1
00:00:00,000 --> 00:00:05,604
>> Ben: ALBEDO!
STAY BACK, ROOK!

2
00:00:05,606 --> 00:00:16,382
TAKE A LOOK AROUND, KHYBER.
YOUR BUDDY ALBEDO HERE LOST.
<i>YOU'VE</i> LOST.

3
00:00:16,384 --> 00:00:19,051
YOUR BUDDY ALBEDO HERE LOST.
<i>YOU'VE</i> LOST.
>> Albedo: [ CACKLES ]

4
00:00:19,053 --> 00:00:19,785
<i>YOU'VE</i> LOST.
>> Albedo: [ CACKLES ]
SHOW THEM!

5
00:00:19,787 --> 00:00:21,420
>> Albedo: [ CACKLES ]
SHOW THEM!
SHOW THEM WHY IT IS <i>THEY</i> WHO

6
00:00:21,422 --> 00:00:23,255
SHOW THEM!
SHOW THEM WHY IT IS <i>THEY</i> WHO
HAVE LOST!

7
00:00:23,257 --> 00:00:31,897
>> Khyber: STAY BACK.
YOUR LITTLE OLD GALVAN WOULDN'T
HOLD UP TO ANY ROUGH PLAY.

8
00:00:31,899 --> 00:00:32,798
YOUR LITTLE OLD GALVAN WOULDN'T
HOLD UP TO ANY ROUGH PLAY.
>> [ SIGHS ]

9
00:00:32,800 --> 00:00:35,134
HOLD UP TO ANY ROUGH PLAY.
>> [ SIGHS ]
ALBEDO, THIS IS JUST THE SORT OF

10
00:00:35,136 --> 00:00:36,969
>> [ SIGHS ]
ALBEDO, THIS IS JUST THE SORT OF
THING THAT GOT YOU FIRED.

11
00:00:36,971 --> 00:00:38,037
ALBEDO, THIS IS JUST THE SORT OF
THING THAT GOT YOU FIRED.
>> Albedo: [ GRUNTS ]

12
00:00:38,039 --> 00:00:39,371
THING THAT GOT YOU FIRED.
>> Albedo: [ GRUNTS ]
>> Ben: WHAT'S THE GAME PLAN,

13
00:00:39,373 --> 00:00:39,872
>> Albedo: [ GRUNTS ]
>> Ben: WHAT'S THE GAME PLAN,
AZMUTH?

14
00:00:39,874 --> 00:00:41,140
>> Ben: WHAT'S THE GAME PLAN,
AZMUTH?
THE SMARTEST GUY IN THE GALAXY

15
00:00:41,142 --> 00:00:42,441
AZMUTH?
THE SMARTEST GUY IN THE GALAXY
MUST HAVE A THOUSAND CONTINGENCY

16
00:00:42,443 --> 00:00:43,542
THE SMARTEST GUY IN THE GALAXY
MUST HAVE A THOUSAND CONTINGENCY
PLANS IN PLACE.

17
00:00:43,544 --> 00:00:44,910
MUST HAVE A THOUSAND CONTINGENCY
PLANS IN PLACE.
>> CONTINGENCY PLANS?

18
00:00:44,912 --> 00:00:46,612
PLANS IN PLACE.
>> CONTINGENCY PLANS?
WHO HAS TIME TO WORRY ABOUT THAT

19
00:00:46,614 --> 00:00:47,579
>> CONTINGENCY PLANS?
WHO HAS TIME TO WORRY ABOUT THAT
NONSENSE?

20
00:00:47,581 --> 00:00:50,049
WHO HAS TIME TO WORRY ABOUT THAT
NONSENSE?
HURRY UP AND EXTRICATE ME!

21
00:00:50,051 --> 00:00:52,651
NONSENSE?
HURRY UP AND EXTRICATE ME!
>> Khyber: [ WHISTLES ]

22
00:00:52,653 --> 00:00:53,585
HURRY UP AND EXTRICATE ME!
>> Khyber: [ WHISTLES ]
>> [ GROWLING ]

23
00:00:53,587 --> 00:00:54,153
>> Khyber: [ WHISTLES ]
>> [ GROWLING ]
>> Max: [ GRUNTS ]

24
00:00:54,155 --> 00:00:54,720
>> [ GROWLING ]
>> Max: [ GRUNTS ]
>> Rook: [ GRUNTS ]

25
00:00:54,722 --> 00:00:55,287
>> Max: [ GRUNTS ]
>> Rook: [ GRUNTS ]
>> Ben: [ GRUNTS ]

26
00:00:55,289 --> 00:00:56,321
>> Rook: [ GRUNTS ]
>> Ben: [ GRUNTS ]
>> Max: WHAT THE?!

27
00:00:56,323 --> 00:00:58,123
>> Ben: [ GRUNTS ]
>> Max: WHAT THE?!
>> Ben: THEY'RE DITTO PREDATORS.

28
00:00:58,125 --> 00:00:59,892
>> Max: WHAT THE?!
>> Ben: THEY'RE DITTO PREDATORS.
>> Albedo: FIRST THINKER, I KNOW

29
00:00:59,894 --> 00:01:01,393
>> Ben: THEY'RE DITTO PREDATORS.
>> Albedo: FIRST THINKER, I KNOW
YOU'RE WONDERING WHY I'VE

30
00:01:01,395 --> 00:01:02,561
>> Albedo: FIRST THINKER, I KNOW
YOU'RE WONDERING WHY I'VE
BROUGHT YOU HERE.

31
00:01:02,563 --> 00:01:04,229
YOU'RE WONDERING WHY I'VE
BROUGHT YOU HERE.
>> IF YOU'RE GOING TO GO INTO

32
00:01:04,231 --> 00:01:05,964
BROUGHT YOU HERE.
>> IF YOU'RE GOING TO GO INTO
DETAIL, FOR GOODNESS' SAKE, BE

33
00:01:05,966 --> 00:01:06,899
>> IF YOU'RE GOING TO GO INTO
DETAIL, FOR GOODNESS' SAKE, BE
BRIEF.

34
00:01:06,901 --> 00:01:07,933
DETAIL, FOR GOODNESS' SAKE, BE
BRIEF.
>> Albedo: FINE.

35
00:01:07,935 --> 00:01:10,736
BRIEF.
>> Albedo: FINE.
BRIEFLY, I HAVE BUILT A CEREBRAL

36
00:01:10,738 --> 00:01:12,104
>> Albedo: FINE.
BRIEFLY, I HAVE BUILT A CEREBRAL
VORTEX.

37
00:01:12,106 --> 00:01:13,739
BRIEFLY, I HAVE BUILT A CEREBRAL
VORTEX.
I SHALL DRAIN OFF AZMUTH'S

38
00:01:13,741 --> 00:01:15,574
VORTEX.
I SHALL DRAIN OFF AZMUTH'S
MENTAL ABILITIES AND USE THEM TO

39
00:01:15,576 --> 00:01:17,409
I SHALL DRAIN OFF AZMUTH'S
MENTAL ABILITIES AND USE THEM TO
AUGMENT MY OWN ULTIMATE GALVAN

40
00:01:17,411 --> 00:01:18,110
MENTAL ABILITIES AND USE THEM TO
AUGMENT MY OWN ULTIMATE GALVAN
MIND.

41
00:01:18,112 --> 00:01:21,080
AUGMENT MY OWN ULTIMATE GALVAN
MIND.
WHY, WITH MY HYPER-EVOLVED BRAIN

42
00:01:21,082 --> 00:01:22,347
MIND.
WHY, WITH MY HYPER-EVOLVED BRAIN
COMBINED WITH AZMUTH'S...

43
00:01:22,349 --> 00:01:23,982
WHY, WITH MY HYPER-EVOLVED BRAIN
COMBINED WITH AZMUTH'S...
>> Ben: YOU'LL BE ABOUT AS SMART

44
00:01:23,984 --> 00:01:24,917
COMBINED WITH AZMUTH'S...
>> Ben: YOU'LL BE ABOUT AS SMART
AS AZMUTH.

45
00:01:24,919 --> 00:01:26,685
>> Ben: YOU'LL BE ABOUT AS SMART
AS AZMUTH.
>> I'M AFRAID YOU HAVEN'T

46
00:01:26,687 --> 00:01:29,521
AS AZMUTH.
>> I'M AFRAID YOU HAVEN'T
THOUGHT THIS THROUGH THOROUGHLY.

47
00:01:29,523 --> 00:01:30,923
>> I'M AFRAID YOU HAVEN'T
THOUGHT THIS THROUGH THOROUGHLY.
>> Albedo: DON'T TALK DOWN TO

48
00:01:30,925 --> 00:01:33,492
THOUGHT THIS THROUGH THOROUGHLY.
>> Albedo: DON'T TALK DOWN TO
ME, FIRST THINKER.

49
00:01:33,494 --> 00:01:34,593
>> Albedo: DON'T TALK DOWN TO
ME, FIRST THINKER.
OH.

50
00:01:34,595 --> 00:01:36,361
ME, FIRST THINKER.
OH.
AND I WASN'T FIRED.

51
00:01:36,363 --> 00:01:38,097
OH.
AND I WASN'T FIRED.
I QUIT!

