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1
00:00:03,570 --> 00:00:05,871
♪♪
2
00:00:09,175 --> 00:00:10,609
♪ Ben 10!
3
00:00:12,379 --> 00:00:13,679
♪ Ben 10!
4
00:00:13,681 --> 00:00:14,680
♪ Ben 10!
5
00:00:14,682 --> 00:00:15,814
♪ Ben 10!
6
00:00:15,816 --> 00:00:17,016
♪ Ben 10!
7
00:00:17,018 --> 00:00:18,951
♪ Ben 10!
8
00:00:18,953 --> 00:00:20,753
♪ Ben 10!
9
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♪♪
10
00:00:31,164 --> 00:00:34,066
[ Rumbling ]
11
00:00:34,068 --> 00:00:35,167
[ Grunts ]
12
00:00:35,169 --> 00:00:37,002
Whoa!
13
00:00:37,004 --> 00:00:38,470
Huh?
14
00:00:38,472 --> 00:00:41,507
[ Roars ]
15
00:00:41,509 --> 00:00:43,175
What're you supposed to be?!
16
00:00:43,177 --> 00:00:45,477
Uh-oh!
17
00:00:45,479 --> 00:00:48,047
Whoa!
18
00:00:48,049 --> 00:00:48,847
[ Grunts ] Phew!
19
00:00:48,849 --> 00:00:51,083
I think I lost that...
20
00:00:51,085 --> 00:00:53,385
what should I call it?
Teleph-ant?
21
00:00:53,387 --> 00:00:54,987
Ele-mite?
22
00:00:54,989 --> 00:00:56,555
[ Roars ]
23
00:00:56,557 --> 00:00:59,425
Never mind! Whoa!
24
00:00:59,427 --> 00:01:01,226
[ Grunts ]
25
00:01:01,228 --> 00:01:02,528
[ Groans ]
26
00:01:02,530 --> 00:01:06,765
This could be going better.
[ Grunts ]
27
00:01:13,506 --> 00:01:14,606
[ Grunts ]
28
00:01:14,608 --> 00:01:16,442
Whoa!
29
00:01:16,444 --> 00:01:18,677
[ Beeping ]
Is that me beeping?
30
00:01:18,679 --> 00:01:20,512
Oh, I never heard that sound
be--
31
00:01:20,514 --> 00:01:22,748
[ Grunts ]
32
00:01:22,750 --> 00:01:25,751
[ Groans ] Okay...
33
00:01:27,854 --> 00:01:30,055
Sucker punch and run?!
34
00:01:30,057 --> 00:01:31,523
Not on my watch!
35
00:01:31,525 --> 00:01:33,859
[ Grunting ]
36
00:01:35,862 --> 00:01:37,896
Ben,
hurry up and get in!
37
00:01:37,898 --> 00:01:39,865
Aw, I hate
when they get away.
38
00:01:39,867 --> 00:01:41,633
You did the best that you could,
Ben.
39
00:01:41,635 --> 00:01:43,202
That's all
anyone can ever ask for.
40
00:01:43,204 --> 00:01:45,304
You okay, Ben?
You look a little worn out.
41
00:01:45,306 --> 00:01:48,807
I was Cannonbolt!
Big, round, strong Cannonbolt!
42
00:01:48,809 --> 00:01:50,242
And that
elephant-termite thing
43
00:01:50,244 --> 00:01:52,377
still knocked me around
like a rag doll!
44
00:01:52,379 --> 00:01:54,046
I don't have enough power.
45
00:01:54,048 --> 00:01:56,748
More power?
10 Aliens isn't enough?
46
00:01:56,750 --> 00:01:57,783
[ Beeping ]
Agh! What is that noise?!
47
00:01:57,785 --> 00:01:59,585
Ugh! I don't know!
48
00:01:59,587 --> 00:02:01,553
Grandpa,
are you hearing this?!
49
00:02:01,555 --> 00:02:03,222
That alarm is troubling.
50
00:02:03,224 --> 00:02:06,325
Ugh! This funky noise
is throwing me off my game!
51
00:02:06,327 --> 00:02:07,626
[ Groans ]
52
00:02:07,628 --> 00:02:08,994
[ Rumbling ]
Huh? Whoa!
53
00:02:08,996 --> 00:02:11,396
Whoa!
What was that?!
54
00:02:11,398 --> 00:02:12,798
Look!
55
00:02:12,800 --> 00:02:14,566
It's gotta be
that creature!
56
00:02:14,568 --> 00:02:17,269
[ Crows cawing ]
57
00:02:17,271 --> 00:02:22,074
The tremors definitely end
here -- Mount Megalodon.
58
00:02:22,076 --> 00:02:25,244
This web site says
Mount Megalodon is
a dormant volcano,
59
00:02:25,246 --> 00:02:27,346
but it's been inactive
for hundreds of years.
60
00:02:27,348 --> 00:02:31,250
Dr. Animo:
Well, it's about to take itself
off the inactive list.
61
00:02:31,252 --> 00:02:34,319
You should not have come here,
you single-celled simpletons!
62
00:02:34,321 --> 00:02:38,757
Animo! You got a lot of nerve
calling us, uh, single-cell...
63
00:02:38,759 --> 00:02:41,260
cell-sim--
blah -- tongue-twister!
64
00:02:41,262 --> 00:02:44,263
What's the idea,
unleashing your mega-monster
65
00:02:44,265 --> 00:02:45,430
on innocent civilians?
66
00:02:45,432 --> 00:02:48,800
All part of setting my true plan
into motion.
67
00:02:48,802 --> 00:02:51,436
When my creature reactivates
this volcano,
68
00:02:51,438 --> 00:02:54,640
either the city of Portland
pays me to stop it
69
00:02:54,642 --> 00:02:57,442
or drowns
in a sea of hot lava!
70
00:02:57,444 --> 00:02:59,144
Whoa, harsh.
71
00:02:59,146 --> 00:03:00,946
Yes, harsh indeed.
72
00:03:00,948 --> 00:03:06,218
[ Laughs manically ]
73
00:03:06,220 --> 00:03:09,521
So, Ben, hot lava.
Can you dial up, Overflow?
74
00:03:09,523 --> 00:03:11,023
Coming right up.
75
00:03:12,825 --> 00:03:16,695
Whoa. What's this?
I don't recognize this alien.
76
00:03:16,697 --> 00:03:18,564
Maybe thy alarm
has something to do with it.
77
00:03:18,566 --> 00:03:19,865
Some kind of warning.
78
00:03:19,867 --> 00:03:21,900
Are we gonna stand around
talking about it,
79
00:03:21,902 --> 00:03:24,169
or we gonna see
what this new alien can do?
80
00:03:24,171 --> 00:03:25,704
Ben!
81
00:03:28,241 --> 00:03:32,044
[ Laughs ] Yeah!
82
00:03:32,046 --> 00:03:34,413
Whoa!
83
00:03:41,654 --> 00:03:44,690
[ Laughs ] Cool!
84
00:03:44,692 --> 00:03:46,925
It's definitely...
different.
85
00:03:46,927 --> 00:03:49,528
And what do you call
this new monstrosity?
86
00:03:49,530 --> 00:03:53,565
[ Breathy whispering ]
87
00:03:53,567 --> 00:03:57,002
Gax! This is so rad!
88
00:03:57,004 --> 00:03:58,537
Uh-huh.
[ Laughs ]
89
00:03:58,539 --> 00:04:00,239
What's a Gax?
90
00:04:00,241 --> 00:04:01,840
I don't know,
it just popped into my head.
91
00:04:01,842 --> 00:04:02,908
Both: Whoa!
92
00:04:02,910 --> 00:04:04,676
Whatever
you're calling yourself,
93
00:04:04,678 --> 00:04:06,945
you're gonna have to figure out
how to stop that creature.
94
00:04:06,947 --> 00:04:08,347
It's hero time, Ben.
95
00:04:08,349 --> 00:04:10,182
You betcha it is!
96
00:04:11,951 --> 00:04:15,921
Okay,
let's see what Gax can do!
97
00:04:15,923 --> 00:04:17,456
They haven't invented words
98
00:04:17,458 --> 00:04:20,359
to describe
how awesome I feel right now.
99
00:04:20,361 --> 00:04:21,426
[ Laughs ]
100
00:04:21,428 --> 00:04:23,362
All Right!
101
00:04:25,798 --> 00:04:29,101
[ Grunting ]
102
00:04:35,708 --> 00:04:36,875
Huh...
103
00:04:36,877 --> 00:04:40,145
♪♪
104
00:04:41,881 --> 00:04:45,717
[ Grunting ]
105
00:04:45,719 --> 00:04:47,819
Whoops!
106
00:04:47,821 --> 00:04:49,121
[ Screams ]
Whoa!
107
00:04:49,123 --> 00:04:51,089
[ Laughs ]
108
00:04:51,091 --> 00:04:54,059
I take back every bad thing
I ever said about tentacles!
109
00:04:54,061 --> 00:04:57,462
Okay, buddy, I know
you're up here somewhere!
110
00:04:57,464 --> 00:04:59,097
Come on out
111
00:04:59,099 --> 00:05:02,434
and let's settle this like
awesome super-powered monsters!
112
00:05:02,436 --> 00:05:03,835
Whoa! Huh?!
113
00:05:03,837 --> 00:05:05,470
[ Growls ]
114
00:05:05,472 --> 00:05:07,306
Not this time!
115
00:05:07,308 --> 00:05:09,641
[ Roars ]
116
00:05:09,643 --> 00:05:12,277
How's it going, pal?
Still ugly?
117
00:05:12,279 --> 00:05:14,413
[ Grunting ]
118
00:05:14,415 --> 00:05:17,249
Whoa!
119
00:05:17,251 --> 00:05:18,417
[ Screams ]
120
00:05:18,419 --> 00:05:21,486
Whoa! Okay,
guess it's time to get serious.
121
00:05:21,488 --> 00:05:23,622
If you're gonna make
these holes, maybe...
122
00:05:23,624 --> 00:05:25,924
[ Grunts ]
...you should fill them!
123
00:05:25,926 --> 00:05:27,326
You really don't let
124
00:05:27,328 --> 00:05:29,594
this "lava and fire" business
phase you, huh?
125
00:05:29,596 --> 00:05:32,831
[ Roars ]
[ Screams ]
126
00:05:32,833 --> 00:05:35,334
[ Grunts ]
127
00:05:37,770 --> 00:05:39,938
That was not cool!
128
00:05:42,709 --> 00:05:45,644
Whoa!
I have laser eyes?!
129
00:05:45,646 --> 00:05:49,348
Now that's what I call power!
