1 00:00:01,655 --> 00:00:03,699 ♪♪ 2 00:00:07,119 --> 00:00:08,412 ♪ Ben 10! ♪ 3 00:00:10,414 --> 00:00:11,415 ♪ Ben 10! ♪ 4 00:00:11,498 --> 00:00:12,416 ♪ Ben 10! ♪ 5 00:00:12,499 --> 00:00:13,583 ♪ Ben 10! ♪ 6 00:00:13,667 --> 00:00:14,793 ♪ Ben 10! ♪ 7 00:00:14,876 --> 00:00:16,753 ♪ Ben 10! ♪ 8 00:00:16,837 --> 00:00:18,588 ♪ Ben 10! ♪ 9 00:00:23,468 --> 00:00:26,555 ♪♪ 10 00:00:29,599 --> 00:00:32,435 [ Rumbling ] 11 00:00:32,518 --> 00:00:33,562 [ Grunts ] 12 00:00:33,645 --> 00:00:35,355 Whoa! 13 00:00:35,439 --> 00:00:36,940 Huh? 14 00:00:37,023 --> 00:00:39,901 [ Roars ] 15 00:00:39,985 --> 00:00:41,570 What're you supposed to be?! 16 00:00:41,653 --> 00:00:43,905 Uh-oh! 17 00:00:43,989 --> 00:00:46,366 Whoa! 18 00:00:46,450 --> 00:00:47,325 [ Grunts ] Phew! 19 00:00:47,409 --> 00:00:49,536 I think I lost that... 20 00:00:49,619 --> 00:00:51,788 what should I call it? Teleph-ant? 21 00:00:51,872 --> 00:00:53,290 Ele-mite? 22 00:00:53,373 --> 00:00:55,000 [ Roars ] 23 00:00:55,083 --> 00:00:57,836 Never mind! Whoa! 24 00:00:57,919 --> 00:00:59,629 [ Grunts ] 25 00:00:59,713 --> 00:01:00,797 [ Groans ] 26 00:01:00,881 --> 00:01:05,050 This could be going better. [ Grunts ] 27 00:01:12,017 --> 00:01:13,101 [ Grunts ] 28 00:01:13,185 --> 00:01:14,770 Whoa! 29 00:01:14,853 --> 00:01:17,022 [ Beeping ] Is that me beeping? 30 00:01:17,105 --> 00:01:18,982 Oh, I never heard that sound be-- 31 00:01:19,065 --> 00:01:21,193 [ Grunts ] 32 00:01:21,276 --> 00:01:23,987 [ Groans ] Okay... 33 00:01:26,406 --> 00:01:28,366 Sucker punch and run?! 34 00:01:28,450 --> 00:01:29,951 Not on my watch! 35 00:01:30,035 --> 00:01:32,162 [ Grunting ] 36 00:01:34,371 --> 00:01:36,333 Ben, hurry up and get in! 37 00:01:36,416 --> 00:01:38,251 Aw, I hate when they get away. 38 00:01:38,335 --> 00:01:40,002 You did the best that you could, Ben. 39 00:01:40,085 --> 00:01:41,630 That's all anyone can ever ask for. 40 00:01:41,713 --> 00:01:43,757 You okay, Ben? You look a little worn out. 41 00:01:43,840 --> 00:01:47,177 I was Cannonbolt! Big, round, strong Cannonbolt! 42 00:01:47,260 --> 00:01:48,678 And that elephant-termite thing 43 00:01:48,762 --> 00:01:50,680 still knocked me around like a rag doll! 44 00:01:50,764 --> 00:01:52,516 I don't have enough power. 45 00:01:52,599 --> 00:01:55,143 More power? 10 Aliens isn't enough? 46 00:01:55,227 --> 00:01:56,269 [ Beeping ] Agh! What is that noise?! 47 00:01:56,353 --> 00:01:57,938 Ugh! I don't know! 48 00:01:58,020 --> 00:01:59,940 Grandpa, are you hearing this?! 49 00:02:00,023 --> 00:02:01,566 That alarm is troubling. 50 00:02:01,650 --> 00:02:04,694 Ugh! This funky noise is throwing me off my game! 51 00:02:04,778 --> 00:02:06,029 [ Groans ] 52 00:02:06,112 --> 00:02:07,489 [ Rumbling ] Huh? Whoa! 53 00:02:07,572 --> 00:02:09,865 Whoa! What was that?! 54 00:02:09,950 --> 00:02:11,201 Look! 55 00:02:11,284 --> 00:02:12,953 It's gotta be that creature! 56 00:02:13,036 --> 00:02:15,705 [ Crows cawing ] 57 00:02:15,789 --> 00:02:20,377 The tremors definitely end here -- Mount Megalodon. 58 00:02:20,460 --> 00:02:23,672 This web site says Mount Megalodon is a dormant volcano, 59 00:02:23,755 --> 00:02:25,715 but it's been inactive for hundreds of years. 60 00:02:25,799 --> 00:02:29,553 Dr. Animo: Well, it's about to take itself off the inactive list. 61 00:02:29,636 --> 00:02:32,722 You should not have come here, you single-celled simpletons! 62 00:02:32,806 --> 00:02:37,060 Animo! You got a lot of nerve calling us, uh, single-cell... 63 00:02:37,143 --> 00:02:39,688 cell-sim-- blah -- tongue-twister! 64 00:02:39,771 --> 00:02:42,566 What's the idea, unleashing your mega-monster 65 00:02:42,649 --> 00:02:43,900 on innocent civilians? 66 00:02:43,984 --> 00:02:47,112 All part of setting my true plan into motion. 67 00:02:47,195 --> 00:02:49,905 When my creature reactivates this volcano, 68 00:02:49,990 --> 00:02:52,993 either the city of Portland pays me to stop it 69 00:02:53,076 --> 00:02:55,787 or drowns in a sea of hot lava! 70 00:02:55,871 --> 00:02:57,414 Whoa, harsh. 71 00:02:57,497 --> 00:02:59,416 Yes, harsh indeed. 72 00:02:59,499 --> 00:03:04,629 [ Laughs manically ] 73 00:03:04,713 --> 00:03:07,924 So, Ben, hot lava. Can you dial up, Overflow? 74 00:03:08,008 --> 00:03:09,301 Coming right up. 75 00:03:11,219 --> 00:03:14,973 Whoa. What's this? I don't recognize this alien. 76 00:03:15,056 --> 00:03:16,933 Maybe thy alarm has something to do with it. 77 00:03:17,017 --> 00:03:18,226 Some kind of warning. 78 00:03:18,310 --> 00:03:20,270 Are we gonna stand around talking about it, 79 00:03:20,353 --> 00:03:22,522 or we gonna see what this new alien can do? 80 00:03:22,606 --> 00:03:23,899 Ben! 81 00:03:26,651 --> 00:03:30,363 [ Laughs ] Yeah! 82 00:03:30,447 --> 00:03:32,824 Whoa! 83 00:03:40,206 --> 00:03:43,042 [ Laughs ] Cool! 84 00:03:43,126 --> 00:03:45,295 It's definitely... different. 85 00:03:45,378 --> 00:03:47,839 And what do you call this new monstrosity? 86 00:03:47,923 --> 00:03:51,968 [ Breathy whispering ] 87 00:03:52,052 --> 00:03:55,429 Gax! This is so rad! 88 00:03:55,513 --> 00:03:56,973 Uh-huh. [ Laughs ] 89 00:03:57,057 --> 00:03:58,683 What's a Gax? 90 00:03:58,767 --> 00:04:00,310 I don't know, it just popped into my head. 91 00:04:00,393 --> 00:04:01,311 Both: Whoa! 92 00:04:01,394 --> 00:04:03,104 Whatever you're calling yourself, 93 00:04:03,188 --> 00:04:05,440 you're gonna have to figure out how to stop that creature. 94 00:04:05,523 --> 00:04:06,691 It's hero time, Ben. 95 00:04:06,775 --> 00:04:08,526 You betcha it is! 96 00:04:10,403 --> 00:04:14,324 Okay, let's see what Gax can do! 97 00:04:14,407 --> 00:04:15,909 They haven't invented words 98 00:04:15,992 --> 00:04:18,662 to describe how awesome I feel right now. 99 00:04:18,744 --> 00:04:19,828 [ Laughs ] 100 00:04:19,913 --> 00:04:21,748 All Right! 101 00:04:24,334 --> 00:04:27,420 [ Grunting ] 102 00:04:34,261 --> 00:04:35,345 Huh... 103 00:04:35,428 --> 00:04:38,473 ♪♪ 104 00:04:40,433 --> 00:04:44,187 [ Grunting ] 105 00:04:44,270 --> 00:04:46,189 Whoops! 106 00:04:46,273 --> 00:04:47,399 [ Screams ] Whoa! 107 00:04:47,482 --> 00:04:49,401 [ Laughs ] 108 00:04:49,484 --> 00:04:52,404 I take back every bad thing I ever said about tentacles! 109 00:04:52,487 --> 00:04:55,824 Okay, buddy, I know you're up here somewhere! 110 00:04:55,907 --> 00:04:57,409 Come on out 111 00:04:57,492 --> 00:05:00,787 and let's settle this like awesome super-powered monsters! 112 00:05:00,870 --> 00:05:02,288 Whoa! Huh?! 113 00:05:02,372 --> 00:05:03,832 [ Growls ] 114 00:05:03,915 --> 00:05:05,667 Not this time! 115 00:05:05,750 --> 00:05:07,919 [ Roars ] 116 00:05:08,003 --> 00:05:10,588 How's it going, pal? Still ugly? 117 00:05:10,672 --> 00:05:12,799 [ Grunting ] 118 00:05:12,882 --> 00:05:15,510 Whoa! 119 00:05:15,593 --> 00:05:16,886 [ Screams ] 120 00:05:16,970 --> 00:05:19,931 Whoa! Okay, guess it's time to get serious. 121 00:05:20,015 --> 00:05:21,891 If you're gonna make these holes, maybe... 122 00:05:21,975 --> 00:05:24,310 [ Grunts ] ...you should fill them! 123 00:05:24,394 --> 00:05:25,729 You really don't let 124 00:05:25,812 --> 00:05:27,897 this "lava and fire" business phase you, huh? 125 00:05:27,981 --> 00:05:31,276 [ Roars ] [ Screams ] 126 00:05:31,359 --> 00:05:33,694 [ Grunts ] 127 00:05:36,281 --> 00:05:38,199 That was not cool! 128 00:05:41,119 --> 00:05:43,955 Whoa! I have laser eyes?! 129 00:05:44,039 --> 00:05:47,667 Now that's what I call power! 130 00:05:47,751 --> 00:05:49,961 [ Laughs ] 131 00:05:50,045 --> 00:05:53,465 All hail king laser space squid Gax! 132 00:05:53,548 --> 00:05:55,842 [ Grunts ] 133 00:05:55,925 --> 00:05:58,094 Laser eyes! 134 00:06:05,351 --> 00:06:07,771 What do you think you're doing? 