1
00:00:01,035 --> 00:00:03,869
>> i've got the marshmallows.
>> i've got the graham crackers.

2
00:00:05,071 --> 00:00:06,972
>> we'll wait here while you get
the firewood so we can make

3
00:00:06,974 --> 00:00:10,075
S'mores.
>> now it is so nice to finally

4
00:00:10,077 --> 00:00:13,345
See you two getting along.
I'll be back in a jiffy.

5
00:00:13,347 --> 00:00:19,218
>> great!
>> is he gone?

6
00:00:19,220 --> 00:00:22,087
>> yep.
>> this is your fault!

7
00:00:22,089 --> 00:00:29,762
>> grandpa only turns 60 once.
I had his party totally wired.

8
00:00:29,764 --> 00:00:33,332
>> you chose his birthday wish?
>> and how is he supposed to

9
00:00:33,334 --> 00:00:37,503
Make one without a cake
that you were supposed to get?

10
00:00:37,505 --> 00:00:40,039
>> uh, excuse me, full-time hero
here.

11
00:00:40,041 --> 00:00:42,508
When do i have time to go get
some dumb old cake?

12
00:00:42,510 --> 00:00:45,778
You were supposed to do it.
Anyway, it's no big deal.

13
00:00:45,780 --> 00:00:48,213
>> for grandpa it is.
>> fine!

14
00:00:48,215 --> 00:00:52,451
Play you to see who goes.
Rock, paper, scissors--on 3.

15
00:00:52,453 --> 00:00:56,455
>> you are so on.
You always lose.

16
00:00:56,457 --> 00:01:11,737
>> 1, 2--
ok, this can't be good.

17
00:01:11,739 --> 00:01:24,750
Gwen!
[gwen screams]

18
00:01:24,752 --> 00:01:30,556
>> ben? Gwen?
[captioning made possible by

19
00:01:30,558 --> 00:01:36,562
Turner entertainment group]
>> ¶ it started when an alien

20
00:01:36,564 --> 00:01:39,965
Device did what it did
and stuck itself upon his wrist

21
00:01:39,967 --> 00:01:43,302
With secrets that it hid
now he's got super powers

22
00:01:43,304 --> 00:01:48,841
He's no ordinary kid
he's ben 10!

23
00:01:48,843 --> 00:01:52,344
So if you see him, you might be
in for a big surprise

24
00:01:52,346 --> 00:01:55,848
He'll turn into an alien
before your very eyes

25
00:01:55,850 --> 00:01:57,850
He's slimy, creepy, fast, and
strong

26
00:01:57,852 --> 00:02:03,522
He's every shape and size
he's ben 10!

27
00:02:03,524 --> 00:02:06,592
With all new powers
he's on the case

28
00:02:06,594 --> 00:02:10,028
Fighting off evil
from earth or space

29
00:02:10,030 --> 00:02:13,599
He'll never stops till he
makes them pay

30
00:02:13,601 --> 00:02:16,935
'cause he's the baddest kid
to ever save the day

31
00:02:16,937 --> 00:02:29,548
Ben 10! ¶

32
00:02:36,823 --> 00:02:48,300
>> uh!
Uh.

33
00:02:48,302 --> 00:02:54,873
>> hey, ben.
Looking good!

34
00:02:54,875 --> 00:02:58,710
>> yo, ben 10-k, keep up the
awesome job!

35
00:02:58,712 --> 00:03:03,315
>> 10 what?
>> whoa!

36
00:03:03,317 --> 00:03:08,720
Hero of heroes, ben ten
thousand.

37
00:03:08,722 --> 00:03:19,064
Is that really me?
>> more like, was you.

38
00:03:19,066 --> 00:03:23,068
>> hey, tennyson, long time no
see.

39
00:03:23,070 --> 00:03:30,709
>> do i know you?
>> prepare for my revenge!

40
00:03:30,711 --> 00:03:33,212
>> oh, yeah?
Well, why don't you prepare to

41
00:03:33,214 --> 00:03:37,916
See why they call me hero of--
yaaah!

