>> Max: HA HA! EVEN BOWMAN CAN'T GET BRATHARATS THIS FRESH.
OHHHHH!
JUST RIGHT.
>> Rook: MMMM!
OH, THAT IS GOOD.
>> Ben: BLEHHH! EHHH! EHHH!
DON'T THEY SELL ANYTHING BESIDES
DISGUSTING ALIEN FOOD DOWN HERE?
LIKE, WHY HAVEN'T I SEEN ANY
ALIEN VIDEO-GAME SHOPS?
>> Max: VIDEO GAMES ROT YOUR
BRAINS, BEN.
OH!
I ALMOST FORGOT THE PARMACIAN
BRAIN ROT!
>> Rook: I CANNOT WAIT FOR THIS
MEAL.
YOUR GRANDFATHER IS A MASTER
CHEF, BEN.
>> Ben: AAAAH! AAH!
YOU'RE WELCOME TO EAT MY PORTION. >> Rook: OH. THANK YOU.
[ SCREAMING IN DISTANCE ]
>> Max: INCOMI-I-I-I-I-I-NG!
>> ♪ BEN 10 >> ♪ HE'S A KID, AND HE WANTS TO HAVE FUN ♪
>> ♪ BUT WHEN YOU NEED A
SUPERHERO, HE GETS THE JOB
DONE ♪
>> ♪ BEN 10
>> ♪ WITH A DEVICE THAT HE WEARS
ON HIS ARM ♪
>> ♪ HE CAN CHANGE HIS SHAPE AND
SAVE THE WORLD FROM HARM ♪
>> ♪ WHEN TROUBLE'S TAKING
PLACE ♪
>> ♪ HE GETS RIGHT IN ITS FACE
>> ♪ BEN 10
>> ♪ WHEN LIVES ARE ON THE
LINE ♪
>> ♪ IT'S HERO TIME
>> ♪ BEN 10
>> Max: HE-E-E-E-E-E-E-LP!
>> Ben: AND GRANDPA MAX TELLS ME NOT TO PLAY WITH MY FOOD. >> Rook: I DO NOT BELIEVE IT WAS
FOOD.
>> Ben: AND I DON'T THINK THAT
GUY'S HERE TO PLAY.
>> [ GROWLS, ROARS ]
>> Ben: COME ON! >> Rook: BEN, I BELIEVE WE SHOULD PROCEED WITH CAUTION.
>> Ben: CAUTION, SCHMAUTION!
THERE ISN'T A MONSTER MADE THAT
I CAN'T HANDLE WITH ONE --
YAAAAH!
>> Rook: BEN!
>> Ben: SORRY.
UH, WHAT WERE WE TALKING ABOUT?
>> [ SNARLS ]
>> Ben: RIGHT -- MONSTER-HANDLING. [ BEEP ]
>> Feedback: LET'S DRAG THIS OUT. THERE'S A DINNER I'M IN NO HURRY
TO GET TO.
ALLEY-OOP!
>> [ [ GROWLS ]
>> Ben: OKAY. PLAN "B," THEN.
>> [ LAUGHS EVILLY ] >> Rook: BEN, HE ABSORBED THE ENERGY FROM MY PROTO-TOOL.
I THINK THAT YOU ARE ONLY MAKING
HIM STRONGER.
>> Feedback: QUICKER WITH THE
INFO NEXT TIME, PARTNER.
>> [ ROARS ]
>> Max: NOW, BEN! >> [ SCREECHING ] >> Feedback: IF YOU FEED OFF
ENERGY, LET'S SEE WHAT HAPPENS
WHEN I TAKE IT AWAY.
>> [ ROARS ]
[ OMNITRIX POWERS DOWN ] >> [ GROANS ] >> Ben: HUH? PHIL?!
[ VEHICLE DOOR CLOSES ]
>> Max: [ GASPS ]
PHIL.
>> MAX.
MAX, I'M SO GLAD I FOUND YOU.
>> Rook: THIS MONSTER IS A PHIL?
AND...THIS PHIL IS A PLUMBER?
>> Ben: GRANDPA MAX'S OLD
PARTNER.
LAST TIME I SAW HIM, HE LOOKED
PRETTY BAD, BUT HE'S GONE A FEW
TRILLION MILES DOWNHILL SINCE.
