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Ben’s trying to sleep, but he’s going through terrible nightmares of Victor Validus (Alien Swarm) attacking him. Ben tries to go Humongousaur but ends up Tinysaur, and the Nanomech-sized alien is grabbed by a Doc Ock-like tentacle amid psychedelic backgrounds. Validus says this is because of what Ben “wanted to do to Elena,” something that has nothing to do with hurting her and apparently what “a father just knows.” So many jokes, so little time. Ben wakes up cowering under his pillow, and after a bathroom break, he comes back to find Validus right outside his room. Terrified by the nightmare, he attacks him, but Validus mysteriously disintegrates into a bunch of Hive chips and escapes into the sewer, leaving a single chip behind. Ben meets with Gwen and Kevin, who think everything is just a dream and insist that Validus had been cured “a long time ago.” Which couldn’t have been more than a few months to a year ago by my most generous estimates. But they suddenly believe Ben when he shows them the chip. They head to Validus’s lab (which is spelled as “Valadis” in this version, but I’m sticking with the Alien Swarm spelling), but they only find a prerequisite creepy janitor. He explains that Validus had died suddenly—there one day and gone the next, and anyone can go at any time. It’s very eerie, and I don’t have anything smart to say about it, so I’m going to be quiet over there. This is going to be one of those episodes, isn’t it? In any case, Kevin is still suspicious of the janitor, and Gwen wants to check out the cemetery to check his story, but Ben wants to check on something else first.
They head to the Plumbers’ Academy, where it turns out Elena had enrolled following the events of the movie. Her teacher explains that she’d been a star student, but the depression from her father’s death made it impossible to concentrate on her studies and she dropped out. Once again, the Plumbers prove that they suck at providing emotional and psychological support. He explains that Elena decided to continue her father’s research on the Hive, since next to him, she was the foremost expert on the chips. Ben insists that’s why he’s looking for her, but Kevin doesn’t quite buy it. When they visit Elena’s lab, she greets Ben with a big hug and pulls him inside, explaining that she’s taken most of the stuff from her dad’s lab and added a few things of her own. She believes that the chips can change the world for the better, above everyone else’s insistence that this is a Bad Idea. Because the chips can conglomerate together to form anything (as seen by the various weapons in the movie), she sees potential in them for creating bridges, roads, and cities. She also created a security system to prevent them from escaping her containment unit: a forcefield will vaporize any chips that try to escape. She examines the chip Ben had and determines it’s not one of hers, but when Ben asks for her help on the case, she refuses and insists that her research is too important. She does, however, ask Ben for help with her research, but Gwen reminds them both that Ben needs to save the world.
At Burger Shack later, Gwen and Kevin discuss the situation. Gwen thinks it’s dangerous for Elena to be playing with the chips, but Kevin’s more worried (and disappointed) about the Ben/Elena puppy love continuing from the movie. He thinks Elena’s just one of those girls who will pretend to be interested in a guy, then leave when he is interested, since he’s seen the type before. Gwen gives him a Look at this, and he amends that he’s heard about it. From friends. Totally. But as they continue the discussion, Validus attacks. Meanwhile, Ben is doing homework when Julie stops by. She asks him what’s wrong, and he confesses that he feels like the answers to this case are right in front of them but he can’t see them. He offers to show her the chip he recovered, but then he remembers that Kevin has it. He’s about to run off to find Kevin and Gwen when he realizes that he’s running out on Julie again, and he asks if it feels like this is all he does to her. She admits that it’s how she feels, and Ben promises that he’ll meet up with her the next night. Excuse me just a moment. Are these ACTUAL CONSEQUENCES of the Breakup I spent two episodes bitching about? Holy SHIT.