135 00:06:07,854 --> 00:06:10,482 How am I supposed to hold the city ransom 136 00:06:10,565 --> 00:06:12,776 when you've gone and doomed them! 137 00:06:12,859 --> 00:06:15,779 Mount Megalodon is going to blow any second! 138 00:06:15,862 --> 00:06:17,906 [ All gasp ] 139 00:06:17,989 --> 00:06:19,949 But I was trying to save everyone. 140 00:06:20,033 --> 00:06:22,744 Were you, now? Well done! 141 00:06:22,827 --> 00:06:25,455 [ Roars ] [ Grunts ] 142 00:06:25,538 --> 00:06:29,292 What?! No! 143 00:06:29,375 --> 00:06:30,502 How's he doing? 144 00:06:30,585 --> 00:06:32,170 The good news is that Gax is doing great. 145 00:06:32,253 --> 00:06:34,214 The mountain, not so much. 146 00:06:34,297 --> 00:06:36,174 Whoa! Oh, oh -- ah! Ah! 147 00:06:36,257 --> 00:06:41,096 I can fix this! [ Grunts ] 148 00:06:41,179 --> 00:06:43,556 Down, down, down! 149 00:06:43,640 --> 00:06:46,601 Yeah, that ought to hold it. 150 00:06:46,684 --> 00:06:47,727 Grandpa, look! 151 00:06:47,811 --> 00:06:49,312 [ Roars ] What?! 152 00:06:49,395 --> 00:06:51,356 You've gotta be kidding me! 153 00:06:51,439 --> 00:06:53,233 Ben! What are we gonna do?! 154 00:06:53,316 --> 00:06:54,275 Whatever we can! 155 00:06:54,359 --> 00:06:56,152 [ Grunting ] 156 00:06:56,236 --> 00:06:57,737 Ready to end this, bug-breath? 157 00:06:57,821 --> 00:06:59,614 [ Watch beeping ] 158 00:06:59,697 --> 00:07:02,867 Uh, yeah -- me, neither! [ Roars ] 159 00:07:02,951 --> 00:07:04,327 [ Groans ] 160 00:07:04,410 --> 00:07:05,870 Uh, so, uh, 161 00:07:05,954 --> 00:07:08,081 don't suppose you want to take a little time out 162 00:07:08,164 --> 00:07:09,165 to, uh, catch our breath? 163 00:07:09,249 --> 00:07:11,960 I think not. Destroy him. 164 00:07:12,043 --> 00:07:14,045 [ Roars ] 165 00:07:14,129 --> 00:07:15,547 Oh, it's going to be too gruesome. 166 00:07:15,630 --> 00:07:16,756 I can't watch! 167 00:07:16,840 --> 00:07:20,510 No, no, wait! [ Laughs ] Of course I can. 168 00:07:20,593 --> 00:07:21,719 Gwen: Ben, look out! 169 00:07:21,803 --> 00:07:23,680 Whoa! Wha! 170 00:07:23,763 --> 00:07:26,766 Gotcha! Are you okay? 171 00:07:26,850 --> 00:07:30,186 Wait! I don't know if Gax is the best alien for this job. 172 00:07:30,270 --> 00:07:32,480 Of course he's the best for this job! 173 00:07:32,564 --> 00:07:34,357 He's the best for everything! 174 00:07:34,440 --> 00:07:36,276 Ben, this is really serious. 175 00:07:36,359 --> 00:07:38,111 You can't control Gax. 176 00:07:38,194 --> 00:07:40,989 Come on! Gax saved the whole mountain! 177 00:07:41,072 --> 00:07:42,198 Just look at it! 178 00:07:42,282 --> 00:07:44,659 Yeah, Ben, look at it. 179 00:07:44,742 --> 00:07:47,871 Okay, so maybe I need to learn to reign him in a little. 180 00:07:47,954 --> 00:07:49,789 But practice makes perfect, right? 181 00:07:49,873 --> 00:07:51,624 Sure you don't want to wrap this one up 182 00:07:51,708 --> 00:07:53,209 with something like Diamondhead 183 00:07:53,293 --> 00:07:54,878 and run around with Gax la...ter. 184 00:07:54,961 --> 00:07:56,087 Don't you worry, cousin! 185 00:07:56,170 --> 00:07:57,630 What's that worst that can happen 186 00:07:57,714 --> 00:08:00,383 now that you guys took care of that weird insect-aphant? 187 00:08:00,466 --> 00:08:01,926 [ Screams, grunts ] 188 00:08:06,055 --> 00:08:08,766 I have had enough of this! 189 00:08:08,850 --> 00:08:11,936 [ Rumbling ] 190 00:08:14,105 --> 00:08:17,150 Gwen's totally gonna "I told you so" me on this one. 191 00:08:17,233 --> 00:08:19,319 ♪♪ 192 00:08:19,402 --> 00:08:20,236 Ben! 193 00:08:20,319 --> 00:08:22,989 It's okay, I got this! 194 00:08:23,072 --> 00:08:23,948 Huh? 195 00:08:24,032 --> 00:08:25,033 [ Screaming ] 196 00:08:25,116 --> 00:08:26,534 [ Coughing ] 197 00:08:26,618 --> 00:08:28,661 [ Grunts ] 198 00:08:28,745 --> 00:08:30,455 Please tell me you can get us out of this! 199 00:08:30,538 --> 00:08:33,916 I wouldn't have driven us up the side of a volcano if I couldn't! 200 00:08:34,000 --> 00:08:36,627 Hold on tight, kiddo! 201 00:08:36,711 --> 00:08:38,254 [ Grunting ] 202 00:08:38,338 --> 00:08:39,671 Are you guys okay? 203 00:08:39,756 --> 00:08:41,716 For now! Just worry about the volcano! 204 00:08:41,799 --> 00:08:43,593 If you find somewhere safe to time out, 205 00:08:43,675 --> 00:08:46,137 you can come back with an alien you can actually control. 206 00:08:46,221 --> 00:08:48,723 Whoa! [ Roars ] 207 00:08:48,806 --> 00:08:50,475 Get it away from the volcano! 208 00:08:50,558 --> 00:08:52,685 Otherwise, you two are just making things worse! 209 00:08:52,769 --> 00:08:54,938 Oh! 210 00:08:55,021 --> 00:08:58,733 Maybe making things worse is exactly what we need. 211 00:08:58,816 --> 00:09:00,235 What?! What?! 212 00:09:00,318 --> 00:09:01,778 [ Grunts ] 213 00:09:01,861 --> 00:09:06,074 Laser eyes! 214 00:09:06,157 --> 00:09:10,036 Uh, Ben? I don't think Grandpa can drive us out of a landslide! 215 00:09:10,119 --> 00:09:12,580 Well, if I can lift an elephant thing, 216 00:09:12,664 --> 00:09:15,291 the Rustbucket should be a piece of cake! 217 00:09:15,375 --> 00:09:18,628 [ Grunts ] 218 00:09:18,711 --> 00:09:20,588 [ Groaning ] 219 00:09:20,672 --> 00:09:23,132 Sure, that looks acceptably stable. 220 00:09:23,216 --> 00:09:24,133 Good job, team! 221 00:09:24,217 --> 00:09:26,052 So we still on for burgers? 222 00:09:26,135 --> 00:09:27,178 [ Roars ] Whoa! 223 00:09:27,262 --> 00:09:30,056 Are you kidding me?! 224 00:09:30,139 --> 00:09:33,059 [ Groans ] 225 00:09:33,142 --> 00:09:34,894 And stay down! 226 00:09:34,978 --> 00:09:36,771 Tennyson, don't think you've beaten me yet! 227 00:09:36,854 --> 00:09:38,690 Hey! So you see this? 228 00:09:38,773 --> 00:09:40,483 It's a little something I like to call 229 00:09:40,566 --> 00:09:42,402 "victory by a landslide." 230 00:09:42,485 --> 00:09:44,112 [ Growls ] 231 00:09:44,195 --> 00:09:46,030 Put me down right now! 232 00:09:46,114 --> 00:09:49,534 How about I put you up instead? What? 233 00:09:49,617 --> 00:09:51,244 Oof, oof! Oh, ugh. 234 00:09:51,327 --> 00:09:52,578 Wait, what am I doing? 235 00:09:52,662 --> 00:09:55,206 I will have my revenge! 236 00:09:55,290 --> 00:09:58,001 You and what army?! 237 00:10:00,044 --> 00:10:02,672 And you said I couldn't control Gax's power. 238 00:10:02,755 --> 00:10:04,966 Don't you think it's weird you haven't timed out yet? 239 00:10:05,049 --> 00:10:07,302 If by "weird" you mean awesome, 240 00:10:07,385 --> 00:10:09,220 then, yes, I would say it is awesome. 241 00:10:09,304 --> 00:10:12,181 Ugh, Ben! Kids, food's ready! 242 00:10:12,265 --> 00:10:13,391 I guess we'll find out 243 00:10:13,474 --> 00:10:15,476 if whatever Gax is likes hamburgers. 244 00:10:15,560 --> 00:10:16,728 [ Chuckles ] Whoa! 245 00:10:16,811 --> 00:10:19,564 Nice to see you got over your tentacle phobia. 246 00:10:19,647 --> 00:10:21,357 Not hard when they're attached to... 247 00:10:21,441 --> 00:10:22,817 [ Gulps ] 248 00:10:22,900 --> 00:10:26,696 ...the most cool and powerful alien in the whole universe! 249 00:10:26,779 --> 00:10:28,781 Hail to the Gax! [ Beeping ] 250 00:10:28,865 --> 00:10:31,034 Ugh, there's that alarm again! 251 00:10:31,117 --> 00:10:33,411 Whoa! This is different. 252 00:10:33,494 --> 00:10:36,622 Uh, shouldn't you be back to Ben now? 253 00:10:36,706 --> 00:10:39,125 Should, but I'm not! Weird. 254 00:10:39,208 --> 00:10:42,545 But I like it! Lean green is on the scene. 255 00:10:42,628 --> 00:10:44,005 A most peculiar malfunction 256 00:10:44,088 --> 00:10:46,341 appears to be occurring within the mechanism! 257 00:10:46,424 --> 00:10:47,842 I seem to be caught 258 00:10:47,925 --> 00:10:51,763 in some sort of unprecedented transformational loop. 259 00:10:51,846 --> 00:10:53,348 This is ridiculous! 