- While this isn't revealed until much much later in the Ben 10 sequels, Ultimate Alien, when a young Ben accidentally gets pulled into the future, the reason why Ben is so bratty and annoying as a kid? He's scared and got a bunch of pressure on him; large stakes all resting on his shoulders. If he fails, everything is over. He's only ten years old. Being a bratty kid is how he copes. Rewatching these episodes with this in mind really puts Ben into a new light.
- Kevin's situation. The kid gets forced to live on the street, rejected by everyone around him, and ultimately becomes a monster because he's unable to get over his image of himself as a "freak". This exchange from Framed really sums up how scared and confused he is on the inside:Ben: You'd risk hundreds of innocent lives just to get back at me?Kevin: No one's innocent! They just haven't had the chance to make fun of me yet!
- The overall arc of Ben breaking Max's trust is pretty heartbreaking, especially you've been in a position of breaking a loved one's trust. The ending where Max assures Ben that he will always love him, but it will take more than an apology to trust him again really makes it more bitter.
Episode 8: The Alliance
- This episode actually views a darker side in Ben's psyche after Grandpa Max severely injured himself. Rojo's attack pushed Ben to his limits, leading him to run away from Gwen and Grandpa Max believing that everything that has happened was his fault.Dear Grandpa and Gwen,I care about you both too much to keep putting you in danger. It's better this way.Love, Ben
- Think about it. Ben was willing to run away from Grandpa and Gwen, but also his family back home. He had a life and parents, friends most likely, and he was willing to throw that all away to keep them safe, basically a more runaway-willing Kevin 11. And he's only a ten year old kid. How would he survive? What would he eat? Where would he sleep? It didn't matter, as long as the people he cared about were safe.
- Gwen tries to poke fun and tease Ben in hopes that he would retaliate with his own comeback and feel better, but Ben doesn't even respond. That's when Gwen realizes that this whole situation has really affected Ben.
Episode 9: The Last Laugh
- Grandpa and Gwen are drained of their happiness by Zombozo to the point of near death and poor Ben is scared stiff and has trouble being the hero because he's terrified of clowns. He doesn't even feel safe in his powerful alien forms enough to properly fight Zombozo (at least until the end). Poor Ben runs around in a nightmarish scene, being forced to face his fears so he could save Gwen. No child should ever have to go through that.
- How does Ben overcome his fear? Not by realizing that Zombozo isn't so scary after all or something along those lines. Ben realizes that he's way more terrified of losing his family than he is of clowns, which motivates him to finally face his fears.
- Ben's fear of clowns in general can be this to those who also have coulrophobia, and thus can relate to what he was going through the entire episode. It certainly doesn't help that he was completely alone into facing his fears.
- Unlike several instances, Ben's fears here weren't Played for Laughs nor did they ever attempt to poke fun of him for it.
Episode 11: A Small Problem
- Ben finding out that he's too short to go on the amazing water slide. And the thing is, he wasn't that short compared to the sign, a inch off or two.
- When Ben (as Grey Matter) was snagged by Howell, he's unable to retaliate due to his small size and the only thing he can do is cry out for Gwen. Hearing him frantically call out to his cousin for help is rather upsetting to hear, knowing that usually it's the other way around.
- The entire episode actually, despite his intelligence, Grey Matter is extremely set back by his tiny size and spends a lot of his screen time stuck in some sort of container.
- When Gwen and Grandpa Max come searching for Ben, they find Howell's phone with pictures he had snapped of Grey Matter. The first thing Gwen notices is how sad Ben looks in the pictures.
Episode 12: Side Effects
- For most of the whole episode, Ben is just sick. He's woozy, got a stuffy nose, and a fever, yet he still has to play hero. Granted, getting sick was his own fault, it's hard not to feel sorry for Ben struggle through hero time while being under the weather.
Episode 13: Secrets
- The moment Ben realizes that Grandpa and Gwen were in danger, he willingly exchanges himself to his possible doom to keep them safe. His fear of losing is family is more intense of the fear of death. Poor kid.
- The excitement of discovering a new alien in the Omnitrix is undercut by the revelation that the Arburian Pelarota, Cannonbolt's species, is now extinct thanks to the tick. This brand new form Ben has just acquired is the last trace of an entire race that has been entirely wiped off the universe.
