1
00:00:09,376 --> 00:00:14,380
>> The perfect crime --
we got the loot and made a clean
getaway.

2
00:00:14,382 --> 00:00:20,486
>> Stinkfly: Oh, I wouldn't say
that.
My name's stinkfly, and this

3
00:00:20,488 --> 00:00:24,523
joyride's over.
Land this thing now.

4
00:00:46,413 --> 00:00:53,385
Want to play rough, huh?
Now you see me, now you don't.

5
00:01:02,796 --> 00:01:06,765
>> We're out of control!
We're gonna crash!

6
00:01:30,623 --> 00:01:35,461
>> Ben: This is almost getting
too easy.

7
00:01:35,463 --> 00:01:40,466
Isn't there a villain left out
there who can give me a
challenge?

8
00:01:58,685 --> 00:02:04,189
>> ¶ It started when an alien
device did what it did ¶
¶ and stuck itself upon his

9
00:02:04,191 --> 00:02:09,528
wrist with secrets that it hid ¶
¶ now he's got superpowers
¶ he's no ordinary kid

10
00:02:09,530 --> 00:02:14,433
¶ he's Ben 10
>> ¶ Ben 10
>> ¶ so, if you see him, you

11
00:02:14,435 --> 00:02:20,272
might be in for a big surprise ¶
¶ he'll turn into an alien
before your very eyes ¶

12
00:02:20,274 --> 00:02:23,642
¶ he's slimy, creepy, fast, and
strong ¶
¶ he's every shape and size

13
00:02:23,644 --> 00:02:29,615
¶ he's Ben 10
>> ¶ Ben 10
>> ¶ armed with powers, he's on

14
00:02:29,617 --> 00:02:34,153
the case ¶
¶ fighting off evil from earth
or space ¶

15
00:02:34,155 --> 00:02:39,658
¶ he'll never stop till he makes
them pay ¶
¶ 'cause he's the baddest kid to

16
00:02:39,660 --> 00:02:48,400
ever save the day ¶
¶ Ben 10
>> ¶ Ben 10

17
00:02:54,407 --> 00:02:56,141
>> thanks for giving me a ride

18
00:02:56,143 --> 00:02:57,409
back home from summer camp,

19
00:02:57,411 --> 00:02:58,477
Mr. Tennyson.

20
00:02:58,479 --> 00:02:59,745
With my parents out of the

21
00:02:59,747 --> 00:03:01,346
country and my grandpa sick with

22
00:03:01,348 --> 00:03:03,148
the flu, I thought I might have

23
00:03:03,150 --> 00:03:03,882
to walk home.

24
00:03:03,884 --> 00:03:05,017
>> Max:

25
00:03:05,019 --> 00:03:06,518
Well, I'm glad your grandpa

26
00:03:06,520 --> 00:03:06,919
called.

27
00:03:06,921 --> 00:03:08,387
After all, what are old friends

28
00:03:08,389 --> 00:03:08,887
for?

29
00:03:08,889 --> 00:03:10,422
And I know you're gonna like Ben

30
00:03:10,424 --> 00:03:11,190
and Gwen.

31
00:03:11,192 --> 00:03:13,258
They're a lot of fun.

32
00:03:13,260 --> 00:03:18,163
Hi, guys.
This is Cooper, the grandson of
an old plumber buddy of mine.

33
00:03:18,165 --> 00:03:23,335
>> Gwen: Doofus! Give me it.
You're wasting time!
>> Ben: I heard it first.

34
00:03:23,337 --> 00:03:28,407
I get to call.
>> Okay, it's time to pick the
winning caller to the premiere

35
00:03:28,409 --> 00:03:33,946
of "space pirates 4:
The revenge of blorg" and meet
the cast at a special v.I.P.

36
00:03:33,948 --> 00:03:40,352
Party after the movie.

37
00:03:40,354 --> 00:03:45,357
>> Hello.
You're lucky caller number 10.
>> Ben: I won!

38
00:03:45,359 --> 00:03:51,096
Give me the phone!
>> Gwen: You won? I won.
Let me talk to him!

39
00:03:51,098 --> 00:03:55,567
>> Hello?
Is anybody --

40
00:03:55,569 --> 00:03:59,371
Well, I guess we'll see if the
next caller wants those
tickets.