Ben arrives at Burger Shack as Validus goes Doc Ock on Kevin and Gwen, thoroughly kicking their asses. But to everyone’s surprise, he’s not willing to fight Ben and makes another break for it. Suspicious, the team heads to the cemetery, either later or the next night, to investigate the grave. Kevin’s all for a do-it-yourself exhumation, despite Ben’s misgivings, so Gwen does the smart thing and runs a power scan. She confirms that Validus is indeed buried there, and Elena steps out of the shadows to say that she could have told them that. She’s changed her mind about helping and insists that friends are more important than research. They brainstorm at Mr. Smoothy’s and really only have questions instead of answers. Why do the chips assume the form of the deceased Validus? Elena suggests it’s habit. Ben asks what they want, since last time they’d wanted to assimilate the entire world. Right now, all they know is that the chips want Kevin and Gwen dead, but not Ben, oddly enough. Ben explains to Elena that the fake Validus ran from him twice now, and Elena suggests that maybe it’s afraid of his aliens. Gwen shoots that idea down fast, reminding her that she and Kevin are pretty strong themselves, but Elena insists she’s a scientist, not a doctor, damnit. Kevin decides that he’ll put on the detective hat and asks Ben to do some investigating with him, but Ben insists that he promised to meet Julie later, much to Elena’s surprise. As she and Kevin drive off, Gwen brings up Elena’s odd reaction to the news that Ben and Julie are dating (well, apparently), and Kevin explains it’s just how girls are and guys just need to pit one against the other. Gwen REALLY glares at him now, and Kevin once again insists it’s advice from friends. Whom he’s never going to see again. They return to the lab and confront the Janitor. Kevin pulls off the guy’s toupee, causing him to trip over his bucket, hit his head on the ground, and pass out. Good job, detective. Here’s an idea: Stick to CSI work. Gwen thinks so too, proceeding to criticize his Scooby-Doo detective skills.
Julie heads to Burger Shack to meet with Ben, but she notices someone in the alley and goes to check, wondering if it’s Ben. But when she does, the Hive chips attack her. Ben arrives sometime later and asks the other customers if they’ve seen her. Apparently knowing just which Julie he’s talking about (though, he IS a celebrity, I’ll give them that), one of them points him out to the alley. Ben fails to find Julie, but he does find a Hive chip. Barely restraining his fury, Ben goes to confront Elena about the chip, quickly scoping out her lab and then impatiently waiting for her to examine the chip. Elena insists again that it’s not one of hers, but Ben asks for proof and wants to see one of the ones in containment. When Elena insists hers are all behind the forcefield, Ben shouts out that he calls bullshit and the chips have been the same the whole time. He suspects that Elena’s figured out how to control the chips and is trying to get rid of anyone who stands between her and Ben in some kind of twisted love plot that would totally demonize her character. Elena admits to lying but swears this isn’t the case; she’d lost some of the chips before she set up the forcefield and for some reason didn’t think they’d cause a problem. Ben shouts at her again for not thinking, and she apologizes and admits that she was so obsessed with her work that she didn’t want to stop to look for the highly dangerous mind-controlling alien chips. She offers to help him and use her knowledge to deactivate them.
At the lab, the Janitor finally wakes up, explaining that the toupee was just to cover his male-pattern baldness. Taking a cynical look at Kevin, he adds that he might need one too one day (“Paradox”). Kevin still thinks the Janitor knows more, but the Janitor insists that all he did was help Validus with his experiments and then help his “crazy daughter” move equipment to her lab. Gwen stops at “crazy daughter” and asks for an explanation. Turns out that around the Janitor, Elena would speak in the plural, like a Queen. The Hive Queen, to be exact, and Gwen and Kevin realize they are in some deep shit. The Queen survived the movie and is now within Elena.
As Elena packs her equipment, Ben manages to calm down. He says that he was paranoid and must have jumped to the conclusion that Julie had been attacked, and he sadly wonders if she ditched him, no longer interested in seeing him. But Julie is bound and gagged inside a storage closet, trying to escape. Elena says that she’s glad that she and Ben are together now. He tries to remind her that it’s for work, but she promises that it’s not all going to be work. She leans in to kiss him, and he starts to do the same when he hears a loud bang from within the chained closet. Elena tries to stop him from going to the locked room, but when he ignores her, she transforms into the Queen. She/they explains that the Queen that Ben had fought inside Validus in the movie had been a fake, and the real Queen hid inside Elena. The Hive responds to Elena’s wishes—both conscious and unconscious—and they try to seduce him by offering him anything he wants. But it’s clear that what he wants is Julie, and he runs to rescue her. Queen Elena creates another Validus-drone between Ben and the door as Julie pounds on it, damn near breaking the thing down if not for the heavy chain. Armadrillo punches the Validus-drone aside and breaks down the door to rescue Julie, then beating aside three more Validus-drones before presumably untying her. Gwen and Sherlock Levin arrive to join the fight, but they’re all having trouble, and Armadrillo is thrown aside. He tries to reason with Elena, but Queen Elena won’t stop. He resigns himself to attacking her, but Queen Elena shoots a swarm of drones at him, replicating until they cover his whole upper body and head, cutting off his air supply. Not one to stand around while Ben’s in trouble, Julie begins trying to pull the chips off him, but there are too many. As Ben begins to suffocate, she stands in front of Queen Elena and demands to know if this is really what Elena wants. Clutching her head in agony, Queen Elena insists that it must be what she wants, but Julie denies it, insisting to whatever remains of the real Elena within her that if she really cared about Ben, she’d stop. Elena insists she does care, and Julie asks if there’s any part of her that still cares enough to stop Ben from dying. As Julie returns to trying to pry the chips off Ben, Elena walks to containment and, to Julie’s horror, stands before the forcefield. Above Julie’s protests, Elena smiles and walks into the forcefield, disintegrating instantly.
