In June 14, 2012, 3 palentologists discover a 1605 iceberg from 507, Ben Tennyson goes to discover it, as well as Rex Salazar when he realized that his enemy, Quarry was witnessing it, even a woman re-unites with her friends since 1988, they went seperate ways, after Hudson passed away at age 86, even 5 gargoyles re-unite with a retired cop when some of their enemies have busted out of prison to witness the event. But they realize, that Quarry, the Pack and.....Mandy served the frozen sculpture, and broke him free. And Ben, Rook, Rex, Ash, Misty, Brock, Six, Holiday, Bobo, Max, Sam, Alex, Clover, Brooklyn, Goliath, Broadway, Lexington and Eliza must save the world from destruction before the Man-Dragon all of what is left.


  • Ben Tennyson (Yuri Lowenthal)
  • Rook Blonko (Bumper Robinson)
  • Grandpa Max (Paul Eiding)
  • Rex Salazar (Brian Patoku)
  • Agent Six (Wally Kurth)
  • Rebecca Holiday (Grey DeLisle)
  • Bobo Haha (John DiMaggio)
  • Ash Ketchum/ Pokeman (Sarah Natochenny flashbacks, later Matthew Broderick present)
  • Misty Ketchum/Starfire (Maggie Blue O'Hara flashbacks, later Jodi Benson present) - Ash's wife
  • Brock/ Mr. Fantastic II (Bill Rogers flashback, later David Kaye present)
  • Sam Ketchum/Carewoman (Jennifer Hale)
  • Clover/Ruby Girl (Andrea Baker)
  • Alex/Siren Queen (Katie Griffin)
  • Goliath (Keith David)
  • Brooklyn (Jeff Bennett)
  • Lexington (Thom Adcox)
  • Broadway (Bill Fagerbakke)
  • Bronx (Frank Welker)
  • Angela (Brigitte Bako)
  • Elisa Maza (Salli Richardson)
  • Eric Thomas (Matthew Broderick) - retires at the end and marries Rene!
  • Rene Pottors (Jodi Benson)
  • Julie Yamamoto (Vvyan Pham) - cameo at the beginning chatting with Ben, at middle witnessing Ben as Heatblast going into the ocean to fight the Man-Dragon, and at the end, where she and Ben are chatting again on fixing the Plumbers' Academy
  • Gwen Tennyson (Tara Strong) - returns from Anodyne, and now she has blue mana
  • Gong Ho (Dante Basco) - once Tuck, now living his time as a human again
  • Chi Ching (Vyvan Pham) - once Cricket, now living her time as a human again
  • Walter (Jason Marsden) - once Skwydd, now a cured human
  • Azmuth (Rene Auberjonis)

Villains (The Darklights)Edit

  • Man-Dragon/Drake Roarke Simmons (Travis J. Gould) - the main antagonist
  • Professor Ron Malcovich (Tim Curry) - revealed to be Gary Oak/ Gelvarod, and Drake's top man and secondary antagonist
  • Kevin Levin (Greg Cipes) - Man-Dragon's brother in secret and tertiary antagonist
  • Robot Gwen (Ashley Johnson) - head only
  • Britney/Zylene (Angelina Jolie) - Gelvarod's mom, and double agent of W.O.O.H.P. and former head of W.O.O.D.E.C. she makes clones of Sam, Alex and Clover to outsmart them with their skills
    • The Pack: - used to study the Gargoyles' skills
      • Jackal (Matt Frewer)
      • Mandy/Hyena (Cree Summer),(Jennifer Hale) - revealed to be the Man-Dragon's real Mother, and Kevin's!
      • Dingo (Jim Cummings)
      • Wolf (Clancy Brown)
  • Quarry (Mark Hamill)
  • Professor Paradox (David McCallum)
  • Van Kleiss (Troy Baker) - comes back from space, although dying that he can't survive without the soil, so he turns to Kevin for help, because they were secretly partners, which causes the loyalty of Biowulf to be very skeptible about Kevin, and the Pack to cause rumors!
  • The Pack:
    • Biowulf (Troy Baker)
    • Skalamander (John DiMaggio)
    • Breach (Hyden Walch)

Project ScytheEdit

  • General Manthiss (Kevin Michael Richardson) - killed by Man-Dragon, and secretly making a nuclear weapon!
  • Dr. Gadon/Cyber (David Thewlis) - loses his eye, and becomes Cyber, check Pokesqaud!
  • Gordon Jones (John DiMaggio)

Aliens usedEdit

  • Heatblast (Steve Blum) at the beginning using his powers to prevent an overflow from a ship underwater, and at the end, help defeating the Man-Dragon
  • Blox (Bumper Robinson) - used to face Manthiss's guards!
  • Rath (John DiMaggio) - used to fight Wolf!
  • Ripjaws (Fred Tatasciore) - used to save Ash under Water!
  • Fourarms (Richard McGonagle) - used to defeat Quarry!
  • Diamondhead (Jim Ward) - used to destroy the robot!
  • Jetray (Dwight Schultz) - used to save Lexington!


