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1
00:00:01,334 --> 00:00:06,338
♪♪
2
00:00:07,240 --> 00:00:08,473
♪ Ben 10 ♪
3
00:00:08,508 --> 00:00:09,675
♪ Ben 10 ♪
4
00:00:10,410 --> 00:00:11,576
♪ Ben 10 ♪
5
00:00:11,611 --> 00:00:12,511
♪ Ben 10 ♪
6
00:00:12,546 --> 00:00:13,645
♪ Ben 10 ♪
7
00:00:13,680 --> 00:00:14,580
♪ Ben 10 ♪
8
00:00:15,015 --> 00:00:16,181
♪ Ben 10 ♪
9
00:00:16,850 --> 00:00:17,716
♪ Ben 10 ♪
10
00:00:17,751 --> 00:00:20,119
♪♪
11
00:00:23,223 --> 00:00:29,895
♪♪
12
00:00:29,930 --> 00:00:32,364
How cool is it that Grandpa let
us get ice-cream
13
00:00:32,399 --> 00:00:33,999
this early in the morning?
14
00:00:34,034 --> 00:00:35,901
Boy, Biggie Gas
is popular today.
15
00:00:35,936 --> 00:00:37,502
We've been here for an hour.
16
00:00:37,537 --> 00:00:40,105
Mwah.
Go get ice-cream!
17
00:00:40,140 --> 00:00:42,908
He just can't resist
our charms, I guess.
18
00:00:42,943 --> 00:00:46,912
Hey. Aren't you that alien kid
who saved Adrenaland?
19
00:00:46,947 --> 00:00:50,348
That's me, kid.
Autograph line forms here.
20
00:00:50,383 --> 00:00:54,953
Sorry. He just had to say thank
you and, oh, are you also a fan?
21
00:00:54,988 --> 00:00:58,223
Oh, no. I actually help
saved the park, too.
22
00:00:58,258 --> 00:01:01,193
Oh, wow. Which alien
did you turn into?
23
00:01:01,228 --> 00:01:03,261
No, I... uh...
24
00:01:03,296 --> 00:01:05,263
Okay, thanks. We have to go.
25
00:01:05,298 --> 00:01:08,233
Thanks again, Mr. Hero
and, uh, friend.
26
00:01:08,268 --> 00:01:11,803
So cool my greatness
is being recognized.
27
00:01:11,838 --> 00:01:14,239
What's wrong?
Nothing, it's just,
28
00:01:14,274 --> 00:01:16,875
you've got that watch
that lets you do anything.
29
00:01:16,910 --> 00:01:18,944
I'm just normal.
30
00:01:18,979 --> 00:01:20,812
What can I do?
Are you kidding?
31
00:01:20,847 --> 00:01:22,581
You're the brains
of the operation.
32
00:01:22,616 --> 00:01:23,982
You know when to
duck and look out
33
00:01:24,017 --> 00:01:26,151
and where to find
the really good ice-cream.
34
00:01:26,186 --> 00:01:27,753
[ Groans ]
35
00:01:31,992 --> 00:01:34,993
Maybe I can find
something to cheer me up.
36
00:01:35,028 --> 00:01:37,830
Gwen Tennyson.
Huh?
37
00:01:42,802 --> 00:01:45,170
Everybody, run!
38
00:01:45,205 --> 00:01:47,940
[ Roaring, shoppers screaming ]
39
00:01:52,279 --> 00:01:54,746
[ Screaming ]
40
00:01:54,781 --> 00:01:56,515
Ben must have gotten
someone mad again.
41
00:01:56,550 --> 00:01:57,582
Huh?
42
00:01:57,617 --> 00:02:04,689
♪♪
43
00:02:04,724 --> 00:02:11,796
♪♪
44
00:02:11,831 --> 00:02:13,165
Don't worry, everyone.
45
00:02:13,200 --> 00:02:15,800
Your world-famous
alien hero is here.
46
00:02:15,835 --> 00:02:18,703
Going a little overboard on
the ice-cream, aren't we, Gwen?
