org/pmwiki/pub/images/Ben_10_xx_-_Animo_2_9896.jpg]]
-----
* AdaptationOriginConnection: Animo was inspired to continue his work when he saw Diamondhead on TV.
* TheBeastmaster: Of his own, he has little to no fighting skills, especially against someone as powerful as Ben or Ruby. But he usually has an entire army of mutated animals at his beck and call, so it doesn't really matter.
* BodyHorror: His experiments certainly give off this horrible vibe.
* CoolOldGuy: Not at Max's level, but he comes close at being an awesome senior citizen.
* DragonAscendant: Manages to become a BigBad in a possible future; he managed to create an entire army of mutated alien hybrids from the [[spoiler:corpse of Kevin Levin]], as well as turn himself into a hivemind using the nanochips.
* DudeWheresMyRespect: The reason behind his StartOfDarkness.
%% "His trademark trait" is not context.
%%* EvilutionaryBiologist:
* FourEyesZeroSoul: When wearing his red glasses.
* GadgeteerGenius: This guy can build a machine to mutate animals and resurrect prehistoric beasts from tools and pieces he got at the local market.
* LargeHam: What did you expect from an egomaniac MadScientist? Naturally, he often gets mocked for this.
* MadScientist: An archetypal example.
* MixAndMatchCritters: All the creatures he creates tend to have shades of this.
* StarterVillain: He was the first proper villain fought by Ben.
* VillainTeamUp: With Psyphon in "Creation" and “Awaken”.
[[/folder]]

[[folder:Khyber the Huntsman]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/khyber_of_predators_and_prey_4png.png]]
An alien EgomaniacHunter sent to hunt down Kevin.
-----
* AdaptationalEarlyAppearance: Appears several years before his canon counterpart.
* AdaptationalSuperpowerChange: Khyber's whistling "gills" cause ear trauma and imbalance.
* AwesomeAussie: He has a thick Australian accent to go along with his hunting persona.
* AffablyEvil: He is quiet and polite in addition to having a sense of honor. However, he will not hesitate to add your head to his trophy collection if you're his prey.
* BadassNormal: Aside from some odd bits of physiology like gills and maybe slight SuperStrength, he has no obvious superpowers.
* {{Expy}}: He's sort of an alien version of [[Franchise/SpiderMan Kraven the Hunter]].
* HuntingTheMostDangerousGame: Hunting the most dangerous game: Kevin Levin.
* IdiotBall: If he didn’t mess around with Ruby, maybe he would’ve won.
* WouldHurtAChild: Has no problem hunting down Kevin or attacking Ruby.
[[/folder]]

[[folder:SixSix]]
[[quoteright:288:https://static.tvtropes.org/pmwiki/pub/images/Sixsix_5420.png]]
An indechiperable alien hunter sent to hunt Kevin.
-----
* ArmCannon: Sixsix’s main weapon.
* BilingualDialogue: When other [[AliensSpeakingEnglish aliens that speak English]] talk to them, they respond in their native language, and the person they talk to can understand what they're saying.
* NightmareFace: Sixsix's face is terrifying to the point where even his own mother might not like it due to his mutations.
* TheUnintelligible: Sixsix’s language is so complex that it cannot be translated with TranslatorMicrobes
* WalkingArmory
* WouldHurtAChild: Has no problem hunting down Kevin.
[[/folder]]

[[folder:Kraab]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/kraab_012.png]]
An alien BountyHunter, first introduced as one of the people sent by Psyphon to get the AntiTrix.
-----
* {{Cyborg}}: The large majority of his body is a mechanical, crab-like shell, but he is at least partially organic.
* GiantEnemyCrab: As suggested by his name, he has a distinct crab-like appearance, completed with a pincer.
* LightIsNotGood: His armor is golden, but he is far from being a good guy.
* TheSmartGuy: Of the team he forms with Sixsix and Khyber.
* WouldHurtAChild: Has no problem hunting down Kevin.
[[/folder]]


!!Culture Of Death
[[folder:Salem]]
!!Salem
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/salem_v7.png]]
Salem leads a campaign to bring about the Huntsmen Academies' downfall from the shadows, commanding the Grimm, Faunus, and humans to enact her will.
-----
* AncientEvil: Salem has worked her evil from the shadows for thousands of years.
* TheChessmaster: Salem's entire methodology revolves around careful manipulation, using pawns to covertly act and cause destruction and chaos, while leaving her motives and even existence nearly impossible to determine.
* ColdBloodedTorture: [[spoiler:Summer Rose]] hurt her somehow, so she captured her and has been torturing her since.
* DissonantSerenity: Talks about her dark designs with her subordinates like a dinner conversationalist would.
* HealingFactor: When Tyrian slashes her in a rage, she barely reacts and just starts healing.
* NotQuiteDead: It was initially implied that she had destroyed herself wiping out magic on Earth, but then [[spoiler: Albedo]] mentions her in the present tense in Chapter 33...
[[/folder]]

[[folder:Cinder Fall]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/cinder_mugshot.png]]
A mysterious and enigmatic woman possessing immense power. Her bewitching appearance belies her affinity for cruelty and causing pain, with her associates tiptoeing around her to avoid her wrath.
-----
* AnOfferYouCantRefuse: She offers to make sure that Emerald and Hope don’t go hungry again.
[[/folder]]

[[folder:Roman Torchwick]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/roman_v1.png]]
A crime lord who tries to make a deal with Fistrick, and an enemy of team RWBY. Roman's weapon, Melodic Cudgel, appears to be an ordinary walking stick, but when activated it raises a crosshair and fires an unstable explosive round resembling a roman candle.
-----
* AdaptationalBadass: The authors give Roman a semblance, akin to Loki- he uses his "silver tongue" to persway others to do his bidding. It apparently has some limitations though, it doesn't work on Fistrick, for starters.
* BadassNormal: Despite having a semblance, it isn't very action oriented. He still can gladly hold his own against others.
* BoomStick: His cane can be used as a gun, with the base of the weapong flipping up to both expose the barrel and act as a targeting sight. When the cane fires, it uses explosive rounds that resemble a Roman Candle in design.
* CaneFu: Roman has designed the cane to function as a gun, complete with the base flipping up to function as a targeting sight. However, the cane can also be used like a fencing sword or a club.
* EvilisHammy: Roman is defined by his over the top personality.
* Guyliner: Roman's visible eye is traced with black eyeliner that contributes to his Pretty Boy looks, which contributes to his Alex Delarge appearance.
* TheNicknamer: Gives Ruby the nickname Red.
[[/folder]]

[[folder: Cassidy]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/img_20191016_205936.jpg]]
A girl from Haven Academy.
-----
* BewareTheNiceOnes: Albedo drops the trope name with her.
* BitchInSheepsClothing: Invokes this to Ruby. [[spoiler: Justified, since she is working with Salem.]]
* CombatPragmatist: Also according to Ruby. She's seen to hold her own against Kevin.
* DarkActionGirl: If she's with Salem, she REALLY invokes this trope.
* JerkWithAHeartOfGold: She seems rather nice to Ben and Penny.
* PetTheDog: Invoked with Ben and Penny.
* StatuesqueStunner: Is six feet tall.
[[/folder]]

[[folder: Charmcaster]]
[[quoteright:337:https://static.tvtropes.org/pmwiki/pub/images/capture_632.PNG]]
At first appearing to be an stranger in a new world, Charmcaster shows her true colors when she attempts to gain the power of Bezel for herself. After her second defeat at the hands of Gwen, Charmcaster joins with Salem in the promise of getting what she wants...
-----
* AntiVillain: A slight variant of Type I (see WorthyOpponent), with shades of Type II.
* BadassGay: With Emerald.
%%* CuteWitch
* DarkMagicalGirl: [[spoiler: A tyrannical being killed her parents and left her lonely and bitter. She seeks revenge on him for his actions.]]
* EvenEvilHasLovedOnes: Emerald.
%%* EvilCounterpart: To Gwen.
%%* JerkWithAHeartOfJerk: As shown by the above.
* LoveMakesYouEvil: Her whole evil motivation is based off [[spoiler:her love for her father]].
%%* MysticalWhiteHair
* TomboyishPonytail: She sports a ponytail.
* WellIntentionedExtremist: Her goals are understandable, but she's willing to do some horrific things to achieve them.
[[/folder]]