52
00:01:38,099 --> 00:01:39,932
AND I WASN'T FIRED.
I QUIT!
>> [ GROANING ]

53
00:01:39,934 --> 00:01:47,306
>> ♪ BEN 10
>> ♪ HE'S A KID, AND HE WANTS TO
HAVE FUN ♪

54
00:01:47,308 --> 00:01:48,107
>> ♪ HE'S A KID, AND HE WANTS TO
HAVE FUN ♪
>> ♪ BUT WHEN YOU NEED A

55
00:01:48,109 --> 00:01:49,541
HAVE FUN ♪
>> ♪ BUT WHEN YOU NEED A
SUPERHERO, HE GETS THE JOB

56
00:01:49,543 --> 00:01:49,942
>> ♪ BUT WHEN YOU NEED A
SUPERHERO, HE GETS THE JOB
DONE ♪

57
00:01:49,944 --> 00:01:50,476
SUPERHERO, HE GETS THE JOB
DONE ♪
>> ♪ BEN 10

58
00:01:50,478 --> 00:01:51,610
DONE ♪
>> ♪ BEN 10
>> ♪ WITH A DEVICE THAT HE WEARS

59
00:01:51,612 --> 00:01:52,478
>> ♪ BEN 10
>> ♪ WITH A DEVICE THAT HE WEARS
ON HIS ARM ♪

60
00:01:52,480 --> 00:01:53,479
>> ♪ WITH A DEVICE THAT HE WEARS
ON HIS ARM ♪
>> ♪ HE CAN CHANGE HIS SHAPE AND

61
00:01:53,481 --> 00:01:54,813
ON HIS ARM ♪
>> ♪ HE CAN CHANGE HIS SHAPE AND
SAVE THE WORLD FROM HARM ♪

62
00:01:54,815 --> 00:01:55,681
>> ♪ HE CAN CHANGE HIS SHAPE AND
SAVE THE WORLD FROM HARM ♪
>> ♪ WHEN TROUBLE'S TAKING

63
00:01:55,683 --> 00:01:56,115
SAVE THE WORLD FROM HARM ♪
>> ♪ WHEN TROUBLE'S TAKING
PLACE ♪

64
00:01:56,117 --> 00:01:57,116
>> ♪ WHEN TROUBLE'S TAKING
PLACE ♪
>> ♪ HE GETS RIGHT IN ITS FACE

65
00:01:57,118 --> 00:01:59,485
PLACE ♪
>> ♪ HE GETS RIGHT IN ITS FACE
>> ♪ BEN 10

66
00:01:59,487 --> 00:02:00,486
>> ♪ HE GETS RIGHT IN ITS FACE
>> ♪ BEN 10
>> ♪ WHEN LIVES ARE ON THE

67
00:02:00,488 --> 00:02:01,019
>> ♪ BEN 10
>> ♪ WHEN LIVES ARE ON THE
LINE ♪

68
00:02:01,021 --> 00:02:01,954
>> ♪ WHEN LIVES ARE ON THE
LINE ♪
>> ♪ IT'S HERO TIME

69
00:02:01,956 --> 00:02:02,721
LINE ♪
>> ♪ IT'S HERO TIME
>> ♪ BEN 10

70
00:02:02,723 --> 00:02:07,893
>> [ GROANING ]

71
00:02:07,895 --> 00:02:17,536
[ MACHINE BEEPS ]
Hello? Is anybody out there?
>> Albedo: THE TRANSFER WORKED!

72
00:02:17,538 --> 00:02:20,072
Hello? Is anybody out there?
>> Albedo: THE TRANSFER WORKED!
NOW, WATCH AS I MAKE AZMUTH'S

73
00:02:20,074 --> 00:02:21,740
>> Albedo: THE TRANSFER WORKED!
NOW, WATCH AS I MAKE AZMUTH'S
INTELLIGENCE MINE.

74
00:02:21,742 --> 00:02:23,242
NOW, WATCH AS I MAKE AZMUTH'S
INTELLIGENCE MINE.
>> Ben: AZMUTH?

75
00:02:23,244 --> 00:02:24,743
INTELLIGENCE MINE.
>> Ben: AZMUTH?
>> Khyber: [ CHUCKLES ]

76
00:02:24,745 --> 00:02:27,246
>> Ben: AZMUTH?
>> Khyber: [ CHUCKLES ]
NOW, WHO WANTS A TREAT?

77
00:02:27,248 --> 00:02:28,147
>> Khyber: [ CHUCKLES ]
NOW, WHO WANTS A TREAT?
>> [ ROARS ]

78
00:02:28,149 --> 00:02:29,314
NOW, WHO WANTS A TREAT?
>> [ ROARS ]
>> Max: [ GRUNTS ]

79
00:02:29,316 --> 00:02:30,883
>> [ ROARS ]
>> Max: [ GRUNTS ]
HIS BODY'S STILL ALIVE.

80
00:02:30,885 --> 00:02:31,583
>> Max: [ GRUNTS ]
HIS BODY'S STILL ALIVE.
>> [ ROARS ]

81
00:02:31,585 --> 00:02:34,653
HIS BODY'S STILL ALIVE.
>> [ ROARS ]
>> Rook: [ GRUNTING ]

82
00:02:34,655 --> 00:02:36,522
>> [ ROARS ]
>> Rook: [ GRUNTING ]
[ BEEP ]

83
00:02:36,524 --> 00:02:38,056
>> Rook: [ GRUNTING ]
[ BEEP ]
>> Albedo: [ GRUNTS ]

84
00:02:38,058 --> 00:02:40,492
[ BEEP ]
>> Albedo: [ GRUNTS ]
KHYBER! THE BRAIN!

85
00:02:40,494 --> 00:02:42,327
>> Albedo: [ GRUNTS ]
KHYBER! THE BRAIN!
>> [ ROARS ]

86
00:02:42,329 --> 00:02:59,545
[ OMNITRIX POWERS DOWN ]
>> [ CHUCKLING ]
>> Ben: AZMUTH!

87
00:02:59,547 --> 00:03:00,779
>> [ CHUCKLING ]
>> Ben: AZMUTH!
YOU'RE...OKAY?

88
00:03:00,781 --> 00:03:02,181
>> Ben: AZMUTH!
YOU'RE...OKAY?
>> [ CHUCKLES ]

89
00:03:02,183 --> 00:03:03,515
YOU'RE...OKAY?
>> [ CHUCKLES ]
PULL MY FINGER.

90
00:03:03,517 --> 00:03:04,950
>> [ CHUCKLES ]
PULL MY FINGER.
>> Max: NO, BEN.

91
00:03:04,952 --> 00:03:06,585
PULL MY FINGER.
>> Max: NO, BEN.
THAT'S NOT AZMUTH TALKING --

92
00:03:06,587 --> 00:03:07,786
>> Max: NO, BEN.
THAT'S NOT AZMUTH TALKING --
JUST HIS PRE-BRAIN.

93
00:03:07,788 --> 00:03:09,188
THAT'S NOT AZMUTH TALKING --
JUST HIS PRE-BRAIN.
>> Rook: GALVANS HAVE A

94
00:03:09,190 --> 00:03:10,789
JUST HIS PRE-BRAIN.
>> Rook: GALVANS HAVE A
SECONDARY BRAIN THAT HANDLES

95
00:03:10,791 --> 00:03:12,224
>> Rook: GALVANS HAVE A
SECONDARY BRAIN THAT HANDLES
BASIC BODILY FUNCTIONS.

96
00:03:12,226 --> 00:03:13,959
SECONDARY BRAIN THAT HANDLES
BASIC BODILY FUNCTIONS.
>> Ben: YEAH, HOW BASIC ARE WE

97
00:03:13,961 --> 00:03:14,860
BASIC BODILY FUNCTIONS.
>> Ben: YEAH, HOW BASIC ARE WE
TALKING HERE?

98
00:03:14,862 --> 00:03:16,428
TALKING HERE?
>> Max: IT MAKES BLUKIC AND

99
00:03:16,430 --> 00:03:17,930
>> Max: IT MAKES BLUKIC AND
DRIBA LOOK LIKE GENIUSES.

100
00:03:17,932 --> 00:03:20,098
DRIBA LOOK LIKE GENIUSES.
>> PBHT! PBHT!

101
00:03:20,100 --> 00:03:22,067
>> PBHT! PBHT!
>> Ben: [ LAUGHS ]

102
00:03:22,069 --> 00:03:23,902
>> Ben: [ LAUGHS ]
I KIND OF LIKE THIS GUY.

103
00:03:23,904 --> 00:03:33,212
>> Arctiguana: GIVE ME THAT
BRAIN!
>> [ ROARS ]

104
00:03:33,214 --> 00:03:34,580
BRAIN!
>> [ ROARS ]
>> Ben: [ GRUNTS ]

105
00:03:34,582 --> 00:03:35,581
>> [ ROARS ]
>> Ben: [ GRUNTS ]
>> [ ROARS ]

106
00:03:35,583 --> 00:03:37,616
>> Ben: [ GRUNTS ]
>> [ ROARS ]
>> Ben: [ GRUNTS ]

107
00:03:37,618 --> 00:03:38,750
>> [ ROARS ]
>> Ben: [ GRUNTS ]
[ GRUNTS ]

108
00:03:38,752 --> 00:03:39,885
>> Ben: [ GRUNTS ]
[ GRUNTS ]
[ DOOR WHIRS ]

109
00:03:39,887 --> 00:03:42,554
[ GRUNTS ]
[ DOOR WHIRS ]
>> [ GROANS ]

110
00:03:42,556 --> 00:03:43,388
[ DOOR WHIRS ]
>> [ GROANS ]
[ CLANKING ]

111
00:03:43,390 --> 00:03:45,057
>> [ GROANS ]
[ CLANKING ]
>> Ben: HEY, AZMUTH IS BEATING

112
00:03:45,059 --> 00:03:46,325
[ CLANKING ]
>> Ben: HEY, AZMUTH IS BEATING
HIS HEAD AGAINST A WALL.

113
00:03:46,327 --> 00:03:47,893
>> Ben: HEY, AZMUTH IS BEATING
HIS HEAD AGAINST A WALL.
Do you think he's trying to tell

114
00:03:47,895 --> 00:03:48,660
HIS HEAD AGAINST A WALL.
Do you think he's trying to tell
us something?

115
00:03:48,662 --> 00:03:50,262
Do you think he's trying to tell
us something?
>> Rook: YES -- THAT HIS BRAIN

116
00:03:50,264 --> 00:03:50,996
us something?
>> Rook: YES -- THAT HIS BRAIN
IS MISSING.

117
00:03:50,998 --> 00:03:52,598
>> Rook: YES -- THAT HIS BRAIN
IS MISSING.
>> Max: STAY PUT UNTIL WE GET

118
00:03:52,600 --> 00:03:53,332
IS MISSING.
>> Max: STAY PUT UNTIL WE GET
THERE, BEN.

119
00:03:53,334 --> 00:03:54,766
>> Max: STAY PUT UNTIL WE GET
THERE, BEN.
AND KEEP AZMUTH OUT OF TROUBLE

120
00:03:54,768 --> 00:03:55,834
THERE, BEN.
AND KEEP AZMUTH OUT OF TROUBLE
UNTIL WE CAN FIX HIM.

121
00:03:55,836 --> 00:03:57,236
AND KEEP AZMUTH OUT OF TROUBLE
UNTIL WE CAN FIX HIM.
>> Ben: Maybe he knows how to

122
00:03:57,238 --> 00:03:58,136
UNTIL WE CAN FIX HIM.
>> Ben: Maybe he knows how to
rebrain himself.

123
00:03:58,138 --> 00:03:59,571
>> Ben: Maybe he knows how to
rebrain himself.
I'll set him next to this lab

124
00:03:59,573 --> 00:04:00,939
rebrain himself.
I'll set him next to this lab
stuff and see what he does.