130
00:05:49,350 --> 00:05:51,683
[ Laughs ]
131
00:05:51,685 --> 00:05:55,187
All hail
king laser space squid Gax!
132
00:05:55,189 --> 00:05:57,489
[ Grunts ]
133
00:05:57,491 --> 00:05:59,858
Laser eyes!
134
00:06:06,899 --> 00:06:09,301
What do you think
you're doing?
135
00:06:09,303 --> 00:06:12,137
How am I supposed to
hold the city ransom
136
00:06:12,139 --> 00:06:14,373
when you've gone
and doomed them!
137
00:06:14,375 --> 00:06:17,476
Mount Megalodon
is going to blow any second!
138
00:06:17,478 --> 00:06:19,478
[ All gasp ]
139
00:06:19,480 --> 00:06:21,646
But I was trying
to save everyone.
140
00:06:21,648 --> 00:06:24,483
Were you, now?
Well done!
141
00:06:24,485 --> 00:06:26,985
[ Roars ]
[ Grunts ]
142
00:06:26,987 --> 00:06:30,889
What?! No!
143
00:06:30,891 --> 00:06:32,157
How's he doing?
144
00:06:32,159 --> 00:06:33,825
The good news
is that Gax is doing great.
145
00:06:33,827 --> 00:06:35,827
The mountain, not so much.
146
00:06:35,829 --> 00:06:37,829
Whoa! Oh, oh -- ah! Ah!
147
00:06:37,831 --> 00:06:42,701
I can fix this!
[ Grunts ]
148
00:06:42,703 --> 00:06:45,103
Down, down, down!
149
00:06:45,105 --> 00:06:48,340
Yeah, that ought to hold it.
150
00:06:48,342 --> 00:06:49,241
Grandpa, look!
151
00:06:49,243 --> 00:06:50,942
[ Roars ]
What?!
152
00:06:50,944 --> 00:06:53,011
You've gotta be kidding me!
153
00:06:53,013 --> 00:06:54,846
Ben!
What are we gonna do?!
154
00:06:54,848 --> 00:06:55,847
Whatever we can!
155
00:06:55,849 --> 00:06:57,849
[ Grunting ]
156
00:06:57,851 --> 00:06:59,418
Ready to end this,
bug-breath?
157
00:06:59,420 --> 00:07:01,186
[ Watch beeping ]
158
00:07:01,188 --> 00:07:04,523
Uh, yeah -- me, neither!
[ Roars ]
159
00:07:04,525 --> 00:07:05,891
[ Groans ]
160
00:07:05,893 --> 00:07:07,459
Uh, so, uh,
161
00:07:07,461 --> 00:07:09,728
don't suppose you want to
take a little time out
162
00:07:09,730 --> 00:07:10,796
to, uh, catch our breath?
163
00:07:10,798 --> 00:07:13,565
I think not.
Destroy him.
164
00:07:13,567 --> 00:07:15,734
[ Roars ]
165
00:07:15,736 --> 00:07:17,068
Oh, it's going to be
too gruesome.
166
00:07:17,070 --> 00:07:18,370
I can't watch!
167
00:07:18,372 --> 00:07:22,073
No, no, wait! [ Laughs ]
Of course I can.
168
00:07:22,075 --> 00:07:23,408
Gwen: Ben, look out!
169
00:07:23,410 --> 00:07:25,210
Whoa! Wha!
170
00:07:25,212 --> 00:07:28,413
Gotcha! Are you okay?
171
00:07:28,415 --> 00:07:31,883
Wait! I don't know if Gax
is the best alien for this job.
172
00:07:31,885 --> 00:07:34,085
Of course
he's the best for this job!
173
00:07:34,087 --> 00:07:35,954
He's the best
for everything!
174
00:07:35,956 --> 00:07:37,889
Ben, this is really serious.
175
00:07:37,891 --> 00:07:39,825
You can't control Gax.
176
00:07:39,827 --> 00:07:42,627
Come on!
Gax saved the whole mountain!
177
00:07:42,629 --> 00:07:43,829
Just look at it!
178
00:07:43,831 --> 00:07:46,298
Yeah, Ben, look at it.
179
00:07:46,300 --> 00:07:49,434
Okay, so maybe I need to learn
to reign him in a little.
180
00:07:49,436 --> 00:07:51,403
But practice makes perfect,
right?
181
00:07:51,405 --> 00:07:53,238
Sure you don't want to
wrap this one up
182
00:07:53,240 --> 00:07:54,906
with something like
Diamondhead
183
00:07:54,908 --> 00:07:56,575
and run around
with Gax la...ter.
184
00:07:56,577 --> 00:07:57,609
Don't you worry, cousin!
185
00:07:57,611 --> 00:07:59,277
What's that worst
that can happen
186
00:07:59,279 --> 00:08:01,947
now that you guys took care
of that weird insect-aphant?
187
00:08:01,949 --> 00:08:03,548
[ Screams, grunts ]
188
00:08:07,653 --> 00:08:10,455
I have had enough of this!
189
00:08:10,457 --> 00:08:13,558
[ Rumbling ]
190
00:08:15,595 --> 00:08:18,763
Gwen's totally gonna
"I told you so" me on this one.
191
00:08:18,765 --> 00:08:20,866
♪♪
192
00:08:20,868 --> 00:08:21,867
Ben!
193
00:08:21,869 --> 00:08:24,603
It's okay, I got this!
194
00:08:24,605 --> 00:08:25,604
Huh?
195
00:08:25,606 --> 00:08:26,671
[ Screaming ]
196
00:08:26,673 --> 00:08:28,039
[ Coughing ]
197
00:08:28,041 --> 00:08:30,275
[ Grunts ]
198
00:08:30,277 --> 00:08:31,977
Please tell me
you can get us out of this!
199
00:08:31,979 --> 00:08:35,614
I wouldn't have driven us up the
side of a volcano if I couldn't!
200
00:08:35,616 --> 00:08:38,149
Hold on tight, kiddo!
201
00:08:38,151 --> 00:08:39,851
[ Grunting ]
202
00:08:39,853 --> 00:08:41,286
Are you guys okay?
203
00:08:41,288 --> 00:08:43,321
For now!
Just worry about the volcano!
204
00:08:43,323 --> 00:08:45,290
If you find somewhere safe
to time out,
205
00:08:45,292 --> 00:08:47,792
you can come back with an alien
you can actually control.
206
00:08:47,794 --> 00:08:50,295
Whoa!
[ Roars ]
207
00:08:50,297 --> 00:08:52,163
Get it
away from the volcano!
208
00:08:52,165 --> 00:08:54,366
Otherwise, you two
are just making things worse!
209
00:08:54,368 --> 00:08:56,501
Oh!
210
00:08:56,503 --> 00:09:00,238
Maybe making things worse
is exactly what we need.
211
00:09:00,240 --> 00:09:01,806
What?!
What?!
212
00:09:01,808 --> 00:09:03,475
[ Grunts ]
213
00:09:03,477 --> 00:09:07,679
Laser eyes!
214
00:09:07,681 --> 00:09:11,583
Uh, Ben? I don't think Grandpa
can drive us out of a landslide!
215
00:09:11,585 --> 00:09:14,219
Well, if I can lift
an elephant thing,
216
00:09:14,221 --> 00:09:16,888
the Rustbucket
should be a piece of cake!
217
00:09:16,890 --> 00:09:20,358
[ Grunts ]
218
00:09:20,360 --> 00:09:22,227
[ Groaning ]
219
00:09:22,229 --> 00:09:24,763
Sure,
that looks acceptably stable.
220
00:09:24,765 --> 00:09:25,830
Good job, team!
221
00:09:25,832 --> 00:09:27,732
So we still on for burgers?
222
00:09:27,734 --> 00:09:28,833
[ Roars ]
Whoa!
223
00:09:28,835 --> 00:09:31,703
Are you kidding me?!
224
00:09:31,705 --> 00:09:34,706
[ Groans ]
225
00:09:34,708 --> 00:09:36,508
And stay down!
226
00:09:36,510 --> 00:09:38,343
Tennyson, don't think
you've beaten me yet!
227
00:09:38,345 --> 00:09:40,345
Hey! So you see this?
228
00:09:40,347 --> 00:09:42,080
It's a little something
I like to call
229
00:09:42,082 --> 00:09:44,015
"victory by a landslide."
230
00:09:44,017 --> 00:09:45,784
[ Growls ]
231
00:09:45,786 --> 00:09:47,619
Put me down right now!
232
00:09:47,621 --> 00:09:51,122
How about
I put you up instead?
What?
233
00:09:51,124 --> 00:09:52,891
Oof, oof! Oh, ugh.
234
00:09:52,893 --> 00:09:54,192
Wait, what am I doing?
235
00:09:54,194 --> 00:09:56,861
I will have my revenge!
236
00:09:56,863 --> 00:09:59,631
You and what army?!
237
00:10:01,534 --> 00:10:04,369
And you said I couldn't control
Gax's power.
238
00:10:04,371 --> 00:10:06,538
Don't you think it's weird
you haven't timed out yet?
239
00:10:06,540 --> 00:10:09,040
If by "weird"
you mean awesome,
240
00:10:09,042 --> 00:10:10,909
then, yes, I would say
it is awesome.
241
00:10:10,911 --> 00:10:13,812
Ugh, Ben!
Kids, food's ready!
242
00:10:13,814 --> 00:10:15,080
I guess we'll find out
243
00:10:15,082 --> 00:10:17,048
if whatever Gax is
likes hamburgers.
244
00:10:17,050 --> 00:10:18,383
[ Chuckles ]
Whoa!
245
00:10:18,385 --> 00:10:21,219
Nice to see you got over
your tentacle phobia.
246
00:10:21,221 --> 00:10:22,921
Not hard
when they're attached to...
247
00:10:22,923 --> 00:10:24,489
[ Gulps ]
248
00:10:24,491 --> 00:10:28,293
...the most cool and powerful
alien in the whole universe!
249
00:10:28,295 --> 00:10:30,395
Hail to the Gax!
[ Beeping ]
250
00:10:30,397 --> 00:10:32,764
Ugh, there's
that alarm again!
251
00:10:32,766 --> 00:10:35,100
Whoa!
This is different.
252
00:10:35,102 --> 00:10:38,236
Uh, shouldn't you
be back to Ben now?
253
00:10:38,238 --> 00:10:40,739
Should, but I'm not!
Weird.
254
00:10:40,741 --> 00:10:44,175
But I like it!
Lean green is on the scene.
255
00:10:44,177 --> 00:10:45,610
A most peculiar malfunction
256
00:10:45,612 --> 00:10:47,946
appears to be occurring
within the mechanism!