In 507, we see a warrior, known as Beowulf fighting a dragon in a castle, in the final battle, we see Beowulf ultimately killing the dragon, by ripping it's heart out, as it's fall mortally wounds Beowulf, but he lives long enough to watch the carcass of the dragon transform into its true form, the humanoid body of his son, before it is washed out to sea.

1605 years later, 3 palentologists go into Montana, Eric Thomas, Rene Pottors and Professor Ron Malcovich discover Beowulf's son in the iceberg.

Warner Bros. Animation Presents

A Man of Action Production

Yuri Lowenthal

Daryl Sabara

Matthew Broderick

Ben 10/Totally Spies!/Generator Rex/Pokemon/Gargoyles: Reign of the Man-Dragon

In Bellwood, California, we see Ben Tennyson tells Rook Blonko about Kevin that he made the Robot Gwen to make a fool out of him, and that he had help from Paradox to alterate the worlds. After this, Ben sees a call from Dr. Eric Thomas, and his assistants!

Ben and Rook come to Project Scythe, to see the frozen son, they meet Mandy, a "scientist" who comes to tell them about the son. Ben states, "How do we know that it's not a myth?", Mandy begs for Ben to turn into Heatblast to free him, Ben states, "If this is another trick, I'm done with being played for a fool, goodbye!", as Ben leaves, with Mandy in shock, and angry, and mumbles "Kevin!"

Meanwhile in Hawaii, Ash and Misty are celebrating their honeymoon, as they lay in bed with each other, Ash has dreams from his past, and wakes up, and Misty asks what the matter is, Ash talks with her, that she has been having dreams about his mother, Delia, losing him, Misty comforts him, that he always has close friends, as they kiss.

Meanwhile, Rex Salazar is out swimming with his friends, Walter, Gong Ho and Chi Ching (formely Skwydd, Tuck and Cricket), as they ask him if they would betray them again, and Rex says never, and decides to have them meet Ben. But Walter realized it was Rex's brother Ceasar whom was the one who betrayed them portraying Rex!

In Manhattan, Brooklyn sees the report on Project Scythe's discovery, and shows it to Goliath, and then shows it to Elisa who gets suspicious about the matter!

In Bellwood, Ben greets Rex, Walter, Gong and Chi at Mr. Smoothy's, Ben states, "I'm so glad I don't have to be played for a fool now!", Rex asks why, he tells them about Kevin and his dirty little secrets which involves the Robot, alternating and making his cousin ugly, Walter states, "We know how you feel, because I realized that it wasn't Rex who sold us out, it was his brother!", Rex disagrees that it was Caesar, Ben disagrees that he believes that Caesar was on Quarry's file, believing that everything Walter realizes was true. Rex disagrees with the people saying that, until Van Kleiss returns with Breach, Biowulf and Skalamander having returned from space.

Van Kleiss awakens from the hospital where Ben, Rex and Dr. Holiday is with him, Rex asks Van Kleiss if he remembers his time off in Abysus, Holiday informs him that without his mechanical arm, in space, he can't survive in space without the soil, Van Kleiss calls Breach a fool for keeping him in space for so long, and asks Holiday if there is a cure, Holiday says that Rex can help him, but Van Kleiss refuses and says that he'll find himself a cure, then Ben goes to meet Caesar in his lab and talks with him that he saw him with Quarry in Quarry's file saying he's the one who sold out Walter, Gong Ho and Chi Ching to Quarry, not Rex, and tells him to tell him what else he's done, Caesar reveals that he was the one who caused the explosion, and that he was jealous of his and Rex's parents spending more time with Rex and not him, and tells Ben he's done other things such as setting him up with Quarry, he's finished talking to him and states, "Perhaps now is the time you mind your own business, while my inside self plays nice with Rex", Ben walks out, unaware to Caesar, he recorded everything Caesar said in a tape recorder and gives it to Walter and tells him to spy on him, while Van Kleiss has Breach teleport him, Biowulf and Skalamander out of Providence.