[[folder:Emerald]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/emerald_v5.png]]
Often feigning an amicable demeanor, Emerald is a snarky woman who also has a habit of sneakily robbing people when they least expect it. She's a premier stealth fighter, preferring opportunity attacks over straight up confrontations.
-----
* AffablyEvil: Although she is capable of cold, calculating acts of assassination or petty theft, she is generally energetic and quirky.
* BadassGay: With Charmcaster.
* DarkActionGirl: A thief who uses stealth and isn't above employing underhanded tactics to defeat someone.
* EvenEvilHasLovedOnes: Charmcaster.
* MasterofIllusion: Her Semblance, which allows her to project lifelike hallucinations into the minds of others.
[[/folder]]

[[folder:Tyrian]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/tyrian_tipping_point.png]]
One of Salem's associates, a scorpion Faunus, who hunts down Ruby. Tyrian fights with The Queen's Servants, a pair of wrist gauntlets adorned with a pair of machine guns and razor-sharp blades. His Faunus trait - a scorpion tail- is also used in combat and can administer a deadly poison. His Semblance allows him to corrode Aura and bypass it to attack a foe directly.
-----
* AnimalMotifs: Scorpions. He sits in a manner similar to an arachnid, his wrist-blades resemble a scorpion's pincers, and his ponytail looks like a segmented scorpion's tail. Just like his actual tail, which ''is'' a scorpion's tail, complete with stinger.
* ArmCannon: His wrist gauntlets have a pair of machine pistols mounted into each one.
* AssholeVictim: This to Salem- after a "tantrum", Salem sends him to Breach's dollhouse.
* AxCrazy: He's very eager to be given tasks that involve hunting down people.
* BewareMyStingerTail: He sports a scorpion tail with a wicked stinger at the end. However, it gets cut off by Ruby.
* BladeBelowTheShoulder: Tyrian fights with a pair of blades strapped to both forearms, resembling scorpion claws.
* BloodKnight: While he primarily loves killing and maiming, the look on his face whenever he realizes he's faced with a challenge is pure glee.
* CombatSadomasochist: Tyrian enjoys violence and bloodshed and is a brutal fighter.
* EvilIsHammy: He spends much of his dialogue belting out wild peals of laughter, and nearly all of his dialogue is laden with verbose PurpleProse and dramatic gestures. Combined with his extremely expressive face and movements, he dominates most scenes he's in and treats the battlefield like it's an arena for a stage performance.
* TheHyena: He's ''constantly'' laughing and giggling, even in situations where it'd normally be rather inappropriate, such as fighting or normal conversation. It helps to make his character even more unsettling.
* NotMeThisTime: Basically his reaction when Ben asks if [[spoiler: he killed Max]].
* ScaryScorpions: He has a psychopathic interest in attacking people and the opportunity to kill reduces him to fits of laughter. He wears a long plait that takes the shape of a segmented scorpion tail and he sits in a manner similar to a crouching arachnid. When he fights, he uses wrist-blades that resemble a scorpion's pincers. Underneath his duster, he hides a long scorpion tail that looks almost exactly like his plait and reveals that he is a scorpion Faunus. When striking with the stinger, his eyes turn the same deep purple as the poison that's contained inside the stinger.
* SlashedThroat: Left on many of his victims.
* VillainousBreakdown: He does ''not'' his defeat well, going on a murder spree and even attacking ''Salem'' when she tells him to leave her sight.
[[/folder]]

[[folder:Mercury]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/mercury_black_6.png]]
One of Salem's followers. Mercury is a laid-back man who frequently engages in friendly bickering. He fights primarily with his modified greaves named Talaria and has absolute confidence in his combat ability.
-----
* CombatPragmatist: Seen to hold his own against Weiss.
* TalkingToHimself: Invoked with Ben and Albedo, since they share a voice actor.
[[/folder]]

[[folder:Albedo]]
[[quoteright:155:https://static.tvtropes.org/pmwiki/pub/images/shot3.PNG]]
Azmuth's former assistant. A Galvan who made his own Omnitrix and took care of the intergalactic issues Ben couldn't take care of. He's on Earth to "study" why Ben chooses to remain on Earth and not spread out.
-----
* AdaptationalBadass: Albedo is much more equipped to deal with Ben; his forms are "edited" in a sense, with his Humungousaur having his canonical Ultimate's "missile arm".
* AdaptationalNiceGuy: Him wishing to be a peacekeeper while being curious about Ben's choice to stay on earth is very different from his prime counterpart. Also, he's not outright hateful. Cool, calm and collected, and almost resigned to his new base body. He also seems to genuinely be friends with Neo, having apparently learned ASL to communicate with her. Later, he expresses nothing but disgust towards Servantis and his {{hypocrisy}}.
* EveryoneHasStandards: Is disgusted by Servantis's {{hypocritical}} actions, and even interferes with his campaign against Ben against Salem's orders.
* IAmNotLeftHanded: Ben only narrowly won their penultimate fight, and Albedo implies to Neo afterward that he was holding back...
* MookMaker: Can create minions based off of his Ultimate forms.
* TokenGoodTeammate: So far he seems to be one of the most genuinely moral members of Salem's group, even interfering with Servantis's plans against her orders.
* VillainousFriendship: Seems to genuinely be friends with Neo, having even learned ASL to communicate with her.
* WorfHadTheFlu: Part of the reason Albedo did so poorly during his initial fights against the Team RWBY and Zeta Squadron members was because he's more used to fighting aliens in "formulated" attacks, taking advantage of their shared powers and weaknesses. Against humans, with their own fighting styles and weapons, he's less effective, it's noted that he does a lot better against Ben in his alien forms.
[[/folder]]

[[folder:Neo]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/neopolitan_rwby.png]]
An acquaintance of Cinder Fall and bodyguard of Roman Torchwick who first appears when Albedo meets with the team for the first time.
-----
* BadassAdorable: She's short and could kill you.
* CombatStilettos: She doesn't seem hindered by her heels in battle.
* CurtainsMatchtheWindow: Her hair and eyes are multicoloured. The right side of her hair is pink with white streaks and the left side of her hair is brown. Her default eye colour is reversed: the left eye is pink and the right eye is brown. However, she can switch the colours of her eyes at will. Sometimes her eyes perfectly match her hair (left eye brown, right eye pink), sometimes both eyes are pink, or brown, or white. She can even turn her eyes green or purple. However, her default eye colour is always the reverse pink/brown combination of her hair.
* CuteMute: Speaks in ASL.
* DarkActionGirl: If she's with Salem, she REALLY invokes this trope.
* InLoveWithYourCarnage: If she wasn't attracted to Albedo ''before'' he used his Ultimate forms to ''demolish'' some Grimm, she was afterwards.
* SilentSnarker: Her muteness in no way keeps her from snarking at Albedo, especially since they both know ASL.
* VillainousFriendship: Seems to genuinely be friends with Albedo.
[[/folder]]

[[folder:Breach]]
A strange woman that works with Salem. It is unknown what Breach has to gain from this...but it's just creepy to know she's there.
-----
* UnexpectedCharacter: No one expected Breach to show up in the series whatsoever.
[[/folder]]