All of the chips fall inert, including the ones on Ben and the drones fighting Kevin and Gwen. Ben realizes what happened and runs over to the forcefield to see nothing but dead chips, and he despairs. Julie insists that it wasn’t Elena anymore, that the chips had killed her long ago. But Ben argues that there was enough of his friend there to save his life, and he quietly tells Elena goodbye. But as the team leaves, the fallen chips revive, unseen. Long live the Queen.
I’ve been very hard on episodes written by this particular writer in the past, and I am happy to say that this one has no major problems in terms of characterization or plot, the way I’ve felt in the past. In fact, Berkowitz seems to draw on his experiences writing Justice League and Batman, since this definitely has more of a DCAU feel than Ben 10, and in all the right ways. The characters are handled well, the plot is suspenseful and had both me and my brother on the edge of our seats when we watched, and for all the ending is depressing as HELL, it’s at least a satisfying conclusion in terms of story.
If I had to give this episode a theme, I’d say it was desire, and it’s very deeply tied to the two characters at the heart of the story: Elena and Ben. Elena Validus is from the 2009 movie Ben 10: Alien Swarm, which takes place between Alien Force and Ultimate Alien. If you haven’t seen this movie, you are going to be hopelessly lost watching this episode, since it relies very heavily on knowledge from it.
Elena in the movie was a tough, haughty sixteen-year-old with a dark secret: the fact that her father was possessed by the insidious Hive and was reproducing chips to take over the world. But because her father had been blacklisted by the Plumbers, she put Ben’s career at risk by asking him for help. Elena and Ben had been friends three years before the movie, and Ben had had a massive crush on her, but when her father was kicked out of the Plumbers, she was forced to leave Ben behind without a word. And though she could soften around Ben, her one and only friend, she still had issues of trust around him and didn’t tell him everything until it was nearly too late. Still, Ben managed to save her father without killing him, and everything seemed to go better for her.
When we meet Elena now, we learn of how things changed between the movie and the series. She enrolled in the Plumbers’ Academy and showed amazing promise, but she left school when her father suddenly died, becoming obsessed with his research—the very symptom that Validus himself had displayed when he was possessed. The possession neatly explains why a sixteen-year-old is a major research scientist, along with any other discrepancies with her personality. Elena’s not nearly as distrustful and cold as she’d been in the movie. She seems open and cheerful, happily greeting Ben and surprisingly not fighting with Gwen, whom she had issues without throughout the whole movie. She also seems to be more open to a relationship with Ben, when it was hard to gauge her interest in him in the movie. She cared about him deeply, yes, but it was ambiguous whether or not she liked Ben the way he liked her. And mercifully, the Hive Queen neatly explains away her crimes of passion, when otherwise I’d be crying foul over the general perception that a female rival in a relationship will go crazy and try to kill the love interest. It’s bad in crime dramas, and it would have been bad here.