41
00:03:59,373 --> 00:04:03,208
>> Ben: You owe me one ticket
to the premiere of
"space pirates 4"!

42
00:04:03,210 --> 00:04:07,746
>> Gwen: Yeah, right!
If I had a ticket, I certainly
wouldn't give it to a mega loser

43
00:04:07,748 --> 00:04:10,816
like you.
>> Have an extra ticket to the
premiere.

44
00:04:10,818 --> 00:04:15,654
>> Both: What?
>> My uncle worked on the movie.
He got me two v.I.P. Tickets.

45
00:04:15,656 --> 00:04:19,191
One of you could go with me, if
you want.

46
00:04:21,661 --> 00:04:26,331
>> Ben:
>> Gwen: Where are my manners?
Hi, Cooper. I'm Gwen.

47
00:04:26,333 --> 00:04:30,802
I'd  l to go to the premiere
with you.
>> Ben: Back off, cootie queen!

48
00:04:30,804 --> 00:04:36,441
I got dibs on that extra ticket.
>> Max: This should be
interesting.

49
00:04:36,443 --> 00:04:41,647
>> Fort Knox is proud to be home
to the U.S. federal gold
reserve, where over $100 billion

50
00:04:41,649 --> 00:04:47,085
worth of gold bullion is stored.
Of course, for obvious security
reasons, the actual vault is

51
00:04:47,087 --> 00:04:52,524
off-limits to the public.
Now if you'll follow me, we will
continue our tour.

52
00:04:57,497 --> 00:05:01,433
>> Halt!
This is a restricted area.
You will be escorted back to the

53
00:05:01,435 --> 00:05:03,402
public section of the base.

54
00:05:08,641 --> 00:05:12,210
>> Acidbreath: There's no need
for violence.

55
00:05:21,220 --> 00:05:25,057
>> And I've always been pretty
good with computers and stuff
like that.

56
00:05:25,059 --> 00:05:29,961
>> Gwen: Then you'll love this.
It's the new xt9000 with
satellite uplink.

57
00:05:29,963 --> 00:05:34,800
Use it whenever you like.
>> Ben: No fair! That's bribery!
>> Gwen: Oh?

58
00:05:34,802 --> 00:05:39,905
And what do you call this?
>> Ben: Gwen, we're not all as
selfish as you are.

59
00:05:39,907 --> 00:05:45,711
Some of us enjoy sharing.
>> Gwen: I'm telling grandpa.
>> Ben: That what, you're a big

60
00:05:45,713 --> 00:05:51,316
doofus?
>> Max: Ben, get up here.
>> Gwen: Ooh! Busted!

61
00:05:51,318 --> 00:05:55,921
>> Max: You too, Gwen.
>> Gwen:
>> Max: Take a look at this.

62
00:05:55,923 --> 00:06:00,959
I just picked this up from one
of the security cameras at
fort Knox.

63
00:06:11,037 --> 00:06:18,043
>> So, what's up with those
freaks on the video?
>> Ben: It's just a...Video

64
00:06:18,045 --> 00:06:23,682
of, uh, music.
I mean, uh, music video,
starring that new group, uh...

65
00:06:23,684 --> 00:06:30,589
>> Gwen: Psycho circus freaks.
>> That lame story is the best
you guys can come up with?

66
00:06:30,591 --> 00:06:34,526
My grandpa was a plumber, too,
remember?
Max told him all about you guys

67
00:06:34,528 --> 00:06:38,063
and the omnitrix and the
spellbook and everything.

68
00:06:40,566 --> 00:06:44,503
So, what's up with the freaks in
the video?

69
00:06:46,572 --> 00:06:51,543
>> Max: Maybe Cooper should stay
here.

70
00:06:51,545 --> 00:06:54,746
>> Ben: I'll keep an eye on him,
grandpa.
He probably wants to see the

71
00:06:54,748 --> 00:06:56,748
omnitrix in action, anyway.

72
00:07:09,629 --> 00:07:16,101
>> Ben: Where is everybody?
>> Max: They've all been

73
00:07:16,103 --> 00:07:19,938
hypnotized to think they're
chickens.

74
00:07:19,940 --> 00:07:25,777
>> Ben: Since when can the
circus freaks hypnotize people?
Now, this seems more like

75
00:07:25,779 --> 00:07:32,617
acidbreath's handiwork.
>> Gwen: Freak puke?
Ugh! Gross with a capital "g."