260 00:10:53,431 --> 00:10:55,391 Ridiculous good or ridiculous bad? 261 00:10:55,475 --> 00:10:57,393 Uh, Ben, can you stop it? 262 00:10:57,477 --> 00:10:58,770 Stop it? 263 00:10:58,853 --> 00:11:01,064 I think I love it! 264 00:11:05,985 --> 00:11:07,236 [ Rumbling ] 265 00:11:07,320 --> 00:11:10,073 [ Car alarm beeping ] 266 00:11:10,156 --> 00:11:11,741 Where exactly are we headed, Grandpa? 267 00:11:11,824 --> 00:11:13,409 My old buddy, Phil, is consulting 268 00:11:13,493 --> 00:11:15,870 on a new high-speed commuter train here in Portland. 269 00:11:15,953 --> 00:11:18,706 He's a real genius when it comes to electronic stuff. 270 00:11:18,790 --> 00:11:20,249 So he can help with the watch, 271 00:11:20,333 --> 00:11:22,377 but what about the kid wearing the watch? 272 00:11:22,460 --> 00:11:24,587 Oh! Oh, boy. 273 00:11:24,670 --> 00:11:26,547 [ Grunting ] 274 00:11:29,884 --> 00:11:32,595 Yeah! Oof! [ Chuckles ] 275 00:11:32,679 --> 00:11:35,598 Hopefully, Phil can shed some light on the watch malfunction 276 00:11:35,681 --> 00:11:37,225 and the Ben malfunction alike. 277 00:11:37,308 --> 00:11:40,603 Malfunction? More like an Upgrade! 278 00:11:40,686 --> 00:11:41,896 Not again! 279 00:11:41,979 --> 00:11:45,233 Aw, yeah! Let the parade of aliens continue! 280 00:11:45,316 --> 00:11:46,275 Whoo-hoo! 281 00:11:46,359 --> 00:11:47,485 This is serious! 282 00:11:47,568 --> 00:11:48,777 Seriously awesome! 283 00:11:48,861 --> 00:11:51,572 Being able to go alien-to-alien-to-alien 284 00:11:51,656 --> 00:11:52,698 is the best! 285 00:11:52,782 --> 00:11:54,325 I've never felt more powerful! 286 00:11:54,409 --> 00:11:56,744 I want to do as much as I can while this lasts. 287 00:11:56,828 --> 00:11:59,622 Anyone want me to upgrade your cell phone into a satellite? 288 00:11:59,705 --> 00:12:00,873 Gwen's right, Ben. 289 00:12:00,957 --> 00:12:02,792 There could be unexpected consequences 290 00:12:02,875 --> 00:12:03,918 to this power glitch. 291 00:12:04,001 --> 00:12:07,130 You should probably sit tight -- 292 00:12:07,213 --> 00:12:08,089 Too late. 293 00:12:08,172 --> 00:12:09,924 [ Rumbling ] 294 00:12:10,007 --> 00:12:13,136 ♪♪ 295 00:12:13,219 --> 00:12:14,137 [ Screams ] 296 00:12:14,220 --> 00:12:16,139 [ Groans ] 297 00:12:16,222 --> 00:12:19,267 ♪♪ 298 00:12:23,688 --> 00:12:25,481 [ Horns honking ] 299 00:12:25,565 --> 00:12:28,609 ♪♪ 300 00:12:37,827 --> 00:12:39,996 [ Siren wails ] 301 00:12:42,582 --> 00:12:44,417 [ Groaning ] 302 00:12:46,502 --> 00:12:48,296 Get in here! Oof! 303 00:12:48,379 --> 00:12:49,755 Hey! 304 00:12:49,839 --> 00:12:51,299 This isn't a game, you know. 305 00:12:51,382 --> 00:12:52,800 Game? Did you see me? 306 00:12:52,884 --> 00:12:56,304 I was the definition of a powerful hero in action! 307 00:12:56,387 --> 00:12:58,806 It is possible to have too much of a good thing. 308 00:12:58,890 --> 00:13:00,141 You should cool it 309 00:13:00,224 --> 00:13:01,434 until we figure out what's up with that watch. 310 00:13:01,517 --> 00:13:04,187 What's up is I'm better than ever. 311 00:13:04,270 --> 00:13:06,856 I don't think the watch needs fixing. 312 00:13:06,939 --> 00:13:08,941 It just needs me to use it more! 313 00:13:09,025 --> 00:13:11,194 Roll out the power! 314 00:13:13,404 --> 00:13:14,655 [ Screams ] 315 00:13:14,739 --> 00:13:16,699 [ Grunts ] 316 00:13:16,782 --> 00:13:19,994 [ Cheering ] 317 00:13:21,996 --> 00:13:25,500 All right! Finally back to Gax! 318 00:13:25,583 --> 00:13:28,127 Uh, wait! Can Gax fly?! 319 00:13:28,211 --> 00:13:29,754 [ Grunting ] 320 00:13:29,837 --> 00:13:31,214 Aw, man! 321 00:13:31,297 --> 00:13:33,090 [ Grunts ] 322 00:13:33,174 --> 00:13:35,092 Nope, Gax can't fly. 323 00:13:37,178 --> 00:13:41,516 Nice landing. Gax shouldn't even be out here! 324 00:13:41,599 --> 00:13:44,185 There's a massive crater in the middle of the road. 325 00:13:44,268 --> 00:13:46,896 Oops? But come on! 326 00:13:46,979 --> 00:13:48,689 Who's not digging these muscles? 327 00:13:48,773 --> 00:13:51,108 Max: He's not digging muscles, but he is digging. 328 00:13:51,192 --> 00:13:53,402 Let's get to the underground and find my buddy, Phil. 329 00:13:53,486 --> 00:13:54,904 I don't want to delay any longer. 330 00:13:54,987 --> 00:13:56,697 Men: Help! Help us! Someone's in trouble. 331 00:13:56,781 --> 00:13:58,699 Hello?! Phil: Help -- down here! 332 00:13:58,783 --> 00:14:00,034 That's Phil's voice! 333 00:14:00,117 --> 00:14:01,661 The aftershocks from Mount Megalodon 334 00:14:01,744 --> 00:14:02,828 must have caused a cave-in! 335 00:14:02,912 --> 00:14:04,121 Hero time! 336 00:14:04,205 --> 00:14:06,332 [ Grunts ] 337 00:14:06,415 --> 00:14:10,044 Men: Help! Please! Anyone! 338 00:14:10,127 --> 00:14:11,546 Not just anyone... 339 00:14:11,629 --> 00:14:12,672 Gax! 340 00:14:12,755 --> 00:14:14,131 Whoa! 341 00:14:14,215 --> 00:14:16,717 [ Coughing ] 342 00:14:16,801 --> 00:14:19,095 Come with me -- now! 343 00:14:19,178 --> 00:14:20,471 What is that?! It's a monster! 344 00:14:20,555 --> 00:14:22,223 -I've never seen such a thing! -Monster?! 345 00:14:22,306 --> 00:14:24,642 No, no, no, no, I'm trying to help. 346 00:14:24,725 --> 00:14:28,062 Uh-oh. No time for games, guys. 347 00:14:28,145 --> 00:14:29,730 [ All gasp ] 348 00:14:29,814 --> 00:14:32,275 Grandpa, special delivery! 349 00:14:32,358 --> 00:14:33,484 [ Grunts ] 350 00:14:33,568 --> 00:14:35,652 [ All yell ] 351 00:14:35,736 --> 00:14:37,947 Ben, what about Phil?! 352 00:14:38,030 --> 00:14:41,284 Phil? Uh-oh! He must still be in the train. 353 00:14:41,367 --> 00:14:44,579 Hey, ugly! What did you do with my crew! 354 00:14:44,662 --> 00:14:46,622 You must be, Phil. 355 00:14:46,706 --> 00:14:49,083 Look, first of all, I'm not a monster! 356 00:14:49,166 --> 00:14:51,294 I'm a... Stinkfly? 357 00:14:51,377 --> 00:14:53,796 Seriously?! What are you? 358 00:14:53,879 --> 00:14:55,965 [ Crackling ] 359 00:14:56,048 --> 00:14:57,800 No time for questions! 360 00:14:57,883 --> 00:15:00,303 Oh, no! Ben! Ben! 361 00:15:00,386 --> 00:15:03,306 Phil, get out of there! 362 00:15:03,389 --> 00:15:06,017 [ Grunts ] 363 00:15:06,100 --> 00:15:08,644 [ Coughing ] 364 00:15:08,728 --> 00:15:10,771 Well, we're not getting out that way. 365 00:15:10,855 --> 00:15:14,191 Thanks for saving me. No problem. It's what I do. 366 00:15:14,275 --> 00:15:16,277 Was that... [ Coughs ] 367 00:15:16,360 --> 00:15:17,862 ...Max Tennyson I heard up there? 368 00:15:17,945 --> 00:15:19,655 Yeah, Grandpa's up there with your... 369 00:15:19,739 --> 00:15:22,033 [ Beeping ] With -- oh, brother. 370 00:15:22,116 --> 00:15:23,826 With your worker people. Sorry. 371 00:15:23,909 --> 00:15:25,578 This thing won't quit squawking. 372 00:15:25,661 --> 00:15:28,956 This is the cause of your incredible transformations? 373 00:15:29,040 --> 00:15:31,167 The watch, yeah! It's pretty cool. 374 00:15:31,250 --> 00:15:33,753 Well, how does it work? Is this some sort of alarm? 375 00:15:33,836 --> 00:15:35,004 Oh, it stopped. 376 00:15:35,087 --> 00:15:37,381 It must be some sort of DNA-altering transformer, 377 00:15:37,465 --> 00:15:39,175 but what's the source of its power? 378 00:15:39,258 --> 00:15:41,010 Some sort of nuclear core? Uh, Phil? 379 00:15:41,093 --> 00:15:42,136 No, that can't be it. Phil?! 380 00:15:42,219 --> 00:15:43,346 What? Oh, right. 381 00:15:43,429 --> 00:15:45,473 We should probably get out of here. 382 00:15:45,556 --> 00:15:47,933 [ Gasps ] Well, I'll be! 383 00:15:48,017 --> 00:15:49,352 Focus, Phil! 384 00:15:49,435 --> 00:15:52,688 ♪♪ 385 00:15:52,772 --> 00:15:54,607 The train's controls are in that room. 386 00:15:54,690 --> 00:15:58,361 But I'm guessing they aren't made of rock? 387 00:15:58,444 --> 00:16:00,613 Don't worry! I can fix anything -- 388 00:16:00,696 --> 00:16:02,698 so long as you get that boulder out of the way. 389 00:16:02,782 --> 00:16:05,201 [ Grunting ] 390 00:16:05,284 --> 00:16:07,328 No problem. Incredible. 