1 00:00:02,069 --> 00:00:12,044 >> The time has come. Soon I, Dr. aloysius animo, will bring about a new world order. 2 00:00:12,046 --> 00:00:17,583 And they thought they could lock me up forever. [ Birds squawking ] 3 00:00:17,585 --> 00:00:21,887 >> [ Laughs ] You're not going anywhere, Dr. freak-a-mo. 4 00:00:21,889 --> 00:00:31,430 >> Both: [ Laugh ] [ Bird squawks ] >> Ignore them, my pet, for you 5 00:00:31,432 --> 00:00:39,405 have been exceedingly loyal, bringing the components I need one piece at a time. 6 00:00:39,407 --> 00:00:48,647 [ Birds squawking ] And now for your reward. 7 00:00:54,120 --> 00:00:58,891 >> What was that?! >> Huh?! >> Aah! 8 00:01:00,794 --> 00:01:08,434 [ Bird screeching ] >> Put us down! >> With pleasure! 9 00:01:08,436 --> 00:01:11,770 >> Both: Aaaaaaaaaah! 10 00:01:17,043 --> 00:01:27,986 >> And the first thing I plan to do is visit that snot-nosed brat...Ben Tennyson. 11 00:01:36,162 --> 00:01:41,300 >> ¶ It started when an alien device did what it did ¶ ¶ and stuck itself upon his 12 00:01:41,302 --> 00:01:46,338 wrist with secrets that it hid ¶ ¶ now he's got superpowers ¶ he's no ordinary kid 13 00:01:46,340 --> 00:01:51,443 ¶ he's Ben 10 >> ¶ Ben 10 >> ¶ so, if you see him, you 14 00:01:51,445 --> 00:01:57,116 might be in for a big surprise ¶ ¶ he'll turn into an alien before your very eyes ¶ 15 00:01:57,118 --> 00:02:00,486 ¶ he's slimy, creepy, fast, and strong ¶ ¶ he's every shape and size 16 00:02:00,488 --> 00:02:06,458 ¶ he's Ben 10 >> ¶ Ben 10 >> ¶ armed with powers, he's on 17 00:02:06,460 --> 00:02:11,096 the case ¶ ¶ fighting off evil from earth or space ¶ 18 00:02:11,098 --> 00:02:16,502 ¶ he'll never stop till he makes them pay ¶ ¶ 'cause he's the baddest kid to 19 00:02:16,504 --> 00:02:25,210 ever save the day ¶ ¶ Ben 10 >> ¶ Ben 10 20 00:02:35,955 --> 00:02:37,322 >> Gwen: Ahh. 21 00:02:37,324 --> 00:02:38,957 It's so nice to finally get a 22 00:02:38,959 --> 00:02:40,626 little peace and quiet so I can 23 00:02:40,628 --> 00:02:42,528 catch up on my summer reading. 24 00:02:42,530 --> 00:02:44,663 >> Max: Although I can't help 25 00:02:44,665 --> 00:02:48,367 feeling it's a little too quiet. 26 00:02:48,369 --> 00:02:49,368 >> Both: Where's Ben? 27 00:02:49,370 --> 00:02:51,370 [ People screaming ] 28 00:03:02,348 --> 00:03:03,382 >> Ripjaws: Hey! 29 00:03:03,384 --> 00:03:05,484 Where's everybody going? 30 00:03:05,486 --> 00:03:11,557 Surf's up, dudes. 31 00:03:11,559 --> 00:03:16,195 >> Ben: What? Come on. I was just having some fun. 32 00:03:16,197 --> 00:03:20,899 >> Max: So were we. >> Gwen: Only somehow we managed to have fun without frightening 33 00:03:20,901 --> 00:03:25,704 innocent people half to death. >> Ben: Yeah, well, if I wanted to read books and build science 34 00:03:25,706 --> 00:03:29,274 projects, I'd have signed up for dumb summer school. 35 00:03:35,848 --> 00:03:38,750 >> Max: Ugh. [ Metal rattling ] 36 00:03:40,920 --> 00:03:45,958 >> Ben: Done fixing that thing, grandpa? >> Max: I was. 37 00:03:45,960 --> 00:03:52,464 >> Ben: Yo, Gwen! Think fast! >> Gwen: Ugh! Ughh! 38 00:03:52,466 --> 00:03:55,634 >> Ben: Come on! Fling it back. You need the exercise. 