125
00:04:00,941 --> 00:04:04,109
I'll set him next to this lab
stuff and see what he does.
[ COMMUNICATOR BEEPS ]

126
00:04:04,111 --> 00:04:06,945
stuff and see what he does.
[ COMMUNICATOR BEEPS ]
GO ON, BUDDY. MAKE ME PROUD.

127
00:04:06,947 --> 00:04:08,413
[ COMMUNICATOR BEEPS ]
GO ON, BUDDY. MAKE ME PROUD.
[ CLANKING ]

128
00:04:08,415 --> 00:04:09,248
GO ON, BUDDY. MAKE ME PROUD.
[ CLANKING ]
[ MACHINE BEEPS ]

129
00:04:09,250 --> 00:04:10,682
[ CLANKING ]
[ MACHINE BEEPS ]
>>   <i>SELF-DESTRUCT SEQUENCE ARM.</i>

130
00:04:10,684 --> 00:04:11,450
[ MACHINE BEEPS ]
>>   <i>SELF-DESTRUCT SEQUENCE ARM.</i>
<i>[ TIMER BEEPS ]</i>

131
00:04:11,452 --> 00:04:12,918
>>   <i>SELF-DESTRUCT SEQUENCE ARM.</i>
<i>[ TIMER BEEPS ]</i>
<i>PRESS BUTTON TO PROCEED.</i>

132
00:04:12,920 --> 00:04:14,686
<i>[ TIMER BEEPS ]</i>
<i>PRESS BUTTON TO PROCEED.</i>
<i>>> Both: OHHH!</i>

133
00:04:14,688 --> 00:04:15,754
<i>PRESS BUTTON TO PROCEED.</i>
<i>>> Both: OHHH!</i>
<i>>> Max: Ben!</i>

134
00:04:15,756 --> 00:04:17,856
<i>>> Both: OHHH!</i>
<i>>> Max: Ben!</i>
<i>>> Rook: Please -- do not press</i>

135
00:04:17,858 --> 00:04:18,690
<i>>> Max: Ben!</i>
<i>>> Rook: Please -- do not press</i>
<i>anything!</i>

136
00:04:18,692 --> 00:04:19,691
<i>>> Rook: Please -- do not press</i>
<i>anything!</i>
<i>>> AWESOME.</i>

137
00:04:19,693 --> 00:04:20,592
<i>anything!</i>
<i>>> AWESOME.</i>
<i>[ ALARM BLARING ]</i>

138
00:04:20,594 --> 00:04:21,593
<i>>> AWESOME.</i>
<i>[ ALARM BLARING ]</i>
<i>>></i>   <i>SELF-DESTRUCT SEQUENCE</i>

139
00:04:21,595 --> 00:04:22,861
<i>[ ALARM BLARING ]</i>
<i>>></i>   <i>SELF-DESTRUCT SEQUENCE</i>
<i>ACTIVATED.</i>

140
00:04:22,863 --> 00:04:24,329
<i>>></i>   <i>SELF-DESTRUCT SEQUENCE</i>
<i>ACTIVATED.</i>
<i>OVERLOAD IMMINENT.</i>

141
00:04:24,331 --> 00:04:26,164
<i>ACTIVATED.</i>
<i>OVERLOAD IMMINENT.</i>
<i>>> Ben: WHAT -- NO COUNTDOWN?!</i>

142
00:04:26,166 --> 00:04:35,707
<i>[ BLARING CONTINUES ]</i>
<i>>> Albedo: WHAT'S GOING ON?</i>
<i>AAH!</i>

143
00:04:35,709 --> 00:04:39,211
<i>>> Albedo: WHAT'S GOING ON?</i>
<i>AAH!</i>
<i>>> [ GROWLS ]</i>

144
00:04:39,213 --> 00:04:41,046
<i>AAH!</i>
<i>>> [ GROWLS ]</i>
<i>[ DOOR BUZZES ]</i>

145
00:04:41,048 --> 00:04:46,652
<i>>> Ben: IT WASN'T ME!</i>
<i>IT WAS AZMUTH!</i>
<i>>> Rook: WHILE</i> <i>YOU</i> WERE

146
00:04:46,654 --> 00:04:47,986
<i>IT WAS AZMUTH!</i>
<i>>> Rook: WHILE</i> <i>YOU</i> WERE
SUPERVISING HIM.

147
00:04:47,988 --> 00:05:03,335
>> Ben: [ GRUNTS ]

148
00:05:03,337 --> 00:05:15,514
ALMOST HOME, BUDDY.
WE'LL GET YOUR SMARTS BACK.
I GUESS WE <i>HAVE</i> TO.

149
00:05:15,516 --> 00:05:16,715
WE'LL GET YOUR SMARTS BACK.
I GUESS WE <i>HAVE</i> TO.
>> [ BELCHES ]

150
00:05:16,717 --> 00:05:18,216
I GUESS WE <i>HAVE</i> TO.
>> [ BELCHES ]
EXCUSE YOU!

151
00:05:18,218 --> 00:05:19,151
>> [ BELCHES ]
EXCUSE YOU!
>> Ben: [ LAUGHS ]

152
00:05:19,153 --> 00:05:19,918
EXCUSE YOU!
>> Ben: [ LAUGHS ]
GOOD ONE.

153
00:05:19,920 --> 00:05:21,353
>> Ben: [ LAUGHS ]
GOOD ONE.
>> [ Clears throat ]

154
00:05:21,355 --> 00:05:23,388
GOOD ONE.
>> [ Clears throat ]
Since my mind has been offline

155
00:05:23,390 --> 00:05:25,223
>> [ Clears throat ]
Since my mind has been offline
for some time, I assume that

156
00:05:25,225 --> 00:05:27,326
Since my mind has been offline
for some time, I assume that
Ben Tennyson has rescued me and

157
00:05:27,328 --> 00:05:29,261
for some time, I assume that
Ben Tennyson has rescued me and
is trying to build a cerebral

158
00:05:29,263 --> 00:05:30,595
Ben Tennyson has rescued me and
is trying to build a cerebral
vortex to restore me.

159
00:05:30,597 --> 00:05:32,064
is trying to build a cerebral
vortex to restore me.
>> Ben: WOW. GOOD GUESS.

160
00:05:32,066 --> 00:05:33,832
vortex to restore me.
>> Ben: WOW. GOOD GUESS.
>> Let me walk you through the

161
00:05:33,834 --> 00:05:34,866
>> Ben: WOW. GOOD GUESS.
>> Let me walk you through the
procedure.

162
00:05:34,868 --> 00:05:36,902
>> Let me walk you through the
procedure.
You'll need four A.U.s of

163
00:05:36,904 --> 00:05:39,104
procedure.
You'll need four A.U.s of
superfine nucleitized carbon

164
00:05:39,106 --> 00:05:41,006
You'll need four A.U.s of
superfine nucleitized carbon
filament, 15 scolometric

165
00:05:41,008 --> 00:05:42,774
superfine nucleitized carbon
filament, 15 scolometric
ligatures, a pair of scissors --

166
00:05:42,776 --> 00:05:44,576
filament, 15 scolometric
ligatures, a pair of scissors --
Write this down! It's critical!

167
00:05:44,578 --> 00:05:46,178
ligatures, a pair of scissors --
Write this down! It's critical!
>> Rook: DO YOU NEED A PEN?

168
00:05:46,180 --> 00:05:47,012
Write this down! It's critical!
>> Rook: DO YOU NEED A PEN?
>> Ben: NAH.

169
00:05:47,014 --> 00:05:48,246
>> Rook: DO YOU NEED A PEN?
>> Ben: NAH.
IT'S JUST AZMUTH'S USUAL

170
00:05:48,248 --> 00:05:49,848
>> Ben: NAH.
IT'S JUST AZMUTH'S USUAL
"BLAH BLAH BLAH."

171
00:05:49,850 --> 00:05:51,616
IT'S JUST AZMUTH'S USUAL
"BLAH BLAH BLAH."
BUT    <i>TH</i>GUY -- I COULD SIT DOWN

172
00:05:51,618 --> 00:05:53,251
"BLAH BLAH BLAH."
BUT    <i>TH</i>GUY -- I COULD SIT DOWN
AND HAVE A SMOOTHIE WITH HIM.

173
00:05:53,253 --> 00:05:54,953
BUT    <i>TH</i>GUY -- I COULD SIT DOWN
AND HAVE A SMOOTHIE WITH HIM.
>> Max: BEN, THE BRAIN IS GOING

174
00:05:54,955 --> 00:05:55,387
AND HAVE A SMOOTHIE WITH HIM.
>> Max: BEN, THE BRAIN IS GOING
BACK.

175
00:05:55,389 --> 00:05:56,121
>> Max: BEN, THE BRAIN IS GOING
BACK.
[ RUMBLING ]

176
00:05:56,123 --> 00:05:56,855
BACK.
[ RUMBLING ]
>> [ GROANS ]

177
00:05:56,857 --> 00:05:57,723
[ RUMBLING ]
>> [ GROANS ]
>> Rook: KHYBER!

178
00:05:57,725 --> 00:05:59,057
>> [ GROANS ]
>> Rook: KHYBER!
>> Ben: THIS CALLS FOR SOME

179
00:05:59,059 --> 00:06:00,459
>> Rook: KHYBER!
>> Ben: THIS CALLS FOR SOME
ASTRODACTYL.

180
00:06:00,461 --> 00:06:01,893
>> Ben: THIS CALLS FOR SOME
ASTRODACTYL.
[ BEEP ]

181
00:06:01,895 --> 00:06:03,195
ASTRODACTYL.
[ BEEP ]
>> Cannonbolt: WHY DO I EVEN

182
00:06:03,197 --> 00:06:05,464
[ BEEP ]
>> Cannonbolt: WHY DO I EVEN
BOTHER CALLING THEM OUT ANYMORE?

183
00:06:05,466 --> 00:06:14,306
[ GRUNTS ]
>> Albedo: FOCUSING THE TRACTOR
BEAM.

184
00:06:14,308 --> 00:06:20,045
>> Cannonbolt: [ GRUNTING ]

185
00:06:20,047 --> 00:06:41,600
[ ENGINE SPUTTERS ]
[ OMNITRIX POWERS DOWN ]
>> Ben: [ PANTING ]

186
00:06:41,602 --> 00:06:42,334
[ OMNITRIX POWERS DOWN ]
>> Ben: [ PANTING ]
DUDE!