[[folder:Forever Knight]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/668416de07ceeae7c7116e832990825b75799948r1_1080_598v2_hq.jpg]]
An armor clad stranger that just recently joined Salem. No one knows who he is.
-----
* DarthVaderClone: Invokes this due to his appearance.
* TheFaceless: Hides his face behind a knight mask.
* KnightTemplar: Given, due to his appearance.
* UndyingLoyalty: To Salem.
[[/folder]]

[[folder:Servantis]]
[[quoteright:200:https://static.tvtropes.org/pmwiki/pub/images/human_proctor.png]]
The leader of the Black Ops wing of the Plumbers. He has a deep hatred for Ben Tennyson and his friends, to the point he'll try to discredit him.
-----
* DirtyCoward: He's not just afraid of what Ben could do if he misused his power, he's afraid of what Ben would do to ''him'' in particular.
* GreenEyedMonster: Albedo manages to guess, apparently correctly, that the ''real'' reason that Servantis hates Ben so much is that he's jealous of how close Max was to him.
* {{Hypocrite}}: Albedo calls Servantis out on how, despite his claiming to be motivated by fear of what the supposedly irresponsible Ben could do with the power the Omnitrix gives him, he ''doesn't'' fear Albedo the same way, despite having similar abilities ''and'' Galvan hyper-intelligence, and guesses that the ''real'' reason he hates Ben is because he's jealous of how the boy stole Max's attention away from him.
* MoralMyopia: Servantis claims that Ben is irresponsible with and unworthy of a device as powerful as the Omnitrix, but is willing to use Psyphon's dangerous mutagenic "Crystal Dolphin" drug to take Ben down, which Ben calls him on.
* NeverMyFault: Even after he's captured, Servantis refuses to accept that he could have been wrong about Ben, tries to justify Max's death as necessary, and even tells Ben that he should have helped Vilgax when ''his'' refusal to send Vilgax aid when the Fulmini invaded Vilgax's homeworld led to Vilgax becoming a FallenHero after being tortured by the High Override.
* NotSoWellIntentionedExtremist: Albedo, apparently correctly, manages to guess that the ''real'' reason Servantis hates Ben so much (or at least part of it), even to the point of allying with Salem to take him out and trying to pull a FrameUp, isn't because Ben's irresponsible with his abilities (Albedo even calling Servantis out on the {{hypocrisy}} of how the Rooter doesn't have a problem with ''him'' despite having similar powers to Ben), but because [[GreenEyedMonster he's jealous of how close Max was to Ben]].
* PsychologicalProjection: Azmuth attributes at least part of Servantis's hatred towards Ben to him doing this to the boy. For example, his criticism of not helping Vilgax seems to be drawn from Servantis refusing him Plumber aid when the Fulmini invaded, leading to Vilgax being tortured and becoming a FallenHero.
* SmugSnake: Servantis ''does'' have some legitimate intelligence and powers, but his ego leads him to his defeat. Twice during his plot to FrameUp Ben as dangerous, he has to think fast because he didn't anticipate how much the other Plumbers liked Ben and that they'd be willing to give the boy the benefit of the doubt instead of blindly accepting his "evidence". Then, when he tries to pull his illusion trick on Ben again, he fails because he didn't expect Ben to be able to use Blitzwolfer's nose to find the ''real'' him, and gets tricked into an EngineeredPublicConfession because he takes the time to give Ben a verbal dressing-down, not knowing that he could use the Omnitrix as a communications device to broadcast what he was saying to the rest of the base.
* StableTimeLoop: As punishment for his crimes, Verdona, apparently at Azmuth's suggestion, has Ben use Clockwork to place him in one of his interrogation.
* VillainHasAPoint: Despite being a total {{Hypocrite}}, Azmuth tells him that he was right about one thing, that Ben was never meant to have the Omnitrix, Azmuth had intended it for Max, and it only bonded to Ben because he and Max shared DNA. At the same time though, he counters Servantis's claims that Ben isn't worthy of wielding the device, saying that he would have reclaimed it if that were truly the case.
[[/folder]]

!!Zs’skayr’s Faction
[[folder: Zs'Skayr]]
[[quoteright:240:https://static.tvtropes.org/pmwiki/pub/images/GhostfreatTrue_3548.jpg]]
the EvilOverlord ruler of the system Anur Phaetos, and the Ectonurite who provided the DNA sample for Ben's alien form known as Ghostfreak. Due to his species, the Ectonurites, possessing the ability to retain their consciousness even in the slightest part of their DNA, Zs'Skayr's mind survived inside the Omnitrix. He's teamed with Salem for reasons unknown.
-----
* AbnormalLimbRotationRange: His skull was upside-down.
* AwesomeMcCoolname: His name is a corrupted sounding version of the word "scare.”
* BigBad: Of Season 3.
* TheChessmaster:
** He's revealed to have put a ThanatosGambit intended to resurrect him.
* TheDreaded: Once Zs'Skayr is free from the Omnitrix, ''everyone'' in Zeta Squadron is scared of him, and knowing more about him doesn't make him any ''less'' terrifying.
%%* EvilSoundsRaspy
* EnemyWithout: Started out as one of Ben's aliens, until his consciousness slowly awakened and started to take over Ben's, eventually allowing him to escape the Omnitrix.
* GrandTheftMe: His intention toward Ben, for revenge of being used as a “plaything.”
* NoSell: He can't possess Ben in alien form due to the "hybrid DNA” or hunters due to Aura, at least when they're conscious. Ceres is similarly immune due to her powers, he doesn't even ''try'' to hijack her body.
* OurGhostsAreDifferent: Ectonurites are technically alive, for one thing (though their concept of life is different than that of most sentient beings).
* StayingAlive: Well, he ''is'' a ghost-like alien.
* WeakButSkilled: Not really ''that'' weak, but his weakness to sunlight makes him easier to defeat in a straight fight.
[[/folder]]

[[folder: Lord Haslett]]
A follower of Zs'skayr who stalked the team during a weekend getaway.
-----
* BoomHeadshot: [[spoiler: Kylie]] blasts his skull apart.
* FacialHorror: His face looks like a slasher villains'.
* HoistByHisOwnPetard: [[spoiler: He dies because he rips off Kylie's mask and gives her an ''extra'' potent dose of his fear gas, which causes her to [[BoomHeadshot blast his skull apart]] in reaction to the vision it caused]].
* UnevenHybrid: Believes himself to be part-demon.
* YourWorstNightmare: Breathing the air around him induces horrifying visions of a person's worst fears.
[[/folder]]

[[folder: Elias Victor]]
[[quoteright:282:https://static.tvtropes.org/pmwiki/pub/images/dr__vicktor2_7327.png]]
Zs'skayr's loyalest of followers.
-----
* AdaptationalSpeciesChange: Is a human that Zs'Skayr has enhanced here.
* BloodKnight: Invokes this for what he did to Max.
* DrFakenstein: "Viktor" is a clear reference to Franchise/{{Frankenstein}}'s (the doctor, [[IAmNotShazam not the creature]]) first name.
* HeroKiller: [[spoiler: He either kills Max after ripping his arm off or sends him to the Null Void]].
[[/folder]]

!!Minor Villians
[[folder: Zombozo]]
[[quoteright:304:https://static.tvtropes.org/pmwiki/pub/images/20120324223730Zombozo_2271.jpg]]
A mysterious MonsterClown who used to lead a CircusOfFear, making people laugh so he could use a machine to feed on their happiness while his minions were stealing the city.
-----
* AdaptationalBadass: He gained a monstrous new form, akin to Green Goblin from Spiderverse.
* BodyHorror: Midnight Madness has him look more zombie-like with his body rotting away.
* DarkIsEvil: Commonly dresses in predominantly black attire.
* EmotionEater: As mentioned in his first appearance. He used to have severe depression. He tried making a machine that could control emotions of other people, so they could understand how he felt. It fed off the positive energies of the person, and left them as a husk.
* HumanoidAbomination: He mutates into a horrifying giant in his first appearance against Ben.
* MindRape: Inflicted this to Ben in his first appearance by taking advantage on Ben's [[WhyDidItHaveToBeSnakes fear of clowns]]. [[spoiler:Ben then payed him back using Ghostfreak.]]
[[/folder]]