391 00:16:07,411 --> 00:16:09,872 How much weight would you say each arm can-- 392 00:16:09,955 --> 00:16:11,123 Focus, Phil! 393 00:16:11,207 --> 00:16:12,875 Right! Okay... 394 00:16:12,958 --> 00:16:14,835 [ Muttering ] 395 00:16:14,919 --> 00:16:17,254 Phil, you almost done? 396 00:16:17,338 --> 00:16:18,839 Just one more. 397 00:16:18,923 --> 00:16:20,716 Got it! 398 00:16:23,969 --> 00:16:27,390 Whoo-hoo! [ Grunts ] 399 00:16:27,473 --> 00:16:29,934 Good job! High-five! 400 00:16:30,017 --> 00:16:31,894 More like high-20! 401 00:16:31,977 --> 00:16:33,062 Whoops! 402 00:16:33,145 --> 00:16:35,064 [ Sighs ] 403 00:16:35,147 --> 00:16:37,692 How about a low-four. 404 00:16:37,775 --> 00:16:40,069 So, Max wanted me to look at the device? 405 00:16:40,152 --> 00:16:41,612 He said you're an excellent engineer 406 00:16:41,696 --> 00:16:43,239 and thought you could analyze the alarm 407 00:16:43,322 --> 00:16:44,907 and perhaps repair my watch so that -- 408 00:16:44,990 --> 00:16:47,159 [ Beeping ] Oh, dear. One moment. 409 00:16:47,243 --> 00:16:48,994 [ Screams, grunts ] 410 00:16:49,078 --> 00:16:52,123 Max, is right. I might be able to help. 411 00:16:52,206 --> 00:16:54,375 But that's no watch. [ Thud ] 412 00:16:54,458 --> 00:16:56,293 You expecting someone? 413 00:17:04,051 --> 00:17:07,805 Uh...Who are you guys? What are you guys? 414 00:17:07,888 --> 00:17:09,431 ♪♪ 415 00:17:09,515 --> 00:17:11,933 Tennyson, watch! Watch! 416 00:17:12,017 --> 00:17:12,935 [ Grunts ] 417 00:17:13,018 --> 00:17:15,813 Ben: Watch what? 418 00:17:15,896 --> 00:17:18,356 Oh! "Watch!" Yeah, it's timed out right now, 419 00:17:18,441 --> 00:17:20,526 so maybe you guys just go away by choice? 420 00:17:20,609 --> 00:17:23,571 You know, pick on someone your own smell? 421 00:17:23,653 --> 00:17:25,406 Hey! 422 00:17:25,489 --> 00:17:27,283 All too easy, Six-Six. 423 00:17:27,365 --> 00:17:29,660 [ Hisses ] [ Grunts ] 424 00:17:29,744 --> 00:17:31,328 ♪♪ 425 00:17:31,412 --> 00:17:35,040 They're after the Omni-- uh, after your watch, Ben! 426 00:17:35,124 --> 00:17:38,878 Sorry to rain on your parade, uglies. 427 00:17:38,961 --> 00:17:40,755 The watch stays with me. 428 00:17:40,838 --> 00:17:44,091 Flash flood! 429 00:17:44,175 --> 00:17:45,050 [ Grunts ] 430 00:17:45,134 --> 00:17:47,553 [ Both grunt ] 431 00:17:47,636 --> 00:17:51,223 Let's see how you like living in an aquarium. 432 00:17:51,307 --> 00:17:52,308 Whoa! 433 00:17:52,391 --> 00:17:53,517 [ Grunts ] 434 00:17:56,228 --> 00:17:59,273 Wait a minute! I'm supposed to have power over the water! 435 00:17:59,356 --> 00:18:01,400 Whoa! -[ Grunts ] 436 00:18:01,484 --> 00:18:04,195 See ya in the sewers! 437 00:18:04,278 --> 00:18:06,155 [ Growls ] 438 00:18:06,238 --> 00:18:07,698 Or sooner. 439 00:18:07,782 --> 00:18:09,658 Hope you're ready to get... 440 00:18:09,742 --> 00:18:11,786 Fast? Uh-oh! 441 00:18:14,622 --> 00:18:16,248 Thank you! 442 00:18:16,332 --> 00:18:19,627 Ha, ha! Ya snooze, ya lose, pokey! 443 00:18:19,710 --> 00:18:20,836 [ Screams ] 444 00:18:20,920 --> 00:18:23,172 Okay, point the other end at the bad guys. 445 00:18:23,255 --> 00:18:24,548 [ Growls ] 446 00:18:24,632 --> 00:18:26,050 Nice hand shake you got there. 447 00:18:26,133 --> 00:18:27,843 Too bad we won't have time to... 448 00:18:27,927 --> 00:18:31,096 [ Growling ] 449 00:18:31,180 --> 00:18:33,224 How are you getting so close to me? 450 00:18:33,307 --> 00:18:34,433 I'm the fast one! 451 00:18:34,517 --> 00:18:37,686 Six-Six may be susceptible to your speed, 452 00:18:37,770 --> 00:18:41,524 but you'll not find Tetrax so slow, Kineceleran! 453 00:18:41,607 --> 00:18:42,733 [ Grunts ] 454 00:18:42,817 --> 00:18:46,195 Who are you calling "Kenny celery-man"? 455 00:18:46,278 --> 00:18:49,031 What you are is of no matter to us. 456 00:18:49,114 --> 00:18:50,032 [ Grunts ] 457 00:18:50,115 --> 00:18:52,076 What you have... 458 00:18:52,159 --> 00:18:53,661 is. 459 00:18:53,744 --> 00:18:57,039 Give it to us, and you may yet live. 460 00:18:57,122 --> 00:18:58,374 [ Grunts ] 461 00:18:58,457 --> 00:18:59,667 Oh, man! 462 00:18:59,750 --> 00:19:01,210 I am not catching any breaks here. 463 00:19:01,293 --> 00:19:03,963 [ Grunts ] 464 00:19:04,046 --> 00:19:06,715 Stand here! Huh? 465 00:19:06,799 --> 00:19:09,093 Oh, yeah! Sweet tech! 466 00:19:09,176 --> 00:19:11,053 [ Grunts ] 467 00:19:17,768 --> 00:19:19,895 Oh, no. Oh, no! 468 00:19:19,979 --> 00:19:21,564 Tennyson, we've got a problem! 469 00:19:21,647 --> 00:19:24,150 We have no brakes! 470 00:19:24,233 --> 00:19:25,734 [ Panting ] 471 00:19:25,818 --> 00:19:27,486 That's not what I want to hear right now! 472 00:19:27,570 --> 00:19:31,907 [ Grunting ] 473 00:19:31,991 --> 00:19:33,868 [ Groans ] 474 00:19:35,661 --> 00:19:38,747 Got some problems with the console. 475 00:19:38,831 --> 00:19:40,958 Like there is no console?! 476 00:19:41,041 --> 00:19:44,336 There's light up ahead. We're almost out of the tunnel. 477 00:19:44,420 --> 00:19:45,671 [ Footsteps approach ] 478 00:19:45,754 --> 00:19:48,215 Hand over the alien. 479 00:19:48,299 --> 00:19:52,219 Which alien? I've got, like, 10! 480 00:19:52,303 --> 00:19:53,846 [ Sighs ] See? 481 00:19:53,929 --> 00:19:57,558 ♪♪ 482 00:19:57,641 --> 00:19:58,851 [ Grunting ] 483 00:20:06,066 --> 00:20:07,443 Well, look at that! 484 00:20:07,526 --> 00:20:10,613 Too scared to face off with the vine! [ Grunts ] 485 00:20:10,696 --> 00:20:12,448 I have a feeling that's not it... 486 00:20:12,531 --> 00:20:16,911 so much as the fact that we're headed for a mighty big drop. 487 00:20:16,994 --> 00:20:21,624 ♪♪ 488 00:20:21,707 --> 00:20:22,917 Ben! Phil! 489 00:20:23,000 --> 00:20:24,418 Jump! 490 00:20:24,501 --> 00:20:27,171 It's Max. They want us to jump across?! 491 00:20:27,254 --> 00:20:28,672 I can't make it across like this. 492 00:20:28,756 --> 00:20:31,884 I need a more powerful alien -- like Gax! 493 00:20:31,967 --> 00:20:33,093 Trust me, kid! 494 00:20:33,177 --> 00:20:36,138 You've got all the power you need right here. 495 00:20:36,221 --> 00:20:39,308 ♪♪ 496 00:20:41,560 --> 00:20:43,228 Wait for it! 497 00:20:43,312 --> 00:20:45,814 Uh, wait for what?! 498 00:20:45,898 --> 00:20:47,816 Huh? [ Grunts ] 499 00:20:47,900 --> 00:20:48,943 [ Tires squeal ] 500 00:20:49,026 --> 00:20:50,736 Whoa! [ Grunting ] 501 00:20:56,200 --> 00:21:00,037 [ Groaning ] That was kind of fun. 502 00:21:00,120 --> 00:21:01,372 Sure. 503 00:21:01,455 --> 00:21:03,916 Low-five. 504 00:21:03,999 --> 00:21:05,876 [ Groans ] 505 00:21:10,756 --> 00:21:13,676 Well, whoever they were, they're gone now. 506 00:21:13,759 --> 00:21:17,179 So I failed. Those alien guys got away. 507 00:21:17,262 --> 00:21:20,975 No, you won. You saved all those workers. 508 00:21:21,058 --> 00:21:23,143 And you saved me. 509 00:21:23,227 --> 00:21:24,353 Forever grateful. 510 00:21:24,436 --> 00:21:25,688 I second that. 511 00:21:25,771 --> 00:21:27,856 And while I hate to be short on the niceties, 512 00:21:27,940 --> 00:21:30,567 any thought on Ben's buggy watch or why they were after it? 513 00:21:30,651 --> 00:21:31,986 The didn't want the device, 514 00:21:32,069 --> 00:21:34,571 they wanted something in the device. 515 00:21:34,655 --> 00:21:38,283 In it? But what? 516 00:21:38,367 --> 00:21:40,619 [ Gasps ] 517 00:21:42,705 --> 00:21:44,665 Gax! 518 00:21:48,961 --> 00:21:52,464 ♪♪ 519 00:21:52,548 --> 00:21:55,217 [ Yawns loudly ] 520 00:21:55,300 --> 00:21:56,593 [ Groans ] Man! 521 00:21:56,677 --> 00:21:59,013 You guys got up early! Got up? 522 00:21:59,096 --> 00:22:00,889 We've been up... 523 00:22:00,973 --> 00:22:03,308 all night long! 524 00:22:03,392 --> 00:22:05,602 You changed aliens every 15 minutes. 