39 00:03:55,636 --> 00:04:00,072 >> Gwen: And you need to exercise some self-control. How would you like it if someone 40 00:04:00,074 --> 00:04:05,210 did that to you? Ugh! >> Ben: I don't know. 41 00:04:05,212 --> 00:04:10,782 It would have to be someone who doesn't throw like a girl. Ugh! Hey! 42 00:04:10,784 --> 00:04:15,420 What is wrong with you people? Doesn't anybody around here know how to have some fun? 43 00:04:15,422 --> 00:04:22,928 Ugh! Aaaah! >> Gwen: [ Laughing ] 44 00:04:22,930 --> 00:04:26,632 >> Ben: Not funny! >> Gwen: You're right. [ Laughs ] 45 00:04:26,634 --> 00:04:32,604 It's hilarious! >> Ben: Ehhhh! Echhhhhhhhh! 46 00:04:32,606 --> 00:04:34,339 Ehhhh! 47 00:04:36,242 --> 00:04:40,145 Hmm. Ehh, even the stupid birds on this beach don't know how to 48 00:04:40,147 --> 00:04:44,950 have fun. [ Chuckles ] That's more like it. 49 00:04:44,952 --> 00:04:47,119 [ Bird screeching ] Aah! 50 00:04:50,990 --> 00:04:55,160 [ Bird screeching ] Ready for a little air-to-air combat? 51 00:04:55,162 --> 00:04:57,162 Going stinkfly. 52 00:05:01,467 --> 00:05:08,774 >> Another alien? [ Chuckling ] Okay. So, let's see what you can do. 53 00:05:08,776 --> 00:05:12,210 Ugh! 54 00:05:13,813 --> 00:05:22,020 [ Whimpers ] I guess you're not strong. Aah! 55 00:05:22,022 --> 00:05:28,293 Hey! Whoa, whoa! Ow! Or fast. Let...Go...Of... 56 00:05:28,295 --> 00:05:35,334 [Chuckles] Us? Cool! >> Hey, come on! Ow! 57 00:05:35,336 --> 00:05:42,307 >> Whoa, whoa, whoa, whoa, whoa. Not so fast, birdbrain. [ People screaming ] 58 00:05:42,309 --> 00:05:47,813 >> Max: [ Sighs ] Now what's Ben up to? [ Screaming continues ] 59 00:05:47,815 --> 00:05:55,887 >> Gwen: Is that Ben...And Ben? What alien or aliens has he turned into now? 60 00:05:55,889 --> 00:06:01,993 >> Max: Looks like he could use a hand. >> Okay, come on! 61 00:06:01,995 --> 00:06:04,963 >> Ow, ow, ow! >> Come on! >> Cut it out! 62 00:06:10,937 --> 00:06:13,438 >> Gwen: Eerie expectorium! 63 00:06:21,214 --> 00:06:27,085 >> Ow, ow, ow! Ow! You're pinching my ankle! >> Ow! 64 00:06:27,087 --> 00:06:32,791 I felt that, too! Well, let's see if you feel this! 65 00:06:32,793 --> 00:06:36,161 [ Bird screeching ] 66 00:06:41,367 --> 00:06:46,905 Missing something? [ Bird squawks ] [ Bird screeching ] 67 00:06:46,907 --> 00:06:49,608 >> Both: [ Laughing ] 68 00:06:53,780 --> 00:06:57,149 >> Oh! Aaah! >> Whoa! >> Are you thinking what I'm 69 00:06:57,151 --> 00:06:59,251 thinking? 70 00:07:09,829 --> 00:07:16,935 That's right, Turkey. >> Nobody messes with... >> Both: Ditto! 71 00:07:16,937 --> 00:07:18,937 [ Bird screeching ] 72 00:07:26,813 --> 00:07:31,950 >> Gwen: Good one, doofuses. Now we'll never know where that thing came from. 73 00:07:31,952 --> 00:07:37,355 >> Max: I've got a pretty good hunch it's the work of our old Nemesis -- Dr. animo. 74 00:07:37,357 --> 00:07:41,359 >> Gwen: [ Sighs ] Guess that's the end of our fun day at the beach. 75 00:07:41,361 --> 00:07:48,500 >> Yeah, well, maybe your fun's over... >> But my fun is just starting! 