Continuity Ben 10 Franchise
Age Several thousand years
Species Galvan
Hair Color Not Applicable
Eye Color Green
District Southern District
Journal whohastimeforthat
Player Cybra
Theme Song (Optional)

"I didn't create a weapon. All of you did!"


Born on the original Galvan Prime several thousand Earth years before the present time, Azmuth's intellect quickly set him apart from his fellow Galvans along with everyone else in five galaxies. Among his accomplishments, he helped with the attempt to terraform Galvan B to make it hospitable for future colonization which led to the birth of the Galvanic Mechamorph species. However, rather than stay with his own kind, he decided to leave Galvan Prime to pursue his studies in the sciences and further understanding how the universe worked. During this time, he created the planet Primus which would become invaluable to a future, and arguably his greatest, creation: the Omnitrix.

At some point, he became acquainted with a female Galvan by the name of Zennith. He fell in love with her, describing her as "perfection". The pair weren't simply lovers but colleagues, working together on various projects. She even created a special subatomic viewer to allow him to see the primal forces of the universe which he became fascinated by and obsessed with. However, she was still able to pull him out of the lab on occasion to spend time with her.

During a picnic outside the lab, the pair talked about Azmuth's discoveries regarding those primal forces. He argued that it was impossible to tell if you truly understood something unless you could control it. However, Zennith countered that she understood him and didn't think anyone could control him. He promised to give up on the idea, fully intending to keep it, but that changed when she drew his attention to a perfectly-aligned planetary system.

That alignment proved to be the spark of inspiration that would change Azmuth's life along with the course of history forever.

In order to manipulate the primal forces, Azmuth devised a sword that could literally cleave through the fabric of reality. Zennith called his work on the blade irresponsible, urging him to abandon the project. However, he refused to listen, stating that he wasn't responsible for what happened in the future, that all that mattered was what happened in the present time. While working on the sword, Zennith left the lab, never to return. He didn't even realize it until he finished and called for her to look at what he'd made, initially thinking that she'd return in time.

Unfortunately, Zennith's warning proved to be prophetic. The blade was stolen by an unknown warrior from the Incursean homeworld who'd planned to use it to unite his people. The sword's power proved to be too much, utterly obliterating the planet. As Azmuth looked on the destruction, retrieving the weapon from where it drifted amongst the debris, he was stunned by the devastation and deaths he'd indirectly caused.

After hiding the sword away, vowing to devote himself to peaceful science, the universe was invaded by a powerful beast from another dimension called Diagon. The place it entered into the universe was a little planet Azmuth had come across in his studies: Earth. Knowing that Diagon's plan was to conquer the entire universe, using Earth of the Middle Ages as a foothold, Azmuth gave the sword to the strongest-willed of the knights who fought Diagon's minions: the exceptionally long-lived Sir George, hoping that the human would be worthy enough to control the sword. George dubbed the sword "Ascalon" and went on to defeat Diagon by cutting out its heart and pinning it to the ground where it remained for hundreds of years.

With Ascalon sealed away, Azmuth turned his attention back to another project. In his lab hidden away on Xenon, he worked on a device that could transform the user into a member of another sentient species. He originally designed his device to hold one DNA profile at a time, the Unitrix. However, this idea was scrapped and reworked so that the device could access every DNA profile in the universe by remotely connecting to Primus's Codon Stream. This device he called "the Omnitrix" would serve as his apology to the universe for creating Ascalon. In addition to allowing someone to literally walk in another species' shoes, it provided a way to preserve the DNA of a species for restorative purposes in case that species died out. However, he secretly had a third reason: He hoped that Zennith would see and know that he'd changed, possibly even return to him.

Near the end of the project, he hired an assistant by the name of Myaxx to help him cloak Xenon from the rest of the universe, swallowing it in an artificial darkness which obscured the asteroid field surrounding the planet. In addition, she collected DNA samples for the Codon Stream. While she was devoted to him, he never left the biosuit he wore around her and treated her rather harshly. She left him but not before she erased his DNA signature from the Omnitrix and replaced it with her own. Whether he ever knew about the change is doubtful.