[[folder: Clancy]]
[[quoteright:288:https://static.tvtropes.org/pmwiki/pub/images/Clancy3_2791.png]]
A mysterious, blue-skinned man with the ability to control arthropods.
-----
* AmazingTechnicolorPopulation: He is ''blue''.
* AntiVillain: Type II in his first appearance; while he was relying on murderous methods, all he wanted was to protect his home.
* BeardOfEvil: Shaped like mandibles, no less.
* TheBeastmaster: He has an empathetic link with arthropods and can use them for fighting purposes.
* InTheHood: His typical attire before his mutation.
* RoaringRampageOfRevenge: He initially was only trying to kill a councilwoman to prevent her from destroying his home. Bad, sure, but not that big of a threat. After Ben destroyed his home, killing many of his insect friends in the process, however, he attempts to nuke the ''whole city'' as a payback.
* VillainousBreakdown: After Ben destroyed his house and killed many of his bugs.
[[/folder]]

[[folder: Steam Smythe]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/steam_7.PNG]]
An old fashioned villain who focused on steampunk. Not so much as a threat than an annoyance, to be honest.
-----
* AlliterativeName: His machines run on steam, and his name is STEAM Smythe.
* BornInTheWrongCentury: As always. The narration describes him as the "baby boomer's baby boomer".
* DoubleStandard: He HATES modern technology, but seeks out the weapons of deceased inventors.
* EvilBrit: Speaks with a British accent.
* NiceHat: Wears a top hat.
* NostalgiaFilter: Stubbornly flaunts the "superiority" of the past over the modern age. He overlooks the fact that all of the famous historical figures whose artifacts he seeks were people considered [[{{Irony}} ahead of their time]] and responsible for pushing their present into the future and thus would never share his sentiments.
* SteamPunk: Pretty much all his weapons and gadgets run on steam.
[[/folder]]

[[folder: Fistrick]]
[[quoteright:256:https://static.tvtropes.org/pmwiki/pub/images/Fisttrick_1595.png]]
A punk criminal in Bellwood. He sells Roman some mechs.
-----
* AffablyEvil: Remarkably friendly for a crook.
* BadassNormal: He's human, yet he's able to hold his own against others.
* ConMan: His job.
* Expy: His design looks a lot like Marvel Comics villain Crossbones.
* GeniusBruiser: Given that he reverse-engineers and mass-produces alien technology, his intelligence must be above average.
* TattooedCrook: Lots of tattoos.
[[/folder]]
----

* Asexual

A chaos demon Gwen accidentally summoned when trying to contact Max's spirit

Ruby and Yang's late mother. She was a huntress, and the leader of team STRQ. [[Spoiler: Unlike canon, she's alive- but just barely.]]

Ruby and Yang's late mother. She was a huntress, and the leader of team STRQ.

The AntiTrix version of Heatblast.

The AntiTrix version of Echo Echo.

The AntiTrix version of Diamondhead.

The AntiTrix version of XLR8.

The AntiTrix version of Spidermonkey.

The AntiTrix version of Eatle.

The AntiTrix version of Astrodactyl.

The AntiTrix version of Upgrade.

The AntiTrix version of Ghostfreak.

The AntiTrix version of Water Hazard.

The AntiTrix version of Ampfibian and an exclusive Kevin alien.

The AntiTrix version of Wildvine.

The AntiTrix version of Grey Matter.

The AntiTrix version of Stinkfly, and an exclusive Kevin alien.

The AntiTrix version of Blitzwolfer.

The AntiTrix version of Gax and a formerly exclusive Kevin alien.

The AntiTrix version of Chromastone and an exclusive alien.

The AntiTrix version of Swampfire.

The AntiTrix version of Upchuck.

The AntiTrix version of Brainstorm.

The AntiTrix version of Big Chill.

The AntiTrix version of Slapback.

The AntiTrix version of Eye Guy and exclusive Kevin alien.

* EyelessFace: Subverted- the AntiTrix sample has eyes on his face.

[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/capture_854.PNG]]

[[quoteright:127:https://static.tvtropes.org/pmwiki/pub/images/unknown_972.png]]

[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/jpeg_20200502_000811.jpg]]

* AdaptationalBadass: In the original canon, Ben's fighting style was focused almost entirely around his aliens. Here, he [[IKnowMaddenKombat incorporates his soccer skills into his combat style as a human]]. When he fights with Cardin as a human in chapter 39, he ''destroys'' the jerk.

* BaitAndSwitch: Her name and appearance makes it seem at first like she's Cinder in disguise, but her debut chapter makes it clear that the two are separate individuals.

* AdaptationalBadass: The authors give Roman a semblance, akin to Loki- he uses his "silver tongue" to persway others to do his bidding.

* HowDoIShotWeb?: Ben initially had a hard time learning how to use the Omnitrix by his own, even causing his first transformation by accident.

* RecoilBoost: Yang actively uses the Ember Celica's shotgun rounds for this when she isn't firing them at her opponents, guiding her trajectory in midair and allowing her to quickly close the distance for elbow strikes.

* SugarAndIcePersonality: Aloof and stoic on the surface. In reality, she's a dork.

* BadassAdorable: Ari can casually wrestle an Appoplexian and look cute doing so.
* BadassGay
* BattleCouple: With Ceres.
* DanceBattler: Does a lot of leg work with her fighting.
* JerkWithAHeartofGold: She's a bit bitchy and her bedside manner needs work, but she loves her friends and Ceres and takes the hippocratic oath very seriously.
* PlayingWithFire: As an Archemedian, Ari can freely manipulate violet flames.
* TeensAreShort: Ari is one of the shortest members of the group, much to her annoyance.

Juryrigg is the Omnitrix's DNA sample of a Planchaküle from the planet Aul-Turrhen.

* EvilCounterpart: Well, not exactly evil, but he is something of a more mischievous version of Grey Matter.
* GeniusDitz: When fixing things rather than breaking them.
* GripingAboutGremlins: Basically an alien version of a Gremlin.
* WalkingTechbane/WalkingTechfix: Yes, both.

* Expy: Basically the Flash.
* LightningBruiser: Both figuratively and literally. Fasttrack has the ability to generate electrity.
* SuperSpeed: Stated to go up to 300 MPH.
* TooFastToStop: Albedo runs straight into a tree in this form.

* GeniusLoci: He may not be as big as an actual planet (though he is still quite tall), but he's been classified as a "living planet," hence his gravity powers.
* GentleGiant: Galileans are well-known for being wise and patient.
* GravityMaster: As a living planet, he has his own orbit that he can manipulate at will, allowing him to control gravity. He can use it both manually, or go in planet mode and cause objects to gravitate around him.
* MightyGlacier: As long as he is not hovering, at least.
* PowerFloats: When in planet form.
* StoryBreakerPower: In the form of gravity manipulation.

* BatmanCanBreatheInSpace: A natural ability of his species.
* BewareMyStingerTail: Especially when it can shoot neuroshocks.
* EyeBeams: And tail beams, too.
* FasterThanLightTravel
* Flight: His basic power.
* FlyingFirepower: Can fly at high speed. Can also shoot neuroshock blasts from his eyes and tail.
* SuperSpeed: In the skies and underwater, but not on land.

* HowDoIShotWeb?: Ben initially had a hard time learning how to use the Omnitrix by his own, even causing his first transformation by accident.

[[quoteright:192:https://static.tvtropes.org/pmwiki/pub/images/Ben_10_Max_Tennyson_2827.jpg]]

* RecoilBoost: Yang actively uses the Ember Celica's shotgun rounds for this when she isn't firing them at her opponents, guiding her trajectory in midair and allowing her to quickly close the distance for elbow strikes.