>> Max: PHIL... WHAT HAPPENED TO YOU? >> DON'T YOU REMEMBER?
YOU SAW IT FIVE YEARS AGO.
MALWARE AND DR. PSYCHOBOS
BROUGHT ME OUT OF THE NULL VOID.
THEY USED ME AS A TEST SUBJECT.
BUT THE NEMETRIX WAS TOO MUCH
FOR ME.
I WENT COMPLETELY BERSERK.
THEN...SOME SORT OF PORTAL OPENED UP, AND I WAS... I...
[ Raspily ] I FOUND MYSELF
TRANSPORTED BACK TO THE --
[ GROWLS ]
MAX! HELP!
HELP!
[ GROANS ]
>> Rook: LOOK OUT!
>> RECHARGE.
>> Rook: HE IS VERY FAST. >> Max: YEAH. AND HITS LIKE A WRECKING BALL.
>> Ben: HE WENT UP AND OUT.
COME ON.
>> Max: WHEN WE FIND HIM, WE NEED TO TAKE HIM DOWN AS GENTLY AS WE CAN.
>> Ben: I DON'T KNOW.
SMASHING HIM WITH A TRUCK SEEMED
TO WORK PRETTY GOOD LAST TIME.
WHAT?! HE WAS THE ONE CHASING YOU, REMEMBER?
I DON'T THINK BEING GENTLE WAS
WHAT HE HAD IN MIND.
>> Max: IT NEVER SAT EASY WITH
ME THAT WE LEFT PHIL IN THE
NULL VOID THE FIRST TIME.
HE'S SUFFERED ENOUGH.
>> Rook: AND HE DOES NOT SEEM TO
BE IN CONTROL OF HIS MONSTROUS
FORM.
WE NEED TO FIND HIM BEFORE HE
HARMS AN INNOCENT.
>> Ben: HUH?
HE SAID HE NEEDED A RECHARGE.
HEY, UGLY. WE WERE JUST TALKING ABOUT YOU. >> [ SNARLS ]
[ BEEP ] >> Max: STOP! PHIL, I KNOW YOU'RE IN THERE.
>> [ ROARS ]
>> Rook: MY TRUCK! [ WEAPON SPUTTERS ] LOW-BATTERY WARNING?
>> Ben: NO WORRIES, ROOK.
IT'S PAYBACK TIME --
FEEDBACK-STYLE!
[ BEEP ]
>> Max: BE CAREFUL, BEN. DON'T HURT PHIL. JUST CONTAIN HIM.
>> Frankenstrike: [ GROANS ] HOW ABOUT YOU TELL HIM TO TAKE IT EASY ON ME?
HE'S YOUR FRIEND.
[ GROANS ] >> [ GROWLS ] >> Max: HEY! HEY, PARTNER!
DON'T YOU REMEMBER YOUR OLD --
>> [ ROARS ]
>> Frankenstrike: OKAY. NEED ANOTHER PLAN "B" -- AGAIN.
>> [ SNIFFS ] >> Frankenstrike: SURPRISE!
[ GROANING ]
>> [ ROARS ]
>> Frankenstrike: HE'S TAKING EVERYTHING I CAN THROW AT HIM -- AND SLINGING IT BACK DOUBLE!
>> Max: CHANGE INTO FEEDBACK
AGAIN.
>> Frankenstrike: DON'T KNOW IF
I CAN.
>> Rook: WE WILL BUY YOU TIME.
[ TIRES SCREECH ]
WE WILL --
>> Max: HUH?
[ LAUGHTER ]
>> All: LOOK OUT! >> I DON'T KNOW WHAT THAT IS! >> IT WON'T STOP!
>> [ ROARS ]
[ TIRES SCREECH ]
>> All: AAAAAAAAAAAAAAAAAH!
[ TIRES SCREECHING ] >> Frankenstrike: OH, BOY. HANG ON!
[ SCREECHING CONTINUES ]
[ ENGINE SPUTTERS ]
HEY! WHAT DO YOU KNOW? IT WORKED.
>> RUN! JUST RUN! >> BUT YOUR DAD'S CAR! >> LET HIM KILL ME!
AT LEAST HE'S FAMILY!
>> Max: NICELY DONE, BEN.