He sent the Omnitrix out, programming in Max Tennyson, the greatest Plumber in the galaxy, as its intended user. However, beings such as Vilgax caught wind of his device and sought to claim it as their own in order to use it as a weapon. With the various sentient species of the universe perverting the purpose of his device, Azmuth turned his back on the universe in general, choosing to stay alone on Xenon.

Precisely how long he stayed there on Xenon from that moment is difficult to say. At some point, however, he received a signal from the Omnitrix; it was preparing to destroy itself and building up enough of a charge to take the rest of the universe down with it. Azmuth chose to allow the device to blow up rather than leave his sanctuary to repair it. He reaffirmed his decision when the Omnitrix's wielder, a ten year-old Ben Tennyson, broke down his lab door and destroyed his biosuit, the child trying to get him to shut down the Omnitrix. He told the boy, the Petrosapien Tetrax, and his former assistant Myaxx that he believed that letting the Omnitrix destroy the universe would be a good thing since the universe could start fresh. To his surprise, Ben called him out on his pessimistic viewpoint, claiming that Azmuth needed to see the good in people.

Before Azmuth could formulate a response, Vilgax arrived on Xenon in an attempt to claim both Omnitrix and creator. He largely sat the battle out, watching Ben fight without the Omnitrix in an attempt to keep it and Azmuth himself safe. After the boy removed the device that allowed the energy bursts to be redirected back into the Omnitrix, shutting down the robots in their area, Azmuth came to a decision: While still unsure if the universe was worth saving, he'd stop the self-destruct mechanism to give himself time to think it over. Rather than permanently shutting down the Omnitrix, he repaired the damage to it and even unlocked the To'kustar DNA profile for Ben which the boy then used to defeat Vilgax. After that, he devised a ship out of the head of one of Vilgax's giant drones, entrusting the Omnitrix to Ben and taking Myaxx along with him.

Inspired by Ben's own concern for his family, Azmuth ended up returning to Galvan Prime to reunite with his after several thousand years of being away, never fully realizing until then just how much he'd likely hurt them by leaving. Not long after, he received another signal from the Omnitrix. Rather than destroying itself again, it was suffering a major malfunction due to being overloaded with mana. He contacted Tetrax to assist him, intending to meet up with the Petrosapien on Earth to take care of the problem. Cloaking his drone head ship as a semi-truck, he made his way to the rendezvous point only to nearly run over Ben and the malfunctioning Omnitrix. At the same time, his father had contacted him to check on him, the older Galvan receiving a garbled signal which showed a bright mix of green and pink light before the ship crashed. The light was the damaged Omnitrix uploading To'kustar DNA into Azmuth, the transformation disorienting him so much that he lost sight of who he was and went on a rampage.

Ben and Tetrax fought him until the Omnitrix downloaded him into itself. There he rampaged about the Omnitrix's representations of different environments until meeting back up with Ben and Tetrax along with Ben's cousin Gwen and his father wearing the Mechamorph Armor that Azmuth had designed at some point. His father had seen the image of the To'kustar Azmuth had become and thought that the giant being had killed his son. They were all released from the Omnitrix when Gwen cast a spell on Azmuth's father to force them to teleport out, but this did nothing to calm the transformed Azmuth nor his enraged father. The pair continued their fight in the real world, each intending to kill the other without realizing who the other was.

However, Ben and Gwen - having figured out the truth due to the crazed behavior of Ben's parents who'd also been transformed - stepped in, Ben initially fighting Azmuth head-to-head in To'kustar form. When this failed, Gwen used a spell to reach Azmuth's mind and help him re-orient himself. Now in command of his faculties once again, he used his father - still in Mechamorph Armor - as a toolkit to fix the Omnitrix and revert himself to normal. The two Galvans quickly apologized to one another for what they'd each done, not just due to the confusion caused by the Omnitrix malfunctioning but Azmuth apologizing for leaving home in the first place. After using the Mechamorph Armor himself to help fix Ben's parents and fixing the demolished Rustbucket, Azmuth returned home to Galvan Prime once again.