42
00:03:37,918 --> 00:03:42,554
Ooh.
Uh, maybe we could talk about

43
00:03:42,556 --> 00:04:17,422
This?
>> kemo char!

44
00:04:17,424 --> 00:04:22,461
>> ok, will someone tell me what
the heck's going on here?

45
00:04:22,463 --> 00:04:30,636
>> is that xlr8?
>> looks like the work of animo.

46
00:04:30,638 --> 00:04:36,608
I'll run a dna analysis back at
headquarters.

47
00:04:36,610 --> 00:04:42,914
And send them back now.
>> whoa, you're me, right?

48
00:04:42,916 --> 00:04:45,984
And it looks like i'm new and
improved.

49
00:04:45,986 --> 00:04:48,320
This is so cool that i'm so
cool!

50
00:04:48,322 --> 00:04:51,590
Did you say, "headquarters"?
I have my own headquarters!

51
00:04:51,592 --> 00:04:54,960
>> i don't have time for this!
>> so when can you catch me up

52
00:04:54,962 --> 00:04:58,964
On my other 9,990 heroes?
>> hmm.

53
00:04:58,966 --> 00:05:04,703
How about...Never?!
>> you could lose the attitude,

54
00:05:04,705 --> 00:05:08,440
You know.
Wait a minute.

55
00:05:08,442 --> 00:05:12,477
You're me?
Gwen?

56
00:05:12,479 --> 00:05:15,480
>> actually, i've been going by
"gwendolyn" since college.

57
00:05:15,482 --> 00:05:17,516
>> college?
Ivy league?

58
00:05:17,518 --> 00:05:20,185
Do i have a master's?
>> look, i didn't bring you here

59
00:05:20,187 --> 00:05:23,955
To find out about your future.
I came back to bring ben.

60
00:05:23,957 --> 00:05:26,892
>> so, why nab me?
>> i remembered ben's listening

61
00:05:26,894 --> 00:05:30,862
Skills sort of stunk.
Grabbing you was the only way i

62
00:05:30,864 --> 00:05:33,298
Knew he'd come.
>> so time-travel is no big deal

63
00:05:33,300 --> 00:05:35,467
Now?
>> you just need to know the

64
00:05:35,469 --> 00:05:38,170
Right spell to create the right
kind of portal.

65
00:05:38,172 --> 00:05:41,306
>> i know magic?
How wicked is that!

66
00:05:41,308 --> 00:05:45,410
What else do i know how to do?
Did i ever get my black belt?

67
00:05:45,412 --> 00:05:47,045
>> hello!
Forget you.

68
00:05:47,047 --> 00:05:49,548
This is about me.
>> he's right.

69
00:05:49,550 --> 00:05:52,384
>> tell me i didn't grow up to
start agreeing with mr. Dweeb

70
00:05:52,386 --> 00:05:56,054
All the time.
>> ben 10,000 needs his help.

71
00:05:56,056 --> 00:05:58,490
>> i seem pretty tough.
What could a cool superhero like

72
00:05:58,492 --> 00:06:01,560
Me need anyway?
>> ben 10,000 may have mastered

73
00:06:01,562 --> 00:06:04,563
The secrets of the omnitrix, but
it still doesn't make him

74
00:06:04,565 --> 00:06:07,232
Prepared for everything.
There's a crisis looming even he

75
00:06:07,234 --> 00:06:09,668
Can't solve alone.
>> danger alert!

76
00:06:09,670 --> 00:06:13,772
Sector 15-d.
>> what's in sector 15-d?

77
00:06:13,774 --> 00:06:17,509
>> fort dna-x, earth's massive
genetic depository with dna

78
00:06:17,511 --> 00:06:20,779
Samples from across the galaxy.
>> dr. Animo!

79
00:06:20,781 --> 00:06:23,782
That's the crisis, right?
That's why i'm here.

80
00:06:23,784 --> 00:06:26,685
He made that robot-rhino dude,
and now he's doing something

81
00:06:26,687 --> 00:06:28,954
Else.
It's time to give the doctor a

82
00:06:28,956 --> 00:06:33,258
Double-dose of ben medicine.
Come on, i'll give us a lift.