47
00:02:18,738 --> 00:02:23,008
Hey, ice-creamer, prepare to get
the licking of a lifetime.
48
00:02:27,681 --> 00:02:30,282
Guess it didn't like that.
49
00:02:30,317 --> 00:02:31,983
Where did you even
find this guy?
50
00:02:32,018 --> 00:02:34,319
Me? You mean he's not
one of your mistakes?
51
00:02:34,354 --> 00:02:36,488
Ah!
52
00:02:36,523 --> 00:02:40,392
I guess you're not
a nice-cream monster.
53
00:02:40,427 --> 00:02:43,128
Man, that was
total hero material.
54
00:02:43,163 --> 00:02:44,829
Gwen, what are you doing?
55
00:02:44,864 --> 00:02:46,464
You better hide.
That thing is tough.
56
00:02:46,499 --> 00:02:47,832
You're in the way.
57
00:02:47,867 --> 00:02:49,701
Step aside.
58
00:02:49,736 --> 00:02:52,804
Uh, who are you?
The name is Charmcaster.
59
00:02:52,839 --> 00:02:55,707
I'm here to get payback
for what you did.
60
00:02:55,742 --> 00:02:57,475
Me? What did I do?
61
00:02:57,510 --> 00:02:59,744
Silence.
62
00:02:59,779 --> 00:03:01,379
Whoa! Hey!
Knock it off!
63
00:03:01,414 --> 00:03:04,516
I wasn't talking to you.
You don't know who I am?
64
00:03:04,551 --> 00:03:06,685
I'm the hottest hero right now.
65
00:03:06,720 --> 00:03:08,987
The name is Ben,
but you can call me...
66
00:03:09,022 --> 00:03:11,356
Oof! Sure. I'll just
chill out over here.
67
00:03:11,391 --> 00:03:14,059
You are distracting me
from my mission.
68
00:03:17,397 --> 00:03:20,198
Ben!
Now that they're out of the way,
69
00:03:20,233 --> 00:03:23,768
we have some unfinished
business to take care of.
70
00:03:23,803 --> 00:03:25,370
What?
71
00:03:25,405 --> 00:03:27,272
Whoa! Whoa!
72
00:03:32,746 --> 00:03:34,212
Hey, ice-for-brains.
73
00:03:34,247 --> 00:03:37,215
Why don't you make
like a banana
74
00:03:37,250 --> 00:03:40,752
and split!
75
00:03:42,889 --> 00:03:45,590
Hmm. I don't see
what the big deal is.
76
00:03:45,625 --> 00:03:47,792
That's because you've
got the wrong person.
77
00:03:47,827 --> 00:03:50,428
My cousin is the superhero.
I'm nobody.
78
00:03:50,463 --> 00:03:54,299
No, you're the one who --
who broke Michael's heart.
79
00:03:54,334 --> 00:03:57,402
I used to be like you,
you know -- weak,
80
00:03:57,437 --> 00:04:00,872
until one day, I found a book
that taught me
81
00:04:00,907 --> 00:04:02,240
how to be powerful.
82
00:04:02,275 --> 00:04:03,775
This gave me
the courage to visit
83
00:04:03,810 --> 00:04:05,777
the set of my favorite
movie series,
84
00:04:05,812 --> 00:04:11,049
"The Unalivers," and I saw
you torturing poor Michael,
85
00:04:11,084 --> 00:04:14,886
and suddenly I had a purpose.
86
00:04:14,921 --> 00:04:16,988
I didn't feel alone anymore.
87
00:04:17,023 --> 00:04:21,326
I won't let you get in our way.
88
00:04:21,361 --> 00:04:23,762
This is for Michael?
Is he controlling you?
89
00:04:23,797 --> 00:04:25,430
Michael doesn't know I'm here.
90
00:04:25,465 --> 00:04:27,932
Oh, I wouldn't be
so sure about that.
91
00:04:27,967 --> 00:04:30,969
Michael? Look,
I've got her for you.
92
00:04:31,004 --> 00:04:33,505
Gwen? Heather,
what are you doing?