>> Frankenstrike: WELL, COULDN'T
STOP THE ENGINE, SO I SHORTED
OUT THE BATTERY.
>> Rook: MIGHT I SUGGEST
POSTPONING THE CONGRATULATIONS
UNTIL AFTER WE DEFEAT
MAGISTER TENNYSON'S MONSTER?
>> Frankenstrike: UH, HOW DO WE...
AHHH. GOT IT. GET READY TO FOLLOW MY LEAD. >> Rook: WHAT LEAD?
>> Frankenstrike: YOU'LL SEE.
HEY! ITSY-BITSY!
>> [ ROARS ]
>> Frankenstrike: KEEP COMING. KEEP COMING. NOW, GUYS!
>> Rook: HURRY, BEN!
[ OMNITRIX POWERS DOWN ] >> Ben: OKAY, NOW THAT WE GOT HIM...
>> Rook: WHAT DO WE DO WITH HIM?
I WAS WONDERING THE SAME THING.
>> [ GROWLING, SNARLING ]
PLEASE... [ Weakly ] HELP ME! >> Max: THERE'S ONLY ONE PLACE
SECURE ENOUGH TO HOLD PHIL UNTIL
WE CAN FIND SOME WAY TO CURE
HIM.
>> Driba: HMMM. NOT EXACTLY THE FINEST HUMAN SPECIMEN.
>> Blukic: WE'VE SEEN WORSE.
>> Driba: NO, WE HAVEN'T!
>> GALVAN TECHS?
PATELLIDAY WAS THE FIRST ALIEN
PLUMBER I EVER SAW ON AN EARTH
BASE.
>> Max: GALVAN PRIME WAS MORE
THAN HAPPY TO LET US KEEP THESE
TWO.
[ BOTH GRUNTING ]
IS ATTACHING WIRES TO PHIL SAFE? HE MIGHT SIPHON THE ENERGY. >> Driba: TSK, TSK, TSK, TSK.
THESE ARE PASSIVE SENSORS.
>> Blukic: WE'RE NOT
CEREBROCRUSTRACEONS.
>> Driba: WE KNOW WHAT WE'RE
DOING.
>> Ben: WE SHOULD JUST TOSS HIM
BACK WHERE HE CAME FROM.
>> Rook: YOU DO NOT BELIEVE HIS
PLEAS FOR HELP ARE GENUINE?
>> Ben: HEY, WE DIDN'T THROW
HIM IN THE NULL VOID THE FIRST
TIME FOR BEING AN UPSTANDING
CITIZEN.
HE'S GAMING US.
>> Rook: MAX SEEMS TO TRUST HIM.
AND I BELIEVE HE IS NOT THE
FIRST MONSTER TO RETURN FROM THE
NULL VOID IN NEED OF A FRIEND.
>> Ben: PHIL IS NO KEVIN.
>> Driba: OOOOOOH!
MR. PERSONALITY HERE IS
SURROUNDED BY AN ENDOPHYTIC
ENERGY FIELD.
>> Rook: I SEE.
>> Ben: DON'T TELL ME YOU
UNDERSTOOD THAT.
>> Rook: CERTAIN ENERGY
PARASITES HAVE A NATURALLY
OCCURRING ENDOPHYTIC FIELD.
THEY INCREASE THE OUTPUT OF
NEARBY POWER SOURCES IN ORDER TO
SIPHON OFF THE EXCESS UNNOTICED.
>> Driba: AND YOU SAY PHIL WORE
THE NEMETRIX ONCE?
>> Rook: YES.
DO YOU SUPPOSE IT SCRAMBLED HIS
DNA AND LEFT A RESIDUAL
ENDOPHYTIC FIELD IN PHIL?
>> Blukic: HEY!
THE POWER CORE'S RUNNING AT 120%
CAPACITY, BUT NOTHING'S
OVERLOADING.
>> Driba: OOH! HE'S DOING IT!
>> Rook: THAT IS THE GREATEST
SOURCE OF POWER IN THIS
HEMISPHERE.
SHOULD WE BE CONCERNED?
>> Max: PHIL, HOW ARE YOU DOING?
>> A-OKAY, MAXY.
>> Max: I THOUGHT YOU SAID THOSE
SENSORS WERE PASSIVE.