187
00:06:42,336 --> 00:06:44,302
>> Ben: [ PANTING ]
DUDE!
>> Rook: "DUDE," INDEED.

188
00:06:44,304 --> 00:06:46,138
DUDE!
>> Rook: "DUDE," INDEED.
BUT I BURNED OUT OUR ENGINE.

189
00:06:46,140 --> 00:06:48,340
>> Rook: "DUDE," INDEED.
BUT I BURNED OUT OUR ENGINE.
WE ARE DEAD IN THE WATER.

190
00:06:48,342 --> 00:07:00,652
>> Max: ALL-BASE PLUMBER ALERT.
OUR SHIP IS DISABLED AND UNDER
FIRE.

191
00:07:00,654 --> 00:07:02,254
OUR SHIP IS DISABLED AND UNDER
FIRE.
MAYDAY! MAYDAY!

192
00:07:02,256 --> 00:07:03,355
FIRE.
MAYDAY! MAYDAY!
>> Ben: TICKTOCK, ROOK!

193
00:07:03,357 --> 00:07:04,756
MAYDAY! MAYDAY!
>> Ben: TICKTOCK, ROOK!
>> Rook: WHAT IS THAT SUPPOSED

194
00:07:04,758 --> 00:07:05,257
>> Ben: TICKTOCK, ROOK!
>> Rook: WHAT IS THAT SUPPOSED
TO MEAN?

195
00:07:05,259 --> 00:07:06,625
>> Rook: WHAT IS THAT SUPPOSED
TO MEAN?
>> Ben: YOU KNOW -- THE SOUND A

196
00:07:06,627 --> 00:07:07,292
TO MEAN?
>> Ben: YOU KNOW -- THE SOUND A
CLOCK MAKES.

197
00:07:07,294 --> 00:07:08,293
>> Ben: YOU KNOW -- THE SOUND A
CLOCK MAKES.
>> Rook: WHAT CLOCK?

198
00:07:08,295 --> 00:07:09,194
CLOCK MAKES.
>> Rook: WHAT CLOCK?
>> Ben: <i>ANY</i> CLOCK!

199
00:07:09,196 --> 00:07:11,096
>> Rook: WHAT CLOCK?
>> Ben: <i>ANY</i> CLOCK!
YOU KNOW -- TICKTOCK?

200
00:07:11,098 --> 00:07:12,464
>> Ben: <i>ANY</i> CLOCK!
YOU KNOW -- TICKTOCK?
>> Rook: I HAVE NEVER HEARD A

201
00:07:12,466 --> 00:07:14,299
YOU KNOW -- TICKTOCK?
>> Rook: I HAVE NEVER HEARD A
CLOCK MAKE THAT NOISE.

202
00:07:14,301 --> 00:07:24,810
MISS TENNYSON! KEVIN!
>> Kevin: WE JUST HAPPENED TO BE
IN THE NEIGHBORHOOD.

203
00:07:24,812 --> 00:07:25,944
>> Kevin: WE JUST HAPPENED TO BE
IN THE NEIGHBORHOOD.
>> Gwen: ASTRONOMY PAPER.

204
00:07:25,946 --> 00:07:27,279
IN THE NEIGHBORHOOD.
>> Gwen: ASTRONOMY PAPER.
IT'S HARD TO BOOK TIME ON THE

205
00:07:27,281 --> 00:07:28,613
>> Gwen: ASTRONOMY PAPER.
IT'S HARD TO BOOK TIME ON THE
SCHOOL'S TELESCOPE.

206
00:07:28,615 --> 00:07:39,524
>> Albedo: RETREAT!
>> Khyber: NO!
OUR QUARRY WILL BURN!

207
00:07:39,526 --> 00:07:41,126
>> Khyber: NO!
OUR QUARRY WILL BURN!
>> Albedo: LET THEM.

208
00:07:41,128 --> 00:07:42,627
OUR QUARRY WILL BURN!
>> Albedo: LET THEM.
WE WILL RETRIEVE THE BRAINSPHERE

209
00:07:42,629 --> 00:07:43,962
>> Albedo: LET THEM.
WE WILL RETRIEVE THE BRAINSPHERE
FROM THE WRECKAGE.

210
00:07:43,964 --> 00:07:54,306
>> Max: WE'RE STILL COMING IN
TOO HOT!
>> Gwen: [ GRUNTS ]

211
00:07:54,308 --> 00:08:11,690
>> Gravattack: [ GRUNTS ]

212
00:08:11,692 --> 00:08:15,660
[ BOTH COUGH ]

213
00:08:15,662 --> 00:08:26,738
>> DADDY?
>> Albedo: THIS IS BECOMING
TEDIOUS.

214
00:08:26,740 --> 00:08:28,173
>> Albedo: THIS IS BECOMING
TEDIOUS.
>> Gravattack: HEY, YOU'RE

215
00:08:28,175 --> 00:08:29,508
TEDIOUS.
>> Gravattack: HEY, YOU'RE
WELCOME TO STOP HASSLING US

216
00:08:29,510 --> 00:08:30,041
>> Gravattack: HEY, YOU'RE
WELCOME TO STOP HASSLING US
ANYTIME.

217
00:08:30,043 --> 00:08:31,409
WELCOME TO STOP HASSLING US
ANYTIME.
>> Albedo: THE BRAINSPHERE,

218
00:08:31,411 --> 00:08:32,010
ANYTIME.
>> Albedo: THE BRAINSPHERE,
TENNYSON.

219
00:08:32,012 --> 00:08:32,944
>> Albedo: THE BRAINSPHERE,
TENNYSON.
>> Gravattack: OH.

220
00:08:32,946 --> 00:08:34,346
TENNYSON.
>> Gravattack: OH.
YOU MEAN <i>THIS</i> LITTLE THING?

221
00:08:34,348 --> 00:08:35,881
>> Gravattack: OH.
YOU MEAN <i>THIS</i> LITTLE THING?
>> Albedo: [ GROWLS ]

222
00:08:35,883 --> 00:08:37,716
YOU MEAN <i>THIS</i> LITTLE THING?
>> Albedo: [ GROWLS ]
[ WARBLING ]

223
00:08:37,718 --> 00:08:42,787
[ GRUNTS ]
>> Gravattack: HA!

224
00:08:42,789 --> 00:08:48,860
>> Albedo: UH...UH...UH-OH!
WHOA-OH-OH-OH-OH!

225
00:08:48,862 --> 00:08:56,301
WHOA-UH-OH-OH-OH-OH-OHHHHHH!

226
00:08:56,303 --> 00:09:01,907
>> Gravattack: OW!
OW! HEY, COME ON!
NO FAIR CHANGING YOUR MASS!

227
00:09:01,909 --> 00:09:02,974
OW! HEY, COME ON!
NO FAIR CHANGING YOUR MASS!
[ OMNITRIX POWERS DOWN ]

228
00:09:02,976 --> 00:09:04,543
NO FAIR CHANGING YOUR MASS!
[ OMNITRIX POWERS DOWN ]
>> Ben: [ GRUNTS ]

229
00:09:04,545 --> 00:09:15,987
>> Gravattack: LET'S SEE HOW <i>YOU</i>
<i>LIKE IT.</i>
<i>>> Ben: UH -- AAH!</i>

230
00:09:15,989 --> 00:09:17,756
<i>LIKE IT.</i>
<i>>> Ben: UH -- AAH!</i>
<i>[ GRUNTING ]</i>

231
00:09:17,758 --> 00:09:19,257
<i>>> Ben: UH -- AAH!</i>
<i>[ GRUNTING ]</i>
<i>>> Max: [ PANTING ]</i>

232
00:09:19,259 --> 00:09:21,059
<i>[ GRUNTING ]</i>
<i>>> Max: [ PANTING ]</i>
<i>>> MOMMY?</i>

233
00:09:21,061 --> 00:09:22,227
<i>>> Max: [ PANTING ]</i>
<i>>> MOMMY?</i>
<i>>> Gwen: HEY!</i>

234
00:09:22,229 --> 00:09:23,562
<i>>> MOMMY?</i>
<i>>> Gwen: HEY!</i>
<i>[ GRUNTING ]</i>

235
00:09:23,564 --> 00:09:29,935
<i>>> [ PURRS ]</i>
<i>[ GROWLS ]</i>
<i>>> Khyber: WHY, HELLO, YOU</i>

236
00:09:29,937 --> 00:09:31,603
<i>[ GROWLS ]</i>
<i>>> Khyber: WHY, HELLO, YOU</i>
<i>TRAITOROUS OLD MUTT.</i>

237
00:09:31,605 --> 00:09:32,971
<i>>> Khyber: WHY, HELLO, YOU</i>
<i>TRAITOROUS OLD MUTT.</i>
<i>>> Kevin: YOU DON'T FEED YOUR</i>

238
00:09:32,973 --> 00:09:35,507
<i>TRAITOROUS OLD MUTT.</i>
<i>>> Kevin: YOU DON'T FEED YOUR</i>
<i>PETS MUCH, HUH?</i>

239
00:09:35,509 --> 00:09:36,274
<i>>> Kevin: YOU DON'T FEED YOUR</i>
<i>PETS MUCH, HUH?</i>
<i>[ GRUNTS ]</i>

240
00:09:36,276 --> 00:09:37,943
<i>PETS MUCH, HUH?</i>
<i>[ GRUNTS ]</i>
<i>>> Khyber: IF YOU FEED HIM,</i>

241
00:09:37,945 --> 00:09:39,411
<i>[ GRUNTS ]</i>
<i>>> Khyber: IF YOU FEED HIM,</i>
<i>YOU'LL DULL HIS HUNTING</i>

242
00:09:39,413 --> 00:09:41,746
<i>>> Khyber: IF YOU FEED HIM,</i>
<i>YOU'LL DULL HIS HUNTING</i>
<i>INSTINCT.</i>

243
00:09:41,748 --> 00:09:43,515
<i>YOU'LL DULL HIS HUNTING</i>
<i>INSTINCT.</i>
<i>>> Kevin: ZED'S A GIRL, YOU</i>

244
00:09:43,517 --> 00:09:45,350
<i>INSTINCT.</i>
<i>>> Kevin: ZED'S A GIRL, YOU</i>
<i>JERK.</i>

245
00:09:45,352 --> 00:09:53,592
<i>>> [ BARKING ]</i>

246
00:09:53,594 --> 00:10:02,767
<i>>> Khyber: [ WHISTLES ]</i>
<i>>> [ ROARS ]</i>