“Queen Elena,” as I refer to the merged state of mind, explains that during the movie (and perhaps, during that final battle), some of the Hive drones infected Elena and remained dormant. The real Queen hid inside her, sacrificing the chips and false Queen within Validus and all the others that had been produced. Ben fell for it easily when he destroyed the false Queen, since everyone seemed to be okay, including Elena. But even as the team celebrated, even as Elena and Gwen argued, even as Ben and Elena frickin’ HUGGED because they thought the nightmare was over, the chips were replicating inside of her. By the time we see her again, they’ve taken over her body and mind completely, fulfilling every desire she has. The equipment she built is probably Hive-created. And the sudden interest in Ben? As Queen Elena says herself, the chips respond to desires she didn’t even know she had. This also explains why the drones took on the image of her father—reflecting her grief. The Queen twisted the soul of a young woman who finally had a future, and that’s probably more depressing even than Elena’s death. Things were finally going right for her after three years of heartache, and the Hive completely ruined her.
Ben’s desires are also key to this, continuing from Alien Swarm and from “Eye of the Beholder.” Throughout Alien Swarm, there was an underlying question of why Ben was helping Elena. Was it because he owed it to her as a friend? Was it because he really thought there was a threat? Or was he blinded by his love for her? When he was thirteen, he had a huge crush on her, and he did absolutely everything he could for her, trying to be her white knight. When kids on their soccer team hated her for being the only girl on the team, he stood up for her until they accepted her. And when the entire team insisted that she was poison and blacklisted, he believed in her and discovered the truth behind an alien mystery that should have been resolved three years before. Ben had a very give-and-take relationship of trust with her, where he wanted to trust her, but he couldn’t help but worry that she wasn’t telling him everything. And he felt betrayed when they discovered at the end that her father was apparently behind it all and she’d known from the start. The whole scene in this episode where he confronts her about lying to him about the chips is a definite callback to the scene in the movie where everyone calls her out for lying to them about her father. And we see that it’s especially hard for him because he still hasn’t gotten over her. It’s a wound that’s never healed. When Elena asks him to join her research, he’s clearly torn, but he reluctantly puts his duty first. And when she tries to kiss him, he hesitates at first but then begins to give into his desire, only to be snapped out of it by Julie.
The other desire in Ben’s heart is Julie, and it would be easy to say that he’s torn between two girls, but I really don’t think that’s the case. Instead, I think it’s a matter of him fighting one desire at a time, and thanks to Elena, they’re coming into conflict. Now, I haven’t exactly been subtle about the fact that I hate the way the breakup from the beginning of the season was handled, and “The Transmogrification of Eunice” and “Eye of the Beholder” are tainted by that belief. Here, I almost feel like they’ve begun to redeem themselves. Ben is trying with Julie. It’s very awkward between them still, but he’s giving it his best. He admits that he’s constantly running off on her, and Julie actually opens up and admits it. So Ben promises to try to make it up to her and make time for her. Sure, the way it’s worded, it sounds more like they’re on the verge of breaking up rather than trying to make up, but honestly? This is exactly what I wanted to see before “The Transmogrification of Eunice.” It gives perspective for the both of them, and it makes it really feel like they have legitimate issues that they have to work through. It’s only when Ben realizes that Elena really has captured Julie that his two desires come into conflict, and he’s got to choose one over the other. Like in “Hero Time,” he chooses Julie, and I think this is the moment where he finally gets over Elena. He accepts that they were never meant to be anything more than friends, and for all he’s going to mourn her death, he’s mourning her as her best friend and not as the boy who had a crush on her.
And hell, Julie’s role in this whole thing is great to see, aside from the fact that such a small, skinny girl should NOT be able to force a pair of heavy doors that much. She doesn’t treat Elena as a rival. She treats her as an equal, asking if she really does care about Ben and forcing her to fight against the Queen. She’s just as horrified as Ben when Elena decides to sacrifice herself to save him, and I think it says a lot for their characters. They’re both willing to give everything for Ben, even if it means they’re not going to be the only ones who love him.
A small continuity error happened in the beginning, when Ben transformed back from Goop and still was just in his T-shirt and boxers, when the glitch in the Ultimatrix transforms him back to his full outfit. Julie also mentions that Ben is taking calculus, and I have to say that Gwen and Kevin lose all right to complain that he’s dumb. Calculus is a college-level math, and for all my high school education wasn’t exactly ideal, a kid in tenth or eleventh grade is probably NOT going to be taking it. This also fits with him doing trigonometry problems in “Vendetta” back in Alien Force; assuming that it’s been less than a whole schoolyear, it’s very possible that it’s the same exact math class, and he’s starting on the advanced stuff at the end of the year (since the past two episodes revealed it’s almost summer).