76
00:07:36,155 --> 00:07:41,760
>>
>> Why are they firing at us?
We're the good guys.

77
00:07:41,762 --> 00:07:48,133
>> Gwen: Yeah, we get that a
lot.
>> Ben: Those chickens are gonna

78
00:07:48,135 --> 00:07:51,069
get fried.

79
00:08:03,716 --> 00:08:09,788
>> Whoa!
That's even cooler in person
than grandpa described it.

80
00:08:09,790 --> 00:08:16,394
>> Xlr8: Pbht!
You think that's cool?
Watch this.

81
00:08:21,869 --> 00:08:28,840
Look, I don't want to hurt you
guys.

82
00:08:28,842 --> 00:08:34,713
Guess the feeling's not mutual.
>> Ugh!

83
00:08:34,715 --> 00:08:40,485
>> Ugh!
>>

84
00:08:58,604 --> 00:09:05,477
>> Gwen:

85
00:09:08,014 --> 00:09:14,519
>>
>> Xlr8:

86
00:09:14,521 --> 00:09:19,424
>> Gwen: How'd you do that?
>> I said I was pretty good with
mechanical stuff.

87
00:09:28,267 --> 00:09:31,603
>> Gwen: All the gold's still
here.
>> Xlr8: Okay, so, the

88
00:09:31,605 --> 00:09:35,907
circus freaks break into the
toughest bank in the world,
hypnotize the guards into

89
00:09:35,909 --> 00:09:40,979
thinking they're chickens, but
forget to steal any of the gold?
>> Maybe they're after something

90
00:09:40,981 --> 00:09:43,582
else.
Check this out.

91
00:09:46,619 --> 00:09:51,756
>> Ben: Whoa.

92
00:09:51,758 --> 00:09:57,095
What is this place?
>> Max: A blast from the past.
It's an old plumbers base.

93
00:09:57,097 --> 00:10:00,432
>> Ben: Like the one at
mount rushmore?
>> Max: Not exactly.

94
00:10:00,434 --> 00:10:04,669
At the height of the plumbers,
some of these satellite
complexes were established

95
00:10:04,671 --> 00:10:08,907
around the country in hidden
locations, like this one.
Once we brought down vilgax the

96
00:10:08,909 --> 00:10:13,445
first time, these annexes
weren't needed anymore, so we
eventually shut them all down.

97
00:10:13,447 --> 00:10:18,583
>> Gwen: But what did the
circus freaks want here, then?
>> Max: I don't know, and that's

98
00:10:18,585 --> 00:10:25,957
what really bothers me.
>> Acidbreath: I'm telling ya --
this guy's brainpan is empty.

99
00:10:25,959 --> 00:10:29,694
Look at this stupid piece
of junk.

100
00:10:44,276 --> 00:10:47,879
>> Forever king: Is there a
problem?
>> Acidbreath: Yeah.

101
00:10:47,881 --> 00:10:53,518
Bad enough you stick us with the
amazing Mr. nerd here, but then
we pull off the heist of the

102
00:10:53,520 --> 00:10:58,657
century and don't even have a
gold tooth to show for it.
>> Forever king: I find your

103
00:10:58,659 --> 00:11:03,128
lack of faith disturbing,
Mr. breath.
Or may I call you "acid"?

104
00:11:03,130 --> 00:11:08,900
>> Acidbreath: From now on, you
can call me "boss," because I'm
taking over this operation.

105
00:11:08,902 --> 00:11:16,007
>> Forever king: Since only one
of us can have that honor, allow
me to cast my vote.

106
00:11:27,820 --> 00:11:35,727
>> Thumbskull:
>> Forever king: Now that that's
settled, let's get back to the

107
00:11:35,729 --> 00:11:38,596
business at hand, shall we?

108
00:11:48,774 --> 00:11:52,277
>> Ben: Uh...Grandpa, who's
driving?

109
00:11:52,279 --> 00:11:55,580
>> Max: Autopilot.
Cooper rigged it up.
Real work saver.

110
00:11:55,582 --> 00:11:59,551
>> Grandpa says that my brain
must look like the inside of a
computer.

111
00:11:59,553 --> 00:12:06,224
>> Max: These dots represent all
the closed plumber facilities.