247
00:10:02,769 --> 00:10:09,507
<i>>> Ben: AAH! AAH!</i>
<i>>> Gravattack: GIVE ME AZMUTH'S</i>
<i>BRAIN!</i>

248
00:10:09,509 --> 00:10:10,375
<i>>> Gravattack: GIVE ME AZMUTH'S</i>
<i>BRAIN!</i>
<i>>> Ben: AAH!</i>

249
00:10:10,377 --> 00:10:11,776
<i>BRAIN!</i>
<i>>> Ben: AAH!</i>
<i>[ CLUNK ]</i>

250
00:10:11,778 --> 00:10:12,877
<i>>> Ben: AAH!</i>
<i>[ CLUNK ]</i>
<i>>> Gravattack: FINALLY!</i>

251
00:10:12,879 --> 00:10:14,713
<i>[ CLUNK ]</i>
<i>>> Gravattack: FINALLY!</i>
<i>>> Ben: [ GROANS ]</i>

252
00:10:14,715 --> 00:10:19,117
<i>>> [ GROWLS ]</i>

253
00:10:19,119 --> 00:10:26,358
<i>>> [ BARKING ]</i>
<i>>> Khyber: COWARD.</i>
<i>>> Kevin: GOOD GIRL!</i>

254
00:10:26,360 --> 00:10:35,734
<i>>> Gwen: HUH?</i>
<i>UGH!</i>
<i>IS THERE ANYTHING HE CAN PLAY</i>

255
00:10:35,736 --> 00:10:37,569
<i>UGH!</i>
<i>IS THERE ANYTHING HE CAN PLAY</i>
<i>WITH BESIDES MY GLASSES?</i>

256
00:10:37,571 --> 00:10:47,145
<i>>> Khyber: I AM NO MAN'S QUARRY!</i>
<i>I WILL NOT BE CAGED LIKE AN</i>
<i>ANIMAL!</i>

257
00:10:47,147 --> 00:10:48,713
<i>I WILL NOT BE CAGED LIKE AN</i>
<i>ANIMAL!</i>
<i>>> Gwen: YOU THINK</i> <i>THIS</i> IS BAD?

258
00:10:48,715 --> 00:10:50,482
<i>ANIMAL!</i>
<i>>> Gwen: YOU THINK</i> <i>THIS</i> IS BAD?
YOU'RE GONNA <i>HATE</i> THE NULL VOID.

259
00:10:50,484 --> 00:10:52,017
<i>>> Gwen: YOU THINK</i> <i>THIS</i> IS BAD?
YOU'RE GONNA <i>HATE</i> THE NULL VOID.
>> Ben: WHERE'S ALBEDO TAKING

260
00:10:52,019 --> 00:10:52,584
YOU'RE GONNA <i>HATE</i> THE NULL VOID.
>> Ben: WHERE'S ALBEDO TAKING
AZMUTH?

261
00:10:52,586 --> 00:10:53,885
>> Ben: WHERE'S ALBEDO TAKING
AZMUTH?
>> Khyber: [ WHISTLES ]

262
00:10:53,887 --> 00:10:55,720
AZMUTH?
>> Khyber: [ WHISTLES ]
>> [ GROWLS ]

263
00:10:55,722 --> 00:11:03,995
[ BEEP ]
[ GROWLING ]
>> Upchuck: [ BELCHES ]

264
00:11:03,997 --> 00:11:11,336
TOP OF THE FOOD CHAIN, BABY!
UPCHUCK DOESN'T HAVE A NATURAL
PREDATOR.

265
00:11:11,338 --> 00:11:12,370
UPCHUCK DOESN'T HAVE A NATURAL
PREDATOR.
[ STOMACH GURGLES ]

266
00:11:12,372 --> 00:11:13,938
PREDATOR.
[ STOMACH GURGLES ]
[ GROANING ]

267
00:11:13,940 --> 00:11:15,340
[ STOMACH GURGLES ]
[ GROANING ]
WHAT'S HAPPENING?

268
00:11:15,342 --> 00:11:16,508
[ GROANING ]
WHAT'S HAPPENING?
OH, NO!

269
00:11:16,510 --> 00:11:18,076
WHAT'S HAPPENING?
OH, NO!
>> Khyber: I TOLD YOU THERE IS

270
00:11:18,078 --> 00:11:19,611
OH, NO!
>> Khyber: I TOLD YOU THERE IS
MORE TO THIS NEMETRIX THAN YOU

271
00:11:19,613 --> 00:11:22,213
>> Khyber: I TOLD YOU THERE IS
MORE TO THIS NEMETRIX THAN YOU
KNOW -- ONE OF THE ADVANTAGES OF

272
00:11:22,215 --> 00:11:24,182
MORE TO THIS NEMETRIX THAN YOU
KNOW -- ONE OF THE ADVANTAGES OF
MY ALLIANCE WITH ALBEDO.

273
00:11:24,184 --> 00:11:32,624
>> [ GROWLS ]
>> Khyber: IT IS NO LONGER
LIMITED TO <i>NATURAL</i> PREDATORS.

274
00:11:32,626 --> 00:11:34,592
>> Khyber: IT IS NO LONGER
LIMITED TO <i>NATURAL</i> PREDATORS.
SEE HOW YOU DO AGAINST AN

275
00:11:34,594 --> 00:11:36,227
LIMITED TO <i>NATURAL</i> PREDATORS.
SEE HOW YOU DO AGAINST AN
<i>ULTIMATE</i> PANUNCIAN.

276
00:11:36,229 --> 00:11:38,363
SEE HOW YOU DO AGAINST AN
<i>ULTIMATE</i> PANUNCIAN.
>> Upchuck: HE LOOK HUNGRY.

277
00:11:38,365 --> 00:11:41,032
<i>ULTIMATE</i> PANUNCIAN.
>> Upchuck: HE LOOK HUNGRY.
[ OMNITRIX POWERS DOWN ]

278
00:11:41,034 --> 00:11:42,600
>> Upchuck: HE LOOK HUNGRY.
[ OMNITRIX POWERS DOWN ]
>> [ GROWLS ]

279
00:11:42,602 --> 00:11:43,268
[ OMNITRIX POWERS DOWN ]
>> [ GROWLS ]
[ ROARS ]

280
00:11:43,270 --> 00:11:44,769
>> [ GROWLS ]
[ ROARS ]
>> Gwen: [ GRUNTS ]

281
00:11:44,771 --> 00:11:51,376
[ GROANS ]
[ BEEP ]
>> Kevin: BEN?

282
00:11:51,378 --> 00:11:52,644
[ BEEP ]
>> Kevin: BEN?
>> BLAH BLAH-BLAH.

283
00:11:52,646 --> 00:11:53,712
>> Kevin: BEN?
>> BLAH BLAH-BLAH.
BLAH, BLAH, BLAH, BLAH, BLAH,

284
00:11:53,714 --> 00:11:55,046
>> BLAH BLAH-BLAH.
BLAH, BLAH, BLAH, BLAH, BLAH,
BLAH, BLAH, BLAH, BLAH.

285
00:11:55,048 --> 00:11:56,247
BLAH, BLAH, BLAH, BLAH, BLAH,
BLAH, BLAH, BLAH, BLAH.
[ GRUNTS ]

286
00:11:56,249 --> 00:11:58,083
BLAH, BLAH, BLAH, BLAH.
[ GRUNTS ]
[ BEEP ]

287
00:11:58,085 --> 00:12:08,126
>> Pesky Dust: [ GROANS ]
AH, MAN! LAME ALIEN!
>> Khyber: NO. NOT A NEMUINA.

288
00:12:08,128 --> 00:12:09,294
AH, MAN! LAME ALIEN!
>> Khyber: NO. NOT A NEMUINA.
STAY BACK!

289
00:12:09,296 --> 00:12:10,395
>> Khyber: NO. NOT A NEMUINA.
STAY BACK!
>> Pesky Dust: I MEAN...

290
00:12:10,397 --> 00:12:10,929
STAY BACK!
>> Pesky Dust: I MEAN...
[ TRILLS ]

291
00:12:10,931 --> 00:12:12,497
>> Pesky Dust: I MEAN...
[ TRILLS ]
...YOU'RE IN TROUBLE NOW.

292
00:12:12,499 --> 00:12:14,599
[ TRILLS ]
...YOU'RE IN TROUBLE NOW.
TELL ME WHERE ALBEDO WENT, OR

293
00:12:14,601 --> 00:12:15,567
...YOU'RE IN TROUBLE NOW.
TELL ME WHERE ALBEDO WENT, OR
THIS GUY WILL...

294
00:12:15,569 --> 00:12:16,234
TELL ME WHERE ALBEDO WENT, OR
THIS GUY WILL...
[ TRILLS ]

295
00:12:16,236 --> 00:12:18,236
THIS GUY WILL...
[ TRILLS ]
...DO WHAT THIS GUY DOES.

296
00:12:18,238 --> 00:12:22,107
[ TRILLS ]
...DO WHAT THIS GUY DOES.
[ TRILLING ]

297
00:12:22,109 --> 00:12:24,609
...DO WHAT THIS GUY DOES.
[ TRILLING ]
>> Khyber: [ GASPING ]

298
00:12:24,611 --> 00:12:26,444
[ TRILLING ]
>> Khyber: [ GASPING ]
[ SNORES ]

299
00:12:26,446 --> 00:12:35,520
>> Max: I'M PROUD OF YOU KIDS.
YOU ALL DID YOUR PART --
BEN, GWEN, KHYBER.

300
00:12:35,522 --> 00:12:36,421
YOU ALL DID YOUR PART --
BEN, GWEN, KHYBER.
>> Gwen: YEAH.

