1
00:00:01,688 --> 00:00:07,235
♪♪

2
00:00:07,318 --> 00:00:09,404
♪ Ben 10 ♪

3
00:00:10,446 --> 00:00:12,532
♪ Ben 10 ♪

4
00:00:13,658 --> 00:00:15,910
♪ Ben 10 ♪

5
00:00:16,869 --> 00:00:18,955
♪ Ben 10 ♪

6
00:00:21,708 --> 00:00:25,545
♪♪

7
00:00:28,715 --> 00:00:32,301
Here she is kids --
Niagara Falls.

8
00:00:32,384 --> 00:00:34,137
Gwen: Whoa!

9
00:00:34,220 --> 00:00:36,097
Ugh. Niagara Falls?

10
00:00:36,180 --> 00:00:38,599
What's there to do here?
Seriously?

11
00:00:38,683 --> 00:00:41,352
It's only the biggest waterfall
in America!

12
00:00:41,436 --> 00:00:42,770
Yes!

13
00:00:42,854 --> 00:00:44,397
They have a waterfall?!

14
00:00:44,480 --> 00:00:46,691
Oh, no.
I know that look.

15
00:00:46,774 --> 00:00:48,192
Ben, don't.
What?

16
00:00:48,276 --> 00:00:51,112
Every time you get around water,
you make a fool of yourself.

17
00:00:51,195 --> 00:00:52,530
No, I don't.

18
00:00:52,613 --> 00:00:53,364
Ben, no!

19
00:00:53,448 --> 00:00:54,991
Cannonball!

20
00:00:55,074 --> 00:00:56,534
Ben, no!
Cannonball!

21
00:00:56,617 --> 00:00:59,078
Ben, no!
Cannonball!

22
00:00:59,162 --> 00:01:01,581
Okay, so I like
making a splash.

23
00:01:01,664 --> 00:01:02,999
What else are you
gonna do with water?

24
00:01:03,082 --> 00:01:05,125
See?
That's why I'm worried.

25
00:01:05,208 --> 00:01:06,461
If we're gonna
survive the summer,

26
00:01:06,544 --> 00:01:08,254
maybe you could use
a little help.

27
00:01:08,337 --> 00:01:09,505
[ Grunting ]
Help?

28
00:01:09,589 --> 00:01:10,923
What kind of nonsense
are you talking?

29
00:01:11,007 --> 00:01:14,218
You know, just sometimes
maybe you need a filter.

30
00:01:14,302 --> 00:01:15,511
A filter?

31
00:01:15,595 --> 00:01:18,222
Yeah, someone to sift
through all your ideas

32
00:01:18,306 --> 00:01:20,308
and tell you when one of them
is really terrible.

33
00:01:20,391 --> 00:01:22,642
Why would I need that?

34
00:01:22,727 --> 00:01:24,270
[ Grunts ]

35
00:01:24,353 --> 00:01:25,146
[ Chuckles ]
Trust me.

36
00:01:25,229 --> 00:01:26,647
Who needs a filter...

37
00:01:26,731 --> 00:01:28,648
when I've got Ben-tuition --

38
00:01:28,733 --> 00:01:32,236
that tiny feeling in my gut
that is never, ever wrong?

39
00:01:32,320 --> 00:01:35,490
Look, your "Ben-tuition"
is awesome.

40
00:01:35,573 --> 00:01:37,575
But how much more awesome
would it be

41
00:01:37,658 --> 00:01:39,701
if I was there to pump
the brakes every now and then

42
00:01:39,786 --> 00:01:41,162
so you don't
accidentally destroy

43
00:01:41,245 --> 00:01:42,705
any national monuments.

44
00:01:42,789 --> 00:01:44,832
Hey, that statue was asking
for it!

45
00:01:44,916 --> 00:01:47,293
You know, Ben,
it might not be the worst idea.

46
00:01:47,376 --> 00:01:49,921
With your powers
and Gwen's, um...

47
00:01:50,004 --> 00:01:52,423
discretion, you two
could be unbeatable!

48
00:01:52,507 --> 00:01:53,800
Well?

49
00:01:53,883 --> 00:01:56,010
Ugh...I guess.

50
00:01:56,093 --> 00:01:57,553
Great!
So, we agree --

51
00:01:57,636 --> 00:01:59,555
You'll run all your ideas
by me first.