112
00:12:06,226 --> 00:12:11,463
>> Gwen: Hey, why is the one in
Seattle, Washington, flashing?
>> Max: It's an alarm.

113
00:12:11,465 --> 00:12:15,567
That can't be a coincidence.
>> Ben: Let's go kick some
circus freak butt!

114
00:12:15,569 --> 00:12:20,305
>> Max: Unfortunately, even in
turbomode, it's doubtful we
could get there in time to stop

115
00:12:20,307 --> 00:12:23,908
them.
>> Well, while you guys were
playing two square, I did mess

116
00:12:23,910 --> 00:12:27,445
around with the turboboost
system a little.

117
00:12:29,381 --> 00:12:33,084
>> Max: Okay.
Let's put the spurs to her and
see if she's got some extra

118
00:12:33,086 --> 00:12:34,919
giddyup.

119
00:12:40,292 --> 00:12:47,732
>> Ben: It definitely has some
speed.

120
00:12:47,734 --> 00:12:52,637
>> Max: We're coming up on
downtown Seattle.

121
00:12:52,639 --> 00:12:56,608
We should throw out the anchor
and start slowing this puppy
down.

122
00:12:56,610 --> 00:13:00,678
>> Uh-oh.
>> Gwen: Please tell me that you
didn't forget the superduper

123
00:13:00,680 --> 00:13:03,915
brakes to go with the superduper
turbo.
>> Ben: don't worry.

124
00:13:03,917 --> 00:13:09,854
I got your back.

125
00:13:12,825 --> 00:13:16,127
>> Diamondhead: Whoa!
Major windage.

126
00:13:22,468 --> 00:13:27,839
So much for speed bumps.
>> Max: Ben, I hate to bother
you, but we could really use a

127
00:13:27,841 --> 00:13:30,642
brake here.

128
00:13:52,832 --> 00:13:56,000
>> Diamondhead: What'd I tell
you?
No problem.

129
00:13:56,002 --> 00:14:01,573
>> Gwen: Tell that to the
city road crew.

130
00:14:01,575 --> 00:14:08,179
>> Diamondhead: O-Kay.
I knew the circus freaks had

131
00:14:08,181 --> 00:14:12,283
flies, but wasps?
>> Gwen: Aah!

132
00:14:18,190 --> 00:14:23,428
>> Gwen: That's Clancy!
>> Diamondhead: The bug guy.

133
00:14:23,430 --> 00:14:27,599
I thought he was gone for good.
>> Clancy:

134
00:14:57,096 --> 00:15:02,066
>> Aaah!
>> Gwen: Galeas zipuctus!

135
00:15:15,314 --> 00:15:18,616
>>
Thanks.
You saved my life.

136
00:15:18,618 --> 00:15:23,288
>> Gwen: Hey, what are friends
for?
Pbht!

137
00:15:33,933 --> 00:15:36,834
>> Max: The plumbers annex is
near the top.

138
00:15:36,836 --> 00:15:40,204
The circus freaks are probably
still up there.

139
00:15:43,242 --> 00:15:47,111
>> Gwen: What's that noise?
>> Diamondhead: It's coming from

140
00:15:47,113 --> 00:15:49,113
on top of the elevator.

141
00:15:51,951 --> 00:15:56,454
>> Max: Rojo.
How'd she get back her alien

142
00:15:56,456 --> 00:15:59,924
tech?
>> Rojo: Sorry.
This elevator is no longer in

143
00:15:59,926 --> 00:16:04,462
service.
Going down?

144
00:16:04,464 --> 00:16:06,464
Goodbye.

145
00:16:13,939 --> 00:16:17,909
>> Diamondhead: Emergency stop.
>> Aah! Aah!

146
00:16:46,005 --> 00:16:50,875
>> Gwen: Charmcaster?
Is there anybody who doesn't
hate us involved in this thing?

147
00:16:50,877 --> 00:16:55,546
>> Rojo: You should have seen
the looks on their faces when i
cut the main cable.

148
00:16:55,548 --> 00:16:59,484
Priceless.
>> Charmcaster: How come you got

149
00:16:59,486 --> 00:17:05,356
to slab them instead of me?
>> Rojo: Just lucky, I guess.
>> Diamondhead: We'll divide up

150
00:17:05,358 --> 00:17:09,694
and surprise them from both
sides.
>> Dr. animo: Hello, Ben.