301
00:12:36,423 --> 00:12:38,256
BEN, GWEN, KHYBER.
>> Gwen: YEAH.
WE NEVER COULD'VE CAUGHT VILGAX

302
00:12:38,258 --> 00:12:39,090
>> Gwen: YEAH.
WE NEVER COULD'VE CAUGHT VILGAX
WITHOUT <i>YOU.</i>

303
00:12:39,092 --> 00:12:40,692
WE NEVER COULD'VE CAUGHT VILGAX
WITHOUT <i>YOU.</i>
<i>>> Ben: YOU'RE THE BEST BFF</i>

304
00:12:40,694 --> 00:12:41,192
WITHOUT <i>YOU.</i>
<i>>> Ben: YOU'RE THE BEST BFF</i>
<i>EVER.</i>

305
00:12:41,194 --> 00:12:42,160
<i>>> Ben: YOU'RE THE BEST BFF</i>
<i>EVER.</i>
<i>>> Khyber: OH.</i>

306
00:12:42,162 --> 00:12:43,361
<i>EVER.</i>
<i>>> Khyber: OH.</i>
<i>DO I GET A TROPHY?</i>

307
00:12:43,363 --> 00:12:44,629
<i>>> Khyber: OH.</i>
<i>DO I GET A TROPHY?</i>
<i>>> Pesky Dust: OOH!</i>

308
00:12:44,631 --> 00:12:46,498
<i>DO I GET A TROPHY?</i>
<i>>> Pesky Dust: OOH!</i>
<i>LOOKS LIKE I'M RUNNING KHYBER'S</i>

309
00:12:46,500 --> 00:12:47,499
<i>>> Pesky Dust: OOH!</i>
<i>LOOKS LIKE I'M RUNNING KHYBER'S</i>
<i>DREAM.</i>

310
00:12:47,501 --> 00:12:49,200
<i>LOOKS LIKE I'M RUNNING KHYBER'S</i>
<i>DREAM.</i>
<i>NI-I-I-I-I-I-CE!</i>

311
00:12:49,202 --> 00:12:50,502
<i>DREAM.</i>
<i>NI-I-I-I-I-I-CE!</i>
<i>[ TRILLS ]</i>

312
00:12:50,504 --> 00:12:52,470
<i>NI-I-I-I-I-I-CE!</i>
<i>[ TRILLS ]</i>
<i>>> Max: HERE YOU GO, CHAMP.</i>

313
00:12:52,472 --> 00:12:54,005
<i>[ TRILLS ]</i>
<i>>> Max: HERE YOU GO, CHAMP.</i>
<i>AND THERE'S MORE WHERE THAT CAME</i>

314
00:12:54,007 --> 00:12:56,207
<i>>> Max: HERE YOU GO, CHAMP.</i>
<i>AND THERE'S MORE WHERE THAT CAME</i>
<i>FROM.</i>

315
00:12:56,209 --> 00:12:58,443
<i>AND THERE'S MORE WHERE THAT CAME</i>
<i>FROM.</i>
<i>ALL YOU HAVE TO DO IS TELL US</i>

316
00:12:58,445 --> 00:13:00,779
<i>FROM.</i>
<i>ALL YOU HAVE TO DO IS TELL US</i>
<i>WHERE ALBEDO IS TAKING AZMUTH'S</i>

317
00:13:00,781 --> 00:13:01,613
<i>ALL YOU HAVE TO DO IS TELL US</i>
<i>WHERE ALBEDO IS TAKING AZMUTH'S</i>
<i>BRAIN.</i>

318
00:13:01,615 --> 00:13:03,314
<i>WHERE ALBEDO IS TAKING AZMUTH'S</i>
<i>BRAIN.</i>
<i>>> Ben: YEAH. YOU CAN TELL</i> <i>US.</i>

319
00:13:03,316 --> 00:13:05,016
<i>BRAIN.</i>
<i>>> Ben: YEAH. YOU CAN TELL</i> <i>US.</i>
<i>>> Gwen: WE'RE ALL ON THE SAME</i>

320
00:13:05,018 --> 00:13:05,517
<i>>> Ben: YEAH. YOU CAN TELL</i> <i>US.</i>
<i>>> Gwen: WE'RE ALL ON THE SAME</i>
<i>TEAM.</i>

321
00:13:05,519 --> 00:13:07,285
<i>>> Gwen: WE'RE ALL ON THE SAME</i>
<i>TEAM.</i>
<i>>> Khyber: THINK LIKE A GALVAN,</i>

322
00:13:07,287 --> 00:13:07,786
<i>TEAM.</i>
<i>>> Khyber: THINK LIKE A GALVAN,</i>
<i>GUYS.</i>

323
00:13:07,788 --> 00:13:08,787
<i>>> Khyber: THINK LIKE A GALVAN,</i>
<i>GUYS.</i>
<i>IF YOU'RE GONNA BUILD A</i>

324
00:13:08,789 --> 00:13:11,790
<i>GUYS.</i>
<i>IF YOU'RE GONNA BUILD A</i>
<i>CEREBRAL, UH, WHATCHIMAHOOZIE,</i>

325
00:13:11,792 --> 00:13:12,957
<i>IF YOU'RE GONNA BUILD A</i>
<i>CEREBRAL, UH, WHATCHIMAHOOZIE,</i>
<i>YOU NEED A FULLY STOCKED</i>

326
00:13:12,959 --> 00:13:13,992
<i>CEREBRAL, UH, WHATCHIMAHOOZIE,</i>
<i>YOU NEED A FULLY STOCKED</i>
<i>LABORATORY.</i>

327
00:13:13,994 --> 00:13:15,827
<i>YOU NEED A FULLY STOCKED</i>
<i>LABORATORY.</i>
<i>DUH!</i>

328
00:13:15,829 --> 00:13:24,235
<i>[ GASPING ]</i>
<i>[ OMNITRIX POWERS DOWN ]</i>
<i>>> Ben: HE'S IN A LAB SOMEWHERE.</i>

329
00:13:24,237 --> 00:13:24,636
<i>[ OMNITRIX POWERS DOWN ]</i>
<i>>> Ben: HE'S IN A LAB SOMEWHERE.</i>
<i>DUH!</i>

330
00:13:24,638 --> 00:13:25,737
<i>>> Ben: HE'S IN A LAB SOMEWHERE.</i>
<i>DUH!</i>
<i>>> Gwen: [ GRUNTS ]</i>

331
00:13:25,739 --> 00:13:28,873
<i>DUH!</i>
<i>>> Gwen: [ GRUNTS ]</i>
<i>A LOT OF TEETH COMING!</i>

332
00:13:28,875 --> 00:13:30,708
<i>>> Gwen: [ GRUNTS ]</i>
<i>A LOT OF TEETH COMING!</i>
<i>>> Rook: RUN!</i>

333
00:13:30,710 --> 00:13:37,315
<i>>> [ ROARS ]</i>
<i>>> Rook: [ GRUNTS ]</i>
<i>>> [ ROARS ]</i>

334
00:13:37,317 --> 00:13:40,718
<i>>> Rook: [ GRUNTS ]</i>
<i>>> [ ROARS ]</i>
<i>>> Kevin: [ GRUNTS ]</i>

335
00:13:40,720 --> 00:13:42,554
<i>>> [ ROARS ]</i>
<i>>> Kevin: [ GRUNTS ]</i>
<i>>> [ ROARING ]</i>

336
00:13:42,556 --> 00:13:50,161
<i>>> Gwen: DO SOMETHING, BEN!</i>
<i>[ BEEP ]</i>

337
00:13:50,163 --> 00:13:57,836
<i>>> Kevin: [ GRUNTING ]</i>

338
00:13:57,838 --> 00:14:07,545
<i>>> [ YOWLS ]</i>
<i>[ OMNITRIX POWERS DOWN ]</i>
<i>>> Max: "ULTIMATE," MY FOOT.</i>

339
00:14:07,547 --> 00:14:10,081
<i>[ OMNITRIX POWERS DOWN ]</i>
<i>>> Max: "ULTIMATE," MY FOOT.</i>
<i>>> Khyber: [ SCOFFS ]</i>

340
00:14:10,083 --> 00:14:11,616
<i>>> Max: "ULTIMATE," MY FOOT.</i>
<i>>> Khyber: [ SCOFFS ]</i>
<i>>> Rook: I CAN ONLY THINK OF TWO</i>

341
00:14:11,618 --> 00:14:13,184
<i>>> Khyber: [ SCOFFS ]</i>
<i>>> Rook: I CAN ONLY THINK OF TWO</i>
<i>LABORATORIES ON EARTH THAT WOULD</i>

342
00:14:13,186 --> 00:14:14,552
<i>>> Rook: I CAN ONLY THINK OF TWO</i>
<i>LABORATORIES ON EARTH THAT WOULD</i>
<i>HAVE THE MATERIAL TO BUILD A</i>

343
00:14:14,554 --> 00:14:15,920
<i>LABORATORIES ON EARTH THAT WOULD</i>
<i>HAVE THE MATERIAL TO BUILD A</i>
<i>CEREBRAL VORTEX.</i>

344
00:14:15,922 --> 00:14:18,289
<i>HAVE THE MATERIAL TO BUILD A</i>
<i>CEREBRAL VORTEX.</i>
<i>>> Max: THE LAB AT PLUMBER HQ.</i>

345
00:14:18,291 --> 00:14:19,691
<i>CEREBRAL VORTEX.</i>
<i>>> Max: THE LAB AT PLUMBER HQ.</i>
<i>OR...</i>

346
00:14:19,693 --> 00:14:21,526
<i>>> Max: THE LAB AT PLUMBER HQ.</i>
<i>OR...</i>
<i>>> Ben: BILLIONS TOWER!</i>

347
00:14:21,528 --> 00:14:34,272
<i>>> Albedo: IT DOESN'T TAKE A</i>
<i>GENIUS TO TELL YOU THAT YOU'RE</i>
<i>TOO LATE.</i>

348
00:14:34,274 --> 00:14:36,207
<i>GENIUS TO TELL YOU THAT YOU'RE</i>
<i>TOO LATE.</i>
<i>[ LAUGHS EVILLY ]</i>

349
00:14:36,209 --> 00:14:48,386
<i>>> Albedo: [ LAUGHS EVILLY ]</i>
<i>WITH MY ULTIMATE, EVOLVED,</i>
<i>SUPERLATIVE BRAIN, I SHALL MAKE</i>

350
00:14:48,388 --> 00:14:50,588
<i>WITH MY ULTIMATE, EVOLVED,</i>
<i>SUPERLATIVE BRAIN, I SHALL MAKE</i>
<i>THE UNIVERSE PERFECT.</i>

351
00:14:50,590 --> 00:14:51,990
<i>SUPERLATIVE BRAIN, I SHALL MAKE</i>
<i>THE UNIVERSE PERFECT.</i>
<i>DO YOU STILL THINK I'M A</i>

352
00:14:51,992 --> 00:14:52,824
<i>THE UNIVERSE PERFECT.</i>
<i>DO YOU STILL THINK I'M A</i>
<i>FREAK SHOW?</i>

353
00:14:52,826 --> 00:14:54,492
<i>DO YOU STILL THINK I'M A</i>
<i>FREAK SHOW?</i>
<i>>> Ben: WITH THAT REALLY HUGE</i>

354
00:14:54,494 --> 00:14:56,661
<i>FREAK SHOW?</i>
<i>>> Ben: WITH THAT REALLY HUGE</i>
<i>HEAD GETTING EVEN BIGGER?</i>

355
00:14:56,663 --> 00:14:58,162
<i>>> Ben: WITH THAT REALLY HUGE</i>
<i>HEAD GETTING EVEN BIGGER?</i>
<i>N-O-O-O-O-O-O.</i>

356
00:14:58,164 --> 00:15:05,236
<i>>> Gwen: [ GRUNTS ]</i>
<i>UNGH!</i>
<i>>> Albedo: AND THEY CALL</i> <i>YOU</i> THE

357
00:15:05,238 --> 00:15:06,137
<i>UNGH!</i>
<i>>> Albedo: AND THEY CALL</i> <i>YOU</i> THE
SMART ONE.

