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How can you care about the humans, when the universe is yours?
~ Decoy Queen to Ben (as Nanomech)

The Decoy Queen is a alien queen and the main antagonist of Ben 10 Alien Swarm.

The Decoy Queen uses the body of Victor Validus as her host. Validus discovers he had been infected by the alien microchips called Nanochips and secretly starts studying other Nanochips found by the Plumbers. However he was caught removing them from the Vault and is accused of stealing them by Max Tennyson. Validus tries to warn Max about the Nanochips, but Max does not believe him and expels Victor from The Plumbers.

Validus keeps on studying the nanochips (which are actually collective members of the Hive), until he is completely taken over by the Queen. The Queen uses the Hive Chips to infect human hosts and plans to take over the entire planet Earth.

However her plan is thwarted by Elena Validus, Gwen Tennyson, Kevin Levin, and Ben Tennyson (in the form of his new alien, Nanomech). Even though she tries to control Nanomech, she is unable to do so as Nanomech is still half-human (because the chips can adapt and humans never give up, according to Ben, since that is what Ben said just before he killed her). She put up a brutal fight but in the end, the Queen is killed by Nanomech's bio-electric blast. With their Queen destroyed, the Hive quickly dies, freeing their victims and ending their threat.

In "Revenge of the Swarm", it was revealed Elena is the real queen of the Hive all along (the Queen in Alien Swarm was just a decoy produced so that Ben would not suspect her) in which she tried to keep Ben away from Julie Yamamoto in order to keep Ben all to herself. Ultimately, when she used the drones in an attempt to choke Ben to death, she was convinced by Julie to stop all this if she really loved Ben and at that moment Elena took control and sacrificed herself.

           Ben 10 Villains

Main Villains
Vilgax | Zs'Skayr | Aggregor | Aloysius Animo | Hex | Highbreed | Maltruant

The Faction
Khyber | Malware | Dr. Psychobos | Khyber's Panuncian | Ultimate Panuncian

Magic
Charmcaster | Michael Morningstar | Adwaita | Pallorfang | Scrutins

Aliens
Argit | Looma Red Wind | Skurd | Great One | Cyber Squids | Mr. & Mrs. Mann | Camille's Ex-Boyfriend | P'andor | Sunny | Antonio | Cassiopeian Dream Eater | Prisoner 775 | Vilgax's Squid Monsters | Corruptura

Forever Knights
Forever King | Driscoll | Enoch | Patrick | Sir Cyrus | Joseph Chadwick | Conner | Dagonet | Sir George | Sir Morton | Twin Knights | Winston | Dragon Robot | Forever Ninja

Highbreed
DNAliens | Xenocyte | Mizaru | Simian

Negative 10
Rojo | Clancy | Sublimino

Flame Keepers' Circle
Diagon | Conduit Edwards | Esoterica | Lucubra

Circus Freaks
Zombozo | Acid Breath | Frightwig | Thumbskull | Zombie Clowns

Incursean Empire
Milleous | Attea | Raff | Sangfroid | Way Bads

Bounty Hunters
Sixsix | Sevenseven | Eighteight | Synthroid | Sunder | Kraab | Vulkanus

Zs'Skayr Minions
Dr. Viktor | Yenaldooshi | Mummy | Crujo | Kuphulu | Lord Transyl | Anur-Mirrored Ben | Anur-Mirrored Charmcaster | Anur-Mirrored Hobble | Anur-Mirrored Rook | Mutant Pumpkins

Vreedles
Octagon Vreedle | Rhomboid Vreedle | Ma Vreedle | Pa Vreedle | Parallelogram Vreedle | Isosceles Right Triangle Vreedle

The Hive
Elena Validus | Nanochips | Decoy Queen

Psyphon's Gang
Bug-Lite | Bubble Helmet | Liam | Gorvan | Pickaxe Aliens | Sweet-Eels Sparklefunk | Hooded Alien | Thunderpig | Tummyhead

Fistrick's Gang
Fistrick | Hoodlum | Fistina

Road Crew
Baron Highway | Turbine | Road Rage

Rooters
Proctor Servantis | Phil Billings | Ragnarok | Swift | Leander

Vengers
Billy Billions | Captain Nemesis | Kangaroo Kommando | Mazuma | Simons | Will Harangue

Future
Kevin 11,000 | Exo-Skull | Sploot | Subdora

Evil Bens
Eon | Albedo | Bad Ben | Benzarro | Mad Ben | Nega Ben

Other Villains
Benevelon | Blue Leader | Buzz | Charles Zenith | Mayor Coleman | Collectimus | Evil Way Big | Garbage Monster | Hammer | Heatbat | Hulex | Inspector 13 | Jarett | Jonah Melville Kolar | Captain Kork | Kundo | Mr. Beck Morgg | Mutant Reptile Leader | Mycelium | Nyancy Chan | Oliver Thompson | Plant Alien | Poltroon | Red Leader | Seebik | Solid Plugg | Ssserpent | Suemungousaur | Surgeon | Tetramand Prisoner | Trans-Dimensional Monster | Trumbipulor | King Xarion | Yetta

Robots
B.L.R.R.T. | S.A.M. | Slix Vigma Computron | Otto | Techadon Robots | R.E.D.s | Stalker | Mechaneers | Jungle Guardians

Albedo's Aliens
Ultimate Rath

Nemetrix Aliens
Buglizard | Crabdozer | Hypnotick | Mucilator | Omnivoracious | Panuncian | Slamworm | Terroranchula | Tyrannopede | Vicetopus

Redeemed
Kevin Levin | Zed | Blarney T. Hokestar