83
00:06:33,260 --> 00:06:35,594
Aw, man!
Can't this thing power up faster

84
00:06:35,596 --> 00:06:44,603
In the future?
>> ooh!

85
00:06:44,605 --> 00:06:47,305
>> gwendolyn, i thought that was
you.

86
00:06:47,307 --> 00:06:50,542
>> and us.
>> well, i see someone finally

87
00:06:50,544 --> 00:06:53,078
Figured out how to work their
time portal.

88
00:06:53,080 --> 00:06:56,882
>> grandpa!
>> now this is what i call a

89
00:06:56,884 --> 00:07:02,120
Great gift, seeing you 2 again.
>> don't you still see us?

90
00:07:02,122 --> 00:07:05,323
>> well, i--i see gwendolyn a
lot.

91
00:07:05,325 --> 00:07:08,894
>> it's great seeing you, too.
But the same shirt?

92
00:07:08,896 --> 00:07:12,964
Grandpa, it was 20 years out of
style 20 years ago.

93
00:07:12,966 --> 00:07:16,301
>> hey, when you find a look
that works.

94
00:07:16,303 --> 00:07:22,808
>> grandpa, we need a ride.
>> fort dna-x.

95
00:07:22,810 --> 00:07:26,011
>> hop in.
>> whoa!

96
00:07:26,013 --> 00:07:36,521
It's totally teched-out.
>> you ain't seen nothin' yet!

97
00:07:36,523 --> 00:07:45,831
Hit it, grandpa.
>> so, where do i sleep?

98
00:07:45,833 --> 00:07:48,700
>> in your fancy headquarters.
Where else?

99
00:07:48,702 --> 00:07:51,002
You're too good to stay with us
anymore.

100
00:07:51,004 --> 00:07:57,709
>> guess you just have other
priorities.

101
00:07:57,711 --> 00:08:03,181
Well, here we are.
>> you coming, grandpa?

102
00:08:03,183 --> 00:08:06,985
>> oh, no, no.
You haven't needed my help for

103
00:08:06,987 --> 00:08:11,690
A long time.
Just make sure you say good-bye

104
00:08:11,692 --> 00:08:19,698
Before gwendolyn sends you back.
>> time to go four arms and show

105
00:08:19,700 --> 00:08:25,537
Ben 10,000 where it all begins.
>> aargh!

106
00:08:25,539 --> 00:08:27,839
>> yeah, with you messing up
again.

107
00:08:27,841 --> 00:08:44,923
>> what?!
>> aah!

108
00:08:44,925 --> 00:08:48,393
>> oh, i was gonna go four arms,
too.

109
00:08:48,395 --> 00:08:52,697
Great minds must think alike.
>> i don't think so.

110
00:08:52,699 --> 00:09:04,809
Now go!
>> no one is going anywhere!

111
00:09:06,279 --> 00:09:10,582
>> i see you brought help.
You're going to need it.

112
00:09:10,584 --> 00:09:15,387
For every one of your 10,000
heroes, i will steal enough dna

113
00:09:15,389 --> 00:09:20,392
To create 10,000 monstrous
minions.

114
00:09:20,394 --> 00:09:26,765
>> oh, yeah?
Think again.

115
00:09:26,767 --> 00:09:37,943
>> kemo chas!
>> stay out of my way!

116
00:09:37,945 --> 00:09:51,156
>> oh, hey, you can't--
i mean, i can't do that to me!

117
00:09:51,158 --> 00:09:53,458
>> shouldn't we help or
something?

118
00:09:53,460 --> 00:09:58,830
>> no. He prefers it this way.
>> hey, i'm missing all the

119
00:09:58,832 --> 00:10:32,664
Action.
>> wow! I rock!

120
00:10:32,666 --> 00:10:35,433
What do you call that other one?
Loogie man?

121
00:10:35,435 --> 00:10:37,702
Spitter?
>> they're not pets!