52
00:01:59,639 --> 00:02:01,516
Pickle?
Fine.

53
00:02:01,599 --> 00:02:03,684
[ Chomp! ]

54
00:02:07,104 --> 00:02:09,189
[ Chuckles ]

55
00:02:09,689 --> 00:02:12,026
Time for some unfiltered fun.

56
00:02:12,109 --> 00:02:13,611
[ Beeping ]
Diamondhead, no.

57
00:02:13,694 --> 00:02:15,780
Cannonbolt -- yes!

58
00:02:21,577 --> 00:02:23,663
[ Roars ]

59
00:02:25,206 --> 00:02:27,291
Oh, boy! Oh, boy! Oh, boy!

60
00:02:32,755 --> 00:02:36,509
Cannonbolt-ball!

61
00:02:36,592 --> 00:02:38,177
[ Drip! ]

62
00:02:38,261 --> 00:02:41,180
Darn it,
I just washed that truck.

63
00:02:41,264 --> 00:02:42,890
[ Laughing ]

64
00:02:42,974 --> 00:02:45,852
Best cannonball ever!

65
00:02:51,691 --> 00:02:54,360
Must feed!

66
00:02:54,443 --> 00:02:56,529
[ Hisses ]

67
00:02:57,530 --> 00:02:59,240
Darn it,
I just bought that truck.

68
00:02:59,323 --> 00:03:00,700
[ Chomp, gulp! ]

69
00:03:00,783 --> 00:03:02,869
[ Roars ]

70
00:03:03,744 --> 00:03:05,705
[ Distant screaming ]

71
00:03:05,788 --> 00:03:07,874
[ Gasps ]
What was that?

72
00:03:10,459 --> 00:03:12,837
Giant tentacle
rampaging through town?

73
00:03:12,920 --> 00:03:14,422
Can't say
I saw that coming.

74
00:03:14,505 --> 00:03:16,841
Oh, of course,
I'll marry you, Todd!

75
00:03:16,924 --> 00:03:20,303
Oh, Sally, nothing can ruin
this perfect moment.

76
00:03:20,386 --> 00:03:21,888
[ Both scream ]

77
00:03:21,971 --> 00:03:24,307
[ Beeping ]
All right, who's on deck today?

78
00:03:24,390 --> 00:03:26,225
Ooh, new guy!

79
00:03:26,309 --> 00:03:27,643
Ben, no!

80
00:03:27,727 --> 00:03:30,646
Hey, no looking over my shoulder
while I'm alien picking.

81
00:03:30,730 --> 00:03:32,565
Hello?!
Filter here!

82
00:03:32,648 --> 00:03:34,525
This is no time
to learn on the job!

83
00:03:34,609 --> 00:03:35,818
Just go with something
you know.

84
00:03:35,902 --> 00:03:37,278
I know
you're trying to help,

85
00:03:37,361 --> 00:03:40,197
but my Ben-tuition is telling me
to try out this new guy.

86
00:03:40,281 --> 00:03:41,949
But you agreed--
Shh, shh, shh!

87
00:03:42,033 --> 00:03:43,743
Trust me on this.

88
00:03:43,826 --> 00:03:45,912
[ Growls ]

89
00:03:51,167 --> 00:03:53,336
Here we go!

90
00:03:53,419 --> 00:03:55,254
This is
all your fault!

91
00:03:55,338 --> 00:03:56,672
My fault?!

92
00:03:56,756 --> 00:03:58,966
I don't know why I thought
a ring was A good idea!

93
00:03:59,050 --> 00:04:00,468
How dare you!

94
00:04:00,551 --> 00:04:02,637
All right, what ya got,
new guy?

95
00:04:07,141 --> 00:04:08,267
[ Both grunt ]

96
00:04:08,351 --> 00:04:09,852
Let's never fight again!
I love you so much.

97
00:04:09,936 --> 00:04:11,270
Okay, sweet.

98
00:04:11,354 --> 00:04:13,648
So, you're like the world's
most powerful water gun.

99
00:04:13,731 --> 00:04:15,816
Huh?

100
00:04:16,317 --> 00:04:17,735
[ Grunts ]

101
00:04:17,817 --> 00:04:20,112
Huh. Super-tough exoskeleton
seems to be able

102
00:04:20,196 --> 00:04:22,490
to take a whipping
and keep on dripping.