525 00:22:05,686 --> 00:22:07,938 Huh? Are you sure? 526 00:22:08,022 --> 00:22:10,774 I don't remember turning into any aliens last night. 527 00:22:10,858 --> 00:22:13,027 I slept like a baby! 528 00:22:13,110 --> 00:22:16,155 ♪♪ 529 00:22:29,585 --> 00:22:31,253 Oh, we're sure. 530 00:22:31,336 --> 00:22:34,089 Overflow even "wet the bed!" 531 00:22:34,173 --> 00:22:35,424 Ugh, Gwen! 532 00:22:35,507 --> 00:22:36,967 Well, I'm not changing anymore! 533 00:22:37,051 --> 00:22:38,927 Maybe you guys can nap now. 534 00:22:39,011 --> 00:22:40,387 [ Watch beeps ] 535 00:22:40,471 --> 00:22:42,473 That watch has a mind of its own right now. 536 00:22:42,556 --> 00:22:44,641 Until we can understand what's wrong, 537 00:22:44,725 --> 00:22:48,479 we're staying out here deep in the forest so nobody gets hurt. 538 00:22:48,562 --> 00:22:52,107 [ Beeping ] 539 00:22:52,191 --> 00:22:55,319 Is it just me or is this noise actually getting worse? 540 00:22:55,402 --> 00:22:58,280 The watch never made that sound until that new alien showed up. 541 00:22:58,363 --> 00:23:00,866 He has a name! It's Gax. 542 00:23:00,949 --> 00:23:04,495 It's definitely an alarm, right? Possibly. 543 00:23:04,578 --> 00:23:07,039 It could've been what attracted those other aliens to Gax 544 00:23:07,122 --> 00:23:08,457 if that's what they were after. 545 00:23:08,540 --> 00:23:10,375 I don't even get what we're trying to fix! 546 00:23:10,459 --> 00:23:12,169 Aside from the occasional beeping, 547 00:23:12,252 --> 00:23:14,880 being able to change from alien to alien is awesome! 548 00:23:14,963 --> 00:23:17,174 And I got a new super-powerful bonus hero! 549 00:23:17,257 --> 00:23:20,636 Ben, I think it may be a little more complicated than that, 550 00:23:20,719 --> 00:23:22,513 but we'll figure it out -- as a team! 551 00:23:22,596 --> 00:23:24,973 Ow! Phil, what is this thing?! 552 00:23:25,057 --> 00:23:27,309 It's a device to monitor the energy signatures 553 00:23:27,392 --> 00:23:29,394 of your rapidly-changing alien forms. 554 00:23:29,478 --> 00:23:31,480 Ugh! That's it! 555 00:23:31,563 --> 00:23:34,024 This is my watch and my aliens! 556 00:23:34,108 --> 00:23:35,984 I'd know if something was wrong with it, 557 00:23:36,068 --> 00:23:37,778 and I'm telling you guys there isn't! 558 00:23:37,861 --> 00:23:41,448 I'm gonna go test out my new powers -- on my own. 559 00:23:41,532 --> 00:23:43,534 Ben! No, it's better if he goes 560 00:23:43,617 --> 00:23:46,120 and uses the watch as much as possible. 561 00:23:46,203 --> 00:23:48,163 It will give us more data to work with. 562 00:23:50,124 --> 00:23:53,001 [ Chirps ] All right, Gax! 563 00:23:53,085 --> 00:23:56,130 ♪♪ 564 00:24:02,928 --> 00:24:05,013 [ Growls ] 565 00:24:05,097 --> 00:24:07,391 Super strength! 566 00:24:07,474 --> 00:24:09,643 Whoa! Whoa! 567 00:24:09,726 --> 00:24:10,727 Super flip! 568 00:24:10,811 --> 00:24:12,771 Ha ha, yeah! 569 00:24:12,855 --> 00:24:14,398 Hmm. 570 00:24:14,481 --> 00:24:16,483 [ Grunts ] 571 00:24:16,567 --> 00:24:18,360 He shoots... 572 00:24:18,443 --> 00:24:20,445 he scores! 573 00:24:20,529 --> 00:24:23,073 And what's better than roasting one tree? 574 00:24:23,157 --> 00:24:25,325 Roasting three trees! 575 00:24:31,957 --> 00:24:33,500 Oh, yeah! 576 00:24:33,584 --> 00:24:36,712 I can't believe that Phil guy was trying to fix this! 577 00:24:36,795 --> 00:24:37,880 [ Growls ] 578 00:24:37,963 --> 00:24:40,007 If anything, he just made it worse! 579 00:24:40,090 --> 00:24:41,884 I'm trying to focus on Gax! 580 00:24:41,967 --> 00:24:46,138 If I can just get this thingy off my watch. 581 00:24:48,140 --> 00:24:49,641 Ugh. Looks like this job 582 00:24:49,725 --> 00:24:52,394 is gonna require some heavy machinery. 583 00:24:52,477 --> 00:24:56,148 Come on, watch. I want to focus on Gax! 584 00:24:59,276 --> 00:25:00,986 Huh!? What?! 585 00:25:01,069 --> 00:25:03,197 Now look what you made me do, Phil! 586 00:25:03,280 --> 00:25:04,531 Uh... 587 00:25:04,615 --> 00:25:07,409 Well, at least now I can stomp out the... 588 00:25:07,492 --> 00:25:08,410 fire! 589 00:25:08,493 --> 00:25:10,412 [ Screaming ] 590 00:25:10,495 --> 00:25:12,080 This is most unpleasant! 591 00:25:12,164 --> 00:25:15,959 Ow, ow, ow, ow, ow, ow, ow, ow, ow! 592 00:25:16,043 --> 00:25:17,920 Whoa! I don't... 593 00:25:18,003 --> 00:25:19,087 feel so... 594 00:25:19,171 --> 00:25:20,506 good. 595 00:25:20,589 --> 00:25:25,135 [ Groans ] 596 00:25:25,219 --> 00:25:27,095 Oh, no! 597 00:25:27,179 --> 00:25:28,597 No, no, no, no, no! 598 00:25:28,680 --> 00:25:31,767 Ooh, now we're talking. Yes! 599 00:25:31,850 --> 00:25:33,060 [ Grunts ] 600 00:25:33,143 --> 00:25:36,104 Uh-oh. Agh! 601 00:25:36,188 --> 00:25:38,607 Oh, man! Stay cool, Ben, you got this. 602 00:25:38,690 --> 00:25:40,776 There's no level of disaster you can't master. 603 00:25:43,695 --> 00:25:45,155 [ Grunts ] Oof! 604 00:25:45,239 --> 00:25:46,323 [ All gasp ] 605 00:25:49,409 --> 00:25:51,245 Ugh! See? 606 00:25:51,328 --> 00:25:53,497 And I didn't even have to lift a finger. 607 00:25:53,580 --> 00:25:55,374 I guess that takes care of the fire. 608 00:25:55,457 --> 00:25:57,668 [ Watch beeping ] Oh, not you, too! 609 00:26:00,462 --> 00:26:02,631 These readings are off the charts. 610 00:26:02,714 --> 00:26:04,299 Never mind the readings, Phil! 611 00:26:04,383 --> 00:26:07,010 That's the way Ben went, we've got to go find him. 612 00:26:07,094 --> 00:26:10,514 Wait a moment! There's something strange here. 613 00:26:10,597 --> 00:26:13,809 The data inside the watch that allows Ben to transform, 614 00:26:13,892 --> 00:26:15,227 a portion of it seems... 615 00:26:15,310 --> 00:26:18,897 fragmented -- incomplete. 616 00:26:18,981 --> 00:26:21,400 As if it's missing its other half. 617 00:26:21,483 --> 00:26:24,194 I don't think that the watch has been sounding an alarm at all. 618 00:26:24,278 --> 00:26:26,780 I believe it may be a beacon. 619 00:26:26,863 --> 00:26:29,199 Whoa, another alien?! 620 00:26:29,283 --> 00:26:33,078 Wha?! I better not take any chances. 621 00:26:33,161 --> 00:26:34,913 [ Grunts ] 622 00:26:38,458 --> 00:26:41,336 Nope. 623 00:26:41,420 --> 00:26:43,046 Whew! Close one! 624 00:26:43,130 --> 00:26:45,966 I've seriously had enough forest fire for today. 625 00:26:46,049 --> 00:26:47,968 Now, don't think I forgot about... 626 00:26:48,051 --> 00:26:49,469 [ Gasps ] 627 00:26:49,553 --> 00:26:51,555 Gax's shriveled old twin?! 628 00:26:51,638 --> 00:26:54,808 You're calling yourself Gax, eh? 629 00:26:54,891 --> 00:26:56,727 [ Chuckles ] 630 00:26:56,810 --> 00:26:59,771 Well, then you may call me Vil. 631 00:26:59,855 --> 00:27:02,316 Greetings, fellow Chimeran. 632 00:27:02,399 --> 00:27:04,359 Chimera-who with the what now? 633 00:27:04,443 --> 00:27:06,028 Is that what kind of alien you are? 634 00:27:06,111 --> 00:27:08,113 Is that what kind of alien Gax is?! 635 00:27:08,196 --> 00:27:12,284 You really have no idea of the power you possess, do you? 636 00:27:12,367 --> 00:27:15,245 Oh, I have an idea. Check this out. 637 00:27:18,248 --> 00:27:20,917 [ Grunts ] 638 00:27:21,001 --> 00:27:22,836 [ Squawking ] 639 00:27:22,919 --> 00:27:26,548 Of course, your form wields great physical strength, 640 00:27:26,631 --> 00:27:28,508 but you lack control. 641 00:27:28,592 --> 00:27:31,178 Now you sound like Grandpa and Gwen -- 642 00:27:31,261 --> 00:27:34,306 another person trying to tell me how to use my aliens. 643 00:27:34,389 --> 00:27:37,517 Why don't you try your laser on another tree? 644 00:27:37,601 --> 00:27:40,562 This time, I'll guide you. 645 00:27:40,645 --> 00:27:42,731 You better have a fire extinguisher 646 00:27:42,814 --> 00:27:44,566 in that spaceship of yours. 