122
00:10:37,704 --> 00:10:43,675
I don't name them anymore.
>> aw, but that was half the

123
00:10:43,677 --> 00:10:52,450
Fun.
>> aah!

124
00:10:52,452 --> 00:10:55,854
>> did we detect a cry for help?
The galactic enforcers have

125
00:10:55,856 --> 00:11:04,029
Arrived.
>> show's over, guys.

126
00:11:04,031 --> 00:11:07,165
>> it's a big world, ben.
You could always save a couple

127
00:11:07,167 --> 00:11:09,300
Of the bad guys for us, you
know.

128
00:11:09,302 --> 00:11:13,038
>> what would be the point?
But since you're here, how about

129
00:11:13,040 --> 00:11:17,375
Bringing animo back to the
null-void chamber for me.

130
00:11:17,377 --> 00:11:23,715
>> yeah, sure.
Anything to help.

131
00:11:23,717 --> 00:11:33,892
>> gwendolyn, i'll meet you back
at headquarters.

132
00:11:33,894 --> 00:11:38,897
>> guess you got me now.
There's nothing i can do.

133
00:11:38,899 --> 00:11:42,701
Heh heh.
>> so animo's been around this

134
00:11:42,703 --> 00:11:45,503
Whole time?
>> he escaped a few years back.

135
00:11:45,505 --> 00:11:48,907
I wasn't sure if he was going to
show his ugly face again.

136
00:11:48,909 --> 00:11:51,576
But now, it looks like he won't
be a problem anymore.

137
00:11:51,578 --> 00:11:55,413
>> woof, woof, woof, woof, woof.
>> what about vilgax?

138
00:11:55,415 --> 00:11:58,583
>> last i saw of him, i left him
in pieces.

139
00:11:58,585 --> 00:12:01,753
It wasn't pretty for anyone.
'nuff said.

140
00:12:01,755 --> 00:12:11,196
>> whoa, i really need to
lighten up.

141
00:12:11,198 --> 00:12:28,046
[gasp]
>> mr. Vilgax, so nice you could

142
00:12:28,048 --> 00:12:33,485
Rejoin me.
>> whoa!

143
00:12:33,487 --> 00:12:36,121
This is my headquarters?
Awesome!

144
00:12:36,123 --> 00:12:39,324
I must chill out here a lot.
>> there's no time.

145
00:12:39,326 --> 00:12:43,428
I'm always patrolling the
planet, thus, ben has no need to

146
00:12:43,430 --> 00:12:47,799
Hang out here.
>> ok, tell me i didn't just

147
00:12:47,801 --> 00:12:51,636
Say, "thus."
don't i have any fun anymore?

148
00:12:51,638 --> 00:12:56,441
>> you'll learn soon enough,
being me is not about fun.

149
00:12:56,443 --> 00:13:02,680
Now wait here for gwendolyn, and
don't touch a thing!

150
00:13:02,682 --> 00:13:06,451
>> hey, look
>> he said not to touch

151
00:13:06,453 --> 00:13:08,920
Anything.
>> why should i listen to me?

152
00:13:08,922 --> 00:13:12,924
You never do.
>> hey!

153
00:13:12,926 --> 00:13:14,759
Yeah!
Woo-hoo!

154
00:13:14,761 --> 00:13:18,496
Whoa-ho!
Guess i should have told her to

155
00:13:18,498 --> 00:13:22,200
Duck, huh?
>> get off that board now!

156
00:13:22,202 --> 00:13:24,102
>> what?
I don't even smile when i

157
00:13:24,104 --> 00:13:26,971
Terrorize gwen anymore?
Heh, you're even worse than i

158
00:13:26,973 --> 00:13:29,641
Thought.
Cool move, huh?

159
00:13:29,643 --> 00:13:31,843
Want to race?
>> no!

160
00:13:31,845 --> 00:13:35,313
Those days are over.
>> well, what i'm over is being

161
00:13:35,315 --> 00:13:37,849
A hero if this is how i turn
out.

162
00:13:37,851 --> 00:13:40,518
I am such a jerk!
>> danger alert.