76 00:07:48,502 --> 00:07:54,306 >> Ben: As soon as the watch recharges. [ Seagulls calling ] 77 00:07:54,308 --> 00:07:56,975 [ Explosion ] >> Whoo-hoo! 78 00:08:04,317 --> 00:08:08,854 >> Gwen: The only thing more obnoxious than one Ben Tennyson alien is two of 79 00:08:08,856 --> 00:08:11,490 them. 80 00:08:18,197 --> 00:08:25,570 >> [ Laughs tauntingly ] >> Max: Benjamin Tennysons... >> Okay, we're sorry. 81 00:08:25,572 --> 00:08:32,077 >> Yeah. We won't bother Gwen anymore. >> Gwen: Ooh! 82 00:08:32,079 --> 00:08:36,414 >> Well, we didn't say anything about him. [ Laughing ] 83 00:08:36,416 --> 00:08:40,852 >> Or him! >> Play you guys some two-on-two? 84 00:08:58,704 --> 00:09:03,542 >> "T." You fouled me. >> Did not. >> Liar! I felt it, too! 85 00:09:03,544 --> 00:09:07,779 >> How can I foul you, nimrod? We're on the same team. >> No, you're not. 86 00:09:07,781 --> 00:09:12,050 I'm on your team. >> Oh, wait, wait, wait, wait. So, who's on my team? 87 00:09:12,052 --> 00:09:17,722 Oh! >> I am, dipstick. Now, get the ball. 88 00:09:17,724 --> 00:09:24,796 >> No! You get it! >> Hey, break it up! >> Fine. I'll get the ball. 89 00:09:34,941 --> 00:09:41,246 Animo? Oh! >> Tennyson. Hmm. 90 00:09:41,248 --> 00:09:47,619 It seems that watch of yours is just chock-full of new alien DNA. 91 00:09:47,621 --> 00:09:55,327 And I'll enjoy extracting all of it from you... As painfully as possible. 92 00:09:58,831 --> 00:10:03,234 >> Cheater! >> I know you are. But what am I? 93 00:10:03,236 --> 00:10:07,105 >> Oh! >> Oww! >> All: Oh, oh, oh, ow, ow, oh! 94 00:10:07,107 --> 00:10:12,110 >> Gwen: [ Laughs ] Having fun yet? >> All: It's not funny! 95 00:10:12,112 --> 00:10:16,481 >> Gwen: You're right. It's three times funnier. >> All: Ow, ow, ow, oh, oh, oh! 96 00:10:16,483 --> 00:10:20,518 >> Max: Wait. Weren't there four of you? >> All: Ow, oh, oh! 97 00:10:20,520 --> 00:10:27,258 >> [ Growling ] >> Max: We've got trouble... With a capital "a" for animo. 98 00:10:27,260 --> 00:10:33,965 And unless I miss my guess, he's got your missing ditto in the cocoon. 99 00:10:33,967 --> 00:10:37,569 >> All: This is your fault! [ Beeping ] 100 00:10:38,771 --> 00:10:42,941 >> Gwen: Um, shouldn't you be turning back into Ben right about now? 101 00:10:42,943 --> 00:10:46,611 >> Max: Something must be blocking the DNA transformation process. 102 00:10:46,613 --> 00:10:52,450 >> Gwen: Maybe all the dittos have to be together before he can become Ben again. 103 00:10:52,452 --> 00:10:56,321 >> All: We got to get back the other me! >> Gwen: Huh. 104 00:10:56,323 --> 00:10:58,490 This could take a while. 105 00:11:00,893 --> 00:11:05,430 [ Bird squawking ] 106 00:11:16,175 --> 00:11:26,918 >> [ Growling ] >> Careful, my pet. We don't want to damage our 107 00:11:26,920 --> 00:11:35,493 prize. >> Aah! [ Bird screeching ] 108 00:11:35,495 --> 00:11:39,397 >> What's the matter, buzzard beak?! Scared I'll pluck out some more 109 00:11:39,399 --> 00:11:45,870 feathers? >> No! We need the specimen alive. 110 00:11:49,341 --> 00:11:57,716 With your DNA, the things I'll create will make these creatures look like single-cell amoebas! 111 00:12:07,226 --> 00:12:13,131 >> Hey! >> All: Aah! You just feel that zap? 112 00:12:13,133 --> 00:12:16,468 >> The other me is in trouble! >> But if something happens to him... 113 00:12:16,470 --> 00:12:23,942 >> What happens to us?! >> Can't you go any faster?! >> No backseat drivers! 