257
00:10:47,948 --> 00:10:49,481
I seem to be caught
258
00:10:49,483 --> 00:10:53,318
in some sort of unprecedented
transformational loop.
259
00:10:53,320 --> 00:10:55,086
This is ridiculous!
260
00:10:55,088 --> 00:10:57,088
Ridiculous good
or ridiculous bad?
261
00:10:57,090 --> 00:10:58,957
Uh, Ben,
can you stop it?
262
00:10:58,959 --> 00:11:00,325
Stop it?
263
00:11:00,327 --> 00:11:02,694
I think I love it!
264
00:11:06,632 --> 00:11:07,966
[ Rumbling ]
265
00:11:07,968 --> 00:11:10,869
[ Car alarm beeping ]
266
00:11:10,871 --> 00:11:12,604
Where exactly are we headed,
Grandpa?
267
00:11:12,606 --> 00:11:14,172
My old buddy, Phil,
is consulting
268
00:11:14,174 --> 00:11:16,608
on a new high-speed
commuter train here in Portland.
269
00:11:16,610 --> 00:11:19,544
He's a real genius when
it comes to electronic stuff.
270
00:11:19,546 --> 00:11:21,012
So he can help
with the watch,
271
00:11:21,014 --> 00:11:23,214
but what about the kid
wearing the watch?
272
00:11:23,216 --> 00:11:25,350
Oh! Oh, boy.
273
00:11:25,352 --> 00:11:27,352
[ Grunting ]
274
00:11:30,656 --> 00:11:33,391
Yeah! Oof!
[ Chuckles ]
275
00:11:33,393 --> 00:11:36,327
Hopefully, Phil can shed some
light on the watch malfunction
276
00:11:36,329 --> 00:11:37,996
and the Ben malfunction
alike.
277
00:11:37,998 --> 00:11:41,366
Malfunction?
More like an Upgrade!
278
00:11:41,368 --> 00:11:42,734
Not again!
279
00:11:42,736 --> 00:11:46,071
Aw, yeah! Let the parade
of aliens continue!
280
00:11:46,073 --> 00:11:46,971
Whoo-hoo!
281
00:11:46,973 --> 00:11:48,339
This is serious!
282
00:11:48,341 --> 00:11:49,674
Seriously awesome!
283
00:11:49,676 --> 00:11:52,377
Being able to go
alien-to-alien-to-alien
284
00:11:52,379 --> 00:11:53,545
is the best!
285
00:11:53,547 --> 00:11:55,146
I've never felt
more powerful!
286
00:11:55,148 --> 00:11:57,515
I want to do as much as I can
while this lasts.
287
00:11:57,517 --> 00:12:00,418
Anyone want me to upgrade your
cell phone into a satellite?
288
00:12:00,420 --> 00:12:01,720
Gwen's right, Ben.
289
00:12:01,722 --> 00:12:03,588
There could be
unexpected consequences
290
00:12:03,590 --> 00:12:04,723
to this power glitch.
291
00:12:04,725 --> 00:12:07,826
You should probably
sit tight --
292
00:12:07,828 --> 00:12:08,827
Too late.
293
00:12:08,829 --> 00:12:10,662
[ Rumbling ]
294
00:12:10,664 --> 00:12:13,832
♪♪
295
00:12:13,834 --> 00:12:14,833
[ Screams ]
296
00:12:14,835 --> 00:12:16,835
[ Groans ]
297
00:12:16,837 --> 00:12:20,105
♪♪
298
00:12:24,410 --> 00:12:26,277
[ Horns honking ]
299
00:12:26,279 --> 00:12:29,414
♪♪
300
00:12:38,557 --> 00:12:40,925
[ Siren wails ]
301
00:12:43,295 --> 00:12:45,263
[ Groaning ]
302
00:12:47,299 --> 00:12:49,134
Get in here!
Oof!
303
00:12:49,136 --> 00:12:50,602
Hey!
304
00:12:50,604 --> 00:12:52,036
This isn't a game,
you know.
305
00:12:52,038 --> 00:12:53,538
Game? Did you see me?
306
00:12:53,540 --> 00:12:57,075
I was the definition
of a powerful hero in action!
307
00:12:57,077 --> 00:12:59,577
It is possible to have
too much of a good thing.
308
00:12:59,579 --> 00:13:00,945
You should cool it
309
00:13:00,947 --> 00:13:02,147
until we figure out
what's up with that watch.
310
00:13:02,149 --> 00:13:05,049
What's up
is I'm better than ever.
311
00:13:05,051 --> 00:13:07,719
I don't think
the watch needs fixing.
312
00:13:07,721 --> 00:13:09,754
It just needs me
to use it more!
313
00:13:09,756 --> 00:13:12,056
Roll out the power!
314
00:13:14,226 --> 00:13:15,426
[ Screams ]
315
00:13:15,428 --> 00:13:17,462
[ Grunts ]
316
00:13:17,464 --> 00:13:20,899
[ Cheering ]
317
00:13:22,768 --> 00:13:26,171
All right!
Finally back to Gax!
318
00:13:26,173 --> 00:13:28,840
Uh, wait! Can Gax fly?!
319
00:13:28,842 --> 00:13:30,508
[ Grunting ]
320
00:13:30,510 --> 00:13:31,910
Aw, man!
321
00:13:31,912 --> 00:13:33,845
[ Grunts ]
322
00:13:33,847 --> 00:13:36,014
Nope, Gax can't fly.
323
00:13:37,950 --> 00:13:42,287
Nice landing.
Gax shouldn't even be out here!
324
00:13:42,289 --> 00:13:44,923
There's a massive crater
in the middle of the road.
325
00:13:44,925 --> 00:13:47,759
Oops?
But come on!
326
00:13:47,761 --> 00:13:49,460
Who's not digging
these muscles?
327
00:13:49,462 --> 00:13:51,963
Max: He's not digging muscles,
but he is digging.
328
00:13:51,965 --> 00:13:54,165
Let's get to the underground
and find my buddy, Phil.
329
00:13:54,167 --> 00:13:55,600
I don't want to delay
any longer.
330
00:13:55,602 --> 00:13:57,368
Men: Help! Help us!
Someone's in trouble.
331
00:13:57,370 --> 00:13:59,504
Hello?!
Phil: Help -- down here!
332
00:13:59,506 --> 00:14:00,839
That's Phil's voice!
333
00:14:00,841 --> 00:14:02,507
The aftershocks
from Mount Megalodon
334
00:14:02,509 --> 00:14:03,641
must have caused a cave-in!
335
00:14:03,643 --> 00:14:04,843
Hero time!
336
00:14:04,845 --> 00:14:07,045
[ Grunts ]
337
00:14:07,047 --> 00:14:10,815
Men: Help! Please! Anyone!
338
00:14:10,817 --> 00:14:12,317
Not just anyone...
339
00:14:12,319 --> 00:14:13,484
Gax!
340
00:14:13,486 --> 00:14:14,853
Whoa!
341
00:14:14,855 --> 00:14:17,522
[ Coughing ]
342
00:14:17,524 --> 00:14:19,958
Come with me -- now!
343
00:14:19,960 --> 00:14:21,292
What is that?!
It's a monster!
344
00:14:21,294 --> 00:14:23,027
-I've never seen such a thing!
-Monster?!
345
00:14:23,029 --> 00:14:25,330
No, no, no, no,
I'm trying to help.
346
00:14:25,332 --> 00:14:28,833
Uh-oh.
No time for games, guys.
347
00:14:28,835 --> 00:14:30,401
[ All gasp ]
348
00:14:30,403 --> 00:14:32,971
Grandpa,
special delivery!
349
00:14:32,973 --> 00:14:34,339
[ Grunts ]
350
00:14:34,341 --> 00:14:36,507
[ All yell ]
351
00:14:36,509 --> 00:14:38,643
Ben, what about Phil?!
352
00:14:38,645 --> 00:14:42,080
Phil? Uh-oh!
He must still be in the train.
353
00:14:42,082 --> 00:14:45,416
Hey, ugly!
What did you do with my crew!
354
00:14:45,418 --> 00:14:47,352
You must be, Phil.
355
00:14:47,354 --> 00:14:49,854
Look, first of all,
I'm not a monster!
356
00:14:49,856 --> 00:14:52,023
I'm a...
Stinkfly?
357
00:14:52,025 --> 00:14:54,592
Seriously?!
What are you?
358
00:14:54,594 --> 00:14:56,761
[ Crackling ]
359
00:14:56,763 --> 00:14:58,663
No time for questions!
360
00:14:58,665 --> 00:15:01,032
Oh, no!
Ben! Ben!
361
00:15:01,034 --> 00:15:04,002
Phil, get out of there!
362
00:15:04,004 --> 00:15:06,771
[ Grunts ]
363
00:15:06,773 --> 00:15:09,374
[ Coughing ]
364
00:15:09,376 --> 00:15:11,542
Well, we're not getting out
that way.
365
00:15:11,544 --> 00:15:15,013
Thanks for saving me.
No problem.
It's what I do.
366
00:15:15,015 --> 00:15:17,081
Was that...
[ Coughs ]
367
00:15:17,083 --> 00:15:18,716
...Max Tennyson
I heard up there?
368
00:15:18,718 --> 00:15:20,385
Yeah, Grandpa's up there
with your...
369
00:15:20,387 --> 00:15:22,887
[ Beeping ]
With -- oh, brother.
370
00:15:22,889 --> 00:15:24,522
With your worker people.
Sorry.
371
00:15:24,524 --> 00:15:26,391
This thing
won't quit squawking.
372
00:15:26,393 --> 00:15:29,861
This is the cause of your
incredible transformations?
373
00:15:29,863 --> 00:15:31,896
The watch, yeah!
It's pretty cool.
374
00:15:31,898 --> 00:15:34,565
Well, how does it work?
Is this some sort of alarm?
375
00:15:34,567 --> 00:15:35,733
Oh, it stopped.
376
00:15:35,735 --> 00:15:38,202
It must be some sort
of DNA-altering transformer,
377
00:15:38,204 --> 00:15:40,038
but what's the source
of its power?
378
00:15:40,040 --> 00:15:41,873
Some sort of nuclear core?
Uh, Phil?
379
00:15:41,875 --> 00:15:42,907
No, that can't be it.
Phil?!
380
00:15:42,909 --> 00:15:44,108
What? Oh, right.
381
00:15:44,110 --> 00:15:46,244
We should probably
get out of here.
382
00:15:46,246 --> 00:15:48,713
[ Gasps ]
Well, I'll be!
383
00:15:48,715 --> 00:15:50,048
Focus, Phil!
384
00:15:50,050 --> 00:15:53,418
♪♪
385
00:15:53,420 --> 00:15:55,386
The train's controls
are in that room.