647 00:27:44,649 --> 00:27:48,570 Good. Now, don't stop -- focus. 648 00:27:48,653 --> 00:27:51,073 Control your power. 649 00:27:51,156 --> 00:27:53,700 Whoa! No fire this time! 650 00:27:53,784 --> 00:27:57,245 I just like, lasered that tree out of existence! 651 00:27:57,329 --> 00:27:59,581 [ Laughing ] 652 00:27:59,664 --> 00:28:01,833 [ Coughing ] Awesome! 653 00:28:01,917 --> 00:28:04,336 Now see what can be accomplished 654 00:28:04,419 --> 00:28:09,091 when such raw force is matched with precision and discipline? 655 00:28:09,174 --> 00:28:11,802 Wow! I usually just go with the flow, 656 00:28:11,885 --> 00:28:15,013 but maybe there really is something to this -- 657 00:28:15,097 --> 00:28:16,932 to having control. Indeed. 658 00:28:17,015 --> 00:28:20,560 The true potential of this form is found 659 00:28:20,644 --> 00:28:22,104 only in a lifetime 660 00:28:22,187 --> 00:28:25,649 of the deliberate honing of one's raw strength. 661 00:28:25,732 --> 00:28:31,071 Which is why this power is rightfully mine! 662 00:28:31,154 --> 00:28:33,198 [ Screams ] 663 00:28:33,281 --> 00:28:35,534 Ben! 664 00:28:35,617 --> 00:28:36,827 Yes! 665 00:28:36,910 --> 00:28:39,746 [ Screaming continues ] 666 00:28:44,042 --> 00:28:46,086 [ Grunts ] 667 00:28:46,169 --> 00:28:50,048 I'm Vilgax once more! 668 00:28:50,132 --> 00:28:52,217 What? What did you do? 669 00:28:52,300 --> 00:28:54,302 What happened to Gax? 670 00:28:54,386 --> 00:28:58,056 "Gax" is but a fraction of my DNA. 671 00:28:58,140 --> 00:29:02,144 My true power, trapped inside that Omnitrix 672 00:29:02,227 --> 00:29:04,855 to be used as a child's plaything. 673 00:29:04,938 --> 00:29:08,984 But now the halves have become whole. 674 00:29:09,067 --> 00:29:11,945 I have returned to my full strength, 675 00:29:12,028 --> 00:29:16,199 and I will destroy that cursed device. 676 00:29:16,283 --> 00:29:17,701 We are too late. 677 00:29:17,784 --> 00:29:22,539 Oh, I can't handle any more bad guys right now! 678 00:29:24,458 --> 00:29:26,001 Hang on! 679 00:29:26,084 --> 00:29:29,379 You are indeed too late, interlopers! 680 00:29:29,463 --> 00:29:33,675 Now, witness the power of Vilgax! 681 00:29:33,758 --> 00:29:37,512 Vilgax has combined! We have to stop him! 682 00:29:37,596 --> 00:29:38,805 [ Grunts ] 683 00:29:38,889 --> 00:29:40,307 [ Roars ] 684 00:29:46,104 --> 00:29:49,357 Whoa, whoa! All right, I can work with this. 685 00:29:51,610 --> 00:29:52,736 What's going on, Ben? 686 00:29:52,819 --> 00:29:54,029 I don't know, Grandpa, 687 00:29:54,112 --> 00:29:55,906 but I think these guys are on our side. 688 00:29:55,989 --> 00:29:57,908 And I need to help them. 689 00:29:57,991 --> 00:30:00,911 ♪♪ 690 00:30:00,994 --> 00:30:02,913 Sorry we got off on the wrong foot! 691 00:30:02,996 --> 00:30:04,623 [ Grunts ] Whoa! 692 00:30:04,706 --> 00:30:07,209 Eee! Oof! 693 00:30:07,292 --> 00:30:09,753 [ Screams ] Oof! 694 00:30:09,836 --> 00:30:13,089 Undone by unpredictable transformations! 695 00:30:15,800 --> 00:30:19,721 [ Grunting ] 696 00:30:19,804 --> 00:30:21,640 Ooh! 697 00:30:21,723 --> 00:30:24,476 It appears I am once again a solo act. 698 00:30:24,559 --> 00:30:26,061 I need a plan. 699 00:30:26,144 --> 00:30:28,897 I could elevate those elements and use their kinetic energy 700 00:30:28,980 --> 00:30:31,816 to offset the stability of -- I've got it! 701 00:30:31,900 --> 00:30:33,693 I lost it. 702 00:30:33,777 --> 00:30:36,404 Have to do this the Cannonbolt way! 703 00:30:36,488 --> 00:30:39,407 [ Growling ] 704 00:30:43,995 --> 00:30:45,497 Seeds? 705 00:30:47,666 --> 00:30:49,417 [ Growls ] 706 00:30:49,501 --> 00:30:51,253 Ha, ha! Huh? 707 00:30:51,336 --> 00:30:53,213 Whoa! 708 00:30:53,296 --> 00:30:55,382 [ Growls ] You are a pest! 709 00:30:55,465 --> 00:30:57,425 And you are trying my patience! 710 00:30:57,509 --> 00:31:00,679 [ Grunting ] I just need a second. 711 00:31:00,762 --> 00:31:03,098 [ Grunts ] No, not again! 712 00:31:03,181 --> 00:31:06,101 Oof! [ Grunts ] 713 00:31:06,184 --> 00:31:07,602 Ugh! 714 00:31:07,686 --> 00:31:10,647 [ Grunts ] 715 00:31:10,730 --> 00:31:12,232 Oh, boy! [ Grunts ] 716 00:31:16,570 --> 00:31:18,572 [ Panting ] 717 00:31:18,655 --> 00:31:20,490 Ben, you all right?! 718 00:31:20,574 --> 00:31:23,118 Yeah. [ Exhales ] 719 00:31:23,201 --> 00:31:25,912 I didn't know if I was going to make it out of that one. 720 00:31:25,996 --> 00:31:28,790 [ Loud thump ] Congratulations! 721 00:31:28,873 --> 00:31:31,668 You've managed to knock me off balance! 722 00:31:31,751 --> 00:31:34,879 Aw, come on, dude, why couldn't you stay down?! 723 00:31:34,963 --> 00:31:37,465 Just surrender, child! 724 00:31:37,549 --> 00:31:42,178 That's it, squid face. You're sushi! 725 00:31:42,262 --> 00:31:43,972 [ Grunts ] 726 00:31:44,055 --> 00:31:49,519 Without full control of your power, you cannot defeat me. 727 00:31:49,603 --> 00:31:52,063 Whoa! 728 00:31:52,147 --> 00:31:53,231 Ow! 729 00:31:56,359 --> 00:31:57,819 Ben! 730 00:31:57,902 --> 00:31:59,154 Gwen, get down! 731 00:31:59,237 --> 00:32:02,198 ♪♪ 732 00:32:02,282 --> 00:32:05,493 Pitiful! 733 00:32:07,412 --> 00:32:09,372 [ Whoosh! ] 734 00:32:16,421 --> 00:32:19,049 ♪♪ 735 00:32:19,132 --> 00:32:21,801 Oh, no! Grandpa, is he? 736 00:32:21,885 --> 00:32:24,137 Grey Matter: [ Coughs ] Ugh! 737 00:32:24,220 --> 00:32:26,222 Good thing Grey Matter is so small. 738 00:32:26,306 --> 00:32:28,224 I could have been crushed. 739 00:32:28,308 --> 00:32:31,728 [ Groans ] I just want to go back to Ben. 740 00:32:31,811 --> 00:32:33,480 Ben. That... 741 00:32:33,563 --> 00:32:35,899 may not be possible. 742 00:32:35,982 --> 00:32:39,027 You really are a brilliant science guy, Phil... 743 00:32:39,110 --> 00:32:40,445 and a downer. 744 00:32:40,528 --> 00:32:43,990 It appears the device has fused into an open state. 745 00:32:44,074 --> 00:32:47,577 And while I am reading energy signatures for 10 aliens... 746 00:32:47,661 --> 00:32:52,082 I'm no longer reading one for Ben Tennyson. 747 00:32:52,165 --> 00:32:55,251 ♪♪ 748 00:33:07,514 --> 00:33:11,017 ♪♪ 749 00:33:11,101 --> 00:33:14,145 Ugh! So hungry. 750 00:33:14,229 --> 00:33:17,232 Here you go, Ben. Cooking isn't really my forte. 751 00:33:17,315 --> 00:33:20,485 But Grandpa is too busy to make dinner so, uh, bon appetit? 752 00:33:20,568 --> 00:33:23,279 Aw, sweet! I'm starving! 753 00:33:25,990 --> 00:33:28,743 Oof! Aw, crushed it, 754 00:33:28,827 --> 00:33:31,162 And torched it. 755 00:33:31,246 --> 00:33:32,288 No! 756 00:33:32,372 --> 00:33:33,373 It's fine. 757 00:33:33,456 --> 00:33:35,208 I probably overcooked it anyway. 758 00:33:35,291 --> 00:33:37,293 All right, kids, it shouldn't be much longer. 759 00:33:37,377 --> 00:33:38,586 How you holding up? 760 00:33:38,670 --> 00:33:40,004 Both: We're fine, Grandpa. 761 00:33:40,088 --> 00:33:43,425 [ Growls ] I wish I'd never found this stupid watch! 762 00:33:43,508 --> 00:33:45,468 I can't eat. 763 00:33:45,552 --> 00:33:47,053 I can't sleep. 764 00:33:47,137 --> 00:33:49,889 I can't even be me anymore! 765 00:33:49,973 --> 00:33:51,391 Don't worry. 766 00:33:51,474 --> 00:33:53,977 We'll get you back to your normal annoying Ben self soon. 767 00:33:54,060 --> 00:33:55,770 [ Screams ] Gwen! 768 00:33:55,854 --> 00:33:58,481 It's okay, Grandpa buys oven mitts in bulk. 769 00:33:58,565 --> 00:34:00,525 Good news! Thanks to the data I gathered 770 00:34:00,608 --> 00:34:02,444 during battle with that Vilgax creature, 771 00:34:02,527 --> 00:34:05,989 I've concluded that the source of the problems with your Omnitrix is 772 00:34:06,072 --> 00:34:07,157 in fact Vilgax himself. 773 00:34:07,240 --> 00:34:09,284 And that's good news how? 774 00:34:09,367 --> 00:34:11,161 Because now I know how to fix it! 775 00:34:11,244 --> 00:34:13,413 All you have to do is defeat Vilgax! 