93
00:04:33,540 --> 00:04:37,008
What? I'm sinking in.
94
00:04:37,043 --> 00:04:38,843
I thought you'd be happy.
95
00:04:38,878 --> 00:04:41,446
Ah! Gwen's mine.
96
00:04:41,481 --> 00:04:43,982
Make yourself useful.
97
00:04:47,020 --> 00:04:49,521
[ Laughing ]
98
00:04:49,556 --> 00:04:50,789
Gwen!
99
00:04:50,824 --> 00:04:52,357
Hang on. You okay?
I think so.
100
00:04:52,392 --> 00:04:54,459
Morningstar has some kind
of hold on that girl.
101
00:04:54,494 --> 00:04:57,662
Hmm. Seems like the first
beating I gave him didn't take.
102
00:04:57,697 --> 00:05:00,265
Time for round 2.
103
00:05:00,300 --> 00:05:05,537
♪♪
104
00:05:05,572 --> 00:05:10,842
♪♪
105
00:05:10,877 --> 00:05:12,644
All right!
106
00:05:12,679 --> 00:05:15,146
Hey, Morningstar, get ready
for your close-up.
107
00:05:15,181 --> 00:05:17,982
Stay away from him.
108
00:05:18,017 --> 00:05:19,851
Ha-ha, that's right.
109
00:05:19,886 --> 00:05:22,020
You, get back here.
110
00:05:22,055 --> 00:05:23,455
What do you want?
111
00:05:23,490 --> 00:05:25,190
You used to be one
of my biggest fans,
112
00:05:25,225 --> 00:05:28,059
and you turned on me.
I want you back.
113
00:05:28,094 --> 00:05:31,129
I was a fan of
Sebastian Belmontes,
114
00:05:31,164 --> 00:05:32,997
not Michael Morningstar.
115
00:05:33,032 --> 00:05:35,633
You're nothing like that.
You're a monster.
116
00:05:35,668 --> 00:05:38,837
A monster? Ah!
117
00:05:38,872 --> 00:05:41,840
I will make you adore me.
118
00:05:41,875 --> 00:05:45,009
Ah! Why are you with that jerk?
119
00:05:45,044 --> 00:05:47,412
How dare you
call him a jerk.
120
00:05:47,447 --> 00:05:49,548
Ah? Whoa!
121
00:05:51,951 --> 00:05:54,119
Is this all you got?
122
00:05:56,256 --> 00:05:58,523
I haven't even broken a sweat.
123
00:05:58,558 --> 00:06:00,992
Uh-oh.
124
00:06:01,027 --> 00:06:03,361
How do you keep resisting me?
125
00:06:03,396 --> 00:06:05,730
Why does it matter?
You already have someone
126
00:06:05,765 --> 00:06:07,065
that thinks the world of you.
127
00:06:07,100 --> 00:06:08,666
Who, Heather?
128
00:06:08,701 --> 00:06:11,703
She's a fangirl like
all the other losers.
129
00:06:11,738 --> 00:06:16,341
But she loves you.
They all love me. I'm an actor.
130
00:06:16,376 --> 00:06:17,909
I can be whatever they need me
131
00:06:17,944 --> 00:06:20,178
to be to fulfill
their pathetic lives.
132
00:06:20,213 --> 00:06:24,316
But she's nothing more than
a glorified battery to me.
133
00:06:29,923 --> 00:06:33,892
Right back at you!
134
00:06:33,927 --> 00:06:35,393
Are you going to fight,
135
00:06:35,428 --> 00:06:38,396
or are you going to keep
writing in your diary?
136
00:06:38,431 --> 00:06:39,631
Whoa! Hey!
137
00:06:39,666 --> 00:06:41,199
I got something for you:
138
00:06:41,234 --> 00:06:45,236
"Dear diary, today I got
my butt kicked by an alien."
139
00:06:45,271 --> 00:06:49,074
Come on! At least say something.
Huh?
140
00:06:50,944 --> 00:06:53,745
There's nothing left to be said.
141
00:06:53,780 --> 00:06:57,081
Come back!