386
00:15:55,388 --> 00:15:59,157
But I'm guessing
they aren't made of rock?
387
00:15:59,159 --> 00:16:01,426
Don't worry!
I can fix anything --
388
00:16:01,428 --> 00:16:03,561
so long as you get that boulder
out of the way.
389
00:16:03,563 --> 00:16:05,997
[ Grunting ]
390
00:16:05,999 --> 00:16:08,132
No problem.
Incredible.
391
00:16:08,134 --> 00:16:10,668
How much weight
would you say each arm can--
392
00:16:10,670 --> 00:16:11,903
Focus, Phil!
393
00:16:11,905 --> 00:16:13,671
Right! Okay...
394
00:16:13,673 --> 00:16:15,673
[ Muttering ]
395
00:16:15,675 --> 00:16:17,976
Phil, you almost done?
396
00:16:17,978 --> 00:16:19,610
Just one more.
397
00:16:19,612 --> 00:16:21,512
Got it!
398
00:16:24,783 --> 00:16:28,119
Whoo-hoo!
[ Grunts ]
399
00:16:28,121 --> 00:16:30,788
Good job! High-five!
400
00:16:30,790 --> 00:16:32,690
More like high-20!
401
00:16:32,692 --> 00:16:33,791
Whoops!
402
00:16:33,793 --> 00:16:35,827
[ Sighs ]
403
00:16:35,829 --> 00:16:38,463
How about a low-four.
404
00:16:38,465 --> 00:16:40,965
So, Max wanted me
to look at the device?
405
00:16:40,967 --> 00:16:42,367
He said
you're an excellent engineer
406
00:16:42,369 --> 00:16:44,102
and thought
you could analyze the alarm
407
00:16:44,104 --> 00:16:45,603
and perhaps repair my watch
so that --
408
00:16:45,605 --> 00:16:47,972
[ Beeping ]
Oh, dear. One moment.
409
00:16:47,974 --> 00:16:49,674
[ Screams, grunts ]
410
00:16:49,676 --> 00:16:52,977
Max, is right.
I might be able to help.
411
00:16:52,979 --> 00:16:55,113
But that's no watch.
[ Thud ]
412
00:16:55,115 --> 00:16:57,215
You expecting someone?
413
00:17:04,690 --> 00:17:08,659
Uh...Who are you guys?
What are you guys?
414
00:17:08,661 --> 00:17:10,161
♪♪
415
00:17:10,163 --> 00:17:12,697
Tennyson, watch!
Watch!
416
00:17:12,699 --> 00:17:13,731
[ Grunts ]
417
00:17:13,733 --> 00:17:16,567
Ben: Watch what?
418
00:17:16,569 --> 00:17:19,170
Oh! "Watch!"
Yeah, it's timed out right now,
419
00:17:19,172 --> 00:17:21,339
so maybe you guys
just go away by choice?
420
00:17:21,341 --> 00:17:24,409
You know, pick on someone
your own smell?
421
00:17:24,411 --> 00:17:26,144
Hey!
422
00:17:26,146 --> 00:17:28,079
All too easy, Six-Six.
423
00:17:28,081 --> 00:17:30,515
[ Hisses ]
[ Grunts ]
424
00:17:30,517 --> 00:17:32,183
♪♪
425
00:17:32,185 --> 00:17:35,720
They're after the Omni--
uh, after your watch, Ben!
426
00:17:35,722 --> 00:17:39,724
Sorry to rain on your parade,
uglies.
427
00:17:39,726 --> 00:17:41,592
The watch stays with me.
428
00:17:41,594 --> 00:17:44,862
Flash flood!
429
00:17:44,864 --> 00:17:45,863
[ Grunts ]
430
00:17:45,865 --> 00:17:48,366
[ Both grunt ]
431
00:17:48,368 --> 00:17:51,936
Let's see how you like living
in an aquarium.
432
00:17:51,938 --> 00:17:53,037
Whoa!
433
00:17:53,039 --> 00:17:54,405
[ Grunts ]
434
00:17:56,875 --> 00:18:00,044
Wait a minute! I'm supposed to
have power over the water!
435
00:18:00,046 --> 00:18:02,180
Whoa!
-[ Grunts ]
436
00:18:02,182 --> 00:18:04,949
See ya in the sewers!
437
00:18:04,951 --> 00:18:06,884
[ Growls ]
438
00:18:06,886 --> 00:18:08,419
Or sooner.
439
00:18:08,421 --> 00:18:10,555
Hope you're ready to get...
440
00:18:10,557 --> 00:18:12,623
Fast? Uh-oh!
441
00:18:15,227 --> 00:18:17,095
Thank you!
442
00:18:17,097 --> 00:18:20,531
Ha, ha!
Ya snooze, ya lose, pokey!
443
00:18:20,533 --> 00:18:21,566
[ Screams ]
444
00:18:21,568 --> 00:18:23,935
Okay, point the other end
at the bad guys.
445
00:18:23,937 --> 00:18:25,369
[ Growls ]
446
00:18:25,371 --> 00:18:26,737
Nice hand shake
you got there.
447
00:18:26,739 --> 00:18:28,706
Too bad we won't have time
to...
448
00:18:28,708 --> 00:18:31,776
[ Growling ]
449
00:18:31,778 --> 00:18:33,978
How are you getting
so close to me?
450
00:18:33,980 --> 00:18:35,246
I'm the fast one!
451
00:18:35,248 --> 00:18:38,483
Six-Six may be susceptible
to your speed,
452
00:18:38,485 --> 00:18:42,220
but you'll not find Tetrax
so slow, Kineceleran!
453
00:18:42,222 --> 00:18:43,554
[ Grunts ]
454
00:18:43,556 --> 00:18:47,091
Who are you calling
"Kenny celery-man"?
455
00:18:47,093 --> 00:18:49,827
What you are
is of no matter to us.
456
00:18:49,829 --> 00:18:50,828
[ Grunts ]
457
00:18:50,830 --> 00:18:52,830
What you have...
458
00:18:52,832 --> 00:18:54,432
is.
459
00:18:54,434 --> 00:18:57,802
Give it to us,
and you may yet live.
460
00:18:57,804 --> 00:18:59,103
[ Grunts ]
461
00:18:59,105 --> 00:19:00,438
Oh, man!
462
00:19:00,440 --> 00:19:01,939
I am not catching
any breaks here.
463
00:19:01,941 --> 00:19:04,809
[ Grunts ]
464
00:19:04,811 --> 00:19:07,445
Stand here!
Huh?
465
00:19:07,447 --> 00:19:09,914
Oh, yeah! Sweet tech!
466
00:19:09,916 --> 00:19:11,849
[ Grunts ]
467
00:19:18,357 --> 00:19:20,625
Oh, no. Oh, no!
468
00:19:20,627 --> 00:19:22,293
Tennyson,
we've got a problem!
469
00:19:22,295 --> 00:19:24,962
We have no brakes!
470
00:19:24,964 --> 00:19:26,531
[ Panting ]
471
00:19:26,533 --> 00:19:28,199
That's not what I want to hear
right now!
472
00:19:28,201 --> 00:19:32,770
[ Grunting ]
473
00:19:32,772 --> 00:19:34,705
[ Groans ]
474
00:19:36,375 --> 00:19:39,477
Got some problems
with the console.
475
00:19:39,479 --> 00:19:41,779
Like there is no console?!
476
00:19:41,781 --> 00:19:45,149
There's light up ahead.
We're almost out of the tunnel.
477
00:19:45,151 --> 00:19:46,384
[ Footsteps approach ]
478
00:19:46,386 --> 00:19:49,053
Hand over the alien.
479
00:19:49,055 --> 00:19:52,990
Which alien?
I've got, like, 10!
480
00:19:52,992 --> 00:19:54,659
[ Sighs ] See?
481
00:19:54,661 --> 00:19:58,229
♪♪
482
00:19:58,231 --> 00:19:59,697
[ Grunting ]
483
00:20:06,838 --> 00:20:08,139
Well, look at that!
484
00:20:08,141 --> 00:20:11,375
Too scared to face off
with the vine! [ Grunts ]
485
00:20:11,377 --> 00:20:13,177
I have a feeling
that's not it...
486
00:20:13,179 --> 00:20:17,715
so much as the fact that we're
headed for a mighty big drop.
487
00:20:17,717 --> 00:20:22,353
♪♪
488
00:20:22,355 --> 00:20:23,721
Ben!
Phil!
489
00:20:23,723 --> 00:20:25,256
Jump!
490
00:20:25,258 --> 00:20:27,858
It's Max.
They want us to jump across?!
491
00:20:27,860 --> 00:20:29,527
I can't make it across
like this.
492
00:20:29,529 --> 00:20:32,730
I need a more powerful alien --
like Gax!
493
00:20:32,732 --> 00:20:33,831
Trust me, kid!
494
00:20:33,833 --> 00:20:36,934
You've got all the power
you need right here.
495
00:20:36,936 --> 00:20:40,271
♪♪
496
00:20:42,207 --> 00:20:44,041
Wait for it!
497
00:20:44,043 --> 00:20:46,510
Uh, wait for what?!
498
00:20:46,512 --> 00:20:48,713
Huh? [ Grunts ]
499
00:20:48,715 --> 00:20:49,847
[ Tires squeal ]
500
00:20:49,849 --> 00:20:51,616
Whoa!
[ Grunting ]
501
00:20:56,788 --> 00:21:00,858
[ Groaning ]
That was kind of fun.
502
00:21:00,860 --> 00:21:02,126
Sure.
503
00:21:02,128 --> 00:21:04,762
Low-five.
504
00:21:04,764 --> 00:21:06,697
[ Groans ]
505
00:21:11,470 --> 00:21:14,472
Well, whoever they were,
they're gone now.
506
00:21:14,474 --> 00:21:17,875
So I failed.
Those alien guys got away.
507
00:21:17,877 --> 00:21:21,812
No, you won.
You saved all those workers.
508
00:21:21,814 --> 00:21:23,948
And you saved me.
509
00:21:23,950 --> 00:21:25,116
Forever grateful.
510
00:21:25,118 --> 00:21:26,550
I second that.
511
00:21:26,552 --> 00:21:28,719
And while I hate to be short
on the niceties,
512
00:21:28,721 --> 00:21:31,389
any thought on Ben's buggy watch
or why they were after it?
513
00:21:31,391 --> 00:21:32,757
The didn't want the device,
514
00:21:32,759 --> 00:21:35,293
they wanted something
in the device.
515
00:21:35,295 --> 00:21:39,063
In it? But what?