776 00:34:13,496 --> 00:34:15,206 How am I supposed do that? 777 00:34:15,290 --> 00:34:16,958 I already lost to him once 778 00:34:17,041 --> 00:34:19,418 because my transformations are... 779 00:34:19,501 --> 00:34:20,878 My transformations... 780 00:34:20,962 --> 00:34:22,797 Transformations are... 781 00:34:22,880 --> 00:34:23,882 Transformations... 782 00:34:23,965 --> 00:34:27,010 [ Growls ] 783 00:34:27,093 --> 00:34:28,511 We can fix him, right? 784 00:34:28,595 --> 00:34:31,264 Let's just focus on finding Vilgax for now. 785 00:34:31,347 --> 00:34:34,726 Speaking of squid face, the dish just picked him up. 786 00:34:34,809 --> 00:34:37,686 [ Beeping ] 787 00:34:40,857 --> 00:34:43,358 Mount Megalodon? I just fixed that... 788 00:34:43,443 --> 00:34:44,652 Mess. 789 00:34:44,735 --> 00:34:46,945 Ben, it's probably safer if you stay in the back 790 00:34:47,030 --> 00:34:49,532 until you get better control over your situation. 791 00:34:49,616 --> 00:34:52,117 So what could Vilgax want with the volcano? 792 00:34:52,202 --> 00:34:55,079 I mean, besides a beat down from Ben! 793 00:34:55,163 --> 00:34:56,456 [ Chuckles ] 794 00:34:56,539 --> 00:34:58,833 Ben? [ Sighs ] 795 00:34:58,917 --> 00:35:00,960 Well, he's not here to admire the view. 796 00:35:01,044 --> 00:35:02,504 If he wants to break orbit, 797 00:35:02,587 --> 00:35:04,672 his ship is going to need to replace a lot of energy, 798 00:35:04,756 --> 00:35:07,133 and there's a ton of it in the magma underneath that mountain. 799 00:35:07,217 --> 00:35:08,843 And while he's getting it, 800 00:35:08,927 --> 00:35:11,137 we should have just enough time to analyze the data I gathered, 801 00:35:11,221 --> 00:35:13,097 and undo whatever he did to the Omnitrix 802 00:35:13,181 --> 00:35:14,557 before he gets out of reach. 803 00:35:14,641 --> 00:35:16,142 What if we don't-- 804 00:35:16,226 --> 00:35:17,602 Whoa! [ Rumbling ] 805 00:35:17,685 --> 00:35:18,812 Huh? 806 00:35:24,275 --> 00:35:25,860 Hang on! 807 00:35:25,944 --> 00:35:28,571 ♪♪ 808 00:35:28,655 --> 00:35:32,116 Phil: The volcano's destabilizing -- right underneath us! 809 00:35:32,200 --> 00:35:33,284 Turn back, Max! 810 00:35:33,368 --> 00:35:35,870 [ Grunts ] I can't stop it! 811 00:35:35,954 --> 00:35:38,414 Maybe I can! 812 00:35:41,125 --> 00:35:45,088 Come on... 813 00:35:45,171 --> 00:35:46,214 Yes! 814 00:35:46,297 --> 00:35:48,216 Whoa! 815 00:35:48,299 --> 00:35:49,592 Both: Ben! 816 00:35:49,676 --> 00:35:51,135 No! 817 00:35:51,219 --> 00:35:52,387 No, no, no, no, no! 818 00:35:52,470 --> 00:35:55,223 [ Gasps ] Yes! [ Laughs ] 819 00:35:55,306 --> 00:35:57,058 No! [ Screams ] 820 00:35:57,141 --> 00:35:58,893 Oh, man, oh, man, oh, man! 821 00:35:58,977 --> 00:36:01,813 [ Grunts ] 822 00:36:01,896 --> 00:36:04,232 Thank you for bringing me the Omnitrix! 823 00:36:04,315 --> 00:36:08,278 You survived our last encounter thanks to its power! 824 00:36:08,361 --> 00:36:10,655 Mildly impressive. 825 00:36:10,738 --> 00:36:13,741 Hey! My eyes are up here, Vilgax! 826 00:36:13,825 --> 00:36:16,077 And I hope you're ready for round two, 827 00:36:16,160 --> 00:36:18,454 'cause you're about to get Heatblasted! 828 00:36:18,538 --> 00:36:22,375 I am always ready, changeling. 829 00:36:22,458 --> 00:36:24,502 What? Oh, fine! 830 00:36:24,586 --> 00:36:26,379 Whoa! [ Screams ] 831 00:36:26,462 --> 00:36:28,089 [ Grunts ] Aqua kick -- aagh! 832 00:36:28,172 --> 00:36:31,384 Pitiful! [ Grunting ] 833 00:36:31,467 --> 00:36:34,596 Not so fast, Vilgax! 834 00:36:34,679 --> 00:36:37,015 Here's water in your -- arms! 835 00:36:37,098 --> 00:36:39,642 [ Grunts ] 836 00:36:46,858 --> 00:36:47,775 Hyah! 837 00:36:47,859 --> 00:36:49,611 Ouchie! 838 00:36:49,694 --> 00:36:51,321 Eek! 839 00:36:51,404 --> 00:36:52,780 [ Screaming ] 840 00:36:52,864 --> 00:36:54,699 I can't control my transformations, 841 00:36:54,782 --> 00:36:57,118 but perhaps I can control my lack of control. 842 00:36:57,201 --> 00:36:59,787 Guess who's coming, sour puss? 843 00:36:59,871 --> 00:37:01,789 [ Grunting ] 844 00:37:01,873 --> 00:37:03,458 Prepare yourself, brute! 845 00:37:03,541 --> 00:37:06,294 For even I do not know my next attack! 846 00:37:06,377 --> 00:37:08,296 Stinkfly? 847 00:37:08,379 --> 00:37:10,506 [ Growls ] 848 00:37:12,592 --> 00:37:15,678 Whoa! 849 00:37:15,762 --> 00:37:19,223 Four Arms -- each fist with your name on it! 850 00:37:19,307 --> 00:37:20,975 [ Grunts ] 851 00:37:21,059 --> 00:37:23,061 [ Groaning ] 852 00:37:26,898 --> 00:37:29,317 Your crystals mean nothing to me! 853 00:37:29,400 --> 00:37:31,986 [ Grunting ] 854 00:37:32,070 --> 00:37:34,113 It's not about the crystals, octo-face! 855 00:37:34,197 --> 00:37:37,325 It's all about the element of surprise! 856 00:37:37,408 --> 00:37:39,202 [ Grunts ] 857 00:37:39,285 --> 00:37:44,165 Awful hard to fight when you don't know what's coming! 858 00:37:44,248 --> 00:37:46,417 Huh?! Aah! 859 00:37:49,212 --> 00:37:50,922 [ Panting ] 860 00:37:51,005 --> 00:37:53,424 It would appear that I've underestimated 861 00:37:53,508 --> 00:37:55,093 the power of the Omnitrix. 862 00:37:55,176 --> 00:37:58,638 Giving a mere child the power to challenge me -- 863 00:37:58,721 --> 00:38:00,848 Vilgax the Conqueror! 864 00:38:00,932 --> 00:38:03,685 I think I'll take it. 865 00:38:03,768 --> 00:38:05,019 Come and get it! 866 00:38:05,103 --> 00:38:08,439 [ Grunts ] 867 00:38:08,523 --> 00:38:09,816 [ Computer chirps ] Hmm! 868 00:38:09,899 --> 00:38:12,610 The molten energy from this dirt planet 869 00:38:12,694 --> 00:38:14,737 has finished fueling my ship. 870 00:38:14,821 --> 00:38:18,408 I can finally resume conquering the galaxy. 871 00:38:18,491 --> 00:38:20,827 Max, what are you doing? 872 00:38:20,910 --> 00:38:21,828 I'm going after Ben. 873 00:38:21,911 --> 00:38:23,371 Still as reckless as ever, huh? 874 00:38:23,454 --> 00:38:25,623 He's my grandson, Phil -- he's counting on me. 875 00:38:25,707 --> 00:38:27,834 You're going to jump on an alien ship 876 00:38:27,917 --> 00:38:30,545 that's floating in a pool of seething magma? 877 00:38:30,628 --> 00:38:31,921 It's not a good idea! 878 00:38:32,005 --> 00:38:33,589 Look out -- coming through! 879 00:38:33,673 --> 00:38:35,633 Gwen? No! 880 00:38:35,717 --> 00:38:37,719 [ Groans ] 881 00:38:37,802 --> 00:38:41,097 You never should have come back, foolish sapling. 882 00:38:41,180 --> 00:38:42,598 [ Groans ] Hey! 883 00:38:42,682 --> 00:38:45,560 Nobody calls my cousin a fool but me, creep face! 884 00:38:45,643 --> 00:38:47,895 Gwen?! Hyah! 885 00:38:47,979 --> 00:38:51,149 [ Grunting ] I'm not afraid of you! 886 00:38:51,232 --> 00:38:53,401 Whoa! Oof! 887 00:38:56,654 --> 00:38:59,574 Stay here! 888 00:38:59,657 --> 00:39:01,034 Stay? I'm your back-up! 889 00:39:01,117 --> 00:39:03,244 You shouldn't be here! What?! 890 00:39:03,327 --> 00:39:05,538 There's no way I'm going to let you hog all of the action! 891 00:39:05,621 --> 00:39:08,333 This guy is too powerful -- maybe even for me. 892 00:39:08,416 --> 00:39:11,461 I couldn't stand it if you got hurt. 893 00:39:11,544 --> 00:39:13,171 Believe in yourself, Ben... 894 00:39:13,254 --> 00:39:14,839 because I do. 895 00:39:14,922 --> 00:39:19,218 Very touching final words. 896 00:39:19,302 --> 00:39:20,928 Cousins forever. 897 00:39:21,012 --> 00:39:23,264 I have a mission for you. 898 00:39:23,347 --> 00:39:25,600 I need you to take care of Grandpa! 899 00:39:25,683 --> 00:39:27,435 Ben, what are you -- Hang on! 900 00:39:27,518 --> 00:39:29,729 [ Grunts ] [ Screams ] 901 00:39:29,812 --> 00:39:31,856 Gotcha! [ Grunts ] Are you all right? 902 00:39:31,939 --> 00:39:34,942 I am, but I'm worried about Ben. He's scared. 