103
00:04:22,573 --> 00:04:24,659
I give it five stars.

104
00:04:25,326 --> 00:04:27,411
Hey, get back here!

105
00:04:29,830 --> 00:04:32,583
[ Roars ]

106
00:04:32,667 --> 00:04:35,628
What...the heck...
is that?!

107
00:04:35,711 --> 00:04:37,421
[ Chomp! ]

108
00:04:37,505 --> 00:04:38,589
[ Chomp! ]

109
00:04:38,673 --> 00:04:39,924
And why is he
so hungry?!

110
00:04:40,007 --> 00:04:42,093
Apparently there's
a legend about a creature

111
00:04:42,176 --> 00:04:43,678
called the hydromander.

112
00:04:43,761 --> 00:04:44,971
It lives under these falls

113
00:04:45,054 --> 00:04:46,973
and hibernates
for thousands of years.

114
00:04:47,056 --> 00:04:50,142
It only wakes up to do
important things, like feeding.

115
00:04:50,226 --> 00:04:52,144
Wow, that's
some rotten luck,

116
00:04:52,228 --> 00:04:54,021
us being here
just when he wakes up.

117
00:04:54,105 --> 00:04:57,525
Luck or some super impulsive
person with no filter

118
00:04:57,608 --> 00:04:58,776
did something
to wake it up!

119
00:04:58,859 --> 00:05:00,736
I don't know
what you're talking about.

120
00:05:00,820 --> 00:05:02,947
[ Growls ]
Okay, okay!

121
00:05:03,030 --> 00:05:05,533
My Ben-tuition may have led me
to cannonball

122
00:05:05,616 --> 00:05:07,743
a hungry tentacle monster
out of it's sleep.

123
00:05:07,827 --> 00:05:09,120
How was I
supposed to know?!

124
00:05:09,203 --> 00:05:11,080
What did we
talk about yesterday?

125
00:05:11,163 --> 00:05:14,333
You run everything by me,
remember? Your filter?

126
00:05:14,417 --> 00:05:16,168
This is no time
for arguing, kids.

127
00:05:16,252 --> 00:05:18,796
This thing looks like it's
about to eat the whole town.

128
00:05:18,879 --> 00:05:21,382
[ People screaming ]

129
00:05:21,465 --> 00:05:23,175
Ben!

130
00:05:23,259 --> 00:05:24,218
[ Hisses ]

131
00:05:24,301 --> 00:05:26,679
Next up on the tour --
sushi!

132
00:05:27,888 --> 00:05:29,056
[ Hisses ]

133
00:05:29,140 --> 00:05:31,225
[ People screaming ]

134
00:05:37,732 --> 00:05:39,025
[ Grunting ]

135
00:05:39,108 --> 00:05:40,776
Let go of me!

136
00:05:40,860 --> 00:05:41,861
Can't breathe!

137
00:05:41,944 --> 00:05:43,404
Gonna...

138
00:05:43,487 --> 00:05:45,656
Wait a minute.
New guy can breathe water?

139
00:05:45,740 --> 00:05:48,117
Oh, man,
are you gonna get it!

140
00:05:49,744 --> 00:05:50,911
Whoa! Oh!

141
00:05:50,995 --> 00:05:53,330
So, that does that.
What about...

142
00:05:56,250 --> 00:05:58,335
Ow!

143
00:05:59,128 --> 00:06:01,213
Okay, but what if I...

144
00:06:04,050 --> 00:06:07,386
Ha! Good luck trying
to escape that whirlpool!

145
00:06:09,597 --> 00:06:11,682
Whoa!

146
00:06:12,099 --> 00:06:14,185
[ Groans ]

147
00:06:15,644 --> 00:06:16,979
[ Roars ]

148
00:06:17,063 --> 00:06:18,689
[ People screaming ]

149
00:06:18,773 --> 00:06:21,484
[ Chomp, gulp, burp! ]

150
00:06:21,567 --> 00:06:25,112
Feeding complete!

151
00:06:27,990 --> 00:06:29,533
Ben!

152
00:06:29,617 --> 00:06:31,077
[ Coughing ]

153
00:06:31,160 --> 00:06:32,495
Where'd it go?