516
00:21:39,065 --> 00:21:41,499
[ Gasps ]
517
00:21:43,302 --> 00:21:45,536
Gax!
518
00:21:49,574 --> 00:21:53,277
♪♪
519
00:21:53,279 --> 00:21:55,846
[ Yawns loudly ]
520
00:21:55,848 --> 00:21:57,281
[ Groans ] Man!
521
00:21:57,283 --> 00:21:59,684
You guys got up early!
Got up?
522
00:21:59,686 --> 00:22:01,619
We've been up...
523
00:22:01,621 --> 00:22:04,021
all night long!
524
00:22:04,023 --> 00:22:06,424
You changed aliens
every 15 minutes.
525
00:22:06,426 --> 00:22:08,626
Huh? Are you sure?
526
00:22:08,628 --> 00:22:11,529
I don't remember turning into
any aliens last night.
527
00:22:11,531 --> 00:22:13,664
I slept like a baby!
528
00:22:13,666 --> 00:22:17,001
♪♪
529
00:22:30,315 --> 00:22:32,016
Oh, we're sure.
530
00:22:32,018 --> 00:22:34,785
Overflow
even "wet the bed!"
531
00:22:34,787 --> 00:22:36,153
Ugh, Gwen!
532
00:22:36,155 --> 00:22:37,722
Well,
I'm not changing anymore!
533
00:22:37,724 --> 00:22:39,690
Maybe you guys can nap now.
534
00:22:39,692 --> 00:22:41,125
[ Watch beeps ]
535
00:22:41,127 --> 00:22:43,194
That watch has a mind of its own
right now.
536
00:22:43,196 --> 00:22:45,396
Until we can understand
what's wrong,
537
00:22:45,398 --> 00:22:49,300
we're staying out here deep in
the forest so nobody gets hurt.
538
00:22:49,302 --> 00:22:52,903
[ Beeping ]
539
00:22:52,905 --> 00:22:56,173
Is it just me or is this noise
actually getting worse?
540
00:22:56,175 --> 00:22:58,976
The watch never made that sound
until that new alien showed up.
541
00:22:58,978 --> 00:23:01,545
He has a name!
It's Gax.
542
00:23:01,547 --> 00:23:05,249
It's definitely an alarm,
right?
Possibly.
543
00:23:05,251 --> 00:23:07,818
It could've been what attracted
those other aliens to Gax
544
00:23:07,820 --> 00:23:09,186
if that's
what they were after.
545
00:23:09,188 --> 00:23:11,088
I don't even get
what we're trying to fix!
546
00:23:11,090 --> 00:23:13,023
Aside
from the occasional beeping,
547
00:23:13,025 --> 00:23:15,726
being able to change
from alien to alien is awesome!
548
00:23:15,728 --> 00:23:17,862
And I got
a new super-powerful bonus hero!
549
00:23:17,864 --> 00:23:21,332
Ben, I think it may be a little
more complicated than that,
550
00:23:21,334 --> 00:23:23,234
but we'll figure it out --
as a team!
551
00:23:23,236 --> 00:23:25,569
Ow!
Phil, what is this thing?!
552
00:23:25,571 --> 00:23:28,072
It's a device to monitor
the energy signatures
553
00:23:28,074 --> 00:23:30,040
of your rapidly-changing
alien forms.
554
00:23:30,042 --> 00:23:32,176
Ugh! That's it!
555
00:23:32,178 --> 00:23:34,845
This is my watch
and my aliens!
556
00:23:34,847 --> 00:23:36,781
I'd know
if something was wrong with it,
557
00:23:36,783 --> 00:23:38,449
and I'm telling you guys
there isn't!
558
00:23:38,451 --> 00:23:42,119
I'm gonna go test out
my new powers -- on my own.
559
00:23:42,121 --> 00:23:44,255
Ben!
No, it's better if he goes
560
00:23:44,257 --> 00:23:46,924
and uses the watch
as much as possible.
561
00:23:46,926 --> 00:23:48,993
It will give us more data
to work with.
562
00:23:50,796 --> 00:23:53,697
[ Chirps ]
All right, Gax!
563
00:23:53,699 --> 00:23:57,001
♪♪
564
00:24:03,575 --> 00:24:05,743
[ Growls ]
565
00:24:05,745 --> 00:24:08,245
Super strength!
566
00:24:08,247 --> 00:24:10,448
Whoa! Whoa!
567
00:24:10,450 --> 00:24:11,482
Super flip!
568
00:24:11,484 --> 00:24:13,484
Ha ha, yeah!
569
00:24:13,486 --> 00:24:15,252
Hmm.
570
00:24:15,254 --> 00:24:17,288
[ Grunts ]
571
00:24:17,290 --> 00:24:19,223
He shoots...
572
00:24:19,225 --> 00:24:21,158
he scores!
573
00:24:21,160 --> 00:24:23,794
And what's better
than roasting one tree?
574
00:24:23,796 --> 00:24:26,163
Roasting three trees!
575
00:24:32,637 --> 00:24:34,305
Oh, yeah!
576
00:24:34,307 --> 00:24:37,475
I can't believe that Phil guy
was trying to fix this!
577
00:24:37,477 --> 00:24:38,509
[ Growls ]
578
00:24:38,511 --> 00:24:40,778
If anything,
he just made it worse!
579
00:24:40,780 --> 00:24:42,513
I'm trying to focus on Gax!
580
00:24:42,515 --> 00:24:47,017
If I can just get this thingy
off my watch.
581
00:24:48,787 --> 00:24:50,321
Ugh. Looks like this job
582
00:24:50,323 --> 00:24:53,157
is gonna require
some heavy machinery.
583
00:24:53,159 --> 00:24:57,027
Come on, watch.
I want to focus on Gax!
584
00:24:59,865 --> 00:25:01,832
Huh!? What?!
585
00:25:01,834 --> 00:25:03,834
Now look what you made me do,
Phil!
586
00:25:03,836 --> 00:25:05,269
Uh...
587
00:25:05,271 --> 00:25:08,205
Well, at least now
I can stomp out the...
588
00:25:08,207 --> 00:25:09,039
fire!
589
00:25:09,041 --> 00:25:11,041
[ Screaming ]
590
00:25:11,043 --> 00:25:12,877
This is most unpleasant!
591
00:25:12,879 --> 00:25:16,680
Ow, ow, ow, ow,
ow, ow, ow, ow, ow!
592
00:25:16,682 --> 00:25:18,649
Whoa! I don't...
593
00:25:18,651 --> 00:25:19,783
feel so...
594
00:25:19,785 --> 00:25:21,352
good.
595
00:25:21,354 --> 00:25:25,856
[ Groans ]
596
00:25:25,858 --> 00:25:27,825
Oh, no!
597
00:25:27,827 --> 00:25:29,326
No, no, no, no, no!
598
00:25:29,328 --> 00:25:32,530
Ooh, now we're talking.
Yes!
599
00:25:32,532 --> 00:25:33,797
[ Grunts ]
600
00:25:33,799 --> 00:25:36,901
Uh-oh. Agh!
601
00:25:36,903 --> 00:25:39,336
Oh, man!
Stay cool, Ben, you got this.
602
00:25:39,338 --> 00:25:41,539
There's no level of disaster
you can't master.
603
00:25:44,476 --> 00:25:45,876
[ Grunts ] Oof!
604
00:25:45,878 --> 00:25:47,144
[ All gasp ]
605
00:25:50,015 --> 00:25:52,049
Ugh! See?
606
00:25:52,051 --> 00:25:54,218
And I didn't even have to
lift a finger.
607
00:25:54,220 --> 00:25:56,153
I guess that takes care
of the fire.
608
00:25:56,155 --> 00:25:58,489
[ Watch beeping ]
Oh, not you, too!
609
00:26:01,159 --> 00:26:03,260
These readings
are off the charts.
610
00:26:03,262 --> 00:26:05,095
Never mind the readings,
Phil!
611
00:26:05,097 --> 00:26:07,698
That's the way Ben went,
we've got to go find him.
612
00:26:07,700 --> 00:26:11,335
Wait a moment!
There's something strange here.
613
00:26:11,337 --> 00:26:14,572
The data inside the watch
that allows Ben to transform,
614
00:26:14,574 --> 00:26:15,940
a portion of it seems...
615
00:26:15,942 --> 00:26:19,577
fragmented -- incomplete.
616
00:26:19,579 --> 00:26:22,046
As if it's missing
its other half.
617
00:26:22,048 --> 00:26:24,949
I don't think that the watch has
been sounding an alarm at all.
618
00:26:24,951 --> 00:26:27,585
I believe
it may be a beacon.
619
00:26:27,587 --> 00:26:30,020
Whoa, another alien?!
620
00:26:30,022 --> 00:26:33,791
Wha?!
I better not take any chances.
621
00:26:33,793 --> 00:26:35,659
[ Grunts ]
622
00:26:39,230 --> 00:26:42,032
Nope.
623
00:26:42,034 --> 00:26:43,734
Whew! Close one!
624
00:26:43,736 --> 00:26:46,604
I've seriously had enough
forest fire for today.
625
00:26:46,606 --> 00:26:48,706
Now, don't think
I forgot about...
626
00:26:48,708 --> 00:26:50,140
[ Gasps ]
627
00:26:50,142 --> 00:26:52,276
Gax's
shriveled old twin?!
628
00:26:52,278 --> 00:26:55,579
You're calling yourself Gax,
eh?
629
00:26:55,581 --> 00:26:57,414
[ Chuckles ]
630
00:26:57,416 --> 00:27:00,451
Well, then
you may call me Vil.
631
00:27:00,453 --> 00:27:03,087
Greetings,
fellow Chimeran.
632
00:27:03,089 --> 00:27:05,122
Chimera-who
with the what now?
633
00:27:05,124 --> 00:27:06,890
Is that what kind of alien
you are?
634
00:27:06,892 --> 00:27:08,792
Is that what kind of alien
Gax is?!
635
00:27:08,794 --> 00:27:13,097
You really have no idea of
the power you possess, do you?
636
00:27:13,099 --> 00:27:16,133
Oh, I have an idea.
Check this out.
637
00:27:18,837 --> 00:27:21,672
[ Grunts ]
638
00:27:21,674 --> 00:27:23,574
[ Squawking ]
639
00:27:23,576 --> 00:27:27,244
Of course, your form
wields great physical strength,
640
00:27:27,246 --> 00:27:29,246
but you lack control.
641
00:27:29,248 --> 00:27:31,815
Now you sound
like Grandpa and Gwen --
642
00:27:31,817 --> 00:27:35,119
another person trying to tell me
how to use my aliens.
643
00:27:35,121 --> 00:27:38,255
Why don't you try your laser
on another tree?