Also, a bit of an odd note, we never really find out what the hell was up with Ben’s nightmare in the beginning. The whole “tiny Humongousaur” thing implied there might be a problem with Nanomech, but we never DID get a chance to see Nanomech in action this episode because when he was needed the most, Ben was suffocating and unable to fight or change forms. Gwen, who’s apparently been studying the psychoanalysis of dreams, suggests that Tinysaur is a manifestation of some kind of fear from Ben, so all we really have to go on is what I’ve suspected for a while now: Ben is fucked up in the head.
“Revenge of the Swarm” was written by Stan Berkowitz. By my best guess, Vyvan Pham played Elena, though I need confirmation to be sure. I didn’t catch who played the janitor and Validus.
They head to the Plumbers’ Academy, where it turns out Elena had enrolled following the events of the movie. Her teacher explains that she’d been a star student, but the depression from her father’s death made it impossible to concentrate on her studies and she dropped out. Once again, the Plumbers prove that they suck at providing emotional and psychological support. He explains that Elena decided to continue her father’s research on the Hive, since next to him, she was the foremost expert on the chips. Ben insists that’s why he’s looking for her, but Kevin doesn’t quite buy it. When they visit Elena’s lab, she greets Ben with a big hug and pulls him inside, explaining that she’s taken most of the stuff from her dad’s lab and added a few things of her own. She believes that the chips can change the world for the better, above everyone else’s insistence that this is a Bad Idea. Because the chips can conglomerate together to form anything (as seen by the various weapons in the movie), she sees potential in them for creating bridges, roads, and cities. She also created a security system to prevent them from escaping her containment unit: a forcefield will vaporize any chips that try to escape. She examines the chip Ben had and determines it’s not one of hers, but when Ben asks for her help on the case, she refuses and insists that her research is too important. She does, however, ask Ben for help with her research, but Gwen reminds them both that Ben needs to save the world.
At Burger Shack later, Gwen and Kevin discuss the situation. Gwen thinks it’s dangerous for Elena to be playing with the chips, but Kevin’s more worried (and disappointed) about the Ben/Elena puppy love continuing from the movie. He thinks Elena’s just one of those girls who will pretend to be interested in a guy, then leave when he is interested, since he’s seen the type before. Gwen gives him a Look at this, and he amends that he’s heard about it. From friends. Totally. But as they continue the discussion, Validus attacks. Meanwhile, Ben is doing homework when Julie stops by. She asks him what’s wrong, and he confesses that he feels like the answers to this case are right in front of them but he can’t see them. He offers to show her the chip he recovered, but then he remembers that Kevin has it. He’s about to run off to find Kevin and Gwen when he realizes that he’s running out on Julie again, and he asks if it feels like this is all he does to her. She admits that it’s how she feels, and Ben promises that he’ll meet up with her the next night. Excuse me just a moment. Are these ACTUAL CONSEQUENCES of the Breakup I spent two episodes bitching about? Holy SHIT.
Ben arrives at Burger Shack as Validus goes Doc Ock on Kevin and Gwen, thoroughly kicking their asses. But to everyone’s surprise, he’s not willing to fight Ben and makes another break for it. Suspicious, the team heads to the cemetery, either later or the next night, to investigate the grave. Kevin’s all for a do-it-yourself exhumation, despite Ben’s misgivings, so Gwen does the smart thing and runs a power scan. She confirms that Validus is indeed buried there, and Elena steps out of the shadows to say that she could have told them that. She’s changed her mind about helping and insists that friends are more important than research. They brainstorm at Mr. Smoothy’s and really only have questions instead of answers. Why do the chips assume the form of the deceased Validus? Elena suggests it’s habit. Ben asks what they want, since last time they’d wanted to assimilate the entire world. Right now, all they know is that the chips want Kevin and Gwen dead, but not Ben, oddly enough. Ben explains to Elena that the fake Validus ran from him twice now, and Elena suggests that maybe it’s afraid of his aliens. Gwen shoots that idea down fast, reminding her that she and Kevin are pretty strong themselves, but Elena insists she’s a scientist, not a doctor, damnit. Kevin decides that he’ll put on the detective hat and asks Ben to do some investigating with him, but Ben insists that he promised to meet Julie later, much to Elena’s surprise. As she and Kevin drive off, Gwen brings up Elena’s odd reaction to the news that Ben and Julie are dating (well, apparently), and Kevin explains it’s just how girls are and guys just need to pit one against the other. Gwen REALLY glares at him now, and Kevin once again insists it’s advice from friends. Whom he’s never going to see again. They return to the lab and confront the Janitor. Kevin pulls off the guy’s toupee, causing him to trip over his bucket, hit his head on the ground, and pass out. Good job, detective. Here’s an idea: Stick to CSI work. Gwen thinks so too, proceeding to criticize his Scooby-Doo detective skills.
