As Ben reaches inside the pod for it, the device attaches permanently to his wrist and gives him the ability to transform into a numerous variety of alien life-forms, each with their own unique powers and abilities. When he examines it, he finds a mysterious, watch-like device, called the Omnitrix. Ben goes stomping off into the woods after another fight with Gwen, whom he is not happy to have along on the trip, and is almost crushed when a meteor crash lands, only to discover it’s an alien cargo pod.

Ten-year-old Ben Tennyson, his ten-year-old first cousin Gwen, and their paternal Grandpa Max start their summer camping trip.