The Ultimate Omnimatrix
often referred to as the Ultimatrix is the device that Ultimate Alien revolved around. Ben had used it to replace the Omnitrix, which he destroyed in a battle against Vilgax. The Ultimatrix was removed by Azmuth in The Ultimate Enemy: Part 2 and is later replaced by the third Omnitrix.


Originally created by Azmuth, the Ultimatrix's power core was unstable and incomplete, so he put the device in high security storage. Albedo had stolen the Ultimatrix and was able to stabilize the core, as well as surpassing the prototype Omnitrix by adding the evolutionary function. Unfortunately for him, Ben's DNA was still the default for the Omnitrix and the Ultimatrix was still linked to the same database, so Albedo only had access to Ben's current aliens, which excluded Grey Matter. Allying himself with Vilgax, he agreed to help him so he could turn himself back to normal, while Vilgax could have the Earth. After Albedo as Ultimate Negative Humongousaur easily defeated Ben as Humongousaur, Vilgax later threatened Gwen and Kevin's lives in order to force Ben to give up the Omnitrix to him. Afterwards, Vilgax betrayed Albedo by using the Omnitrix to defeat him by turning his army of Bioids into thousands of Humongousaurs. Later, Ben activated the Omnitrix's self-destruct mechanism to force Vilgax to remove it but Vilgax refused, thinking he was bluffing and later suffered the consequences. Ben had released Albedo and forced him to give him the Ultimatrix via the same threat. Ben used Ultimate Swampfire to battle Vilgax and used Jetray in order to later escape. Ben continued to use it until he had defeated Vilgax with Diagon's powers, Azmuth came to take Ascalon as well as the Ultimatrix and gave the new Omnitrix to the worthy wielder. Albedo would later create a new Ultimatrix, one that upon the requisition of a Polymorphic Crystal which allowed him to change from one Ultimate form to another, without changing to regular aliens inbetween.
Evolution activation


The Ultimatrix, unlike the Omnitrix, didn't resemble a wristwatch, looking more like a gauntlet. The central component, the selection interface remains the same, while the watch band was replaced by a gauntlet-like band extending up to almost half of the wearer's arm since the band's ability to morph its shape wasn't placed into it. When had Albedo used it, the Ultimatrix had a red color scheme. After Ben had taken the Ultimatrix from Albedo, the Ultimatrix became green again. This shows that the user can change the color scheme of the Ultimatrix. The selection interface was identical to the original dial, with the intergalactic peace sign that changes color to reflect what mode the Ultimatrix was in.


  • According to Dwayne McDuffie:
    • The Ultimatrix did have a Master Control.
    • The Ultimatrix did not possess the ability to revive species stored on Primus, due to it not being added by Azmuth at the stage of development it was in and Albedo didn't add it.
  • The Ultimatrix can access the Codon Stream's database to show which transformations have been activated over time.
  • The Ultimatrix functioned as a wireless receiver for the Codon Stream.
  • The Ultimatrix is linked to the voice and DNA of Ben and responds to voice commands as the Omnitrix did.
Command Code What It Does
Decouple Ultimatrix Command Code: 000 - Release Coupling - 0 Removes the Ultimatrix
Ultimatrix Self Destruct in (name a time): Command code: 000 - Destruct 0 Activates Self-Destruct
Abort Self Destruct Code 10 Aborts Self-Destruct
Ultimatrix Reset Code 10 Activates Reset Mode
Ultimatrix Abort Reset Code 10 Aborts Reset Mode
Command Function Override Code 10 Overrides something
Ultimatrix User Access Voice Recognition Mode Makes the Ultimatrix recognize the wearer

Activates Voice Command

  • The Ultimatrix has the ability to evolve aliens into their Ultimate Form, granting them new powers and new abilities that are much more powerful. This is activated by pressing the Ultimatrix symbol as an alien, causing four gray spikes to grow.
  • According to the Cosmic Destruction website and Dwayne, the evolution feature worked by placing the selected species in a simulation, right down to the DNA, for an extended period of time, about a million years or so, in what is described as a worst case scenario; the actual DNA is then simply modified to match the new DNA. This survival of the fittest routine explains why the evolutions are more combat-centered than their original forms.
  • The Ultimatrix served as a communicator when transformed and not transformed, like the other Omnitrixes.
  • The Ultimatrix always went into Capture Mode when there is a sapient species DNA that isn't in the Codon Stream within its proximity.
  • There was several ways of removing the Ultimatrix:
    • The Ultimatrix has a Voice Command that removes it, just like the Omnitrix.
    • Pressing the black button next to the dial makes the Ultimatrix larger in size, so it can be slipped off.
    • Ben is also able to remove the Ultimatrix from his Plant Clone by grabbing it at the same time the clone attempted to turn into an alien, so instead of the Clone turning into Swampfire, Ben did.
  • The Ultimatrix has A.I. (Artificial Intelligence).
  • The Ultimatrix can add extras to alien forms such as Goop's anti-gravity disk, NRG's suit, etc. in order to make the forms more safe/stable.
  • The Ultimatrix can change the clothing that the aliens wear, Ben doesn't quite know how the feature works. It is shown that the returning aliens has unique clothing to them such as Four Arms.
    • According to Dwayne, Albedo individually applied this function to each of the aliens.
  • According to Eunice, the Ultimatrix did not possess the ability to restore DNA.
  • It seemed that the Ultimatrix can't detect outer dimensional creatures.
  • The Ultimatrix can detect other Matrix cores like Eunice.
  • The Ultimatrix automatically reverts the user back into their normal form when they get sufficiently hurt or knocked unconscious.
  • The Ultimatrix has the ability to transform between alien forms without touching the Ultimatrix symbol, which is evident in episodes like Where the Magic Happens, where Ben was able to change from Jetray to Cannonbolt, without touching the symbol.

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