BEN: Previously on Ben 10: Alien Force.
I have defeated your champion!
Congratulations, lord Vilgax, conqueror of 10 worlds.
Finally, I am ready to take my revenge!
We travel to Earth,
where I will destroy that backwater world's greatest hero --
Ben Tennyson.
You know your Omnitrix, we're gonna hack it.
Run for it! Both of you!
[grunts ]
Kevin?
[grunting ]
GWEN: Ben!
[grunts ]
Or...Ben?
What's going...
Ben, come back!
Uh, both of you!
BEN: What are you talking about?
I'm right here...
[whirring ]
...And over there.
Okay, what's going on here?
That's what I was gonna say.
KEVIN: [groaning ]
Kevin, you okay under there?
Oh.
[gasps ]
KEVIN: What?
Half the garage fell on me.
Course I look a little...
banged-up.
No!
[glass breaks ]
I'm a monster again!
Calm down, Kevin.
Just try and change back to normal.
Right. Just concentrate.
[grunting ]
It's not working.
It must be feedback from the watch, like the last time.
But Ben knows a lot more about the Omnitrix now.
Maybe he can do something.
Right, Ben?
[electronic beeping ]
- Ben? - Huh?
Gwen, look at this.
It must have been the explosion.
I'm missing Chromastone, Goop, Spidermonkey, and Way Big.
How did he manage to sneak away?
[ beeping ]
Ben Tennyson!
I warned you of the consequences of tampering with the Omnitrix!
I was just trying --
To defy my instructions.
Well, you have succeeded.
The escaped geno archetypes --
The what?
Your transformations --
they will perish if they aren't restored to the Omnimatrix
within 24 hours.
And if they do, their powers will be lost to you forever!
How do I put them back?
When you're close, set the Omnitrix to "capture" mode.
It will do the rest.
The yellow setting.
AZMUTH: You have disappointed me, Ben Tennyson.
I shall not help you again.
You call that help?!
Can you track my transformations by their mana?
No. They're all the same as you.
Not a problem.
They all have an Omnitrix thingy.
We can track them with our badges.
BEN: Hey, Kevin, why don't you change back to normal?
You've been ugly for like 40 miles.
I can't.
BEN: What?
I can't!
Ben.
Weren't you listening back at the garage?
Uh, no. Busy!
Omnitrix on the fritz.
KEVIN: Let me bring you up to speed, hero.
Thanks to you, I can't turn back.
I'm a monster.
I'm sorry, Kevin.
I didn't know. I was just kidding around.
Stop saying that.
You're not a monster.
Use your powers.
Absorb my skin.
KEVIN: I'm trying.
It doesn't work.
I'm trapped like this forever.
[alarm blaring ]
We found Chromastone.
[ crashing ]
[grunting ]
Not quite the smooth talker he used to be.
Without your guiding intelligence...
Thank you.
...such as it is,
Chromastone's nothing but instinct.
What now?
Um...
Here, Chromastone!
[whistles ]
Good Chromastone!
Oh, yeah.
There's your guiding intelligence in action.
Hey, Rocky!
Over here!
Have it your way.
I was looking for a good fight.
And this is all the excuse I...
ohh, you are in so much trouble!
[grunting ]
This is a job for...
Humongousar!
Huh...
or Upchuck.
Upchuck is good.
[ blasting ]
Maybe I can break the tie.
Hey!
That's not helping!
Aah!
Does that help?
Yeah, it does.
[ beep]
We've been at this for hours.
We should stop and rest.
No time.
If you're sleepy, I can drive.
Seriously, though.
Ben, you're gonna need your full powers
to take on Vilgax.
[electronic beeping ]
What are you doing with that old laptop?
I hooked it up to my badge,
and now I've got extranet access.
Vilgax has beaten the greatest heroes of 10 worlds.
I'm not worried.
I beat him when I was just a kid.
You should be worried.
Those heroes he beat -- now he has all their powers, too.
Not to mention that your Omnitrix is busted.
You broke it!
You broke it and turned me into this!
Kind of an improvement, if you ask me.
What did we hit?
I don't know. We're stuck.
[string whipping ]
KEVIN: Gwen!
[ hisses ]
[ both grunting ]
GWEN: [screams ]
[grunting ]
He's gonna lay eggs in Gwen's head.
And when they hatch, they'll eat her brain.
That's ridiculous!
What?
You laid eggs before.
[string cracks ]
[ beeping ]
Brainstorm!
Whoo!
Aah!
Thanks.
Didn't know you could do that.
Just made it up.
Greetings, my Simian friend.
It's time for you to do the right thing.
Amusing.
Now I'm afraid I must insist you position your posterior firmly
back inside of the Omnitrix.
You...realize, of course,
that I'm interpreting your inappropriately
aggressive response as an act of war!
[grumbles ]
[screeching ]
See here, now!
I demand that you release me tout suite!
[grumbles ]
I'd do what he says.
Or do you just need someone to translate?
Ben, he's right next to you!
Just absorb him!
Oh.
I mean, really.
KEVIN: Is it working?
BEN: Pretty much.
Once we've got all my transformations back,
I'm sure everything will be fine.
