The More Things Change: Part 1
The More Things Change, Part 1 (556)
General Information
Original broadcast August 1, 2012 (Sneak Episode)
September 22, 2012 (Season Premiere)
Series Ben 10: Omniverse
Season 1
Episode number 1
Overall episode number 151
Written by Charlotte Fullerton
Dwayne McDuffie
Directed by Dan Riba
Episode Guide
Previous episode The Ultimate Enemy: Part 2
Next episode The More Things Change: Part 2

The More Things Change: Part 1 is the first episode of Ben 10: Omniverse.


The More Things Change, Part 1 (14)

11 years old Four Arms battling Malware

Five years ago, Four Arms is fighting a red Galvanic Mechamorph called Malware. While at first it appears that Four Arms is winning, Malware manages to grab the Omnitrix and forces Four Arms to transform back to human. Malware confronts Ben and taunts him about his defeat, which allows enough time for the Omnitrix to activate again. Ben transforms into Feedback and uses his energy absorbing and redirecting powers to quickly defeat Malware.

The More Things Change, Part 1 (119)

Team parts ways

In the present day, 16 year-old Ben is in pursuit of Zombozo (who has stolen a brain from Bellwood's brain bank) with Gwen and Kevin. Ben transforms into Lodestar and with Kevin and Gwen's help captures Zombozo. Once Zombozo is tied up, Gwen and Kevin prepare to leave. Gwen is skipping several grades of high school and leaving for college. Ben is surprised to learn that Kevin (who has found a place near Gwen's campus) is leaving too. Realizing that he will be left all alone, Ben shares an emotional goodbye with Kevin and Gwen. As they leave, Zombozo begins to mock Ben, claiming that he would have never captured him without his friends' help. Ben fiercely responds that he is a superhero and does not need help to get the job done. He leaves to find something to eat.

After driving past Mr. Smoothy because "it wouldn't be the same" Ben drives to Max's Plumbing store. Using the secret entrance in the store's bathroom, Ben descends into the Plumbers Base beneath Bellwood.

File:The More Things Change, Part 1 (247).png

Ben meets up with Grandpa Max, who tries to inform him about something important. Before he can, an alarm goes off and Ben goes off to find the problem. When he arrives he is shocked to see half of a building destroyed, with a giant crater left. Watching from the shadows is Khyber, who attaches the Nemetrix to his pet and lets it run into the crater. Khyber whistles, and his pet transforms into Crabdozer, to test Ben and goes after Ben. Ben trying to transform into Humungousaur, but transforms into Spidermonkey instead. Spidermonkey tries to fight it, but is no match for Crabdozer's strength. Just as Crabdozer is about to finish Spidermonkey, Khyber whistles again and calls it back.

As Spidermonkey transforms back to human, an alien named Pakmar comes out of a nearby toilet he was hiding in. Pakmar reveals that this was his shop, a toilet emporium. Unfortunately he was confronted by a gang of alien criminals. The criminals force all of the alien shops in Bellwood to pay them Taydenite for "protection". If the shop owners refuse, the criminals destroy their shops.

With this information, Ben goes off to Mr. Baumann's alien grocery store. He asks him if he has had any demands from the alien criminals. While Mr Baumann originally denies that he has had any meetings with them, he eventually admits to it. At first he does not want Ben to interfere, Ben manages to convince him to let him observe quietly. In order to disguise himself, he turns into Cannonbolt and immediately attracts attention. After accidentally dealing some damage, he settles down in the store's food bar.

Remembering how hungry he is, Cannonbolt asks the customer next to him if he can have his food. Just as he is about to begin eating, the trio of alien criminals arrive.

The alien criminals (Bubble Helmet, Liam, and Fistina) have arrived with their bomb. Mr. Baumann quickly pays them Taydenite so that they will leave, but Cannonbolt interrupts. While both Bubble Helmet and Mr. Baumann try to convince him to stay out of it, Cannonbolt still confronts the criminals. Bubble Helmet begins to attack and the Cannonbolt rushes into the fight. Ducking behind his counter, Mr. Baumann expresses his disapproval of lasers and the damage that Ben always does to the store.

File:The More Things Change, Part 1 (440).png

While the other customers run out of the store, the alien that sat next to Cannonbolt continues to calmly eat his meal. Bubble Helmet activates the bomb and signals his partners to run away. While Cannonbolt tries to breach the force-field around the bomb, he ultimately fails as the Omnitrix times out. As Mr. Baumann inquires Ben to when his friends will come to save the day, the alien sitting at the counter unveils himself. Using his Proto-Tool and agile gymnastics, the alien is able to defeat the criminals. He introduces himself to Ben as Rook, a Plumber sent by Max, and Ben's new partner.

Ben is not happy to hear the news, trying to tell Rook that he works alone now. Rook insists that he is his partner and mentions how honored he is to meet Ben. While he likes hearing this, Ben still refuses to accept Rook as a partner. However, due to the events around them, Rook and Ben cooperate to disable the bomb and catch the escaping criminals.

File:The More Things Change, Part 1 (546).png

Ben transforms into a new alien named Bloxx, and rushes to stop the bomb while Rook goes after the criminals. Seeing that he can't affect the bomb due to the forcefield, Bloxx and Rook switch places. Bloxx covers the criminals with a dome he builds his body into, as Rook evaluates the bomb. Rook states that he can't crack the force field in time, and needs to get the bomb out of the current populated area. Blasting a whole in the wall with his Proto-Tool, he calls Bloxx over to help carry the bomb outside. After scanning a nearby abandoned building for sentient life, Rook deduces that there is no one for the bomb to hurt, and Bloxx attempts to throw it in. As he is about to, the alien criminals run outside and blast Bloxx's arms to bits. Bloxx tries to catch it, but the bomb breaks through him and falls back down. With little time left, Bloxx builds himself into a catapult under the bomb and launches it into the empty building.