Julie heads to Burger Shack to meet with Ben, but she notices someone in the alley and goes to check, wondering if it’s Ben. But when she does, the Hive chips attack her. Ben arrives sometime later and asks the other customers if they’ve seen her. Apparently knowing just which Julie he’s talking about (though, he IS a celebrity, I’ll give them that), one of them points him out to the alley. Ben fails to find Julie, but he does find a Hive chip. Barely restraining his fury, Ben goes to confront Elena about the chip, quickly scoping out her lab and then impatiently waiting for her to examine the chip. Elena insists again that it’s not one of hers, but Ben asks for proof and wants to see one of the ones in containment. When Elena insists hers are all behind the forcefield, Ben shouts out that he calls bullshit and the chips have been the same the whole time. He suspects that Elena’s figured out how to control the chips and is trying to get rid of anyone who stands between her and Ben in some kind of twisted love plot that would totally demonize her character. Elena admits to lying but swears this isn’t the case; she’d lost some of the chips before she set up the forcefield and for some reason didn’t think they’d cause a problem. Ben shouts at her again for not thinking, and she apologizes and admits that she was so obsessed with her work that she didn’t want to stop to look for the highly dangerous mind-controlling alien chips. She offers to help him and use her knowledge to deactivate them.
At the lab, the Janitor finally wakes up, explaining that the toupee was just to cover his male-pattern baldness. Taking a cynical look at Kevin, he adds that he might need one too one day (“Paradox”). Kevin still thinks the Janitor knows more, but the Janitor insists that all he did was help Validus with his experiments and then help his “crazy daughter” move equipment to her lab. Gwen stops at “crazy daughter” and asks for an explanation. Turns out that around the Janitor, Elena would speak in the plural, like a Queen. The Hive Queen, to be exact, and Gwen and Kevin realize they are in some deep shit. The Queen survived the movie and is now within Elena.
As Elena packs her equipment, Ben manages to calm down. He says that he was paranoid and must have jumped to the conclusion that Julie had been attacked, and he sadly wonders if she ditched him, no longer interested in seeing him. But Julie is bound and gagged inside a storage closet, trying to escape. Elena says that she’s glad that she and Ben are together now. He tries to remind her that it’s for work, but she promises that it’s not all going to be work. She leans in to kiss him, and he starts to do the same when he hears a loud bang from within the chained closet. Elena tries to stop him from going to the locked room, but when he ignores her, she transforms into the Queen. She/they explains that the Queen that Ben had fought inside Validus in the movie had been a fake, and the real Queen hid inside Elena. The Hive responds to Elena’s wishes—both conscious and unconscious—and they try to seduce him by offering him anything he wants. But it’s clear that what he wants is Julie, and he runs to rescue her. Queen Elena creates another Validus-drone between Ben and the door as Julie pounds on it, damn near breaking the thing down if not for the heavy chain. Armadrillo punches the Validus-drone aside and breaks down the door to rescue Julie, then beating aside three more Validus-drones before presumably untying her. Gwen and Sherlock Levin arrive to join the fight, but they’re all having trouble, and Armadrillo is thrown aside. He tries to reason with Elena, but Queen Elena won’t stop. He resigns himself to attacking her, but Queen Elena shoots a swarm of drones at him, replicating until they cover his whole upper body and head, cutting off his air supply. Not one to stand around while Ben’s in trouble, Julie begins trying to pull the chips off him, but there are too many. As Ben begins to suffocate, she stands in front of Queen Elena and demands to know if this is really what Elena wants. Clutching her head in agony, Queen Elena insists that it must be what she wants, but Julie denies it, insisting to whatever remains of the real Elena within her that if she really cared about Ben, she’d stop. Elena insists she does care, and Julie asks if there’s any part of her that still cares enough to stop Ben from dying. As Julie returns to trying to pry the chips off Ben, Elena walks to containment and, to Julie’s horror, stands before the forcefield. Above Julie’s protests, Elena smiles and walks into the forcefield, disintegrating instantly.