644
00:27:38,257 --> 00:27:41,325
This time,
I'll guide you.
645
00:27:41,327 --> 00:27:43,460
You better have
a fire extinguisher
646
00:27:43,462 --> 00:27:45,295
in that spaceship
of yours.
647
00:27:45,297 --> 00:27:49,266
Good.
Now, don't stop -- focus.
648
00:27:49,268 --> 00:27:51,869
Control your power.
649
00:27:51,871 --> 00:27:54,471
Whoa!
No fire this time!
650
00:27:54,473 --> 00:27:57,941
I just like, lasered that tree
out of existence!
651
00:27:57,943 --> 00:28:00,277
[ Laughing ]
652
00:28:00,279 --> 00:28:02,513
[ Coughing ] Awesome!
653
00:28:02,515 --> 00:28:05,015
Now see
what can be accomplished
654
00:28:05,017 --> 00:28:09,953
when such raw force is matched
with precision and discipline?
655
00:28:09,955 --> 00:28:12,523
Wow!
I usually just go with the flow,
656
00:28:12,525 --> 00:28:15,859
but maybe there really is
something to this --
657
00:28:15,861 --> 00:28:17,628
to having control.
Indeed.
658
00:28:17,630 --> 00:28:21,198
The true potential
of this form is found
659
00:28:21,200 --> 00:28:22,733
only in a lifetime
660
00:28:22,735 --> 00:28:26,403
of the deliberate honing
of one's raw strength.
661
00:28:26,405 --> 00:28:31,842
Which is why this power
is rightfully mine!
662
00:28:31,844 --> 00:28:33,877
[ Screams ]
663
00:28:33,879 --> 00:28:36,380
Ben!
664
00:28:36,382 --> 00:28:37,481
Yes!
665
00:28:37,483 --> 00:28:40,551
[ Screaming continues ]
666
00:28:44,723 --> 00:28:46,857
[ Grunts ]
667
00:28:46,859 --> 00:28:50,861
I'm Vilgax once more!
668
00:28:50,863 --> 00:28:52,996
What? What did you do?
669
00:28:52,998 --> 00:28:55,099
What happened to Gax?
670
00:28:55,101 --> 00:28:58,736
"Gax" is but a fraction
of my DNA.
671
00:28:58,738 --> 00:29:03,006
My true power,
trapped inside that Omnitrix
672
00:29:03,008 --> 00:29:05,576
to be used
as a child's plaything.
673
00:29:05,578 --> 00:29:09,680
But now
the halves have become whole.
674
00:29:09,682 --> 00:29:12,616
I have returned
to my full strength,
675
00:29:12,618 --> 00:29:16,920
and I will destroy
that cursed device.
676
00:29:16,922 --> 00:29:18,455
We are too late.
677
00:29:18,457 --> 00:29:23,360
Oh, I can't handle
any more bad guys right now!
678
00:29:25,063 --> 00:29:26,630
Hang on!
679
00:29:26,632 --> 00:29:30,134
You are indeed too late,
interlopers!
680
00:29:30,136 --> 00:29:34,438
Now, witness
the power of Vilgax!
681
00:29:34,440 --> 00:29:38,208
Vilgax has combined!
We have to stop him!
682
00:29:38,210 --> 00:29:39,610
[ Grunts ]
683
00:29:39,612 --> 00:29:41,178
[ Roars ]
684
00:29:46,751 --> 00:29:50,220
Whoa, whoa!
All right, I can work with this.
685
00:29:52,223 --> 00:29:53,423
What's going on, Ben?
686
00:29:53,425 --> 00:29:54,725
I don't know, Grandpa,
687
00:29:54,727 --> 00:29:56,760
but I think these guys
are on our side.
688
00:29:56,762 --> 00:29:58,729
And I need to help them.
689
00:29:58,731 --> 00:30:01,632
♪♪
690
00:30:01,634 --> 00:30:03,767
Sorry we got off
on the wrong foot!
691
00:30:03,769 --> 00:30:05,269
[ Grunts ]
Whoa!
692
00:30:05,271 --> 00:30:07,971
Eee! Oof!
693
00:30:07,973 --> 00:30:10,474
[ Screams ] Oof!
694
00:30:10,476 --> 00:30:13,844
Undone by unpredictable
transformations!
695
00:30:16,347 --> 00:30:20,517
[ Grunting ]
696
00:30:20,519 --> 00:30:22,419
Ooh!
697
00:30:22,421 --> 00:30:25,155
It appears
I am once again a solo act.
698
00:30:25,157 --> 00:30:26,824
I need a plan.
699
00:30:26,826 --> 00:30:29,626
I could elevate those elements
and use their kinetic energy
700
00:30:29,628 --> 00:30:32,663
to offset the stability of --
I've got it!
701
00:30:32,665 --> 00:30:34,464
I lost it.
702
00:30:34,466 --> 00:30:37,134
Have to do this
the Cannonbolt way!
703
00:30:37,136 --> 00:30:40,270
[ Growling ]
704
00:30:44,676 --> 00:30:46,376
Seeds?
705
00:30:48,213 --> 00:30:50,147
[ Growls ]
706
00:30:50,149 --> 00:30:52,015
Ha, ha! Huh?
707
00:30:52,017 --> 00:30:54,017
Whoa!
708
00:30:54,019 --> 00:30:56,186
[ Growls ]
You are a pest!
709
00:30:56,188 --> 00:30:58,222
And you are
trying my patience!
710
00:30:58,224 --> 00:31:01,391
[ Grunting ]
I just need a second.
711
00:31:01,393 --> 00:31:03,894
[ Grunts ]
No, not again!
712
00:31:03,896 --> 00:31:06,864
Oof!
[ Grunts ]
713
00:31:06,866 --> 00:31:08,298
Ugh!
714
00:31:08,300 --> 00:31:11,368
[ Grunts ]
715
00:31:11,370 --> 00:31:12,936
Oh, boy! [ Grunts ]
716
00:31:17,208 --> 00:31:19,243
[ Panting ]
717
00:31:19,245 --> 00:31:21,211
Ben, you all right?!
718
00:31:21,213 --> 00:31:23,881
Yeah. [ Exhales ]
719
00:31:23,883 --> 00:31:26,583
I didn't know if I was going to
make it out of that one.
720
00:31:26,585 --> 00:31:29,553
[ Loud thump ]
Congratulations!
721
00:31:29,555 --> 00:31:32,489
You've managed
to knock me off balance!
722
00:31:32,491 --> 00:31:35,559
Aw, come on, dude,
why couldn't you stay down?!
723
00:31:35,561 --> 00:31:38,262
Just surrender, child!
724
00:31:38,264 --> 00:31:42,933
That's it, squid face.
You're sushi!
725
00:31:42,935 --> 00:31:44,735
[ Grunts ]
726
00:31:44,737 --> 00:31:50,207
Without full control of your
power, you cannot defeat me.
727
00:31:50,209 --> 00:31:52,843
Whoa!
728
00:31:52,845 --> 00:31:53,977
Ow!
729
00:31:57,015 --> 00:31:58,448
Ben!
730
00:31:58,450 --> 00:31:59,917
Gwen, get down!
731
00:31:59,919 --> 00:32:02,953
♪♪
732
00:32:02,955 --> 00:32:06,356
Pitiful!
733
00:32:08,092 --> 00:32:10,093
[ Whoosh! ]
734
00:32:17,101 --> 00:32:19,736
♪♪
735
00:32:19,738 --> 00:32:22,539
Oh, no!
Grandpa, is he?
736
00:32:22,541 --> 00:32:24,775
Grey Matter:
[ Coughs ] Ugh!
737
00:32:24,777 --> 00:32:27,044
Good thing Grey Matter
is so small.
738
00:32:27,046 --> 00:32:28,912
I could have been crushed.
739
00:32:28,914 --> 00:32:32,449
[ Groans ]
I just want to go back to Ben.
740
00:32:32,451 --> 00:32:34,217
Ben.
That...
741
00:32:34,219 --> 00:32:36,620
may not be possible.
742
00:32:36,622 --> 00:32:39,790
You really are a brilliant
science guy, Phil...
743
00:32:39,792 --> 00:32:41,124
and a downer.
744
00:32:41,126 --> 00:32:44,795
It appears the device
has fused into an open state.
745
00:32:44,797 --> 00:32:48,432
And while I am reading energy
signatures for 10 aliens...
746
00:32:48,434 --> 00:32:52,903
I'm no longer reading one
for Ben Tennyson.
747
00:32:52,905 --> 00:32:56,006
♪♪
748
00:33:06,985 --> 00:33:10,487
♪♪
749
00:33:10,489 --> 00:33:13,523
Ugh! So hungry.
750
00:33:13,525 --> 00:33:16,626
Here you go, Ben.
Cooking isn't really my forte.
751
00:33:16,628 --> 00:33:19,930
But Grandpa is too busy to make
dinner so, uh, bon appetit?
752
00:33:19,932 --> 00:33:22,866
Aw, sweet! I'm starving!
753
00:33:25,470 --> 00:33:28,271
Oof!
Aw, crushed it,
754
00:33:28,273 --> 00:33:30,607
And torched it.
755
00:33:30,609 --> 00:33:31,708
No!
756
00:33:31,710 --> 00:33:32,843
It's fine.
757
00:33:32,845 --> 00:33:34,778
I probably overcooked it
anyway.
758
00:33:34,780 --> 00:33:36,780
All right, kids,
it shouldn't be much longer.
759
00:33:36,782 --> 00:33:38,015
How you holding up?
760
00:33:38,017 --> 00:33:39,449
Both: We're fine, Grandpa.
761
00:33:39,451 --> 00:33:42,986
[ Growls ] I wish I'd never
found this stupid watch!
762
00:33:42,988 --> 00:33:44,855
I can't eat.
763
00:33:44,857 --> 00:33:46,623
I can't sleep.
764
00:33:46,625 --> 00:33:49,359
I can't even be me
anymore!
765
00:33:49,361 --> 00:33:50,961
Don't worry.
766
00:33:50,963 --> 00:33:53,497
We'll get you back to your
normal annoying Ben self soon.
767
00:33:53,499 --> 00:33:55,198
[ Screams ]
Gwen!
768
00:33:55,200 --> 00:33:57,968
It's okay,
Grandpa buys oven mitts in bulk.
769
00:33:57,970 --> 00:34:00,003
Good news!
Thanks to the data I gathered
770
00:34:00,005 --> 00:34:01,838
during battle
with that Vilgax creature,
771
00:34:01,840 --> 00:34:05,509
I've concluded that
the source of the problems
with your Omnitrix is
772
00:34:05,511 --> 00:34:06,643
in fact Vilgax himself.