* SugarAndIcePersonality: Aloof and stoic on the surface. In reality, she's a dork.

* BadassAdorable: Ari can casually wrestle an Appoplexian and look cute doing so.
* BadassGay
* BattleCouple: With Ceres.
* DanceBattler: Does a lot of leg work with her fighting.
* JerkWithAHeartofGold: She's a bit bitchy and her bedside manner needs work, but she loves her friends and Ceres and takes the hippocratic oath very seriously.
* PlayingWithFire: As an Archemedian, Ari can freely manipulate violet flames.
* TeensAreShort: Ari is one of the shortest members of the group, much to her annoyance.

* Asexuality

* ChildProdigy: She is really intelligent and aces school, has great athleticism and martial arts training.

* GirlyBruiser
* {{=Hyper-Competent Sidekick=}}: Gwen's a prodigy who can instantly master anything...but this is subverted with magic, which takes time.
* NotSoDifferent: For all her criticism of Ben's immaturity and ego, she has her moments of being little better.
* OutOfFocus: In the timeskip, she's more focused on college.
* LittleMissSnarker: Especially toward Ben.
* RecessiveSuperGenes: Revealed to have Osmosian capabilities.
* RedOniBlueOni: Always the blue to the other.
* TheSpock
* Tsundere: Type A when she was younger. She does care about Ben, but she seems to be near unable to express her affection for him other than by arguing with him. She even mentioned twice that no one can treat him like trash but her.

Juryrigg is the Omnitrix's DNA sample of a Planchaküle from the planet Aul-Turrhen.

* EvilCounterpart: Well, not exactly evil, but he is something of a more mischievous version of Grey Matter.
* GeniusDitz: When fixing things rather than breaking them.
* GripingAboutGremlins: Basically an alien version of a Gremlin.
* WalkingTechbane/WalkingTechfix: Yes, both.

!!Villains

!!Vilgax’s Faction
[[folder:Vilgax]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/animorph78c.png]]
Ben Tennyson's ArchEnemy. A dethroned king in search of regaining the glory he once lost.

* ArchEnemy: He is THE '''Archenemy''' of Ben Tennyson.
* BeardOfEvil: His iconic tentacle beard.
* BeingTorturedMakesYouEvil: He's definitely taken a moral downslide after being tortured by the High Override.
* TheDeterminator: Despite being tortured by the Fulmini, he still carries on his mission to save his people.
* DidntSeeThatComing: His biggest flaw.
* EstablishingCharacterMoment: His first appearance is scaring the living hell out of Ben and regenerating the tentacles Diamondhead slashed off.
* FallenHero: Was once a genuinely heroic figure, defending his home planet and having saved Psyphon's whole species from extinction.
* GeniusBruiser: a ManipulativeBastard in a [[TheJuggernaut Juggernaut]]'s body.
* LargeAndInCharge: He has a very tall stature that towers over all humans.
* MadeOfDiamond: He survived a point-blank ''nuclear explosion''.
* MajorInjuryUnderreaction: He doesn't seem to care nor mind when his body is excessively damaged. All he cares about is getting revenge...
* RedEyesTakeWarning: He is the main antagonist of the first and second seasons and has red colored eyes.
* WeCanRebuildHim: Psyphon’s main goal for him in the second season.

[[folder: Psyphon]]
[[quoteright:234:https://static.tvtropes.org/pmwiki/pub/images/afuapsyphon_8293.png]]
Vilgax's assistant and lackey. He is a skilled scientist in charge with most of Vilgax's technology.

* AnimalMotifs: His appearance is rather shark-like.
* AvengingTheVillain: His entire goal in the second season.
* BadassBookworm: A genius in technology and science, but also a remarkable fighter when given the chance to prove himself.
* BattleButler: Vilgax's lackey, and while he doesn't fight that often, Awaken shows he’s quite the opponent.
* TheDragon: He claims to have been Vilgax's, but he was more of just a high ranking servant.
* DragonAscendant: Sort of; he doesn't exactly ascend to BigBad status, but he does start his own business independently from Vilgax and becomes Undertown's main crime boss.
* PowerHigh: When he uses the To’kustar sample on himself in Undertown.
* RedEyesTakeWarning
* SlasherSmile: Quite often due to his shark-like looks.

[[folder: Animo]]
One of the few villains in Ben's RoguesGallery to be a human. Dr. Aloysius Animo was once a brilliant veterinary, until he made genetic experiments on animals in the hope of gaining a famous medicine prize. His experiments were judged amoral, and the prize was instead given to another doctor. Unable to stand this, Animo retreated for years and went on in his experiments. Eventually, he ended up developing a device named the Trasmodulator that allowed him to transform animals into giant mutant monsters.
[[quoteright:320:https://static.tvtropes.org/pmwiki/pub/images/Ben_10_xx_-_Animo_2_9896.jpg]]

* AdaptationOriginConnection: Animo was inspired to continue his work when he saw Diamondhead on TV.
* TheBeastmaster: Of his own, he has little to no fighting skills, especially against someone as powerful as Ben or Ruby. But he usually has an entire army of mutated animals at his beck and call, so it doesn't really matter.
* BodyHorror: His experiments certainly give off this horrible vibe.
* CoolOldGuy: Not at Max's level, but he comes close at being an awesome senior citizen.
* DragonAscendant: Manages to become a BigBad in a possible future; he managed to create an entire army of mutated alien hybrids from the [[spoiler:corpse of Kevin Levin]], as well as turn himself into a hivemind using the nanochips.
* DudeWheresMyRespect: The reason behind his StartOfDarkness.
%% "His trademark trait" is not context.
%%* EvilutionaryBiologist:
* FourEyesZeroSoul: When wearing his red glasses.
* GadgeteerGenius: This guy can build a machine to mutate animals and resurrect prehistoric beasts from tools and pieces he got at the local market.
* LargeHam: What did you expect from an egomaniac MadScientist? Naturally, he often gets mocked for this.
* MadScientist: An archetypal example.
* MixAndMatchCritters: All the creatures he creates tend to have shades of this.
* StarterVillain: He was the first proper villain fought by Ben.
* VillainTeamUp: With Psyphon in "Creation" and “Awaken”.

[[folder:Khyber the Huntsman]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/khyber_of_predators_and_prey_4png.png]]
An alien EgomaniacHunter sent to hunt down Kevin.

* AdaptationalEarlyAppearance: Appears several years before his canon counterpart.
* AdaptationalSuperpowerChange: Khyber's whistling "gills" cause ear trauma and imbalance.
* AwesomeAussie: He has a thick Australian accent to go along with his hunting persona.
* AffablyEvil: He is quiet and polite in addition to having a sense of honor. However, he will not hesitate to add your head to his trophy collection if you're his prey.
* BadassNormal: Aside from some odd bits of physiology like gills and maybe slight SuperStrength, he has no obvious superpowers.
* {{Expy}}: He's sort of an alien version of [[Franchise/SpiderMan Kraven the Hunter]].
* HuntingTheMostDangerousGame: Hunting the most dangerous game: Kevin Levin.
* IdiotBall: If he didn’t mess around with Ruby, maybe he would’ve won.
* WouldHurtAChild: Has no problem hunting down Kevin or attacking Ruby.

[[folder:SixSix]]
[[quoteright:288:https://static.tvtropes.org/pmwiki/pub/images/Sixsix_5420.png]]
An indechiperable alien hunter sent to hunt Kevin.

* ArmCannon: Sixsix’s main weapon.
* BilingualDialogue: When other [[AliensSpeakingEnglish aliens that speak English]] talk to them, they respond in their native language, and the person they talk to can understand what they're saying.
* NightmareFace: Sixsix's face is terrifying to the point where even his own mother might not like it due to his mutations.
* TheUnintelligible: Sixsix’s language is so complex that it cannot be translated with TranslatorMicrobes
* WalkingArmory
* WouldHurtAChild: Has no problem hunting down Kevin.