114 00:12:23,944 --> 00:12:32,450 >> Driver? No way. >> It's better than I ever imagined. 115 00:12:32,452 --> 00:12:39,924 With a single strand of your alien DNA, I can extrapolate the genetic code for your entire 116 00:12:39,926 --> 00:12:43,428 arsenal of alien creatures. 117 00:12:51,837 --> 00:12:54,105 [ Bird screeching ] 118 00:12:57,977 --> 00:13:03,948 I thought I told you not to damage the specimen! [ Screeching continues ] 119 00:13:10,923 --> 00:13:22,867 Truly amazing. Limitless cloning capabilities. >> Can't this go any faster? 120 00:13:29,441 --> 00:13:33,645 >> Max: Good thing we have a few extra hands on deck. Now, head for that oil tanker. 121 00:13:33,647 --> 00:13:36,581 It's the only thing offshore. 122 00:13:39,218 --> 00:13:43,822 >> Oh! >> Ow! Cut it out, dweeb! 123 00:13:43,824 --> 00:13:46,491 >> You're the dweeb. >> Am not! >> Are too! 124 00:13:46,493 --> 00:13:51,629 >> Oh, man! What is with those two? They're making me nuts! 125 00:13:51,631 --> 00:13:55,266 >> Gwen: That's because they're all you. 126 00:13:57,670 --> 00:14:07,712 >> Too scared to fight me? Are you a seagull or a great...Big...Chicken? 127 00:14:07,714 --> 00:14:15,186 [ Clucking ] [ Bird screeching ] 128 00:14:22,394 --> 00:14:24,863 Whoo-hoo! Thanks, birdbrain! 129 00:14:29,101 --> 00:14:34,572 >> All: He's close. I can feel it. [ Beeping ] 130 00:14:34,574 --> 00:14:40,211 Not again! Wha-ha-ha! Hoo-ha! 131 00:14:48,854 --> 00:14:54,459 [ Beeping ] >> All: Aaaaaah! 132 00:14:59,899 --> 00:15:05,870 >> Ben: [ Gasps ] Whoa. I'm me again. [ Bird screeching ] 133 00:15:05,872 --> 00:15:07,105 Aah! 134 00:15:16,782 --> 00:15:22,921 >> Ben: [ Grunting ] As soon as my watch recharges, you are so fried! 135 00:15:22,923 --> 00:15:24,923 [ Bird screeching ] 136 00:15:28,327 --> 00:15:33,331 Aaah! >> Gwen: Vadera expectorium perpetuon! 137 00:15:38,737 --> 00:15:43,608 And you thought reading books was a waste of time. >> Ben: Okay, so maybe you're 138 00:15:43,610 --> 00:15:48,346 not as boring as I thought. [ Bird screeching ] 139 00:16:14,106 --> 00:16:18,476 >> Ben: Hey, grandpa. Take a lesson in double-teaming from the experts. 140 00:16:42,034 --> 00:16:45,670 >> Max: Now, that's what I call teamwork. [ Crashes ] 141 00:16:47,373 --> 00:16:52,577 >> Gwen: Uh-oh! >> Ben: I'm on it. [ Beeping ] 142 00:16:55,047 --> 00:17:00,852 >> Upgrade: Upgrade? Oh, man! I wanted to go ditto. >> [ Growling ] 143 00:17:01,820 --> 00:17:04,088 >> Ben: [ Grunting ] 144 00:17:07,559 --> 00:17:14,232 Aah! Okay, this is starting to hurt! >> Gwen: Skadiggeteth metalarka! 145 00:17:17,169 --> 00:17:25,376 >> [ Roaring ] >> Max: Pull yourself together and give us a hand. 146 00:17:25,378 --> 00:17:29,847 >> Upgrade: Ugh. Working on it. >> Gwen: Work faster! 147 00:17:29,849 --> 00:17:33,718 Atherius expectorium perpetua! 148 00:17:48,867 --> 00:17:52,403 >> Upgrade: This fast enough for you? 149 00:18:05,384 --> 00:18:09,987 >> Ben: Aaaaah! Ugh! That was fast. 150 00:18:09,989 --> 00:18:13,391 [ Beeping ] Going ditto took a lot out of the watch. 