- At the end of the episode, for no real reason, Ben was told to go clean the Rustbucket from the Tick's muck after talking about taking it easy while Grandpa Max and Gwen take it easy in the background. It isn't really to teach Ben a lesson or anything, it was more for comedic purposes, but the situation sort of just came off as just being mean to Ben for no reason. Sure he was unappreciative of nature at first, but he seemed to come to appreciate it after the tick was defeated. Ben had just risked his life more than once to save the whole world and the only thanks he gets is to clean up the Rustbucket. No wonder Ben gets so bratty sometimes.
Episode 7: Camp Fear
- Ben tries to free both him and Grandpa Max by destroying the mind that's controlling on the fungus, but unfortunately before he is able to do so, he reverts back to normal. As Ben and Grandpa Max are being pulled to their doom, Ben has one of the most saddest dialogue line delivery in the whole series. Just remember, Ben is still only a ten year old kid with immense pressure to save the day. And in that moment, he was just so genuinely sorry that he couldn't save his grandpa.
- Ben: Grandpa...I'm sorry.
Episode 8: Ultimate Weapon
- This whole episode is rather difficult to watch, much darker in tone compared to other episodes. The relationship dynamic between Ben, Gwen, and their Grandpa has been turned on it's head. Ever since Max hears of the Ultimate Weapon, he's become serious and intense, more so than usual, determined to save the world. However, this change in attitude seems to frighten both Ben and Gwen as the episode goes on and Max continues to act more and more unlike his kind-hearted, gentle self; continuing to push both his grandkids to completing the mission and not caring for their safety.
- This is also one of the only episodes where Ben and Gwen's incessant bickering is practically absent, mostly because both they're scared how their Grandpa is acting. It's nice to see them not fighting, but not this way. Definitely not this way.
- Ben nearly falls to his death after stumbling in the dark, but thankfully Grandpa and Gwen barely manage to catch him before he falls to his doom. When he is pulled up to safety, poor Ben is trembling and looks mortified that he would've likely died since the Omnitrix was still recharging. Instead of comforting his grandson over the harrowing experience, Max instead seemed more concerned that Ben could've dropped the mask he was holding, leaving Ben looking a bit lost and asking Gwen if their Grandpa would return to normal once he got the sword.
- After surviving one of the traps, Gwen is thankful that Grandpa managed to save them, however Max only answers coldy about them catching up to him.
- Ben and Gwen's quiet conversation while trailing after their grandfather like lost puppies. Ben laments about how Grandpa Max used to make everything feel 'fun', telling Gwen that he missed the old Grandpa and Gwen in turn tells him that she would eat a whole pot of the disgusting beetle stew he had made earlier in the episode if 'that would bring him back'.
- When they finally make it to the room where the Ultimate Weapon is being held, Ben and Gen are grabbed by the Forever Knights and held hostage. Enoch tells Max to stand down, less something...unfortunate happens to his grandkids. The look of terror on Ben and Gwen's faces while Max is trembling with the weight of the choice.
- It wouldn't be much of a stretch to see that Ben and Gwen are likely wondering if their Grandpa would really save them or go after the weapon instead, even if they know that he really loved him, but his recent actions make it really hard to remember the old Grandpa Max.
- In the moment where Max sees his grandkid's faces, his face is twisted with the realization that his grandkids were in danger.
- Ben manages to rescue both Gwen and Grandpa Max by turning into Four-Arms and climbing out of the pit. When they reach the top, Gwen has become unresponsive due to being razzled by the sheer fall. Ben suggests that they take a second to catch their breath so Gwen an find her bearings again, but Max coldly brushes it off. Ben is finally fed up with Grandpa Max's attitude and a short argument breaks out. Max tells Ben that they (he and Gwen) needed to realize what was important and Ben declares that he still does (referring to family as being important). Max's face when he's realizes that Ben was right and that he's pushed Ben and Gwen too hard and had forgotten the importance of his family.
Episode 9: Tough Luck
- Similarly, Charmcaster's situation, having to submissively kowtow to a Creepy Uncle who threatens her with magical violence if she steps out of line. It's little wonder that she turns on him in the end.