163
00:13:40,520 --> 00:13:43,354
Sector 1-a centric.
Danger alert.

164
00:13:43,356 --> 00:13:46,191
Sector 1-a centric.
>> what is it?

165
00:13:46,193 --> 00:13:49,894
>> my business, not yours!
Get the portal open and get

166
00:13:49,896 --> 00:13:54,365
Them home.
>> well, i'm not going.

167
00:13:54,367 --> 00:13:57,035
You brought me here for a
reason, and i bet it's what's

168
00:13:57,037 --> 00:14:00,638
Going on in sector 1-a centric.
Is it far away?

169
00:14:00,640 --> 00:14:05,210
>> it's 61 stories below us.
Ooh, the null-void projector!

170
00:14:05,212 --> 00:14:18,189
[steady beeping]
>> it ends now, animo!

171
00:14:18,191 --> 00:14:22,727
>> oh, but it's only just
beginning.

172
00:14:22,729 --> 00:14:26,197
>> vilgax!

173
00:14:40,446 --> 00:14:42,947
>> animo's trying to open the
null-void chamber.

174
00:14:42,949 --> 00:14:46,284
>> and free everyone me and
grandpa ever captured.

175
00:14:46,286 --> 00:14:48,686
Vilgax?!
He's mine.

176
00:14:48,688 --> 00:14:57,262
Take animo.
>> with pleasure.

177
00:14:57,264 --> 00:15:14,946
>> aw, man!
Uh! Take that!

178
00:15:14,948 --> 00:15:16,981
Uh!
>> get out of here.

179
00:15:16,983 --> 00:15:19,217
>> when are you gonna get it
through your thick skull?

180
00:15:19,219 --> 00:15:23,755
If this is your fight, it's my
fight, too.

181
00:15:23,757 --> 00:15:28,660
>> well, then, this might help.
>> hey, i don't have to be ben

182
00:15:28,662 --> 00:15:47,979
Anymore.
[roaring]

183
00:15:47,981 --> 00:16:16,274
>> you won't keep me away for
long!

184
00:16:16,276 --> 00:16:23,181
>> you think you can destroy me?
I analyzed every one of your

185
00:16:23,183 --> 00:16:27,852
Aliens...
And had animo program their

186
00:16:27,854 --> 00:16:33,825
Moves into my new dna.
Nothing you can do will surprise

187
00:16:33,827 --> 00:16:43,968
Me anymore.
>> get your claws off my

188
00:16:43,970 --> 00:16:51,175
Grandson!
>> help the gwens.

189
00:16:51,177 --> 00:17:16,401
They're by the null void.
>> you can't protect the null

190
00:17:16,403 --> 00:17:19,737
Void and yourselves at the same
time.

191
00:17:19,739 --> 00:17:30,715
>> oh, yeah?
Meena goh!

192
00:17:30,717 --> 00:17:42,627
>> ooh!
>> oh!

193
00:17:42,629 --> 00:17:46,431
>> when did you get that?
>> a lot can happen in 20 years.

194
00:17:46,433 --> 00:17:57,442
Come on, let's show him what we
tennyson's are made of.

195
00:17:57,444 --> 00:18:00,611
>> he may know how all your
aliens fight, but does he know

196
00:18:00,613 --> 00:18:04,248
What ben tennyson can do?
I just hope after all this time,

197
00:18:04,250 --> 00:18:21,632
You haven't forgotten, too.
>> you're finished, both of you!

198
00:18:21,634 --> 00:18:27,105
>> maybe it's time i did start
fighting like you.

199
00:18:27,107 --> 00:18:32,076
>> eh, your weak, human form?
What a novelty!

200
00:18:32,078 --> 00:18:35,146
Are you finally ready to
surrender?

201
00:18:35,148 --> 00:18:37,482
>> actually, i was getting ready
to settle this the old-fashioned

202
00:18:37,484 --> 00:18:45,656
Way.
Follow my lead.

203
00:18:45,658 --> 00:18:58,002
Woo!
Woo!