All of the chips fall inert, including the ones on Ben and the drones fighting Kevin and Gwen. Ben realizes what happened and runs over to the forcefield to see nothing but dead chips, and he despairs. Julie insists that it wasn’t Elena anymore, that the chips had killed her long ago. But Ben argues that there was enough of his friend there to save his life, and he quietly tells Elena goodbye. But as the team leaves, the fallen chips revive, unseen. Long live the Queen.
I’ve been very hard on episodes written by this particular writer in the past, and I am happy to say that this one has no major problems in terms of characterization or plot, the way I’ve felt in the past. In fact, Berkowitz seems to draw on his experiences writing Justice League and Batman, since this definitely has more of a DCAU feel than Ben 10, and in all the right ways. The characters are handled well, the plot is suspenseful and had both me and my brother on the edge of our seats when we watched, and for all the ending is depressing as HELL, it’s at least a satisfying conclusion in terms of story.
If I had to give this episode a theme, I’d say it was desire, and it’s very deeply tied to the two characters at the heart of the story: Elena and Ben. Elena Validus is from the 2009 movie Ben 10: Alien Swarm, which takes place between Alien Force and Ultimate Alien. If you haven’t seen this movie, you are going to be hopelessly lost watching this episode, since it relies very heavily on knowledge from it.
Elena in the movie was a tough, haughty sixteen-year-old with a dark secret: the fact that her father was possessed by the insidious Hive and was reproducing chips to take over the world. But because her father had been blacklisted by the Plumbers, she put Ben’s career at risk by asking him for help. Elena and Ben had been friends three years before the movie, and Ben had had a massive crush on her, but when her father was kicked out of the Plumbers, she was forced to leave Ben behind without a word. And though she could soften around Ben, her one and only friend, she still had issues of trust around him and didn’t tell him everything until it was nearly too late. Still, Ben managed to save her father without killing him, and everything seemed to go better for her.
When we meet Elena now, we learn of how things changed between the movie and the series. She enrolled in the Plumbers’ Academy and showed amazing promise, but she left school when her father suddenly died, becoming obsessed with his research—the very symptom that Validus himself had displayed when he was possessed. The possession neatly explains why a sixteen-year-old is a major research scientist, along with any other discrepancies with her personality. Elena’s not nearly as distrustful and cold as she’d been in the movie. She seems open and cheerful, happily greeting Ben and surprisingly not fighting with Gwen, whom she had issues without throughout the whole movie. She also seems to be more open to a relationship with Ben, when it was hard to gauge her interest in him in the movie. She cared about him deeply, yes, but it was ambiguous whether or not she liked Ben the way he liked her. And mercifully, the Hive Queen neatly explains away her crimes of passion, when otherwise I’d be crying foul over the general perception that a female rival in a relationship will go crazy and try to kill the love interest. It’s bad in crime dramas, and it would have been bad here.
“Queen Elena,” as I refer to the merged state of mind, explains that during the movie (and perhaps, during that final battle), some of the Hive drones infected Elena and remained dormant. The real Queen hid inside her, sacrificing the chips and false Queen within Validus and all the others that had been produced. Ben fell for it easily when he destroyed the false Queen, since everyone seemed to be okay, including Elena. But even as the team celebrated, even as Elena and Gwen argued, even as Ben and Elena frickin’ HUGGED because they thought the nightmare was over, the chips were replicating inside of her. By the time we see her again, they’ve taken over her body and mind completely, fulfilling every desire she has. The equipment she built is probably Hive-created. And the sudden interest in Ben? As Queen Elena says herself, the chips respond to desires she didn’t even know she had. This also explains why the drones took on the image of her father—reflecting her grief. The Queen twisted the soul of a young woman who finally had a future, and that’s probably more depressing even than Elena’s death. Things were finally going right for her after three years of heartache, and the Hive completely ruined her.