773
00:34:06,645 --> 00:34:08,812
And that's good news how?
774
00:34:08,814 --> 00:34:10,714
Because now I know
how to fix it!
775
00:34:10,716 --> 00:34:12,849
All you have to do
is defeat Vilgax!
776
00:34:12,851 --> 00:34:14,684
How am I supposed do that?
777
00:34:14,686 --> 00:34:16,319
I already lost to him once
778
00:34:16,321 --> 00:34:18,855
because my transformations
are...
779
00:34:18,857 --> 00:34:20,424
My transformations...
780
00:34:20,426 --> 00:34:22,359
Transformations are...
781
00:34:22,361 --> 00:34:23,393
Transformations...
782
00:34:23,395 --> 00:34:26,530
[ Growls ]
783
00:34:26,532 --> 00:34:28,031
We can fix him, right?
784
00:34:28,033 --> 00:34:30,834
Let's just focus
on finding Vilgax for now.
785
00:34:30,836 --> 00:34:34,271
Speaking of squid face,
the dish just picked him up.
786
00:34:34,273 --> 00:34:37,240
[ Beeping ]
787
00:34:40,178 --> 00:34:42,746
Mount Megalodon?
I just fixed that...
788
00:34:42,748 --> 00:34:44,181
Mess.
789
00:34:44,183 --> 00:34:46,349
Ben, it's probably safer
if you stay in the back
790
00:34:46,351 --> 00:34:49,019
until you get better control
over your situation.
791
00:34:49,021 --> 00:34:51,688
So what could Vilgax
want with the volcano?
792
00:34:51,690 --> 00:34:54,524
I mean, besides
a beat down from Ben!
793
00:34:54,526 --> 00:34:55,892
[ Chuckles ]
794
00:34:55,894 --> 00:34:58,295
Ben?
[ Sighs ]
795
00:34:58,297 --> 00:35:00,530
Well, he's not here
to admire the view.
796
00:35:00,532 --> 00:35:02,065
If he wants to break orbit,
797
00:35:02,067 --> 00:35:04,234
his ship is going to need
to replace a lot of energy,
798
00:35:04,236 --> 00:35:06,636
and there's a ton of it in the
magma underneath that mountain.
799
00:35:06,638 --> 00:35:08,371
And while he's getting it,
800
00:35:08,373 --> 00:35:10,707
we should have just enough time
to analyze the data I gathered,
801
00:35:10,709 --> 00:35:12,642
and undo whatever he did
to the Omnitrix
802
00:35:12,644 --> 00:35:13,977
before
he gets out of reach.
803
00:35:13,979 --> 00:35:15,645
What if we don't--
804
00:35:15,647 --> 00:35:17,147
Whoa!
[ Rumbling ]
805
00:35:17,149 --> 00:35:18,315
Huh?
806
00:35:23,654 --> 00:35:25,388
Hang on!
807
00:35:25,390 --> 00:35:28,125
♪♪
808
00:35:28,127 --> 00:35:31,595
Phil:
The volcano's destabilizing --
right underneath us!
809
00:35:31,597 --> 00:35:32,796
Turn back, Max!
810
00:35:32,798 --> 00:35:35,398
[ Grunts ]
I can't stop it!
811
00:35:35,400 --> 00:35:38,001
Maybe I can!
812
00:35:40,505 --> 00:35:44,574
Come on...
813
00:35:44,576 --> 00:35:45,642
Yes!
814
00:35:45,644 --> 00:35:47,644
Whoa!
815
00:35:47,646 --> 00:35:49,146
Both: Ben!
816
00:35:49,148 --> 00:35:50,647
No!
817
00:35:50,649 --> 00:35:51,915
No, no, no, no, no!
818
00:35:51,917 --> 00:35:54,684
[ Gasps ] Yes!
[ Laughs ]
819
00:35:54,686 --> 00:35:56,620
No! [ Screams ]
820
00:35:56,622 --> 00:35:58,421
Oh, man, oh, man, oh, man!
821
00:35:58,423 --> 00:36:01,258
[ Grunts ]
822
00:36:01,260 --> 00:36:03,660
Thank you for bringing me
the Omnitrix!
823
00:36:03,662 --> 00:36:07,764
You survived our last encounter
thanks to its power!
824
00:36:07,766 --> 00:36:10,133
Mildly impressive.
825
00:36:10,135 --> 00:36:13,203
Hey!
My eyes are up here, Vilgax!
826
00:36:13,205 --> 00:36:15,472
And I hope you're ready
for round two,
827
00:36:15,474 --> 00:36:17,974
'cause you're about to
get Heatblasted!
828
00:36:17,976 --> 00:36:21,811
I am always ready,
changeling.
829
00:36:21,813 --> 00:36:23,947
What? Oh, fine!
830
00:36:23,949 --> 00:36:25,882
Whoa! [ Screams ]
831
00:36:25,884 --> 00:36:27,617
[ Grunts ]
Aqua kick -- aagh!
832
00:36:27,619 --> 00:36:30,820
Pitiful!
[ Grunting ]
833
00:36:30,822 --> 00:36:34,024
Not so fast, Vilgax!
834
00:36:34,026 --> 00:36:36,526
Here's water in your --
arms!
835
00:36:36,528 --> 00:36:39,196
[ Grunts ]
836
00:36:46,304 --> 00:36:47,337
Hyah!
837
00:36:47,339 --> 00:36:49,139
Ouchie!
838
00:36:49,141 --> 00:36:50,807
Eek!
839
00:36:50,809 --> 00:36:52,242
[ Screaming ]
840
00:36:52,244 --> 00:36:54,211
I can't control
my transformations,
841
00:36:54,213 --> 00:36:56,713
but perhaps I can control
my lack of control.
842
00:36:56,715 --> 00:36:59,349
Guess who's coming,
sour puss?
843
00:36:59,351 --> 00:37:01,151
[ Grunting ]
844
00:37:01,153 --> 00:37:02,986
Prepare yourself, brute!
845
00:37:02,988 --> 00:37:05,722
For even I do not know
my next attack!
846
00:37:05,724 --> 00:37:07,724
Stinkfly?
847
00:37:07,726 --> 00:37:10,093
[ Growls ]
848
00:37:12,096 --> 00:37:15,198
Whoa!
849
00:37:15,200 --> 00:37:18,702
Four Arms --
each fist with your name on it!
850
00:37:18,704 --> 00:37:20,503
[ Grunts ]
851
00:37:20,505 --> 00:37:22,572
[ Groaning ]
852
00:37:26,244 --> 00:37:28,778
Your crystals
mean nothing to me!
853
00:37:28,780 --> 00:37:31,414
[ Grunting ]
854
00:37:31,416 --> 00:37:33,516
It's not about the crystals,
octo-face!
855
00:37:33,518 --> 00:37:36,753
It's all about
the element of surprise!
856
00:37:36,755 --> 00:37:38,688
[ Grunts ]
857
00:37:38,690 --> 00:37:43,693
Awful hard to fight when
you don't know what's coming!
858
00:37:43,695 --> 00:37:46,029
Huh?! Aah!
859
00:37:48,633 --> 00:37:50,367
[ Panting ]
860
00:37:50,369 --> 00:37:52,936
It would appear
that I've underestimated
861
00:37:52,938 --> 00:37:54,537
the power
of the Omnitrix.
862
00:37:54,539 --> 00:37:58,041
Giving a mere child
the power to challenge me --
863
00:37:58,043 --> 00:38:00,410
Vilgax the Conqueror!
864
00:38:00,412 --> 00:38:03,113
I think I'll take it.
865
00:38:03,115 --> 00:38:04,547
Come and get it!
866
00:38:04,549 --> 00:38:07,951
[ Grunts ]
867
00:38:07,953 --> 00:38:09,286
[ Computer chirps ]
Hmm!
868
00:38:09,288 --> 00:38:12,088
The molten energy
from this dirt planet
869
00:38:12,090 --> 00:38:14,224
has finished
fueling my ship.
870
00:38:14,226 --> 00:38:17,894
I can finally
resume conquering the galaxy.
871
00:38:17,896 --> 00:38:20,397
Max, what are you doing?
872
00:38:20,399 --> 00:38:21,231
I'm going after Ben.
873
00:38:21,233 --> 00:38:22,732
Still as reckless as ever,
huh?
874
00:38:22,734 --> 00:38:25,135
He's my grandson, Phil --
he's counting on me.
875
00:38:25,137 --> 00:38:27,304
You're going to jump
on an alien ship
876
00:38:27,306 --> 00:38:29,973
that's floating
in a pool of seething magma?
877
00:38:29,975 --> 00:38:31,341
It's not a good idea!
878
00:38:31,343 --> 00:38:33,009
Look out -- coming through!
879
00:38:33,011 --> 00:38:35,078
Gwen? No!
880
00:38:35,080 --> 00:38:37,247
[ Groans ]
881
00:38:37,249 --> 00:38:40,650
You never should have come back,
foolish sapling.
882
00:38:40,652 --> 00:38:42,185
[ Groans ]
Hey!
883
00:38:42,187 --> 00:38:44,988
Nobody calls my cousin a fool
but me, creep face!
884
00:38:44,990 --> 00:38:47,324
Gwen?!
Hyah!
885
00:38:47,326 --> 00:38:50,660
[ Grunting ]
I'm not afraid of you!
886
00:38:50,662 --> 00:38:53,029
Whoa! Oof!
887
00:38:55,966 --> 00:38:59,035
Stay here!
888
00:38:59,037 --> 00:39:00,437
Stay?
I'm your back-up!
889
00:39:00,439 --> 00:39:02,672
You shouldn't be here!
What?!
890
00:39:02,674 --> 00:39:05,108
There's no way I'm going to
let you hog all of the action!
891
00:39:05,110 --> 00:39:07,944
This guy is too powerful --
maybe even for me.
892
00:39:07,946 --> 00:39:10,980
I couldn't stand it
if you got hurt.
893
00:39:10,982 --> 00:39:12,682
Believe in yourself,
Ben...
894
00:39:12,684 --> 00:39:14,284
because I do.
895
00:39:14,286 --> 00:39:18,722
Very touching final words.
896
00:39:18,724 --> 00:39:20,323
Cousins forever.
897
00:39:20,325 --> 00:39:22,859
I have a mission for you.
898
00:39:22,861 --> 00:39:25,128
I need you
to take care of Grandpa!
899
00:39:25,130 --> 00:39:26,963
Ben, what are you --
Hang on!
900
00:39:26,965 --> 00:39:29,232
[ Grunts ]
[ Screams ]
901
00:39:29,234 --> 00:39:31,334
Gotcha! [ Grunts ]
Are you all right?
