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Ben 10: A Small Problem

Because he isn't tall enough, Ben doesn't get to go to a ride at a water park. He tries to change into an alien, but instead, he ends up as Greymatter. Now, a geek who likes sci-fi captures him and gives him to an organization.

Episode Info  

Episode number: 1x11
Production Number: 111
Airdate: Saturday March 11th, 2006

Director: Scooter Tidwell
Writer: Sean Jara

Alternate Airdates:

IE (TG4) Aug 16, 2013

Richard DoyleRichard Doyle
voiced Enoch
Tara StrongTara Strong
voiced Old Lady
Richard Steven HorvitzRichard Steven Horvitz
voiced Grey Matter (as Richard Horvitz)
Nolan NorthNolan North
voiced Teen Attendant / Henchman
Larry CedarLarry Cedar
voiced Howell / Head Scientis
Main Cast
Tara StrongTara Strong
As Ben Tennyson/Upgrade
Meagan SmithMeagan Smith
As Gwen Tennyson
Paul EidingPaul Eiding
As Max Tennyson


The episode starts at a water park, where Ben and Gwen recite an advertisement for a rather large water slide attraction, clearly excited about it. They head for the entrance, though Gwen was the only one able to get in line, because Ben is stopped by the attendant due to height regulations. Gwen then makes fun of him for being short and heads for the ride. Upset, Ben decides to transform into Ripjaws, to show the attendant just how big he can be. He hides behind a nearby pillar, and activates the Omnitrix. The face of it pops up, but he was not able to push it back down, despite after several forceful pushes by Ben. He eventually got it activated when he smashed the face against the pillar. The impact however caused a malfunction, and turns into Grey Matter instead. Instead of being noticed by others, it becomes a problem when a large crowd of kids comes running towards the attraction. Fortunately, Ben was able to dodge the stampede...

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Episode Notes
This episode aired at Cartoon Network's website for promotional purposes.

This is the first time we have seen only one transformation in one episode.

As of yet we have still not seen Grey Matter's transformation sequence.

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