Meanwhile, Kevin snuck in to meet his mother, Mandy, who slapped him across the head and states, "This is not how you make a girlfriend, it's how you make an abomination!". Kevin tells her that Drake was the one responsible for the fake Baby Dragon, and that Drake is a maniac, Mandy apologizes for coming harsh, and started thinking about Dawn and what she'd think of her and how rotton she got! Ron Malcovich reveals himself to be Gelvarod, and melts Drake out, and Man-Dragon was furious about Ash taking his chosen mate! Mandy hears Drake's roar and states "What, Have I done"? Van Kleiss arrives with Breach, Biowulf and Skalamander and asks Kevin if he could help him from dying, he couldn't survive in space without the soil.

Ben, and Ash encounter Elisa Maza, and she mentions that Man-Dragon has broken loose, and Project Scythe is after him! Ben later encounters Azmuth whom tells Ben that Kevin and his brother are heading towards the North Pole! Ben then realizes that he is a descendent of Eric the Spellbinder, and is the one who must find the Spellbinder's stick! Goliath joins him!

At the North Pole, Kevin and Drake build an Icefort, and proclaimed it the Darklights first base! Then, Van Kleiss calls Kevin and tells him to hurry, he needs something to help save him, Kevin knows one thing and tells him to hang in there and trust him, Van Kleiss nods. Meanwhile, Biowulf confronts Van Kleiss and demands to know how he and Kevin formed a secret alliance, Van Kleiss tells him to stand guard for any trouble, but Biowulf stood in his way, and demands him to tell him, having no choice, Van Kleiss explains that he and Kevin are going into a secret lab. After Van Kleiss leaves, Biowulf, Skalamander and Breach are very suspicious if they can trust their master.

Ben and Goliath arrive in the mountains, Ash and Misty meet up with them, Ben and Ash shake hands meeting again after going through the path, Misty explains that it was a place where Kyreum was beaten and turned into a baby dragon by Serrifas, Ben asks if they can help find the magician's staff, he was the descendent of Eric the Spellbinder, Ash states, "Anything I can do for an old friend", Ash learns that ever since he, Misty and Brock were on ice, and they got out in 08, he learns that someone was controlling, Ben tells him that it was Kevin who was the mastermind, he had caused him to be played for a fool by a robot version of Gwen, ever since he stopped Diagon, he learned that Gwen was a double agent, and secretly forms a alliance with Cooper to find out what happened to the Real Gwen, and Diamondhead decapitated the Robot and gives it to Cooper for studies and learns that it was Lichorian, and Ben as Ampfibian snuck into Kevin's mind to save the Real Gwen, and tasks her to change her look similar to the original series and spy on Kevin to feed him and Cooper information, Ben also learned that Kevin and Professor Paradox were alternating worlds, Ash was shocked at this and wants to tear Kevin limb through limb for his mutation.


  • This movie takes place after the events of Ben 10: Omniverse season 4, and the season 3 finale of Generator Rex, and 24 years after the events of Totally Spies!, and sometime after Seven Suitors.
  • It is revealed that Ash is the chosen hero that can stop Man-Dragon, and that he would have Misty as his mate, since Misty is one of the descendents of Ariel, she is Drake's target as his mate!
  • In Flashbacks you'll see how Ash and Ben met!


"I Knew I Loved You" - Savage Garden

"Show Me the Meaning of Being Lonely" - Backstreet Boys

"NY2LA" - Press Play - used for the Practice Ritual, and actual ritual dance of Man-Dragon's awakening!

"What Makes You Beautiful" - One Direction

"Poor Unfortunate Souls" - Jonas Brothers

"Thanks for the Memories" - Studio Allstars

"Uh Oh" - Junior Doctor

"God Must Have Spent A Little More Time On You" - NSYNC

"Invisible Touch" - Genesis

"Jump" - Flo Rida

"3" - Britney Spears

"Beautiful Soul" - Jesse McCartney

"Part of Your World" - Jodi Benson

"Down" - Jay Sean and Lil Wayne

"Fire Burning" - Sean Kingston

"Footloose" - Kenny Loggins - used when Broadway was dancing!

"For You I Will" - Monica

"Bet on It" - Troy

"My Song Knows What You Did In The Dark" - Fall Out Boy