903 00:39:35,026 --> 00:39:38,905 Sometimes being scared is the perfect motivation. 904 00:39:38,988 --> 00:39:40,448 [ Groaning ] 905 00:39:40,531 --> 00:39:42,492 [ Gasps ] Gwen. 906 00:39:42,575 --> 00:39:46,496 Welcome to my control room... 907 00:39:46,579 --> 00:39:48,956 wearer of the Omnitrix. 908 00:39:49,040 --> 00:39:51,292 [ Growls ] 909 00:39:51,375 --> 00:39:56,089 This fight is over. 910 00:39:56,172 --> 00:39:59,342 What? I'm me again?! What did you do?! 911 00:39:59,425 --> 00:40:03,221 What your incompetence and ignorance could not -- 912 00:40:03,304 --> 00:40:04,722 repair the Omnitrix. 913 00:40:04,806 --> 00:40:08,935 And now, you should brace yourself. 914 00:40:09,018 --> 00:40:11,646 The removal process is... 915 00:40:11,729 --> 00:40:14,649 most unpleasant. 916 00:40:14,732 --> 00:40:16,984 [ Grunts ] Aah! 917 00:40:17,068 --> 00:40:19,070 You insolent wretch! 918 00:40:19,153 --> 00:40:22,365 If he fixed it, then I can choose whatever alien I want! 919 00:40:22,448 --> 00:40:24,742 None of the aliens you have displayed 920 00:40:24,826 --> 00:40:27,036 possess the power to stop this ship 921 00:40:27,120 --> 00:40:29,288 from entering orbit in 30 seconds. 922 00:40:29,372 --> 00:40:32,667 There's still one alien you haven't met yet! 923 00:40:32,750 --> 00:40:36,796 ♪♪ 924 00:40:40,133 --> 00:40:41,676 And his name is Upgrade! 925 00:40:41,759 --> 00:40:43,427 Hope you enjoyed your flight, 926 00:40:43,511 --> 00:40:46,973 because I'm sending this ship right into the garbage! 927 00:40:47,056 --> 00:40:49,684 A Galvanic mechamorph?! 928 00:40:49,767 --> 00:40:51,519 No! 929 00:40:51,602 --> 00:40:53,146 [ Grunting ] 930 00:40:53,229 --> 00:40:57,483 Yes! One massive ship downgrade coming right up! 931 00:40:59,485 --> 00:41:01,821 We gotta do something, Grandpa! 932 00:41:01,904 --> 00:41:02,989 We've done all we can. 933 00:41:03,072 --> 00:41:04,365 It's up to Ben now. 934 00:41:04,448 --> 00:41:05,658 And he might be doing it! 935 00:41:05,741 --> 00:41:07,952 [ Whoosh! ] 936 00:41:11,122 --> 00:41:12,540 No! 937 00:41:12,623 --> 00:41:16,961 What have you done with my ship?! 938 00:41:17,044 --> 00:41:19,505 Not sure, but it sounds really bad. 939 00:41:19,589 --> 00:41:21,257 You ought to get that looked at. 940 00:41:21,340 --> 00:41:22,592 [ Growls ] 941 00:41:22,675 --> 00:41:25,845 Very clever, boy, but now you've doomed us both. 942 00:41:25,928 --> 00:41:29,640 You can't run, and the Omnitrix can't help you now. 943 00:41:29,724 --> 00:41:33,269 If my ship goes down, you go down with it. 944 00:41:33,352 --> 00:41:35,229 Run, Omnitrix? 945 00:41:35,313 --> 00:41:38,107 That's it! 946 00:41:38,191 --> 00:41:40,276 What are you?! 947 00:41:40,359 --> 00:41:41,986 [ Grunts ] 948 00:41:46,032 --> 00:41:50,369 Whoa! What's up with the Omnitrix? 949 00:41:50,453 --> 00:41:51,996 Enough! 950 00:41:52,079 --> 00:41:55,583 Couldn't agree more! 951 00:41:55,666 --> 00:41:58,002 I will destroy you, 952 00:41:58,085 --> 00:42:02,757 and then I will destroy this world! 953 00:42:02,840 --> 00:42:04,258 Now see, that's what makes me mad. 954 00:42:04,342 --> 00:42:06,427 Not enough that you ruined my day... 955 00:42:06,510 --> 00:42:11,098 Now you want to ruin everyone else's! 956 00:42:11,182 --> 00:42:13,601 Bup, bup, bup, bup. You're not going anywhere! 957 00:42:13,684 --> 00:42:16,812 [ Grunts ] You're all washed up! 958 00:42:16,896 --> 00:42:19,065 [ Growls, grunts ] 959 00:42:19,148 --> 00:42:21,692 Oh, you want my Omnitrix, Vilgax? 960 00:42:21,776 --> 00:42:23,069 This Omnitrix?! 961 00:42:23,152 --> 00:42:26,405 Unfortunately, I have other plans for it. 962 00:42:26,489 --> 00:42:27,448 [ Growls ] 963 00:42:27,531 --> 00:42:30,660 [ Grunts ] 964 00:42:30,743 --> 00:42:31,953 Aah! 965 00:42:32,036 --> 00:42:34,997 It's not possible to change this frequently! 966 00:42:35,081 --> 00:42:37,458 Maybe not, but I had some unexpected practice 967 00:42:37,541 --> 00:42:39,293 with rapid changes recently! 968 00:42:39,377 --> 00:42:41,504 My win, your loss. 969 00:42:41,587 --> 00:42:44,924 [ Rumbling ] 970 00:42:45,007 --> 00:42:46,509 Whuh-oh! 971 00:42:46,592 --> 00:42:48,594 [ Alarm blares ] 972 00:42:48,678 --> 00:42:51,180 Oh, no! It's going down! 973 00:42:53,057 --> 00:42:55,184 Ben? 974 00:42:55,268 --> 00:42:57,895 [ Sobbing ] 975 00:42:57,979 --> 00:43:00,606 He -- he saved the planet. 976 00:43:00,690 --> 00:43:03,985 He saved the entire universe. 977 00:43:04,068 --> 00:43:07,989 [ Sniffling ] 978 00:43:08,072 --> 00:43:09,407 Sorry. 979 00:43:09,490 --> 00:43:12,493 I wasn't sure how to interrupt without being a jerk about it. 980 00:43:12,576 --> 00:43:14,161 Ben! 981 00:43:14,245 --> 00:43:17,373 [ Laughing ] Come here, you two! 982 00:43:17,456 --> 00:43:21,669 ♪♪ 983 00:43:21,752 --> 00:43:24,547 And then Heatblast blasted him across the room, 984 00:43:24,630 --> 00:43:25,923 and Cannonbolt stomped him, 985 00:43:26,007 --> 00:43:27,925 and Diamondhead trapped him in a giant crystal. 986 00:43:28,009 --> 00:43:30,344 And I was like glowing, and I was switching aliens 987 00:43:30,428 --> 00:43:32,096 without even touching the watch! 988 00:43:32,179 --> 00:43:33,806 It was amazing! 989 00:43:33,889 --> 00:43:35,558 That sounds so cool! 990 00:43:35,641 --> 00:43:37,059 Yeah, here, let me show you! 991 00:43:37,143 --> 00:43:40,062 Come on, Heatblast! 992 00:43:40,146 --> 00:43:43,316 [ Grunts ] Heatblast! 993 00:43:43,399 --> 00:43:46,527 Aw, man. Is it broken again? 994 00:43:46,610 --> 00:43:47,778 Not at all! 995 00:43:47,862 --> 00:43:50,614 When you used Upgrade to enhance the Omnitrix, 996 00:43:50,698 --> 00:43:52,825 it gave you a great boost of power, 997 00:43:52,908 --> 00:43:54,535 but that boost was only temporary. 998 00:43:54,618 --> 00:43:56,162 To all appearances, 999 00:43:56,245 --> 00:43:59,540 the Omnitrix is functioning as it was before Gax appeared. 1000 00:43:59,623 --> 00:44:01,250 Sounds like it's back to square one. 1001 00:44:01,334 --> 00:44:05,630 The Omnitrix truly is a magnificent piece of technology, 1002 00:44:05,713 --> 00:44:08,382 and I'm certain there's even more to discover about it. 1003 00:44:08,466 --> 00:44:10,176 Wait! Where are you going? 1004 00:44:10,259 --> 00:44:12,803 My services are needed elsewhere. 1005 00:44:12,887 --> 00:44:14,388 Take care, Tennysons. 1006 00:44:14,472 --> 00:44:17,975 Bye, Phil! Wow! What a cool, mysterious guy. 1007 00:44:18,059 --> 00:44:19,643 [ Scoffs ] He barely even did anything! 1008 00:44:19,727 --> 00:44:22,396 Well, kids, it's been a wild trip so far. 1009 00:44:22,480 --> 00:44:23,981 But given today, I'm guessing 1010 00:44:24,065 --> 00:44:26,817 you probably want to cut it short and head home early? 1011 00:44:28,486 --> 00:44:29,945 [ Laughs ] Gotcha! 1012 00:44:30,029 --> 00:44:33,240 Last one to the Rustbucket is a wart on Vilgax's nose! 1013 00:44:33,324 --> 00:44:36,660 Whoa! Best summer of my life! 1014 00:44:36,744 --> 00:44:39,372 [ Beeping ] 1015 00:44:42,666 --> 00:44:45,836 Okay, so, today Grandpa, Ben, and I are out whale watching. 1016 00:44:45,920 --> 00:44:48,089 [ Gasps ] I think we might have something here. 1017 00:44:48,172 --> 00:44:50,674 Let me give you guys a better angle. Hold on. 1018 00:44:50,758 --> 00:44:52,885 Before an animal surfaces the water, 1019 00:44:52,968 --> 00:44:55,429 you can usually see their air bubbles and -- 1020 00:44:55,513 --> 00:44:58,474 Ben! You're gonna scare away all the whales! 1021 00:44:58,557 --> 00:44:59,683 [ Laughs ] 1022 00:44:59,767 --> 00:45:01,644 Who wants to watch some boring old whales 1023 00:45:01,727 --> 00:45:04,480 when you can watch cool new Overfl-- Aah! 1024 00:45:08,401 --> 00:45:11,987 Wow! Wasn't that beautiful? 1025 00:45:12,071 --> 00:45:14,407 Time to throw stuff!