151
00:17:11,864 --> 00:17:16,100
You're overdue for a visit from
Dr. animo.

152
00:17:30,716 --> 00:17:36,587
>> Max: Ben, are you okay?

153
00:17:41,460 --> 00:17:50,568
>> Rojo: You're still alive?
You're making me look bad.
>> Gwen: Vortress nebulae!

154
00:17:50,570 --> 00:17:54,105
>> Charmcaster: An
invisible-force spell?
That's all?

155
00:17:54,107 --> 00:17:59,477
You've had my spellbook all this
time, and you still haven't
taken off the training wheels?

156
00:17:59,479 --> 00:18:05,750
Either you're too stupid to
conjure the more complex spells
or you're just too scared to use

157
00:18:05,752 --> 00:18:09,053
'em.
You're no sorceress.
You're a joke.

158
00:18:09,055 --> 00:18:11,122
>> Gwen: Ugh!

159
00:18:14,927 --> 00:18:16,961
>>

160
00:18:39,284 --> 00:18:44,222
>> Clancy:
>> Rojo:

161
00:18:54,466 --> 00:19:01,439
Got it!
>> Max: The key -- of course!
Somebody stop rojo from getting

162
00:19:01,441 --> 00:19:03,407
away with that thing!

163
00:19:05,544 --> 00:19:10,248
>> Dr. animo: Aaah!
Aaaaaah!

164
00:19:16,388 --> 00:19:21,826
>> Diamondhead: Hand it over,
lady, or get your nose pierced
the hard way.

165
00:19:24,530 --> 00:19:26,764
>> Ben:

166
00:19:31,036 --> 00:19:33,070
Aah!

167
00:19:36,808 --> 00:19:40,711
>> If you want this so bad, go
get it!

168
00:19:55,327 --> 00:19:57,428
>> Ben:

169
00:20:04,703 --> 00:20:11,075
>> Dr. animo: I wish I had time
to teach you a lesson you so

170
00:20:11,077 --> 00:20:15,980
richly deserve, Benjamin, but we
have a date to rule the world.

171
00:20:19,051 --> 00:20:22,553
>> Rojo: Hey, how come I'm stuck
with a ride from Mr. maggot?

172
00:20:22,555 --> 00:20:25,923
>> Charmcaster: Just lucky, i
guess.

173
00:20:35,400 --> 00:20:38,369
>> Max: Why didn't I figure it

174
00:20:38,371 --> 00:20:41,939
out sooner?
>> Ben: What's so important
about that thing, anyway?

175
00:20:41,941 --> 00:20:46,110
>> Max: Many years ago, the
plumbers helped capture an alien
convict.

176
00:20:46,112 --> 00:20:51,916
As a show of gratitude, his race
gave us a sample of what they
called "subenergy," a subatomic

177
00:20:51,918 --> 00:20:57,755
power source so powerful that it
made our own nuclear plants look
like windup toys by comparison.

178
00:20:57,757 --> 00:21:03,261
Despite its enormous potential
for good, the subenergy was too
unstable and dangerous to use.

179
00:21:03,263 --> 00:21:08,499
The plumbers decided it should
be put away for safekeeping
within a super-secure force

180
00:21:08,501 --> 00:21:12,470
field inside the mount rushmore
complex.
>> Gwen: And the only way to

181
00:21:12,472 --> 00:21:16,907
shut down the force field was to
join the two odd-shaped keys
that were stolen from here and

182
00:21:16,909 --> 00:21:19,744
fort Knox?
>> Max: I'm afraid so.
>> Ben: How did the

183
00:21:19,746 --> 00:21:23,281
circus freaks figure all this
stuff out?
>> Max: The circus freaks

184
00:21:23,283 --> 00:21:28,819
couldn't figure out how to steal
water from an aquarium.
Whoever masterminded all of this

185
00:21:28,821 --> 00:21:32,823
has knowledge of top-secret
plumber intel.

186
00:21:39,965 --> 00:21:48,639
>> Ben: Guess we beat them here.

187
00:21:57,215 --> 00:22:03,187
>> Forever king: Welcome.
I wish I could promise you a

188
00:22:03,189 --> 00:22:08,859
swift demise, but alas, i
believe my new partners have
other ideas.

189
00:22:08,861 --> 00:22:16,500
Behold...The negative 10.
>> Ben: Oh, man.