At some point, he built a tower which housed his laboratory, the structure large enough for even humans to walk comfortably through. He also gained an assistant in another Galvan by the name of Albedo. In addition to other various projects, including an ongoing attempt to fix the damaged Galvanic Mechamorph Malware, Azmuth began work on a new Omnitrix, intending to upgrade it and correct some of the problems that had been discovered courtesy of Ben's usage. His original attempt to improve his design resulted in the Ultimatrix which was locked away in high-security storage due to its power core being so unstable and incomplete.

At some point during the next five years, Azmuth and Albedo had a falling out. Albedo disagreed with Azmuth on letting "a mere human" keep the Omnitrix, asking Azmuth to give him his own Omnitrix instead. Azmuth refused, stating that two such devices couldn't exist simultaneously due to their data syncing up. Unable to resolve the conflict, Azmuth went on to fire Albedo though Albedo would later claim that he quit. The pair were reunited when Albedo discovered that the DNA default of the Omnitrix copy he built himself was set to Ben's default (Ben's human form) and tried to take the Omnitrix by force in order to restore his Galvan form. Azmuth ripped out the core from the copy and sentenced Albedo to a prison of his own making: stuck forever in a modified version of Ben's human form.

When the Highbreed began their open assault on the universe, Professor Paradox rescued Azmuth from Galvan Prime before it was completely destroyed. Paradox took them both to Earth where Azmuth tried to convince Ben not to fight, wanting him to protect the Omnitrix so that it could be used to restore the species that would likely be lost. When he realized his arguments were having no effect, Azmuth unlocked the Master Control so that Ben could use the Omnitrix to its fullest extent. He went on to assist Ben in the final fight against the Highbreed who were attempting to wipe out the rest of the universe since their own species was going extinct due to massive inbreeding. Following the DNA wave that Ben unleashed to merge the Highbreeds' DNA with random species from the Omnitrix, the Omnitrix reset itself. Azmuth left for where Galvan Prime had once been to help rebuild the planet, telling Ben to "have fun figuring it out" when the teenager asked for him to re-unlock Master Control.

Unfortunately, Ben's attempt to do just that was hacking the Omnitrix. Azmuth warned Ben not to do so. When Ben made the attempt and caused a massive backfire which mutated his friend Kevin Levin along with releasing Chromastone, Goop, Spidermonkey, and Way Big from the Omnitrix, Azmuth told Ben that he had to reabsorb his lost alien forms. He refused to fix the Omnitrix, thoroughly disappointed in Ben and stating that he'd no longer assist the boy.

When Primus was threatened by Vilgax, Azmuth put on the Omnitrix which had returned to him in an attempt to defend it. However, Azmuth was soundly beaten, and Vilgax took the Omnitrix as his prize. However, he was unable to use it. Ben, who'd been brought along for the ride, used this to his advantage and tricked Vilgax into changing into Polymorph form so that he could easily remove the Omnitrix. Following Ben as Way Big sending Vilgax hurtling into space once again, Azmuth complained that he'd have to move the planet again. Though still disappointed with Ben for hacking the Omnitrix, he allowed Ben to keep it.

A short while later, Myaxx showed security footage to Azmuth which caught Albedo stealing the Ultimatrix. Albedo even managed to stabilize and complete the core along with creating a new evolutionary function which he - in an alliance with Vilgax to try and restore his true form - used to force Ben to submit to the conqueror of ten worlds and surrender the Omnitrix.

Although he'd told Ben that he'd offer no more assistance, Azmuth answered Ben's call for help. He told Ben that his receiving the Omnitrix had been a mistake, a mishap of having a close enough genetic code to Max which triggered the Omnitrix latching on originally. He even admitted that he'd been worried about his decision to let Ben have it, growing more impressed with the boy the more he watched him grow. He also agreed with Ben's assessment that the human had let him down. Rather than providing a straight answer to Ben's question of what he should do, Azmuth stated that it wasn't easy to win without the Omnitrix, inspiring the boy to devise a scheme to force Vilgax to surrender the device or destroy it. The Omnitrix was ultimately destroyed which had the side effect of restoring Kevin to his original form.