151 00:18:13,393 --> 00:18:18,863 >> He is not the only one that took a lot out of your watch! 152 00:18:23,102 --> 00:18:31,742 You see, I have already incorporated its power into my own transmutation technology. 153 00:18:31,744 --> 00:18:41,919 Now I will lead this planet in a glorious new phase of evolution! >> Ben: Oh, yeah? 154 00:18:41,921 --> 00:18:46,157 You and what army? >> This one! 155 00:18:52,764 --> 00:18:58,536 And this is merely the beginning. Soon I will replicate all of 156 00:18:58,538 --> 00:19:05,643 your aliens and populate the earth with a whole new variety of species. 157 00:19:05,645 --> 00:19:11,449 But, first, a show of strength to silence those who would dare oppose me. 158 00:19:11,451 --> 00:19:18,322 And I think leveling a beach town or two will get my point across. 159 00:19:22,828 --> 00:19:25,796 >> Max: We have to stop him before he wipes out the whole coastline. 160 00:19:25,798 --> 00:19:29,133 >> Gwen: There's too many of them. >> Ben: Then let's make some 161 00:19:29,135 --> 00:19:32,803 more of us. [ Beeps ] Yes! We're in the green! 162 00:19:32,805 --> 00:19:36,040 [ Beeping ] It's about time this thing started working the way I wanted 163 00:19:36,042 --> 00:19:42,580 it to. >> Gwen: Haven't you guys done enough damage? 164 00:19:42,582 --> 00:19:45,883 >> No... >> Both: Way! 165 00:19:51,557 --> 00:19:53,057 >> Now! 166 00:19:55,360 --> 00:19:59,030 >> All: It's all for one and one for all! 167 00:20:20,953 --> 00:20:24,188 >> Gwen: Remember on the beach when one of you stubbed your toe? 168 00:20:24,190 --> 00:20:29,727 You all felt the same thing. >> Both: We still do. >> Max: So if we destroy just 169 00:20:29,729 --> 00:20:34,098 one of those stinkfly copies... >> Both: It'll be like destroying them all! 170 00:20:34,100 --> 00:20:39,370 Now, which stinkfly do we attack? >> Gwen: It doesn't matter. 171 00:20:39,372 --> 00:20:40,738 Just pick one! 172 00:20:47,913 --> 00:20:51,916 >> Ugh! What's going on? You! 173 00:20:51,918 --> 00:20:58,489 >> Both: Your ride's over. >> Aaaaaah! 174 00:21:14,573 --> 00:21:18,909 No. No! >> Okay. Time for a little... 175 00:21:18,911 --> 00:21:20,945 >> All: One-on-one. 176 00:21:25,250 --> 00:21:28,352 >> Make that one-on-none! 177 00:21:29,921 --> 00:21:34,425 [ Indistinct talking on police radio ] [ Engine turns over ] 178 00:21:34,427 --> 00:21:36,394 [ Siren wails ] 179 00:21:37,963 --> 00:21:42,366 >> Gwen: You think he'll stay in prison this time, grandpa? >> Max: Even if he does escape, 180 00:21:42,368 --> 00:21:46,037 I deleted all his computer files. So he won't be replicating any 181 00:21:46,039 --> 00:21:49,974 more omnitrix DNA. >> Ben: Neither will I for a while. 182 00:21:49,976 --> 00:21:54,445 I'm all dittoed out. From now on, we can have fun your way, guys. 183 00:21:54,447 --> 00:22:01,919 >> Gwen: Okay. Race you to the beach! Atherius expectorium perpetua! 184 00:22:05,290 --> 00:22:10,995 >> Max: You're on. >> Ben: Hey. Hey, guys! Wait for me! 185 00:22:10,997 --> 00:22:14,398 No fair! Aw, man. Where's stinkfly when you need 186 00:22:14,400 --> 00:22:18,836 him? Door accelerate. Guys. Whoa.