HOW IS HE AFFECTING THE POWER
CORE?
>> Driba: WELL, THEY'RE PASSIVE,
BUT THEY'RE STILL CONDUCTIVE.
>> Blukic: DUH!
>> Max: UNPLUG HIM -- NOW!
>> Blukic: [ GASPS ]
HOW COULD BE SO STUPID, BLUKIC?!
WHAT CAN WE DO TO STOP HIM?!
>> Blukic: MAYBE WE COULD USE
NOSEDEENIANS TO SIPHON THE
ENDOPHYTIC FIELD.
>> Driba: UNDERTOWN'S POWER
STATION DEPENDS ON THE
MEGAWHATTS FOR POWER, BLUKIC!
WE JUST CAN'T TAKE THEM OFFLINE!
>> [ GROANS ]
[ GRUNTS ]
[ BOTH GROAN ]
[ GROANS ]
NO!
NO!!
[ BEEP, CLICK ]
>> Max: HOLD HIM!
>> Ben: [ SIGHS ]
ANYTHING BUT ONE OF MY ELECTRIC GUYS, PLEASE. [ BEEP ]
>> Shocksquatch: AH, FOR PETE'S
SAKE!
GIMME A BREAK, WILL YA?
AH, WELL. AT LEAST SHOCKSQUATCH CAN LAY DOWN THE SMACKDOWN.
[ GRUNTS ]
STOP, PHIL!
[ GROWLS ]
[ WHIRRING ]
LOOK, I KNOW YOU'VE GOT THAT MONSTER INSIDE TRYING TO GET OUT, BUT IF YOU REALLY WANT OUR
HELP, YOU NEED TO SNAP OUT OF
IT!
AAH! HEY! QUIT IT! [ OMNITRIX POWERS DOWN ]
[ CLICK, BUZZER ] >> Ben: [ GROANS ] LET'S TRY THIS AGAIN!
[ BEEP ]
>> Ampfibian: AW, MAN!
YOU WANT ENERGY SO BAD? TAKE IT! >> [ GROANS ]
>> Rook: BEN! STOP!
YOU'RE ONLY FEEDING HIM!
>> Ampfibian: THE OMNITRIX KEEPS
GIVING ME ELECTRICAL GUYS.
WHAT ELSE CAN I DO?
>> [ SCREAMING ]
>> Ampfibian: OVERLOADED. AND YOU WERE SO WORRIED. >> I-I'M SORRY, MAX.
I-I WAS TRYING TO...
>> Max: IT'S OKAY.
WE'LL FIX THIS.
>> Ampfibian: COME ON, PHIL.
WE'RE GETTING YOU CONTAINED
BEFORE YOU TURN INTO THAT
MONSTER AGAIN.
>> [ SIGHS ]
[ LAUGHING EVILLY ]
KID...[ CHUCKLES ] THERE HASN'T BEEN A PHIL IN THIS BODY FOR YEARS.
[ GROWLS ]
[ OMNITRIX POWERS DOWN ] >> Ben: [ GROANS ] >> [ LAUGHS EVILLY ]
SUCKERS.
>> Ben: KNEW YOU'VE...BEEN
FAKING...IT.
>> [ GROWLS ]
DON'T GET MUCH PAST YOU, JUNIOR.
ALL I WANTED WAS YOUR POWER
CORE.
SOON, EVEN THAT OLD PHIL BODY
WILL BE GONE...FOREVER.
>> [ ROARS ]
[ COMPUTER BEEPS ] [ CLICK, BUZZER ] >> Ben: GRANDPA!
[ WHIRRING ]
>> [ GROWLS ]
[ WHIRRING SLOWS ]
NO! I NEED MORE!
AND I KNOW WHERE TO GET IT. >> Rook: YOU ARE NOT LEAVING.
>> NICE TRY, KID. [ GRUNTS ] >> Ben: UNH!
DUDE, YOU'RE IN A LOT OF --
[ GROANS ]
>> Max: BEN? BEN? ARE YOU OKAY, SON?
>> Ben: [ GROANS ]
[ COMPUTERS BEEPING ]
>> GET THOSE DECOUPLERS
DECOUPLED!
AND WITHOUT THE SASS THIS TIME.
[ BOTH GRUNTING ]
>> Ben: WHAT'S HAPPENING?
