When Ben isn't tall enough for a ride at a water park, he decides to change into one of his alien forms to get even with the ride attendant. Unfortunately for him, the Omnitrix malfunctions and he ends up as Grey Matter. To make the situation worse, he is captured by an alien fanatic name, who decides to trade him in for fame and glory. Now Ben, as Grey Matter, must find a way out of this predicament, after being given to a secret organization for testing.
Elenco: Ashley Johnson , Charlie Schlatter , Dwight Schultz , Greg Cipes , Greg Ellis , Jeff Bennett , Jim Ward , John DiMaggio , Kevin Conroy , Kevin Michael Richardson , Michael Dorn , Peter Renaday , Richard Green , Rob Paulsen , Robin Atkin Downes , Tom Kane , Vicki Lewis , Yuri Lowenthal , Jennifer Hale , Kari Wahlgren , Khary Payton , Tara Strong , Claudia Schmidt , Meagan Smith , Paul Eiding , Ulf Söhmisch , Dee Bradley Baker , Fred Tatasciore , Richard McGonagle , Richard Steven Horvitz .