358
00:15:06,139 --> 00:15:08,273
<i>>> Albedo: AND THEY CALL</i> <i>YOU</i> THE
SMART ONE.
>> Kevin: SHE <i>IS</i> THE SMART ONE,

359
00:15:08,275 --> 00:15:09,774
SMART ONE.
>> Kevin: SHE <i>IS</i> THE SMART ONE,
MELON HEAD.

360
00:15:09,776 --> 00:15:11,976
>> Kevin: SHE <i>IS</i> THE SMART ONE,
MELON HEAD.
AAH!

361
00:15:11,978 --> 00:15:13,011
MELON HEAD.
AAH!
>> Albedo: CALL ME

362
00:15:13,013 --> 00:15:16,681
AAH!
>> Albedo: CALL ME
PRIME THINKER, YOU TROGLODYTE!

363
00:15:16,683 --> 00:15:25,757
>> Gwen: AAH!
>> Kevin: CAN'T MOVE!
[ ALL GRUNTING ]

364
00:15:25,759 --> 00:15:27,358
>> Kevin: CAN'T MOVE!
[ ALL GRUNTING ]
>> Albedo: AZMUTH'S ADDED

365
00:15:27,360 --> 00:15:29,260
[ ALL GRUNTING ]
>> Albedo: AZMUTH'S ADDED
BRAINPOWER GIVES ME MUCH FINER

366
00:15:29,262 --> 00:15:31,496
>> Albedo: AZMUTH'S ADDED
BRAINPOWER GIVES ME MUCH FINER
CONTROL OVER MY ABILITIES.

367
00:15:31,498 --> 00:15:33,698
BRAINPOWER GIVES ME MUCH FINER
CONTROL OVER MY ABILITIES.
AND I CAN FEEL MYSELF GETTING

368
00:15:33,700 --> 00:15:35,366
CONTROL OVER MY ABILITIES.
AND I CAN FEEL MYSELF GETTING
EVEN SMARTER.

369
00:15:35,368 --> 00:15:37,468
AND I CAN FEEL MYSELF GETTING
EVEN SMARTER.
[ LAUGHS EVILLY ]

370
00:15:37,470 --> 00:15:38,703
EVEN SMARTER.
[ LAUGHS EVILLY ]
>> Ben: SMART ENOUGH TO ACT LIKE

371
00:15:38,705 --> 00:15:40,471
[ LAUGHS EVILLY ]
>> Ben: SMART ENOUGH TO ACT LIKE
A GROWN-UP?

372
00:15:40,473 --> 00:15:42,173
>> Ben: SMART ENOUGH TO ACT LIKE
A GROWN-UP?
>> Albedo: SMART ENOUGH TO --

373
00:15:42,175 --> 00:15:43,341
A GROWN-UP?
>> Albedo: SMART ENOUGH TO --
[ ENERGY CRACKLES ]

374
00:15:43,343 --> 00:15:44,542
>> Albedo: SMART ENOUGH TO --
[ ENERGY CRACKLES ]
NO!

375
00:15:44,544 --> 00:15:46,177
[ ENERGY CRACKLES ]
NO!
NOW I SEE THE UNIVERSE FOR WHAT

376
00:15:46,179 --> 00:15:47,545
NO!
NOW I SEE THE UNIVERSE FOR WHAT
IT IS.

377
00:15:47,547 --> 00:15:50,048
NOW I SEE THE UNIVERSE FOR WHAT
IT IS.
WE ARE ALL DUST, BOUND BY ONE

378
00:15:50,050 --> 00:15:52,383
IT IS.
WE ARE ALL DUST, BOUND BY ONE
ENORMOUS UNIVERSAL FORCE.

379
00:15:52,385 --> 00:15:54,986
WE ARE ALL DUST, BOUND BY ONE
ENORMOUS UNIVERSAL FORCE.
NO. NOT UNIVERSAL.

380
00:15:54,988 --> 00:15:56,721
ENORMOUS UNIVERSAL FORCE.
NO. NOT UNIVERSAL.
NOT EVEN MULTIVERSAL.

381
00:15:56,723 --> 00:15:59,223
NO. NOT UNIVERSAL.
NOT EVEN MULTIVERSAL.
THIS OMNIVERSAL FORCE CONTINUES

382
00:15:59,225 --> 00:16:01,326
NOT EVEN MULTIVERSAL.
THIS OMNIVERSAL FORCE CONTINUES
FOREVER, IN EVERY DIRECTION

383
00:16:01,328 --> 00:16:03,561
THIS OMNIVERSAL FORCE CONTINUES
FOREVER, IN EVERY DIRECTION
THROUGH EVERY REALITY.

384
00:16:03,563 --> 00:16:05,997
FOREVER, IN EVERY DIRECTION
THROUGH EVERY REALITY.
MY LUST FOR POWER, MY JEALOUSY

385
00:16:05,999 --> 00:16:09,167
THROUGH EVERY REALITY.
MY LUST FOR POWER, MY JEALOUSY
OF AZMUTH -- IT ISN'T JUST EVIL.

386
00:16:09,169 --> 00:16:12,236
MY LUST FOR POWER, MY JEALOUSY
OF AZMUTH -- IT ISN'T JUST EVIL.
ULTIMATELY, IT'S POINTLESS.

387
00:16:12,238 --> 00:16:14,172
OF AZMUTH -- IT ISN'T JUST EVIL.
ULTIMATELY, IT'S POINTLESS.
I COULD NEVER <i>TRULY</i> DESTROY YOU.

388
00:16:14,174 --> 00:16:16,074
ULTIMATELY, IT'S POINTLESS.
I COULD NEVER <i>TRULY</i> DESTROY YOU.
YOU WOULD ONLY HAVE NOT BEEN NOT

389
00:16:16,076 --> 00:16:17,809
I COULD NEVER <i>TRULY</i> DESTROY YOU.
YOU WOULD ONLY HAVE NOT BEEN NOT
UNEXISTENT IN WHAT COULD HAVE

390
00:16:17,811 --> 00:16:19,644
YOU WOULD ONLY HAVE NOT BEEN NOT
UNEXISTENT IN WHAT COULD HAVE
NOT NOW BEEN THE PAST, PRESENT,

391
00:16:19,646 --> 00:16:21,713
UNEXISTENT IN WHAT COULD HAVE
NOT NOW BEEN THE PAST, PRESENT,
AND PARTIAL FUTURE.

392
00:16:21,715 --> 00:16:23,548
NOT NOW BEEN THE PAST, PRESENT,
AND PARTIAL FUTURE.
TO TEAR DOWN AND TO DESTROY IS

393
00:16:23,550 --> 00:16:26,317
AND PARTIAL FUTURE.
TO TEAR DOWN AND TO DESTROY IS
OF NO CONSEQUENCE OR QUALITY.

394
00:16:26,319 --> 00:16:29,687
TO TEAR DOWN AND TO DESTROY IS
OF NO CONSEQUENCE OR QUALITY.
TO CREATE IS DIVINE.

395
00:16:29,689 --> 00:16:31,255
OF NO CONSEQUENCE OR QUALITY.
TO CREATE IS DIVINE.
>> EE!

396
00:16:31,257 --> 00:16:31,889
TO CREATE IS DIVINE.
>> EE!
[ BEEP ]

397
00:16:31,891 --> 00:16:33,157
>> EE!
[ BEEP ]
MAMBO!

398
00:16:33,159 --> 00:16:34,425
[ BEEP ]
MAMBO!
♪ DIGGITY-DIGGITY

399
00:16:34,427 --> 00:16:35,693
MAMBO!
♪ DIGGITY-DIGGITY
♪ DIGGITY-DIGGITY

400
00:16:35,695 --> 00:16:37,095
♪ DIGGITY-DIGGITY
♪ DIGGITY-DIGGITY
OOPSIES!

401
00:16:37,097 --> 00:16:38,763
♪ DIGGITY-DIGGITY
OOPSIES!
>> Albedo: TO THINK THIS IS HOW

402
00:16:38,765 --> 00:16:40,498
OOPSIES!
>> Albedo: TO THINK THIS IS HOW
AZMUTH ALWAYS SEES THINGS...

403
00:16:40,500 --> 00:16:42,266
>> Albedo: TO THINK THIS IS HOW
AZMUTH ALWAYS SEES THINGS...
THERE'S SO MUCH TO BE DONE.

404
00:16:42,268 --> 00:16:43,334
AZMUTH ALWAYS SEES THINGS...
THERE'S SO MUCH TO BE DONE.
IF ONLY I HAD THE TIME.

405
00:16:43,336 --> 00:16:44,702
THERE'S SO MUCH TO BE DONE.
IF ONLY I HAD THE TIME.
>> Bloxx: TOO BAD YOU COULDN'T

406
00:16:44,704 --> 00:16:46,704
IF ONLY I HAD THE TIME.
>> Bloxx: TOO BAD YOU COULDN'T
HAVE YOUR LITTLE INSIGHT WITHOUT

407
00:16:46,706 --> 00:16:47,905
>> Bloxx: TOO BAD YOU COULDN'T
HAVE YOUR LITTLE INSIGHT WITHOUT
STEALING A BRAIN.

408
00:16:47,907 --> 00:16:49,907
HAVE YOUR LITTLE INSIGHT WITHOUT
STEALING A BRAIN.
'CAUSE YOU SURE CAN'T KEEP IT.

409
00:16:49,909 --> 00:16:55,947
THIS ONE?
[ ALL AGREEING ]

410
00:16:55,949 --> 00:17:03,454
>> Albedo: NO!
MY UNDERSTANDING IS SLIPPING
AWAY!

411
00:17:03,456 --> 00:17:04,956
MY UNDERSTANDING IS SLIPPING
AWAY!
[ GRUNTS ]

412
00:17:04,958 --> 00:17:07,291
AWAY!
[ GRUNTS ]
YOU TRICKED ME.