142
00:06:57,116 --> 00:06:59,050
Why can't I drain you?
143
00:06:59,085 --> 00:07:02,220
Michael, what's the problem.
She's just a nobody.
144
00:07:02,255 --> 00:07:04,322
I didn't even have
to try hard to defeat her.
145
00:07:04,357 --> 00:07:06,291
Why don't you just
end it so we can go?
146
00:07:06,326 --> 00:07:08,960
No. Not until she sees
how great I am.
147
00:07:08,995 --> 00:07:11,262
I need more of your power.
148
00:07:11,297 --> 00:07:13,532
Ah!
149
00:07:16,302 --> 00:07:20,071
Quit it. You're not just
a fake, you're a bully.
150
00:07:20,106 --> 00:07:21,840
Why are you standing up for me?
151
00:07:21,875 --> 00:07:23,174
I'm your enemy.
152
00:07:23,209 --> 00:07:25,109
Because it's the right
thing to do,
153
00:07:25,144 --> 00:07:27,011
and deep down,
I think you know that
154
00:07:27,046 --> 00:07:28,146
Morningstar is a chump.
155
00:07:28,181 --> 00:07:29,681
He's just using you,
156
00:07:29,716 --> 00:07:32,250
so dump him.
Using me?
157
00:07:32,285 --> 00:07:35,453
You're going to listen
to her, our arch-nemesis?
158
00:07:35,488 --> 00:07:39,023
Don't forget, I'm the only one
who cares about you.
159
00:07:39,058 --> 00:07:40,825
He's lying!
Really?
160
00:07:40,860 --> 00:07:44,496
I'm starting to think
you guys don't want me around.
161
00:07:46,232 --> 00:07:50,134
Ah!
Michael!
162
00:07:50,169 --> 00:07:51,970
You pest.
Me?
163
00:07:52,005 --> 00:07:53,438
Don't hurt him!
164
00:07:53,473 --> 00:07:55,273
Whoa!
165
00:07:55,308 --> 00:07:57,842
Ben!
Are you all right.
166
00:07:57,877 --> 00:08:00,345
We should go. Things are getting
out of control.
167
00:08:00,380 --> 00:08:03,781
No! You started this,
but I'm not going anywhere
168
00:08:03,816 --> 00:08:06,451
until she worships
the ground I walk on.
169
00:08:06,486 --> 00:08:09,654
So quit your whining
and give me your energy.
170
00:08:09,689 --> 00:08:12,724
I'm sorry.
I just wanted to help.
171
00:08:12,759 --> 00:08:14,392
Here.
172
00:08:14,427 --> 00:08:16,794
I'm getting deja vu,
only this time,
173
00:08:16,829 --> 00:08:18,363
I don't know we're
supposed to convince her
174
00:08:18,398 --> 00:08:20,899
that Morningstar is a loser.
She's obsessed with him.
175
00:08:20,934 --> 00:08:23,568
He's manipulating her
and she can't see it.
176
00:08:23,603 --> 00:08:26,371
If she won't believe us, maybe
she needs to hear it from him.
177
00:08:26,406 --> 00:08:28,172
If you can distract him
from what I'm doing,
178
00:08:28,207 --> 00:08:30,808
I think I can show her
how bad Morningstar is.
179
00:08:30,843 --> 00:08:32,510
Okay. What are you going to do?
180
00:08:32,545 --> 00:08:34,846
No time. Just hold him off.
181
00:08:34,881 --> 00:08:36,848
Ha. She's definitely the hero.
182
00:08:36,883 --> 00:08:41,486
[ Morningstar laughing ]
Now this is more like it.
183
00:08:41,521 --> 00:08:44,155
Wait, where did he go?
Looking for me?
184
00:08:44,190 --> 00:08:46,157
Yeah. My fists
were getting cold.
185
00:08:46,192 --> 00:08:48,560
Time to warm them up.
186
00:08:48,595 --> 00:08:50,795
I'm afraid not.
187
00:08:54,601 --> 00:08:55,667
Ha!
188
00:08:55,702 --> 00:08:57,368
Ah! Whoa!