154
00:06:32,578 --> 00:06:35,039
It's heading upstream.

155
00:06:35,122 --> 00:06:37,208
Let's go!

156
00:06:37,291 --> 00:06:38,709
I can't believe it.

157
00:06:38,793 --> 00:06:41,212
I got totally schooled
by that frog-monster thing!

158
00:06:41,295 --> 00:06:43,798
Town ruined,
ancient monster awoken,

159
00:06:43,881 --> 00:06:47,384
all because
of my stupid Ben-tuition!

160
00:06:47,468 --> 00:06:50,096
I'm just glad
your safe now, cuz.

161
00:06:50,179 --> 00:06:51,555
Nobody's safe yet.

162
00:06:51,639 --> 00:06:53,724
Looks like this thing is headed
out to Lake Erie.

163
00:06:56,185 --> 00:06:59,146
You were right --
I do need a filter. Help me?

164
00:07:02,733 --> 00:07:04,985
Look!
I think it's hurt.

165
00:07:05,069 --> 00:07:07,154
[ Hisses ]

166
00:07:10,116 --> 00:07:13,869
Whoa! I don't believe it --
It's going down!

167
00:07:13,953 --> 00:07:16,247
It's history!
You did it, Ben!

168
00:07:16,330 --> 00:07:18,624
Yeah!
Whoo-hoo!

169
00:07:18,707 --> 00:07:20,459
Oh, yeah!
I'm the best!

170
00:07:20,543 --> 00:07:23,879
You can't stop this
'cause I bring it! Uh-huh!

171
00:07:25,131 --> 00:07:26,715
I wouldn't
celebrate yet.

172
00:07:26,799 --> 00:07:28,467
Why not?
It's not every day...

173
00:07:28,551 --> 00:07:30,469
I destroy...
a hydromander.

174
00:07:30,553 --> 00:07:33,264
It's not destroyed, Ben,
it's multiplying.

175
00:07:33,347 --> 00:07:34,890
Huh?!

176
00:07:34,974 --> 00:07:36,809
This must be
the other important thing

177
00:07:36,892 --> 00:07:39,185
it does when it
wakes up -- it replicates!

178
00:07:39,270 --> 00:07:40,479
Oh.

179
00:07:40,563 --> 00:07:43,607
[ All snarling ]

180
00:07:43,691 --> 00:07:45,609
Feed!

181
00:07:45,693 --> 00:07:47,069
Well, what should I do?

182
00:07:47,153 --> 00:07:50,197
Use someone you know
inside and out, like Heatblast!

183
00:07:50,281 --> 00:07:52,366
Okay, yes -- Heatblast.

184
00:07:52,449 --> 00:07:54,535
[ Beeping ]

185
00:07:56,411 --> 00:07:57,955
Hope you guys like
the classics,

186
00:07:58,038 --> 00:08:01,292
'cause here's a trusty,
old stand-by I like to call...

187
00:08:01,375 --> 00:08:02,168
fireball!

188
00:08:02,251 --> 00:08:03,627
[ Whack! ]

189
00:08:03,711 --> 00:08:04,503
[ Pop! ]

190
00:08:04,587 --> 00:08:06,422
And here's another one!

191
00:08:06,505 --> 00:08:10,134
It's...uh...
also called fireball!

192
00:08:10,217 --> 00:08:11,385
[ Whack! ]

193
00:08:11,468 --> 00:08:12,344
[ Pop! ]

194
00:08:12,428 --> 00:08:15,055
Okay, more classics coming up!

195
00:08:22,479 --> 00:08:24,190
There, that takes care of --

196
00:08:24,273 --> 00:08:25,566
Aah!

197
00:08:25,649 --> 00:08:28,736
Gwen, there's too many of them,
and not enough classics!

198
00:08:28,819 --> 00:08:29,653
[ Both hiss ]

199
00:08:29,737 --> 00:08:31,488
[ Whip! ]
[ Screams ]

200
00:08:31,572 --> 00:08:34,282
Ben, no!

201
00:08:34,366 --> 00:08:36,452
Attack!

202
00:08:40,830 --> 00:08:42,833
[ Gasps ]
Fire in water.

203
00:08:42,916 --> 00:08:44,251
Oh, I should have
thought of that!