Aren't you forgetting something?
N-nope. I don't think so.
Remember you were gonna do something in about...
five hours?
Vilgax, dude.
Right. Fight to the death with Vilgax.
- No problem. - Ben!
You've got to get focused, or --
[alarm beeping ]
Got one. We're right on top of it.
Try not to hit it with your car this time.
Are you sure Goop's down there?
It's a sewer. Of course there's Goop down there.
So not in the mood.
BEN: Ew!
Smells like a sewer in here.
I'm not kidding, Ben.
No more sewer jokes.
Smells like a plan to me.
Ow!
I wonder if there are any alligators down here.
Alligators?
I heard that people get baby alligators as pets,
then flush them down the toilet.
They get gigantic in the sewers!
Maybe I should go up top and guard the exit.
[ chuckles ]
Big, tough Kevin is scared of alligators.
There aren't any alligators in the sewers.
That's just an urban myth.
Yeah, and we're supposed to be an urban myth, too.
Anyway, you're scared of spiders.
Are there spiders down here?
Hold up.
Look what I found -- Goop's antigravity projector.
So where's the rest of him?
GOOP: [screeches ]
Ohh!
Gwen!
Swampfire!
[whirring ]
[ roars ]
GWEN: Ben, don't shoot fire balls!
This tunnel is full of methane!
Full of what?!
Lots of fertilizer down there.
I asked you not to do any more of those jokes.
Sorry.
Are you sorry you blew us up?
Her -- maybe.
You -- not so much.
[whirring ]
Hey! Cut that out!
[screeching ]
GWEN: We've only got an hour before you have to fight Vilgax.
And we're maybe 40 minutes away from Way Big's position.
I'm not a math major, but...
Yeah. Here's what we're going to --
[ beep]
Go ahead, grandpa.
MAX: It's almost showtime, Ben, and I've been thinking.
Vilgax is Plumber business.
Good as you are, you're still just a kid.
I'll take him on.
BEN: This is my fight, grandpa.
Vilgax challenged me, and I'm the one with the Omnitrix.
At least most of it.
MAX: You've got less than an hour, Ben.
I'll be there.
And I'll win.
Love you, grandpa.
GWEN: How can you beat Vilgax without Way Big?
He's your most powerful transformation.
KEVIN: That's how you beat him last time, right?
And that's how I'll beat him this time, too.
I'll just stall him.
Until?
[ helicopter whirring ]
People of Earth,
today's contest is being broadcast
simultaneously on all information channels.
Be forewarned -- the conqueror's challenge is a courtesy.
Vilgax's fleet is currently in orbit around this planet.
Should your champion fail to show,
Vilgax will declare victory
and obliterate the Earth, as is his legal right.
And if Vilgax chickens out, I win, right?
Will you have to work for me after,
because...I really hate mowing the lawn?
After the battle, I will personally
remove the Omnitrix and present it to Vilgax.
Speaking of whom...
Ben 10, I've come to kill you and conquer your world.
Is now a bad time?
Are you ready to die, Ben?
Can't we skip the threats and get to the fight part?
There's a "Sumo Slammers" marathon at 8:00,
and I forgot to set the DVR.
I'll take that as a "yes."
VILGAX: Your energy beams are no match for the shield of Ziegel.
Aah!
VILGAX: [ roars ]
[ ice cracking ]
Big...Chill!
[grunting ]
Nothing like a refreshing dip on a hot summer day.
And, Vilgax, you are that dip.
I will be free!
[ ice cracks ]
Guess so.
My hand!
You know what they say -- "cold hands..."
[growls ]
You've got to let me finish my quips, Vilgax.
It's sort of a rule.
Keep joking, child.
It'll make my victory all the sweeter.
Hey, you can't touch me when I'm intangible!
No?
[electricity crackling ] Aah!
[groans ]
My mistake.
Why...
Why don't you pick on somebody your own size?
Or better yet...
Humongousaur!
Yield, and your demise will be mercifully brief.
KEVIN: Don't listen to him, Ben!
Yeah!
There's something bigger than Humongousaur.
Do not interfere with this contest!
Who's interfering?
And now...
Vilgax is going to get a taste of Way Big!
Chromastone?
Oh, man!
Aah!
What you gonna do now, tough guy?!
I'm glad you asked!
No!
Ben!
I am victorious!
Fetch me my prize!
I have it, master -- the Omnitrix.
This entire world belongs to you.
[gasps ]
Diamondhead!
You're in trouble, Vilgax.
I've had a lot of practice with this one.
Say the word.
I...yield.
That's right.
You...do.
By the rules of the galactic code,
as ratified by the Casey-Kelly accords,
you have lost this contest.
You must leave this world and never attack it again.
Do you acknowledge?
I do.
But know this, Ben Tennyson,
I will have my vengeance upon you.
Sure thing.
Get out of here.
We were on TV all over the world.
So much for my secret.
Well, I used Plumber tech
to block the transmission about halfway through.
Nobody saw Ben Tennyson.
What happened to Chromastone?
Who knows?
This thing is broken.
But the team's still working, right?
Right.
Kevin?
I was gonna.