After Aggregor became Ultimate Aggregor and defeated Ben - now armed with the Ultimatrix - in battle, Azmuth arrived on the scene. He took Ben and his group back with him to Galvan Mark II, the rebuilt Galvan Prime, to help heal Max's injuries from the fight in addition to helping Ben, Gwen, and Kevin find the individual pieces of the Map of Infinity with the intention of the trio protecting them from Aggregor. The Osmosian planned to use it to reach the Forge of Infinity to absorb a baby Celestialsapien to also absorb its power, something that threatened the entire universe. However, the trio failed again and again, much to Azmuth's great displeasure. After the last piece of the Map was lost, he had an argument with Paradox, nearly letting slip something about Ben's destiny in his anger which Paradox stopped with a "no spoilers".

With Paradox's help to reach the Forge, the trio did manage to defeat Aggregor though it caused Kevin to mutate again. However, Azmuth wouldn't be in direct contact with Ben again until he hired a mercenary named Sunder to retrieve the Unitrix that had been stolen from his lab. He and Ben disagreed over the device which had transformed into a human girl named "Eunice" after absorbing a sample of Gwen's DNA. Azmuth intended to put his device back in storage while Ben argued that Eunice was alive and should be free. Azmuth proposed a compromise, allowing her to live as one of his assistants and help him tend to Primus, which she agreed to.

Due to a flaw in Albedo's evolutionary function, the ultimate aliens Ben transformed into developed self-awareness and pulled him into the Ultimatrix. Kevin went to Galvan Mk II to contact Azmuth directly since he didn't have the Galvan's contact number. As Kevin battled the Galvanic Mechamorph that guarded Azmuth's tower, he managed to draw Azmuth's attention. Azmuth agreed to return to Earth and help Ben, just in time for Ben to make the decision to sacrifice himself to try and free the ultimates from the Ultimatrix. Azmuth saved Ben and released the ultimates, going on to correct the flaw which created the self-actualized ultimates in the first place. He took the ultimates via portal to another planet where they'd be able to live in peace, possibly to Primus to help guard it. Most importantly, however, Ben's willingness to sacrifice himself for the good of others restored Azmuth's trust in him.

Azmuth later returned once again to Earth to take Ascalon - no longer pinning Diagon's heart in place - back from George. He initially refused to reveal why he was so dead-set on taking the sword back until Ben asked him why, reminding him that he was the one who constantly told Ben that he didn't ask the right questions. Via holographic projections, Azmuth revealed to him, Gwen, and Kevin his past of working on Ascalon and giving George the sword in the first place, revealing his failed romance with Zennith and his secret reason for building the Omnitrix in the process. When Ben returned from attempting to take back the sword empty-handed, he told Azmuth that he thought he was wrong in trying to take it in the first place and that letting George have his shot would give them two chances at getting rid of Diagon. Azmuth agreed that Ben might be right since, as he'd revealed to them, he'd made mistakes in the past.

He would later return once again, this time following the fight with Diagon and Vilgax. Ben willingly gave up Ascalon and all its plus Diagon's power, having been nearly corrupted by it himself. Azmuth then ordered Ben to hand over the Ultimatrix which Ben complied with, thinking that Azmuth had revoked his trust in him. However, Azmuth stated that rather than Ben being unworthy of the Ultimatrix, it was the Ultimatrix that was unworthy of Ben, and he gave Ben the newly-completed upgraded version of the Omnitrix which would answer only to him. When asked how Ben could thank him, Azmuth answered with "just keep doing what you're doing".

Just after this encounter, Azmuth found himself in Nautilus.


For the most part, Azmuth's personality can be best described as "prickly". He tends to be antisocial and no-nonsense, even sometimes coming across as rude. This is likely due at least in part to his centuries of self-imposed isolation from the rest of the universe. He has quite a temper when riled up though he very rarely resorts to violence as a result of it. Still, he does not suffer fools and will continually degrade them if forced to try.

Though his technology ranks much higher than even that of the rest of his species, Azmuth does appreciate the work of others when it's well-done. As much as he calls Albedo's modifications to his Ultimatrix "pathetic workmanship" which is "asking for trouble", he would later note that Albedo's rebuilt Ultimatrix which allowed him to stay in Galvan form indefinitely was quite clever. While he typically can remain focused and on-topic, he can be distracted by a device he finds particularly intriguing or terrible.