Episode 11: Ghostfreaked Out
- While Z'skayr/Ghostfreak is an otherwise totally unsympathetic and terrifying creature, there's his reason for hating Ben. His mind was trapped in the Omnitrix when it took his DNA, condemning him to a tiny prison for years on end. Then his form was repeatedly hijacked by an unknowing boy to either be a hero or play childish games, all while he's stranded on a world that would kill him even if he escaped. If Z'Skayr wasn't such a vengeful maniac, Ben might've been willing to help him. What's more is that we later learn he'd only be the first prisoner of the Omnitrix, and ''far'' from the only one directing his wrath against poor Ben.
Episode 12: Dr. Animo and the Mutant Ray
- Watching Grandpa Max get turned into a strange slug-like creature and Ben feeling fully responsible for what had happened.
- The first two alien combinations weren't that bad, Stinkfly & Four Arms and Diamondhead & Grey Matter, but the thid and final transformation of that episode is particularly sadistic: Ripjaws & Heatblast. His Ripjaws portion makes it so that Ben needs water to breathe, but the flames can't touch water otherwise they'll go out. Ben attempts to use this Heatjaws combo like he would Heatblast but he ends up basically cooking his Ripjaw's portion of his body. For the rest of the episode, Ben is seen struggling to breathe and just being alive looks like it's incredibly painful. There's this sad look in his eyes and his dialogue seems slow and mournful, probably added the fact that he feels guilty for what happened to Grandpa Max.
Episode 13: Back with Vengeance
- In the climax, Kevin uses the device to forcefully remove the Omnitrix, not just from Ben's wrist, but from his very genetic structure. It's one thing knowing he gave up the Omnitrix to save Gwen when she was held hostage. But to get a close-up of Ben's agonized face while it's happening is surprisingly shocking and heart-breaking. The whole scene isn't very pretty either, with parts the Omnitrix peel away from Ben's flesh in the most agonizing way to visually represent this scene.
- In first half of the episode, Ben is seen actually having a great time with his family and just overall having a good day. For the first time in a very long while, we get to see Ben really just act his age, a ten year old kid who just wants to have fun. It's really sad to hear that this day was all fabricated and is most likely just a happier reflection of his bad day he had in the waking world.
- The bad day involved Ben hitting his head waking up, making a fool of himself in front of a bus full of girls, and then painfully tazed and kidnapped by the Forever Knights. Poor kid can't seem to catch a break.
- While it turns out the false ending was merely Enoch's dream, seeing a helpless Ben get cornered and then rendered unconscious while Enoch isn't a very nice sight.
Episode 5-7: Ben 10: Secret of the Omnitrix
- Ben thinking that Gwen]just died. Seeing our hero beating on the ground where she disappeared, screaming, "It should have been me! It should have been me!" is a very emotional sight, even more so when you remember that, despite his being a superhero with countless battles under his belt, Ben is only ten years old at the time.
- Remember how it's been established in previous episodes that Ben's greatest fear is his fear of losing his family? Well...
- The fact that Ben was fully willing to die for his family's safety.
- Later, one of his traveling companions asks him how he's holding up about Gwen's 'death', and Ben says that he doesn't know how he's going to explain to her parents that their daughter won't be coming home. Tearjerking from both ends.
- In turn, Tetrax tells Ben his own backstory: As a young Petrosapien, he was a selfish, care-free rogue who only worked for people with power and influence. Then one day, he made the mistake of giving Vilgax a weapon that could annihilate worlds, which the bastard than turned on Tetrax's planet, leaving him the last Petrosapien. Tetrax has spent years trying to stop Vilgax to atone for this. It really makes Squidhead's many brutal, violent deaths over the franchise history all the more satisfying.
- As much of a selfish, misanthropic prick Azmuth acts to the heroes when they find him, his reason why he created the Omnitrix is saddening on a rather broad scale: it was supposed to allow species to better understand each other by seeing through alien eyes. And everyone who comes across Ben wants to exploit the watch for power and destruction. A device that could've united so many worlds, ended so many conflicts, instead becomes the centre of galactic bloodshed by scum like Vilgax. This goes on through the entire franchise.