[[folder:Kraab]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/kraab_012.png]]
An alien BountyHunter, first introduced as one of the people sent by Psyphon to get the AntiTrix.

* {{Cyborg}}: The large majority of his body is a mechanical, crab-like shell, but he is at least partially organic.
* GiantEnemyCrab: As suggested by his name, he has a distinct crab-like appearance, completed with a pincer.
* LightIsNotGood: His armor is golden, but he is far from being a good guy.
* TheSmartGuy: Of the team he forms with Sixsix and Khyber.
* WouldHurtAChild: Has no problem hunting down Kevin.

!!Culture Of Death
[[folder:Salem]]
!!Salem
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/salem_v7.png]]
Salem leads a campaign to bring about the Huntsmen Academies' downfall from the shadows, commanding the Grimm, Faunus, and humans to enact her will.

* AncientEvil: Salem has worked her evil from the shadows for thousands of years.
* BaitAndSwitch: Her name and appearance makes it seem at first like she's Cinder in disguise, but her debut chapter makes it clear that the two are separate individuals.
* TheChessmaster: Salem's entire methodology revolves around careful manipulation, using pawns to covertly act and cause destruction and chaos, while leaving her motives and even existence nearly impossible to determine.
* HealingFactor: When Tyrian slashes her in a rage, she barely reacts and just starts healing.
* NotQuiteDead: It was initially implied that she had destroyed herself wiping out magic on Earth, but then [[spoiler: Albedo]] mentions her in the present tense in Chapter 33...

[[folder:Cinder Fall]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/cinder_mugshot.png]]
A mysterious and enigmatic woman possessing immense power. Her bewitching appearance belies her affinity for cruelty and causing pain, with her associates tiptoeing around her to avoid her wrath.

* AnOfferYouCantRefuse: She offers to make sure that Emerald and Hope don’t go hungry again.

[[folder:Roman Torchwick]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/roman_v1.png]]
A crime lord who tries to make a deal with Fistrick, and an enemy of team RWBY. Roman's weapon, Melodic Cudgel, appears to be an ordinary walking stick, but when activated it raises a crosshair and fires an unstable explosive round resembling a roman candle.

* AdaptationalBadass: The authors give Roman a semblance, akin to Loki- he uses his "silver tongue" to persway others to do his bidding.
* BadassNormal: Despite having a semblance, it isn't very action oriented. He still can gladly hold his own against others.
* BoomStick: His cane can be used as a gun, with the base of the weapong flipping up to both expose the barrel and act as a targeting sight. When the cane fires, it uses explosive rounds that resemble a Roman Candle in design.
* CaneFu: Roman has designed the cane to function as a gun, complete with the base flipping up to function as a targeting sight. However, the cane can also be used like a fencing sword or a club.
* EvilisHammy: Roman is defined by his over the top personality.
* Guyliner: Roman's visible eye is traced with black eyeliner that contributes to his Pretty Boy looks, which contributes to his Alex Delarge appearance.
* TheNicknamer: Gives Ruby the nickname Red.

[[folder: Cassidy]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/img_20191016_205936.jpg]]
A girl from Haven Academy.

* BitchInSheepsClothing: Invokes this to Ruby. [[spoiler: Justified, since she is working with Salem.]]
* CombatPragmatist: Also according to Ruby. She's seen to hold her own against Kevin.
* DarkActionGirl: If she's with Salem, she REALLY invokes this trope.
* JerkWithAHeartOfGold: She seems rather nice to Ben and Penny.
* PetTheDog: Invoked with Ben and Penny.
* StatuesqueStunner: Is six feet tall.

[[folder: Charmcaster]]
[[quoteright:337:https://static.tvtropes.org/pmwiki/pub/images/capture_632.PNG]]
At first appearing to be an stranger in a new world, Charmcaster shows her true colors when she attempts to gain the power of Bezel for herself. After her second defeat at the hands of Gwen, Charmcaster joins with Salem in the promise of getting what she wants...

* AntiVillain: A slight variant of Type I (see WorthyOpponent), with shades of Type II.
* BadassGay: With Emerald.
%%* CuteWitch
* DarkMagicalGirl: [[spoiler: A tyrannical being killed her parents and left her lonely and bitter. She seeks revenge on him for his actions.]]
* EvenEvilHasLovedOnes: Emerald.
%%* EvilCounterpart: To Gwen.
%%* JerkWithAHeartOfJerk: As shown by the above.
* LoveMakesYouEvil: Her whole evil motivation is based off [[spoiler:her love for her father]].
%%* MysticalWhiteHair
* TomboyishPonytail: She sports a ponytail.
* WellIntentionedExtremist: Her goals are understandable, but she's willing to do some horrific things to achieve them.

[[folder:Emerald]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/emerald_v5.png]]
Often feigning an amicable demeanor, Emerald is a snarky woman who also has a habit of sneakily robbing people when they least expect it. She's a premier stealth fighter, preferring opportunity attacks over straight up confrontations.

* AffablyEvil: Although she is capable of cold, calculating acts of assassination or petty theft, she is generally energetic and quirky.
* BadassGay: With Charmcaster.
* DarkActionGirl: A thief who uses stealth and isn't above employing underhanded tactics to defeat someone.
* EvenEvilHasLovedOnes: Charmcaster.
* MasterofIllusion: Her Semblance, which allows her to project lifelike hallucinations into the minds of others.

[[folder:Tyrian]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/tyrian_tipping_point.png]]
One of Salem's associates, a scorpion Faunus, who hunts down Ruby. Tyrian fights with The Queen's Servants, a pair of wrist gauntlets adorned with a pair of machine guns and razor-sharp blades. His Faunus trait - a scorpion tail- is also used in combat and can administer a deadly poison. His Semblance allows him to corrode Aura and bypass it to attack a foe directly.

* AnimalMotifs: Scorpions. He sits in a manner similar to an arachnid, his wrist-blades resemble a scorpion's pincers, and his ponytail looks like a segmented scorpion's tail. Just like his actual tail, which ''is'' a scorpion's tail, complete with stinger.
* ArmCannon: His wrist gauntlets have a pair of machine pistols mounted into each one.
* AssholeVictim: This to Salem- after a "tantrum", Salem sends him to Breach's dollhouse.
* AxCrazy: He's very eager to be given tasks that involve hunting down people.
* BewareMyStingerTail: He sports a scorpion tail with a wicked stinger at the end. However, it gets cut off by Ruby.
* BladeBelowTheShoulder: Tyrian fights with a pair of blades strapped to both forearms, resembling scorpion claws.
* BloodKnight: While he primarily loves killing and maiming, the look on his face whenever he realizes he's faced with a challenge is pure glee.
* CombatSadomasochist: Tyrian enjoys violence and bloodshed and is a brutal fighter.
* EvilIsHammy: He spends much of his dialogue belting out wild peals of laughter, and nearly all of his dialogue is laden with verbose PurpleProse and dramatic gestures. Combined with his extremely expressive face and movements, he dominates most scenes he's in and treats the battlefield like it's an arena for a stage performance.
* TheHyena: He's ''constantly'' laughing and giggling, even in situations where it'd normally be rather inappropriate, such as fighting or normal conversation. It helps to make his character even more unsettling.
* NotMeThisTime: Basically his reaction when Ben asks if [[spoiler: he killed Max]].
* ScaryScorpions: He has a psychopathic interest in attacking people and the opportunity to kill reduces him to fits of laughter. He wears a long plait that takes the shape of a segmented scorpion tail and he sits in a manner similar to a crouching arachnid. When he fights, he uses wrist-blades that resemble a scorpion's pincers. Underneath his duster, he hides a long scorpion tail that looks almost exactly like his plait and reveals that he is a scorpion Faunus. When striking with the stinger, his eyes turn the same deep purple as the poison that's contained inside the stinger.
* SlashedThroat: Left on many of his victims.
* VillainousBreakdown: He does ''not'' his defeat well, going on a murder spree and even attacking ''Salem'' when she tells him to leave her sight.