204
00:08:44,335 --> 00:08:46,420
[ Gasps ]

205
00:08:49,632 --> 00:08:53,177
Quick! Pull me in!
Use the hook!

206
00:08:53,260 --> 00:08:54,595
[ Both grunting ]

207
00:08:54,678 --> 00:08:56,305
We can't get to it!

208
00:08:56,388 --> 00:08:57,514
They're all over us!

209
00:08:57,598 --> 00:08:59,350
Ben, use your Ben-tuition!

210
00:08:59,433 --> 00:09:00,684
Hyah!
[ Groans ]

211
00:09:00,768 --> 00:09:03,854
But that's what got me
in trouble!

212
00:09:03,938 --> 00:09:04,939
Ugh!

213
00:09:05,022 --> 00:09:06,398
Hyah!
No, it isn't.

214
00:09:06,482 --> 00:09:08,526
I got you in trouble
by making you doubt yourself.

215
00:09:08,609 --> 00:09:10,736
Your Ben-tuition
is perfectly...

216
00:09:10,819 --> 00:09:11,946
Ben-tuitive!

217
00:09:12,029 --> 00:09:13,781
Ugh, what am I saying?

218
00:09:13,864 --> 00:09:14,740
Hyah!

219
00:09:14,823 --> 00:09:16,242
Aah!

220
00:09:16,325 --> 00:09:18,410
Aaaah!

221
00:09:23,582 --> 00:09:26,585
Somebody order
an underwater beat-down?!

222
00:09:27,753 --> 00:09:29,380
I hate when they don't
own up to it.

223
00:09:29,463 --> 00:09:31,840
Let's do this!

224
00:09:31,924 --> 00:09:34,009
[ All hiss ]

225
00:09:34,593 --> 00:09:36,679
[ Shing! ]

226
00:09:39,932 --> 00:09:42,017
Yeah!

227
00:09:43,477 --> 00:09:45,646
[ Grunting ]

228
00:09:45,729 --> 00:09:47,815
[ Groans ]

229
00:09:49,108 --> 00:09:51,402
[ Gasps ]
They get weaker on land!

230
00:09:51,485 --> 00:09:52,820
That means...

231
00:09:52,903 --> 00:09:54,321
Stay still, you little...

232
00:09:54,405 --> 00:09:56,198
Ben, get them onto land!

233
00:09:56,282 --> 00:09:57,324
What?!

234
00:09:57,408 --> 00:10:00,077
Just do what you always do
in water!

235
00:10:00,160 --> 00:10:02,037
[ Gasps ] Really?!

236
00:10:02,121 --> 00:10:04,206
Oh, boy! Oh, boy! Oh, boy!

237
00:10:10,462 --> 00:10:13,424
Cannonball!

238
00:10:17,720 --> 00:10:21,098
Nothing can ruin
this beautiful moment.

239
00:10:21,181 --> 00:10:23,142
[ Both cream ]

240
00:10:23,225 --> 00:10:25,978
Lame. Lame!

241
00:10:26,061 --> 00:10:28,814
Aw, they're kind of cute
when they're out of water.

242
00:10:30,232 --> 00:10:32,318
Whoo! There.

243
00:10:33,902 --> 00:10:36,905
Ben, I owe you
an apology.

244
00:10:36,989 --> 00:10:38,407
If I hadn't
gotten in the way,

245
00:10:38,490 --> 00:10:40,284
your Ben-tuition would've
done just fine.

246
00:10:40,367 --> 00:10:42,161
It's okay.
Believe it or not,

247
00:10:42,244 --> 00:10:44,622
sometimes your filter is
kind of right.

248
00:10:44,705 --> 00:10:45,956
Thanks.

249
00:10:46,040 --> 00:10:47,916
We just have different ways
of doing things.

250
00:10:48,000 --> 00:10:49,585
My way is
to play it safe,

251
00:10:49,668 --> 00:10:51,628
and yours is
a fast and loose,

252
00:10:51,712 --> 00:10:53,464
by-the-seat-of-your-pants
approach.

253
00:10:53,547 --> 00:10:56,175
Cannonball!

254
00:10:57,843 --> 00:11:00,220
Did he really
just do that again?

255
00:11:02,389 --> 00:11:06,268
♪♪

256
00:11:14,026 --> 00:11:16,653
Time to throw stuff.