The bomb detonates, destroying the building and leaving behind a large crater. The crater has exposed a hidden tunnel and the three criminals run into it.

Ben and Rook run after them and emerge from the tunnel into a secret, underground, alien city: Undertown. Ben is shocked by this discovery, but remembers his mission as he runs after the criminals with Rook.

Above-ground, Khyber once again attaches the Nemetrix to his dog. Telling it to show no mercy, he releases it after Ben, and it runs into the tunnel.

Major EventsEdit


Omnitrix Alien DebutsEdit

Nemetrix Alien DebutsEdit



Present VillainsEdit

Past VillainsEdit

Aliens UsedEdit

By 11 year old BenEdit

By 16 year old BenEdit

By Khyber's DogEdit



Cannonbolt: That was me, my bad. Hey, how's it going, fellow aliens? Nice weather we're having here on Earth, huh?

Mr. Baumann: Ben, you're not fooling anybody.

Cannonbolt: Oh, yeah, right. (picks up tin cans and approaches Mr. Baumann)
Quotes Right


Gwen: Take care of yourself, doofus.
Ben: You too, dweeb.
Quotes Right


Kevin: Don't do anything I wouldn't do.

Ben: Count on it.

Kevin: Come to think of it, don't do anything you'd usually do either.
Quotes Right


Bloxx: I got it!................ I don't got it.
Quotes Right


Spidermonkey: Why do you hate me, new Omnitrix?
Quotes Right


Khyber: The stories are true that Tennyson is worthy prey.
Quotes Right


Mr. Baumann: I knew this was gonna happen the second he walked into my store.
Quotes Right


Lodestar: Not what I was going for.... But I can work with this.
Quotes Right


Zombozo: Oh! What a touching moment......Too bad you would never have caught me all by you're lonesome.
Ben: Watch it, Zombozo! I don't need a team to get the job done!
Quotes Right


Grandpa Max: Wait for back-up..I'll send alpha team.
Ben Tennyson: I don't need a team, I'm me!!!
Quotes Right


Pakmar: This is my place....Was my place Pakmar's place!!
Quotes Right


Ben: Woah... Bye bye building. (Ben sees the building during the explosion.) What could have done this?
Quotes Right


Bubble Helmet: Pay up, Baumman.
Liam: You heard about Pakmar hmm?
Cannonbolt: I heard he has great deals in toilets.
Mr. Baumman: Take it easy now, I don't want any trouble (Gives Taydenite shard).

(Buble Helmet takes the whole box keeping one Shard for Mr. Baumman)
Quotes Right


Khyber: Show no mercy.
Quotes Right


Max:I have something that ought to cheer you up (Proceeds to show Rook's file but is stopped by alarm)
Quotes Right


Ben: Call me Ben, dude.

Rook: Okay, Ben-Dude.
Quotes Right


Bloxx: Whoah, who's this guy?
Quotes Right


  • In some scenes, Cannonbolt is shown without his back shell.
  • In one scene, Liam was missing his comb.
  • When Ben was talking to Mr. Baumann the table that had the Gloppenbeef sandwiches disappears.
  • In the beginning of the episode there was a big wildfire, but in the next scene it was gone.
  • In some scenes during the battle between Four Arms and Malware, Four Arms didn't had the black stripe on his back.
  • When Cannonbolt was rolling into a ball to trap Liam his back was black.
  • When Four Arms hits Malware with a tree, the Omnitrix briefly appears in his right shoulder instead of his left.
  • When the prototype Omnitrix is deactivated by Malware, neither the light nor the colour of the Omnitrix is red.
  • After Ben transforms to Bloxx, he made two cracks on the ground with his fists.When he tells to Rook to switch places the cracks disappear.
  • When Rook launched a net out of the Proto-Tool it caught Liam and Fistina, they were laying flat but on the next scene it showed them they were on their sides.
  • When Ben reverts from Bloxx, he and Rook are just in front of the hole, but in the very next shot, they are shown to be at the side of it.
  • When young Ben was trying to activate the Omnitrix after Malware deactivated it, it had the activation button on the wrong side.
  • When Feedback was about to blast Malware his fingers are square instead of circle.

Naming and TranslationsEdit

Language Name Origin
Portuguese (Brazil) Quanto Mais as Coisas Mudam, 1ª Parte The More Things Change, 1st Part
Spanish (Latin America) Muchas Cosas Cambian, Primera Parte Many Things Change, First Part
Spanish (Spain) Cambiar para que nada Cambie, Parte 1 Change So That Nothing Changes, Part 1
French Plus les choses changent: 1ère Partie The more things change: Part 1
Bulgarian Колкото повече се променяш, част I The more you change, Part I
Arabic عندما تتغير اللعبة, الجزء 1 When the game changes, Part I
Hebrew ככל שהדברים משתנים חלק א When the things changes, Part I


  • The title of this episode is based on the saying "The more things change, the more they stay the same."
  • When Ben says to Rook: "Just call me Ben, Dude", with Rook responding: "All right, Ben-Dude", this is similar to how Reinrassic III refers to Ben as Ben-Ben Tennyson after Ben tells him "My name is Ben, Ben Tennyson".


  • This episode aired on August 1st as a sneak peek.
  • This episode marks the debut of the Nemetrix.

See AlsoEdit

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