[[folder:Mercury]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/mercury_black_6.png]]
One of Salem's followers. Mercury is a laid-back man who frequently engages in friendly bickering. He fights primarily with his modified greaves named Talaria and has absolute confidence in his combat ability.

* CombatPragmatist: Seen to hold his own against Weiss.
* TalkingToHimself: Invoked with Ben and Albedo, since they share a voice actor.

[[folder:Albedo]]
[[quoteright:155:https://static.tvtropes.org/pmwiki/pub/images/shot3.PNG]]
Azmuth's former assistant. A Galvan who made his own Omnitrix and took care of the intergalactic issues Ben couldn't take care of. He's on Earth to "study" why Ben chooses to remain on Earth and not spread out.

* AdaptationalBadass: Albedo is much more equipped to deal with Ben; his forms are "edited" in a sense, with his Humungousaur having his canonical Ultimate's "missile arm".
* AdaptationalNiceGuy: Him wishing to be a peacekeeper while being curious about Ben's choice to stay on earth is very different from his prime counterpart. Also, he's not outright hateful. Cool, calm and collected, and almost resigned to his new base body. He also seems to genuinely be friends with Neo, having apparently learned ASL to communicate with her. Later, he expresses nothing but disgust towards Servantis and his {{hypocrisy}}.
* EveryoneHasStandards: Is disgusted by Servantis's {{hypocritical}} actions, and even interferes with his campaign against Ben against Salem's orders.
* IAmNotLeftHanded: Ben only narrowly won their penultimate fight, and Albedo implies to Neo afterward that he was holding back...
* TokenGoodTeammate: So far he seems to be one of the most genuinely moral members of Salem's group, even interfering with Servantis's plans against her orders.
* VillainousFriendship: Seems to genuinely be friends with Neo, having even learned ASL to communicate with her.
* WorfHadTheFlu: Part of the reason Albedo did so poorly during his initial fights against the Team RWBY and Zeta Squadron members was because he's more used to fighting aliens in "formulated" attacks, taking advantage of their shared powers and weaknesses. Against humans, with their own fighting styles and weapons, he's less effective, it's noted that he does a lot better against Ben in his alien forms.

[[folder:Neo]]
[[quoteright:300:https://static.tvtropes.org/pmwiki/pub/images/neopolitan_rwby.png]]
An acquaintance of Cinder Fall and bodyguard of Roman Torchwick who first appears when Albedo meets with the team for the first time.

* BadassAdorable: She's short and could kill you.
* CombatStilettos: She doesn't seem hindered by her heels in battle.
* CurtainsMatchtheWindow: Her hair and eyes are multicoloured. The right side of her hair is pink with white streaks and the left side of her hair is brown. Her default eye colour is reversed: the left eye is pink and the right eye is brown. However, she can switch the colours of her eyes at will. Sometimes her eyes perfectly match her hair (left eye brown, right eye pink), sometimes both eyes are pink, or brown, or white. She can even turn her eyes green or purple. However, her default eye colour is always the reverse pink/brown combination of her hair.
* CuteMute: Speaks in ASL.
* DarkActionGirl: If she's with Salem, she REALLY invokes this trope.
* SilentSnarker: Her muteness in no way keeps her from snarking at Albedo, especially since they both know ASL.
* VillainousFriendship: Seems to genuinely be friends with Albedo.

[[folder:Breach]]
A strange woman that works with Salem. It is unknown what Breach has to gain from this...but it's just creepy to know she's there.

* UnexpectedCharacter: No one expected Breach to show up in the series whatsoever.

[[folder:Forever Knight]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/668416de07ceeae7c7116e832990825b75799948r1_1080_598v2_hq.jpg]]
An armor clad stranger that just recently joined Salem. No one knows who he is.

* DarthVaderClone: Invokes this due to his appearance.
* TheFaceless: Hides his face behind a knight mask.
* KnightTemplar: Given, due to his appearance.
* UndyingLoyalty: To Salem.

[[folder:Servantis]]
[[quoteright:200:https://static.tvtropes.org/pmwiki/pub/images/human_proctor.png]]
The leader of the Black Ops wing of the Plumbers. He has a deep hatred for Ben Tennyson and his friends, to the point he'll try to discredit him.

* DirtyCoward: He's not just afraid of what Ben could do if he misused his power, he's afraid of what Ben would do to ''him'' in particular.
* GreenEyedMonster: Albedo manages to guess, apparently correctly, that the ''real'' reason that Servantis hates Ben so much is that he's jealous of how close Max was to him.
* {{Hypocrite}}: Albedo calls Servantis out on how, despite his claiming to be motivated by fear of what the supposedly irresponsible Ben could do with the power the Omnitrix gives him, he ''doesn't'' fear Albedo the same way, despite having similar abilities ''and'' Galvan hyper-intelligence, and guesses that the ''real'' reason he hates Ben is because he's jealous of how the boy stole Max's attention away from him.
* MoralMyopia: Servantis claims that Ben is irresponsible with and unworthy of a device as powerful as the Omnitrix, but is willing to use Psyphon's dangerous mutagenic "Crystal Dolphin" drug to take Ben down, which Ben calls him on.
* NeverMyFault: Even after he's captured, Servantis refuses to accept that he could have been wrong about Ben, tries to justify Max's death as necessary, and even tells Ben that he should have helped Vilgax when ''his'' refusal to send Vilgax aid when the Fulmini invaded Vilgax's homeworld led to Vilgax becoming a FallenHero after being tortured by the High Override.
* NotSoWellIntentionedExtremist: Albedo, apparently correctly, manages to guess that the ''real'' reason Servantis hates Ben so much (or at least part of it), even to the point of allying with Salem to take him out and trying to pull a FrameUp, isn't because Ben's irresponsible with his abilities (Albedo even calling Servantis out on the {{hypocrisy}} of how the Rooter doesn't have a problem with ''him'' despite having similar powers to Ben), but because [[GreenEyedMonster he's jealous of how close Max was to Ben]].
* PsychologicalProjection: Azmuth attributes at least part of Servantis's hatred towards Ben to him doing this to the boy. For example, his criticism of not helping Vilgax seems to be drawn from Servantis refusing him Plumber aid when the Fulmini invaded, leading to Vilgax being tortured and becoming a FallenHero.
* SmugSnake: Servantis ''does'' have some legitimate intelligence and powers, but his ego leads him to his defeat. Twice during his plot to FrameUp Ben as dangerous, he has to think fast because he didn't anticipate how much the other Plumbers liked Ben and that they'd be willing to give the boy the benefit of the doubt instead of blindly accepting his "evidence". Then, when he tries to pull his illusion trick on Ben again, he fails because he didn't expect Ben to be able to use Blitzwolfer's nose to find the ''real'' him, and gets tricked into an EngineeredPublicConfession because he takes the time to give Ben a verbal dressing-down, not knowing that he could use the Omnitrix as a communications device to broadcast what he was saying to the rest of the base.
* StableTimeLoop: As punishment for his crimes, Verdona, apparently at Azmuth's suggestion, has Ben use Clockwork to place him in one of his interrogation.
* VillainHasAPoint: Despite being a total {{Hypocrite}}, Azmuth tells him that he was right about one thing, that Ben was never meant to have the Omnitrix, Azmuth had intended it for Max, and it only bonded to Ben because he and Max shared DNA. At the same time though, he counters Servantis's claims that Ben isn't worthy of wielding the device, saying that he would have reclaimed it if that were truly the case.