204
00:18:58,004 --> 00:18:59,837
Come on!
>> if this is your attempt to

205
00:18:59,839 --> 00:19:12,150
Stop me, it's pathetic
and pointless.

206
00:19:12,152 --> 00:19:18,289
>> woo-hoo!
Ha ha!

207
00:19:18,291 --> 00:19:42,146
Woo!
>> hey, what do you call this

208
00:19:42,148 --> 00:19:45,516
Guy?
>> i don't name--uh, i don't

209
00:19:45,518 --> 00:19:49,320
Know.
Absolute zero?

210
00:19:49,322 --> 00:19:54,892
>> boring!
How about articguana?

211
00:19:54,894 --> 00:20:01,265
>> cool!
>> twin stuff, call me titan.

212
00:20:01,267 --> 00:20:15,012
>> interdamoto laborator.
>> where do you think you're

213
00:20:15,014 --> 00:20:23,087
Going?
>> by the way, that black belt

214
00:20:23,089 --> 00:20:26,357
You were wondering about, you
got it years ago, and it's

215
00:20:26,359 --> 00:20:33,264
Come in handy many times.
>> happy birthday, grandpa!

216
00:20:33,266 --> 00:20:37,935
>> well, thanks.
Having you all here is the best

217
00:20:37,937 --> 00:20:42,540
80th birthday present i could
ever have.

218
00:20:42,542 --> 00:20:44,642
>> sorry, ben.
Danger alert.

219
00:20:44,644 --> 00:20:49,447
Maneuvo circus freaks are in
quadrant 92-j.

220
00:20:49,449 --> 00:20:52,283
>> hey, can't you guys see it's
my grandpa's birthday?

221
00:20:52,285 --> 00:20:54,485
You handle it.
[toots]

222
00:20:54,487 --> 00:20:56,621
>> really?
I mean, of course.

223
00:20:56,623 --> 00:21:01,926
Ultimos out.
>> the crisis was never vilgax

224
00:21:01,928 --> 00:21:05,129
Or animo, was it?
Your ben just needed a major

225
00:21:05,131 --> 00:21:09,066
Attitude adjustment, huh?
>> yeah. I couldn't have grandpa

226
00:21:09,068 --> 00:21:11,836
Celebrate his 80th birthday
without him.

227
00:21:11,838 --> 00:21:16,607
Look, gwen, i know your ben can
be a major dweeb, but enjoy him

228
00:21:16,609 --> 00:21:21,078
While you can.
Now come on, the portal's ready,

229
00:21:21,080 --> 00:21:26,517
And there's another birthday
party you guys got to get to.

230
00:21:26,519 --> 00:21:28,486
>> wait!
You never told me the secrets of

231
00:21:28,488 --> 00:21:31,622
The watch, how i don't have to
go ben.

232
00:21:31,624 --> 00:21:34,091
>> trust me, you're gonna want
to go ben.

233
00:21:34,093 --> 00:21:35,993
Thanks for making me realize
that.

234
00:21:35,995 --> 00:21:38,329
Oh, here.
Take this.

235
00:21:38,331 --> 00:21:40,498
>> what is it?
>> something i should have

236
00:21:40,500 --> 00:21:44,669
Gotten grandpa 20 years ago.
>> guys, it's closing!

237
00:21:44,671 --> 00:21:48,272
>> see ya.
>> and i guess we're gonna be

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00:21:48,274 --> 00:21:58,282
Ya.
>> ben? Gwen?

239
00:21:58,284 --> 00:22:01,619
>> surprise!
Ha ha ha ha ha.

240
00:22:01,621 --> 00:22:11,362
Grandpa!
>> i--i mean we got you a cake.

241
00:22:11,364 --> 00:22:15,032
Happy birthday, grandpa.
[laughter]

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00:22:15,034 --> 00:22:22,039
Woo-hoo! Make a wish, grandpa!
[captioning made possible by

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Turner entertainment group]
[captioned by the national

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00:22:26,045 --> 00:22:28,512
Captioning institute
--www.Ncicap.Org--]