A year after Vilgax Attacked; a new menace, a mysterious cosmic storm, threatens to destroy the Earth. Ben Tennyson is back, armed with his new Ultimatrix and 10 all new alien forms. He is on a race against time to scour the Earth to uncover pieces of an ancient alien artifact, which when reassembled will be the only thing powerful enough to stop the impending doom. His search will take him to many famous locations around the world and pit him against some of the galaxy's worst villains including a larger than life battle against the coming destroyer of worlds, an evil Way Big!
- Play as Ben and 16 of his alien forms including many of the new aliens from the ULTIMATE ALIEN TV series, the most number of playable characters in a Ben 10 video game.
- All-new Ultimatrix to unlock a more powerful Ultimate version of established aliens from ALIEN FORCE
- Quickly switch from one alien to another without leaving the action and perform devastating combos.
- New storyline set in the ULTIMATE ALIEN universe by the original writers of the show.
- Completely authentic to the TV series using voice actors, sounds, and locations from the new ULTIMATE ALIEN series.
- 8 Levels of memorable real life locales including Paris, Tokyo, China, and Rome.
- Upgrade System that allows players to enhance their favorite aliens attributes
- Stylized Cinematics for going Ultimate, Boss Battles, and heroic rescues.
- Face off against familiar foes from the ALIEN FORCE series including Vreedle Bros, Enoch, Sunder, Seven Seven, Zombozo, and Psyphon.
- Play as Four-Arms (PS3 version) or Rath (X360 version), two exclusive aliens that can only be found on these platforms.