Ben’s desires are also key to this, continuing from Alien Swarm and from “Eye of the Beholder.” Throughout Alien Swarm, there was an underlying question of why Ben was helping Elena. Was it because he owed it to her as a friend? Was it because he really thought there was a threat? Or was he blinded by his love for her? When he was thirteen, he had a huge crush on her, and he did absolutely everything he could for her, trying to be her white knight. When kids on their soccer team hated her for being the only girl on the team, he stood up for her until they accepted her. And when the entire team insisted that she was poison and blacklisted, he believed in her and discovered the truth behind an alien mystery that should have been resolved three years before. Ben had a very give-and-take relationship of trust with her, where he wanted to trust her, but he couldn’t help but worry that she wasn’t telling him everything. And he felt betrayed when they discovered at the end that her father was apparently behind it all and she’d known from the start. The whole scene in this episode where he confronts her about lying to him about the chips is a definite callback to the scene in the movie where everyone calls her out for lying to them about her father. And we see that it’s especially hard for him because he still hasn’t gotten over her. It’s a wound that’s never healed. When Elena asks him to join her research, he’s clearly torn, but he reluctantly puts his duty first. And when she tries to kiss him, he hesitates at first but then begins to give into his desire, only to be snapped out of it by Julie.
The other desire in Ben’s heart is Julie, and it would be easy to say that he’s torn between two girls, but I really don’t think that’s the case. Instead, I think it’s a matter of him fighting one desire at a time, and thanks to Elena, they’re coming into conflict. Now, I haven’t exactly been subtle about the fact that I hate the way the breakup from the beginning of the season was handled, and “The Transmogrification of Eunice” and “Eye of the Beholder” are tainted by that belief. Here, I almost feel like they’ve begun to redeem themselves. Ben is trying with Julie. It’s very awkward between them still, but he’s giving it his best. He admits that he’s constantly running off on her, and Julie actually opens up and admits it. So Ben promises to try to make it up to her and make time for her. Sure, the way it’s worded, it sounds more like they’re on the verge of breaking up rather than trying to make up, but honestly? This is exactly what I wanted to see before “The Transmogrification of Eunice.” It gives perspective for the both of them, and it makes it really feel like they have legitimate issues that they have to work through. It’s only when Ben realizes that Elena really has captured Julie that his two desires come into conflict, and he’s got to choose one over the other. Like in “Hero Time,” he chooses Julie, and I think this is the moment where he finally gets over Elena. He accepts that they were never meant to be anything more than friends, and for all he’s going to mourn her death, he’s mourning her as her best friend and not as the boy who had a crush on her.
And hell, Julie’s role in this whole thing is great to see, aside from the fact that such a small, skinny girl should NOT be able to force a pair of heavy doors that much. She doesn’t treat Elena as a rival. She treats her as an equal, asking if she really does care about Ben and forcing her to fight against the Queen. She’s just as horrified as Ben when Elena decides to sacrifice herself to save him, and I think it says a lot for their characters. They’re both willing to give everything for Ben, even if it means they’re not going to be the only ones who love him.
A small continuity error happened in the beginning, when Ben transformed back from Goop and still was just in his T-shirt and boxers, when the glitch in the Ultimatrix transforms him back to his full outfit. Julie also mentions that Ben is taking calculus, and I have to say that Gwen and Kevin lose all right to complain that he’s dumb. Calculus is a college-level math, and for all my high school education wasn’t exactly ideal, a kid in tenth or eleventh grade is probably NOT going to be taking it. This also fits with him doing trigonometry problems in “Vendetta” back in Alien Force; assuming that it’s been less than a whole schoolyear, it’s very possible that it’s the same exact math class, and he’s starting on the advanced stuff at the end of the year (since the past two episodes revealed it’s almost summer).
Also, a bit of an odd note, we never really find out what the hell was up with Ben’s nightmare in the beginning. The whole “tiny Humongousaur” thing implied there might be a problem with Nanomech, but we never DID get a chance to see Nanomech in action this episode because when he was needed the most, Ben was suffocating and unable to fight or change forms. Gwen, who’s apparently been studying the psychoanalysis of dreams, suggests that Tinysaur is a manifestation of some kind of fear from Ben, so all we really have to go on is what I’ve suspected for a while now: Ben is fucked up in the head.
“Revenge of the Swarm” was written by Stan Berkowitz. By my best guess, Vyvan Pham played Elena, though I need confirmation to be sure. I didn’t catch who played the janitor and Validus.