This is The fourth episode of Ben 10
Ben, Gwen and Max drive to a retirement community to visit Ben's Aunt Vera, but evil alien shape-shifters, called the Limax, are kidnapping and replacing the elderly residents in order to devour them later. Ben (as Ghostfreak) investigates the situation and discover their undeground base where they keep the real people the Limaxes have captured. Unfortunately, Max is taken too and was replaced by a Limax look-a-like. Gwen and Ben must fight the Limaxes in the community to release all the persons they captured.
- Aunt Vera
- Limax (Villans)
- Old people
- Ghostfreak:(to Gwen, in a low scary voice, very slowly) Loser...Loser Loser...Ha!
- Ghostfreak:(floats away)See ya, wouldn't wanna be ya!