189
00:08:57,403 --> 00:09:00,038
Ha-ah!
More power, Heather.
190
00:09:00,073 --> 00:09:02,073
I -- I'm trying.
191
00:09:02,108 --> 00:09:03,675
Try harder.
192
00:09:03,710 --> 00:09:06,544
[ Laughing ]
193
00:09:06,579 --> 00:09:09,247
Stop it, Morningstar.
Leave her alone!
194
00:09:09,282 --> 00:09:10,882
What are you talking about?
195
00:09:10,917 --> 00:09:13,251
She loves this.
196
00:09:13,286 --> 00:09:15,720
Got it! He's been lying to you.
197
00:09:15,755 --> 00:09:18,389
This is the real
Michael Morningstar.
198
00:09:18,424 --> 00:09:20,892
Who, Heather?She's a fangirl
199
00:09:20,927 --> 00:09:22,794
like all the others losers.
200
00:09:22,829 --> 00:09:25,964
They all love me.I'm an actor.
201
00:09:25,999 --> 00:09:28,199
I can be whatever they need meto be
202
00:09:28,234 --> 00:09:29,901
to fulfilltheir pathetic lives.
203
00:09:29,936 --> 00:09:33,771
But she's nothing more thana glorified battery to me.
204
00:09:33,806 --> 00:09:35,540
Heather, come on?
205
00:09:35,575 --> 00:09:37,475
Are you really going
to believe this?
206
00:09:37,510 --> 00:09:39,143
They're just trying
to trick you.
207
00:09:39,178 --> 00:09:42,480
The name is Charmcaster!
208
00:09:42,515 --> 00:09:46,785
Just calm down.
Don't tell me to calm down.
209
00:09:47,353 --> 00:09:48,920
I think we're winning.
210
00:09:48,955 --> 00:09:52,323
Wait. So she only has a problem
with you, right?
211
00:09:52,358 --> 00:09:55,460
Ben.
They were right.
212
00:09:55,495 --> 00:09:58,997
You were just using me
this whole time.
213
00:09:59,032 --> 00:10:01,399
How could you do this?!
214
00:10:01,434 --> 00:10:03,935
You're going to listen
to them, our enemies?
215
00:10:03,970 --> 00:10:05,803
I did everything for you.
216
00:10:05,838 --> 00:10:10,141
All I ever wanted
was us to be together!
217
00:10:10,176 --> 00:10:11,309
Ah! Whoa!
218
00:10:11,344 --> 00:10:15,913
Ah! Let me out of here!
219
00:10:15,948 --> 00:10:17,248
Help!
220
00:10:17,283 --> 00:10:19,450
Now we'll never be apart.
221
00:10:19,485 --> 00:10:24,122
Whoa.
You might have saved me today,
222
00:10:24,157 --> 00:10:28,026
but this does not make us
friends, Gwen Tennyson.
223
00:10:28,061 --> 00:10:31,963
All you did was make me realize
I don't need anyone.
224
00:10:31,998 --> 00:10:35,500
You better hope our paths
don't cross again.
225
00:10:39,238 --> 00:10:43,207
And then I said, "Why don't you
make like a banana and split!"
226
00:10:43,242 --> 00:10:45,643
Well, it's a good thing you had
Gwen there to help you out.
227
00:10:45,678 --> 00:10:50,048
Help out? She's like
a full-fledged hero now.
228
00:10:50,083 --> 00:10:51,449
Huh?
Yeah.
229
00:10:51,484 --> 00:10:54,218
How does it feel to have
your very own arch-enemy?
230
00:10:54,253 --> 00:10:58,389
I have an arch-enemy?
I have an arch-enemy!
231
00:10:58,424 --> 00:11:00,625
Woo-hoo!
Oh...
232
00:11:00,660 --> 00:11:01,760
Uh-oh. Oh.
233
00:11:03,696 --> 00:11:09,634
♪♪
234
00:11:09,669 --> 00:11:15,573
♪♪
235
00:11:15,608 --> 00:11:17,242
[ Kissing ]
16429
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