902
00:39:31,336 --> 00:39:34,404
I am, but I'm worried about Ben.
He's scared.
903
00:39:34,406 --> 00:39:38,475
Sometimes being scared
is the perfect motivation.
904
00:39:38,477 --> 00:39:39,909
[ Groaning ]
905
00:39:39,911 --> 00:39:42,011
[ Gasps ] Gwen.
906
00:39:42,013 --> 00:39:45,982
Welcome to my control room...
907
00:39:45,984 --> 00:39:48,485
wearer of the Omnitrix.
908
00:39:48,487 --> 00:39:50,820
[ Growls ]
909
00:39:50,822 --> 00:39:55,525
This fight is over.
910
00:39:55,527 --> 00:39:58,762
What? I'm me again?!
What did you do?!
911
00:39:58,764 --> 00:40:02,732
What your incompetence
and ignorance could not --
912
00:40:02,734 --> 00:40:04,234
repair the Omnitrix.
913
00:40:04,236 --> 00:40:08,338
And now,
you should brace yourself.
914
00:40:08,340 --> 00:40:11,074
The removal process is...
915
00:40:11,076 --> 00:40:14,077
most unpleasant.
916
00:40:14,079 --> 00:40:16,546
[ Grunts ]
Aah!
917
00:40:16,548 --> 00:40:18,548
You insolent wretch!
918
00:40:18,550 --> 00:40:21,751
If he fixed it, then I can
choose whatever alien I want!
919
00:40:21,753 --> 00:40:24,254
None of the aliens
you have displayed
920
00:40:24,256 --> 00:40:26,523
possess the power
to stop this ship
921
00:40:26,525 --> 00:40:28,691
from entering orbit
in 30 seconds.
922
00:40:28,693 --> 00:40:32,061
There's still one alien
you haven't met yet!
923
00:40:32,063 --> 00:40:36,366
♪♪
924
00:40:39,637 --> 00:40:41,137
And his name is Upgrade!
925
00:40:41,139 --> 00:40:42,872
Hope you enjoyed your flight,
926
00:40:42,874 --> 00:40:46,376
because I'm sending this ship
right into the garbage!
927
00:40:46,378 --> 00:40:49,078
A Galvanic mechamorph?!
928
00:40:49,080 --> 00:40:50,980
No!
929
00:40:50,982 --> 00:40:52,615
[ Grunting ]
930
00:40:52,617 --> 00:40:57,120
Yes! One massive ship downgrade
coming right up!
931
00:40:58,956 --> 00:41:01,257
We gotta do something,
Grandpa!
932
00:41:01,259 --> 00:41:02,392
We've done all we can.
933
00:41:02,394 --> 00:41:03,893
It's up to Ben now.
934
00:41:03,895 --> 00:41:05,094
And he might be doing it!
935
00:41:05,096 --> 00:41:07,497
[ Whoosh! ]
936
00:41:10,568 --> 00:41:12,101
No!
937
00:41:12,103 --> 00:41:16,439
What have you done
with my ship?!
938
00:41:16,441 --> 00:41:19,075
Not sure,
but it sounds really bad.
939
00:41:19,077 --> 00:41:20,777
You ought to
get that looked at.
940
00:41:20,779 --> 00:41:22,178
[ Growls ]
941
00:41:22,180 --> 00:41:25,415
Very clever, boy,
but now you've doomed us both.
942
00:41:25,417 --> 00:41:29,185
You can't run, and the Omnitrix
can't help you now.
943
00:41:29,187 --> 00:41:32,789
If my ship goes down,
you go down with it.
944
00:41:32,791 --> 00:41:34,757
Run, Omnitrix?
945
00:41:34,759 --> 00:41:37,660
That's it!
946
00:41:37,662 --> 00:41:39,796
What are you?!
947
00:41:39,798 --> 00:41:41,531
[ Grunts ]
948
00:41:45,436 --> 00:41:49,839
Whoa!
What's up with the Omnitrix?
949
00:41:49,841 --> 00:41:51,374
Enough!
950
00:41:51,376 --> 00:41:55,044
Couldn't agree more!
951
00:41:55,046 --> 00:41:57,480
I will destroy you,
952
00:41:57,482 --> 00:42:02,285
and then I will destroy
this world!
953
00:42:02,287 --> 00:42:03,720
Now see,
that's what makes me mad.
954
00:42:03,722 --> 00:42:05,788
Not enough
that you ruined my day...
955
00:42:05,790 --> 00:42:10,627
Now you want to ruin
everyone else's!
956
00:42:10,629 --> 00:42:13,129
Bup, bup, bup, bup.
You're not going anywhere!
957
00:42:13,131 --> 00:42:16,299
[ Grunts ]
You're all washed up!
958
00:42:16,301 --> 00:42:18,501
[ Growls, grunts ]
959
00:42:18,503 --> 00:42:21,137
Oh, you want my Omnitrix,
Vilgax?
960
00:42:21,139 --> 00:42:22,539
This Omnitrix?!
961
00:42:22,541 --> 00:42:25,875
Unfortunately,
I have other plans for it.
962
00:42:25,877 --> 00:42:26,910
[ Growls ]
963
00:42:26,912 --> 00:42:30,079
[ Grunts ]
964
00:42:30,081 --> 00:42:31,481
Aah!
965
00:42:31,483 --> 00:42:34,484
It's not possible
to change this frequently!
966
00:42:34,486 --> 00:42:37,053
Maybe not, but I had
some unexpected practice
967
00:42:37,055 --> 00:42:38,821
with rapid changes
recently!
968
00:42:38,823 --> 00:42:40,990
My win, your loss.
969
00:42:40,992 --> 00:42:44,327
[ Rumbling ]
970
00:42:44,329 --> 00:42:45,995
Whuh-oh!
971
00:42:45,997 --> 00:42:48,097
[ Alarm blares ]
972
00:42:48,099 --> 00:42:50,733
Oh, no!
It's going down!
973
00:42:52,536 --> 00:42:54,737
Ben?
974
00:42:54,739 --> 00:42:57,340
[ Sobbing ]
975
00:42:57,342 --> 00:43:00,176
He -- he saved the planet.
976
00:43:00,178 --> 00:43:03,580
He saved
the entire universe.
977
00:43:03,582 --> 00:43:07,550
[ Sniffling ]
978
00:43:07,552 --> 00:43:08,885
Sorry.
979
00:43:08,887 --> 00:43:11,955
I wasn't sure how to interrupt
without being a jerk about it.
980
00:43:11,957 --> 00:43:13,623
Ben!
981
00:43:13,625 --> 00:43:16,893
[ Laughing ]
Come here, you two!
982
00:43:16,895 --> 00:43:21,030
♪♪
983
00:43:21,032 --> 00:43:24,067
And then Heatblast
blasted him across the room,
984
00:43:24,069 --> 00:43:25,468
and Cannonbolt stomped him,
985
00:43:25,470 --> 00:43:27,470
and Diamondhead trapped him
in a giant crystal.
986
00:43:27,472 --> 00:43:29,772
And I was like glowing,
and I was switching aliens
987
00:43:29,774 --> 00:43:31,474
without
even touching the watch!
988
00:43:31,476 --> 00:43:33,242
It was amazing!
989
00:43:33,244 --> 00:43:35,111
That sounds so cool!
990
00:43:35,113 --> 00:43:36,479
Yeah, here,
let me show you!
991
00:43:36,481 --> 00:43:39,549
Come on, Heatblast!
992
00:43:39,551 --> 00:43:42,719
[ Grunts ]
Heatblast!
993
00:43:42,721 --> 00:43:45,989
Aw, man.
Is it broken again?
994
00:43:45,991 --> 00:43:47,390
Not at all!
995
00:43:47,392 --> 00:43:50,226
When you used Upgrade
to enhance the Omnitrix,
996
00:43:50,228 --> 00:43:52,395
it gave you
a great boost of power,
997
00:43:52,397 --> 00:43:54,063
but that boost
was only temporary.
998
00:43:54,065 --> 00:43:55,732
To all appearances,
999
00:43:55,734 --> 00:43:58,935
the Omnitrix is functioning
as it was before Gax appeared.
1000
00:43:58,937 --> 00:44:00,770
Sounds like it's back
to square one.
1001
00:44:00,772 --> 00:44:05,074
The Omnitrix truly is a
magnificent piece of technology,
1002
00:44:05,076 --> 00:44:07,977
and I'm certain there's
even more to discover about it.
1003
00:44:07,979 --> 00:44:09,646
Wait!
Where are you going?
1004
00:44:09,648 --> 00:44:12,281
My services
are needed elsewhere.
1005
00:44:12,283 --> 00:44:13,850
Take care, Tennysons.
1006
00:44:13,852 --> 00:44:17,487
Bye, Phil! Wow!
What a cool, mysterious guy.
1007
00:44:17,489 --> 00:44:19,088
[ Scoffs ]
He barely even did anything!
1008
00:44:19,090 --> 00:44:21,791
Well, kids,
it's been a wild trip so far.
1009
00:44:21,793 --> 00:44:23,593
But given today,
I'm guessing
1010
00:44:23,595 --> 00:44:26,429
you probably want to cut it
short and head home early?
1011
00:44:27,931 --> 00:44:29,532
[ Laughs ] Gotcha!
1012
00:44:29,534 --> 00:44:32,635
Last one to the Rustbucket
is a wart on Vilgax's nose!
1013
00:44:32,637 --> 00:44:36,139
Whoa!
Best summer of my life!
1014
00:44:36,141 --> 00:44:38,875
[ Beeping ]
1015
00:44:40,310 --> 00:44:43,546
Okay, so, today Grandpa, Ben,
and I are out whale watching.
1016
00:44:43,548 --> 00:44:45,715
[ Gasps ] I think we might
have something here.
1017
00:44:45,717 --> 00:44:48,384
Let me give you guys
a better angle. Hold on.
1018
00:44:48,386 --> 00:44:50,553
Before an animal
surfaces the water,
1019
00:44:50,555 --> 00:44:53,222
you can usually see
their air bubbles and --
1020
00:44:53,224 --> 00:44:56,125
Ben! You're gonna scare away
all the whales!
1021
00:44:56,127 --> 00:44:57,393
[ Laughs ]
1022
00:44:57,395 --> 00:44:59,362
Who wants to watch
some boring old whales
1023
00:44:59,364 --> 00:45:02,298
when you can watch
cool new Overfl-- Aah!
1024
00:45:06,070 --> 00:45:09,806
Wow!
Wasn't that beautiful?
1025
00:45:09,808 --> 00:45:12,241
Time to throw stuff!
68305
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