>> Rook: PHIL IS GONE, SO WE
HAVE BEGUN REPAIRS TO THE POWER
CORE.
IT SEEMS HE WAS ONLY USING US TO
GET PAST THE HEADQUARTERS'
EXTERNAL DEFENSES.
>> Ben: I'M SORRY, GRANDPA. >> Max: NO. YOU WERE RIGHT, BEN.
PHIL IS NO KEVIN.
WHAT'S PAST IS PAST.
WE'LL FIND HIM, AND WE'LL TAKE
HIM DOWN.
[ WHIRRING ] >> Ben: AND I HAVE AN IDEA OF WHERE HE MIGHT BE.
[ ALL GROANING ]
>> [ LAUGHS EVILLY ] MAN, THAT'S GOOD EATIN'! >> Ben: AFTER BLUKIC AND DRIBA
BROUGHT UP THE MEGAWHATTS, I HAD
A FEELING YOU'D MAKE YOUR WAY
HERE.
>> REALLY, MAX?
COME TO SAY GOODBYE TO YOUR OLD
FRIEND PHIL?
>> Max: ROOK, CONCUSSIVES ONLY.
NO ENERGY WEAPONS.
>> Rook: ONE WAY OR ANOTHER, WE
WILL STOP YOU.
>> [ GROANS ]
[ LAUGHS EVILLY ]
I BARELY FELT THAT.
[ CHUCKLES ]
YOU LOSE, PARTNER.
>> Ben: OKAY, OMNITRIX -- FOR REAL THIS TIME. FEEDBACK!
[ BEEP ]
>> Buzzshock: I'M A MEGAWHATT?
OH. THAT'S NEW.
>> [ LAUGHS EVILLY ]
A NOSEDEENIAN!
HAVEN'T FIGURED IT OUT YET, HAVE
YOU, JUNIOR?
>> Buzzshock: YOU'RE THE REASON
I KEEP GETTING ELECTRIC ALIENS?
>> MY EXPOSURE TO THE NEMETRIX
IS MESSING WITH YOUR LITTLE
WATCH THERE.
[ CHUCKLES ]
I NEED TO FEED, AND THE OMNITRIX
PROVIDES.
>> Rook: BEN! YOU ARE A MEGAWHATT! >> Buzzshock: OH! YEAH!
GUYS! FOLLOW ME! [ GIGGLING ]
HEY! OVER HERE! CAN'T CATCH ME! [ GIGGLES ]
>> ALL YOU'VE DONE IS TURN
YOURSELF INTO DESSERT.
>> Buzzshock: OKAY, NOW! MEGAWHATTS, SCATTER!
>> [ GROWLS ]
BEN TENNYSON!
[ GROANS ]
>> Buzzshock: [ GROANS ] AW, MAN! >> [ SNARLS ]
IF YOU LIVE LONG ENOUGH, TELL
MAX I NEVER LIKED HIM.
>> Max: WHY DON'T YOU TELL ME
YOURSELF?
>> A NULL VOID PROJECTOR?
[ LAUGHS EVILLY ]
[ PROJECTOR POWERING DOWN ] >> Max: [ GASPS ]
>> [ GROWLS ] NOT MUCH USE IF IT'S DEPOWERED, HUH?
>> Buzzshock: UNH!
OW!
OHHH!
[ SIGHS ]
HERE GOES PLAN "B"!
[ PROJECTOR POWERS UP ] >> NO! [ WHIRRING ]
NO! PLEASE! TURN IT OFF! YOU ALREADY LET ME ROT IN THERE
ONCE!
HAVE A HEART!
>> Max: PHIL GOT A RAW DEAL, ALL
RIGHT.
BUT YOU'GOT THIS COMING.
>> [ STRAINING ]
GAAH!
AAAAAAAAAAAAAAAAAAAAAAAAAH!
[ OMNITRIX POWERS DOWN ] >> Ben: GO HERO OR GO HOME, RIGHT?
HEY, GRANDPA MAX! STILL GOT YOUR SHOPPING LIST? I'M STARVING.
>> Max: YOU WON'T BE DISAPPOINTED, KIDDO.
[ MEGAWHATTS GIGGLING ]
>> ♪ BEN 10
♪ BEN 10