!!Zs’skayr’s Faction
[[folder: Zs'Skayr]]
[[quoteright:240:https://static.tvtropes.org/pmwiki/pub/images/GhostfreatTrue_3548.jpg]]
the EvilOverlord ruler of the system Anur Phaetos, and the Ectonurite who provided the DNA sample for Ben's alien form known as Ghostfreak. Due to his species, the Ectonurites, possessing the ability to retain their consciousness even in the slightest part of their DNA, Zs'Skayr's mind survived inside the Omnitrix. He's teamed with Salem for reasons unknown.

* AbnormalLimbRotationRange: His skull was upside-down.
* AwesomeMcCoolname: His name is a corrupted sounding version of the word "scare.”
* BigBad: Of Season 3.
* TheChessmaster:
** He's revealed to have put a ThanatosGambit intended to resurrect him.
* TheDreaded: Once Zs'Skayr is free from the Omnitrix, ''everyone'' in Zeta Squadron is scared of him, and knowing more about him doesn't make him any ''less'' terrifying.
%%* EvilSoundsRaspy
* EnemyWithout: Started out as one of Ben's aliens, until his consciousness slowly awakened and started to take over Ben's, eventually allowing him to escape the Omnitrix.
* GrandTheftMe: His intention toward Ben, for revenge of being used as a “plaything.”
* NoSell: He can't possess Ben in alien form due to the "hybrid DNA” or hunters due to Aura, at least when they're conscious. Ceres is similarly immune due to her powers, he doesn't even ''try'' to hijack her body.
* OurGhostsAreDifferent: Ectonurites are technically alive, for one thing (though their concept of life is different than that of most sentient beings).
* StayingAlive: Well, he ''is'' a ghost-like alien.
* WeakButSkilled: Not really ''that'' weak, but his weakness to sunlight makes him easier to defeat in a straight fight.

[[folder: Lord Haslett]]
A follower of Zs'skayr who stalked the team during a weekend getaway.

* BoomHeadshot: [[spoiler: Kylie]] blasts his skull apart.
* FacialHorror: His face looks like a slasher villains'.
* HoistByHisOwnPetard: [[spoiler: He dies because he rips off Kylie's mask and gives her an ''extra'' potent dose of his fear gas, which causes her to [[BoomHeadshot blast his skull apart]] in reaction to the vision it caused]].
* UnevenHybrid: Believes himself to be part-demon.
* YourWorstNightmare: Breathing the air around him induces horrifying visions of a person's worst fears.

[[folder: Elias Victor]]
[[quoteright:282:https://static.tvtropes.org/pmwiki/pub/images/dr__vicktor2_7327.png]]
Zs'skayr's loyalest of followers.

* AdaptationalSpeciesChange: Is a human that Zs'Skayr has enhanced here.
* BloodKnight: Invokes this for what he did to Max.
* DrFakenstein: "Viktor" is a clear reference to Franchise/{{Frankenstein}}'s (the doctor, [[IAmNotShazam not the creature]]) first name.
* HeroKiller: [[spoiler: He either kills Max after ripping his arm off or sends him to the Null Void]].

!!Minor Villians
[[folder: Zombozo]]
[[quoteright:304:https://static.tvtropes.org/pmwiki/pub/images/20120324223730Zombozo_2271.jpg]]
A mysterious MonsterClown who used to lead a CircusOfFear, making people laugh so he could use a machine to feed on their happiness while his minions were stealing the city.

* AdaptationalBadass: He gained a monstrous new form, akin to Green Goblin from Spiderverse.
* BodyHorror: Midnight Madness has him look more zombie-like with his body rotting away.
* DarkIsEvil: Commonly dresses in predominantly black attire.
* EmotionEater: As mentioned in his first appearance. He used to have severe depression. He tried making a machine that could control emotions of other people, so they could understand how he felt. It fed off the positive energies of the person, and left them as a husk.
* HumanoidAbomination: He mutates into a horrifying giant in his first appearance against Ben.
* MindRape: Inflicted this to Ben in his first appearance by taking advantage on Ben's [[WhyDidItHaveToBeSnakes fear of clowns]]. [[spoiler:Ben then payed him back using Ghostfreak.]]

[[folder: Clancy]]
[[quoteright:288:https://static.tvtropes.org/pmwiki/pub/images/Clancy3_2791.png]]
A mysterious, blue-skinned man with the ability to control arthropods.

* AmazingTechnicolorPopulation: He is ''blue''.
* AntiVillain: Type II in his first appearance; while he was relying on murderous methods, all he wanted was to protect his home.
* BeardOfEvil: Shaped like mandibles, no less.
* TheBeastmaster: He has an empathetic link with arthropods and can use them for fighting purposes.
* InTheHood: His typical attire before his mutation.
* RoaringRampageOfRevenge: He initially was only trying to kill a councilwoman to prevent her from destroying his home. Bad, sure, but not that big of a threat. After Ben destroyed his home, killing many of his insect friends in the process, however, he attempts to nuke the ''whole city'' as a payback.
* VillainousBreakdown: After Ben destroyed his house and killed many of his bugs.

[[folder: Steam Smythe]]
[[quoteright:350:https://static.tvtropes.org/pmwiki/pub/images/steam_7.PNG]]
An old fashioned villain who focused on steampunk. Not so much as a threat than an annoyance, to be honest.

* AlliterativeName: His machines run on steam, and his name is STEAM Smythe.
* BornInTheWrongCentury: As always. The narration describes him as the "baby boomer's baby boomer".
* DoubleStandard: He HATES modern technology, but seeks out the weapons of deceased inventors.
* EvilBrit: Speaks with a British accent.
* NiceHat: Wears a top hat.
* NostalgiaFilter: Stubbornly flaunts the "superiority" of the past over the modern age. He overlooks the fact that all of the famous historical figures whose artifacts he seeks were people considered [[{{Irony}} ahead of their time]] and responsible for pushing their present into the future and thus would never share his sentiments.
* SteamPunk: Pretty much all his weapons and gadgets run on steam.

[[folder: Fistrick]]
[[quoteright:256:https://static.tvtropes.org/pmwiki/pub/images/Fisttrick_1595.png]]
A punk criminal in Bellwood. He sells Roman some mechs.

* AffablyEvil: Remarkably friendly for a crook.
* BadassNormal: He's human, yet he's able to hold his own against others.
* ConMan: His job.
* Expy: His design looks a lot like Marvel Comics villain Crossbones.
* GeniusBruiser: Given that he reverse-engineers and mass-produces alien technology, his intelligence must be above average.
* TattooedCrook: Lots of tattoos.

Juryrigg is the Omnitrix's DNA sample of a Planchaküle from the planet Aul-Turrhen.

* Asexual

* HowDoIShotWeb?: Ben initially had a hard time learning how to use the Omnitrix by his own, even causing his first transformation by accident.

* SugarAndIcePersonality: Aloof and stoic on the surface. In reality, she's a dork.

* BadassAdorable: Ari can casually wrestle an Appoplexian and look cute doing so.
* BadassGay
* BattleCouple: With Ceres.
* DanceBattler: Does a lot of leg work with her fighting.
* JerkWithAHeartofGold: She's a bit bitchy and her bedside manner needs work, but she loves her friends and Ceres and takes the hippocratic oath very seriously.
* PlayingWithFire: As an Archemedian, Ari can freely manipulate violet flames.
* TeensAreShort: Ari is one of the shortest members of the group, much to her annoyance.

Juryrigg is the Omnitrix's DNA sample of a Planchaküle from the planet Aul-Turrhen.

* EvilCounterpart: Well, not exactly evil, but he is something of a more mischievous version of Grey Matter.
* GeniusDitz: When fixing things rather than breaking them.
* GripingAboutGremlins: Basically an alien version of a Gremlin.
* WalkingTechbane/WalkingTechfix: Yes, both.