While committed to peaceful science, Azmuth is no pacifist. He refuses to specifically build weapons (even Ben agreeing that the Omnitrix isn't one despite what many might think or say along with how Ben uses it to fight), but he has no problems in handling them himself. When push comes to shove, Azmuth will fight though he usually positions himself where he'd be most effective, typically behind the frontlines offering support in the forms of cover fire or repairing necessary equipment which can be used to aid in the conflict.

Underneath all of this is a being who is genuinely kind and loyal to those he considers to be his friends. More than once, he came to offer words of advice and comfort to Ben when the human had hit his lowest points. While his devices may not have always been a success in helping the peoples of the universe, his heart is in the right place due to continually trying to better the lives of others.

Though Azmuth claims that his only shame is that he was unable to properly heal Malware, he still carries with him a significant amount of guilt. During the holographic projection of his building Ascalon, he stated that it was impossible to change the past "no matter how much one would like to". However, he never answered Ben's question of whether or not he would if he could.


As a Galvan, Azmuth possesses certain traits and abilities that are common to all Galvans. For example, Azmuth stands at about three inches tall, making him prey to just about every predator out there, but possesses flexible bones which allow him to squeeze into tight spaces to hide and machinery which he can quickly analyze to determine its purpose and how to modify it even if he's never seen it before. As an amphibious being, he can breathe underwater in addition to breathing on land. Like Earth frogs, he also has microscopic sticky pads all over his body that allow him to cling to various surfaces, a layer of slime which makes him difficult to grab, and a long sticky tongue which allows him to catch insects. Quite agile for his size, his body is better used for evading rather than head-on fighting though he does have sharp teeth that can give a nasty bite.

Though several thousand years old, Azmuth isn't immortal, just extremely long-lived like the rest of his species. However, he's quite spry for his age, even managing to jump Ben's entire teenage height to strike the boy in the head. However, he himself can't take much damage.

Like all Galvans, Azmuth possesses a pre-brain that handles all basic bodily functions along with some speech. This frees up his brain to use all its resources when working on a problem. This also means that if his brain is damaged or removed, he can still survive though in a severely-limited capacity.

He can also sometimes manipulate other living beings through stimulating various parts of their nervous systems if those beings can be influenced by outside stimuli. He can also use what's on hand (such as pocket change, belt buckles, and shoelaces) to repair or improvise various devices if the situation calls for it.

While all Galvans boast of a superior intellect that ranks above most other beings in the Milky Way and allows them to understand practically any machine in an instant along with understanding intricate codes and languages, Azmuth surpasses even that of his own people, being the smartest being in five galaxies. His people even refer to him by the title of "First Thinker" and often defer to his judgment. While others have copied and modified his devices, he alone seems to be capable of building Level 20 technology from scratch. On top of that, he sees things not on just a universal or multiversal level but an omniversal one.

Of course, this level of intelligence along with the knowledge gleaned from millennia of experience doesn't mean that he's all-knowing. Not even Azmuth can predict every possibility that results from any given action. As he tells Ben when he's captured by Albedo some time after he gives Ben the upgraded Omnitrix, "Contingency plans? Who has time for that nonsense?" Some references, such as Ben's comparing the holographic projection to A Christmas Carol, will completely fly over his head to which he'll admit that he has no idea what it means. On top of that, he can be wrong and has made significant mistakes in the past.


Albedo - His former assistant who went on to copy his prototype Omnitrix, attempted to steal the original prototype, and then later on steal the incomplete Ultimatrix. Their relationship is rocky due to their past history and falling out. As punishment for disobeying him, Azmuth trapped Albedo in his slightly-mutated Ben Tennyson form.

Jiminy Cricket - Their relationship is complicated due to a rough start in which Azmuth nearly ate Jiminy for lunch. However, as much as the cricket can annoy him, Azmuth does have a certain amount of respect for him due to the cricket having such a strong and steady moral compass.

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