413
00:17:07,293 --> 00:17:09,861
[ GRUNTS ]
YOU TRICKED ME.
YOU -- YOU ALLOWED ME TO GLIMPSE

414
00:17:09,863 --> 00:17:11,295
YOU TRICKED ME.
YOU -- YOU ALLOWED ME TO GLIMPSE
MY OWN FOLLY.

415
00:17:11,297 --> 00:17:12,463
YOU -- YOU ALLOWED ME TO GLIMPSE
MY OWN FOLLY.
[ ALL SCREAM ]

416
00:17:12,465 --> 00:17:14,298
MY OWN FOLLY.
[ ALL SCREAM ]
>> YEE-HAW!

417
00:17:14,300 --> 00:17:25,476
>> Humungousaur: BUT NOW,
WITHOUT THE SHACKLES OF
ENLIGHTENMENT, YOU WILL KNOW THE

418
00:17:25,478 --> 00:17:29,213
WITHOUT THE SHACKLES OF
ENLIGHTENMENT, YOU WILL KNOW THE
VENGEANCE OF ALBEDO!

419
00:17:29,215 --> 00:17:30,548
ENLIGHTENMENT, YOU WILL KNOW THE
VENGEANCE OF ALBEDO!
>> [ GRUNTS ]

420
00:17:30,550 --> 00:17:37,989
>> Humungousaur: [ GRUNTS ]
>> Bloxx: UNH!
>> Humungousaur: [ ROARS ]

421
00:17:37,991 --> 00:17:46,264
RIDDING MYSELF OF YOU WILL BE
NOTHING MORE THAN SWATTING AT A
BUG!

422
00:17:46,266 --> 00:17:47,899
NOTHING MORE THAN SWATTING AT A
BUG!
[ GRUNTS ]

423
00:17:47,901 --> 00:17:49,567
BUG!
[ GRUNTS ]
>> [ LAUGHS ]

424
00:17:49,569 --> 00:17:51,569
[ GRUNTS ]
>> [ LAUGHS ]
[ OMNITRIX POWERS DOWN ]

425
00:17:51,571 --> 00:17:52,770
>> [ LAUGHS ]
[ OMNITRIX POWERS DOWN ]
>> Humungousaur: AND YOUR WORLD

426
00:17:52,772 --> 00:17:54,439
[ OMNITRIX POWERS DOWN ]
>> Humungousaur: AND YOUR WORLD
IS CRAWLING WITH EVEN WEAKER

427
00:17:54,441 --> 00:17:55,173
>> Humungousaur: AND YOUR WORLD
IS CRAWLING WITH EVEN WEAKER
BUGS.

428
00:17:55,175 --> 00:17:58,509
IS CRAWLING WITH EVEN WEAKER
BUGS.
I'LL MAKE AN EXAMPLE OF THEM.

429
00:17:58,511 --> 00:17:58,910
BUGS.
I'LL MAKE AN EXAMPLE OF THEM.
[ BEEP ]

430
00:17:58,912 --> 00:17:59,444
I'LL MAKE AN EXAMPLE OF THEM.
[ BEEP ]
>> Ben: HERE.

431
00:17:59,446 --> 00:18:00,478
[ BEEP ]
>> Ben: HERE.
YOU'RE HAVING BETTER LUCK WITH

432
00:18:00,480 --> 00:18:02,313
>> Ben: HERE.
YOU'RE HAVING BETTER LUCK WITH
IT THAN ME.

433
00:18:02,315 --> 00:18:17,762
>> I AM NO BUG.
I AM...UH...
>> UH...ATOMIX!

434
00:18:17,764 --> 00:18:19,997
I AM...UH...
>> UH...ATOMIX!
>> Atomix: YES! ATOMIX!

435
00:18:19,999 --> 00:18:23,968
>> Humungousaur: [ GROWLS ]

436
00:18:23,970 --> 00:18:34,779
>> Atomix: YAA-MEE-NA,
HAA-MEE-NA, HAA-MEE-NA,
HAA-MEE-NA, HAA-MEE-NA, HA!

437
00:18:34,781 --> 00:18:36,614
HAA-MEE-NA, HAA-MEE-NA,
HAA-MEE-NA, HAA-MEE-NA, HA!
>> Humungousaur: UNH!

438
00:18:36,616 --> 00:18:44,489
>> PBHT!
OOH!
>> Atomix: GRANDFATHER, KEEP HIM

439
00:18:44,491 --> 00:18:45,723
OOH!
>> Atomix: GRANDFATHER, KEEP HIM
SAFE.

440
00:18:45,725 --> 00:18:46,791
>> Atomix: GRANDFATHER, KEEP HIM
SAFE.
>> Max: [ LAUGHS ]

441
00:18:46,793 --> 00:18:47,692
SAFE.
>> Max: [ LAUGHS ]
AZMUTH --

442
00:18:47,694 --> 00:18:48,626
>> Max: [ LAUGHS ]
AZMUTH --
[ LAUGHS ]

443
00:18:48,628 --> 00:18:50,161
AZMUTH --
[ LAUGHS ]
QUI-- HEY! QUIT THAT.

444
00:18:50,163 --> 00:18:51,162
[ LAUGHS ]
QUI-- HEY! QUIT THAT.
>> Spidermonkey: [ GRUNTING,

445
00:18:51,164 --> 00:18:52,997
QUI-- HEY! QUIT THAT.
>> Spidermonkey: [ GRUNTING,
SCREECHING ]

446
00:18:52,999 --> 00:19:05,243
[ WHIRRING ]
>> Atomix: [ GRUNTS ]
AH, FISSILE WHISTLE!

447
00:19:05,245 --> 00:19:07,245
>> Atomix: [ GRUNTS ]
AH, FISSILE WHISTLE!
>> Spidermonkey: [ GRUNTS ]

448
00:19:07,247 --> 00:19:08,913
AH, FISSILE WHISTLE!
>> Spidermonkey: [ GRUNTS ]
UNH!

449
00:19:08,915 --> 00:19:10,748
>> Spidermonkey: [ GRUNTS ]
UNH!
>> Atomix: MM, COUSIN, SHIELD

450
00:19:10,750 --> 00:19:12,083
UNH!
>> Atomix: MM, COUSIN, SHIELD
THE OTHERS!

451
00:19:12,085 --> 00:19:20,024
[ ALL SCREAM ]

452
00:19:20,026 --> 00:19:29,600
HAA-MEE-NA, HAA-MEE-NA,
HAA-MEE-NA!
NUCLEAR WINNER!

453
00:19:29,602 --> 00:19:34,205
>> Spidermonkey: [ GROANS ]

454
00:19:34,207 --> 00:19:37,842
[ OMNITRIX POWERS DOWN ]

455
00:19:37,844 --> 00:19:44,849
>> Gwen: JUST SO YOU KNOW, WE
ALMOST PASSED OUT FROM THE
ALTITUDE.

456
00:19:44,851 --> 00:19:46,284
ALMOST PASSED OUT FROM THE
ALTITUDE.
>> Ben: SORRY. NEW ALIEN.

457
00:19:46,286 --> 00:19:48,286
ALTITUDE.
>> Ben: SORRY. NEW ALIEN.
>> Kevin: BUT <i>AWESOME</i> ALIEN!

458
00:19:48,288 --> 00:19:54,792
>> Max: [ GRUNTS ]
>> Rook: LET US GET AZMUTH'S
BRAIN BACK BEFORE ALBEDO WAKES

459
00:19:54,794 --> 00:19:56,127
>> Rook: LET US GET AZMUTH'S
BRAIN BACK BEFORE ALBEDO WAKES
UP.

460
00:19:56,129 --> 00:20:06,737
>> Ben: AZMUTH? BUDDY?
PULL MY FINGER?
>> DON'T BE INFANTILE.

461
00:20:06,739 --> 00:20:08,539
PULL MY FINGER?
>> DON'T BE INFANTILE.
>> Ben: YOU KNOW, YOU'D STILL BE

462
00:20:08,541 --> 00:20:10,308
>> DON'T BE INFANTILE.
>> Ben: YOU KNOW, YOU'D STILL BE
THE SMARTEST GUY IN 17 GALAXIES

463
00:20:10,310 --> 00:20:11,475
>> Ben: YOU KNOW, YOU'D STILL BE
THE SMARTEST GUY IN 17 GALAXIES
IF YOU LIGHTENED UP.

464
00:20:11,477 --> 00:20:13,144
THE SMARTEST GUY IN 17 GALAXIES
IF YOU LIGHTENED UP.
>>   <i>FIV</i>GALAXIES.

465
00:20:13,146 --> 00:20:14,812
IF YOU LIGHTENED UP.
>>   <i>FIV</i>GALAXIES.
WHY IS THAT DIFFICULT TO

466
00:20:14,814 --> 00:20:15,646
>>   <i>FIV</i>GALAXIES.
WHY IS THAT DIFFICULT TO
REMEMBER?

467
00:20:15,648 --> 00:20:16,948
WHY IS THAT DIFFICULT TO
REMEMBER?
>> Ben: WHATEVER.

468
00:20:16,950 --> 00:20:18,416
REMEMBER?
>> Ben: WHATEVER.
BUT AS LONG AS YOUR BRAIN IS

469
00:20:18,418 --> 00:20:19,650
>> Ben: WHATEVER.
BUT AS LONG AS YOUR BRAIN IS
BACK, I HAVE A QUESTION.

470
00:20:19,652 --> 00:20:21,252
BUT AS LONG AS YOUR BRAIN IS
BACK, I HAVE A QUESTION.
WITH THE OLD OMNITRIX CONTROLS,

471
00:20:21,254 --> 00:20:22,753
BACK, I HAVE A QUESTION.
WITH THE OLD OMNITRIX CONTROLS,
I GOT WHATEVER ALIEN I WANTED

472
00:20:22,755 --> 00:20:24,388
WITH THE OLD OMNITRIX CONTROLS,
I GOT WHATEVER ALIEN I WANTED
PRACTICALLY EVERY TIME.

473
00:20:24,390 --> 00:20:25,890
I GOT WHATEVER ALIEN I WANTED
PRACTICALLY EVERY TIME.
IF YOU'RE SUCH A GENIUS, HOW

474
00:20:25,892 --> 00:20:26,424
PRACTICALLY EVERY TIME.
IF YOU'RE SUCH A GENIUS, HOW
COME --

475
00:20:26,426 --> 00:20:28,259
IF YOU'RE SUCH A GENIUS, HOW
COME --
>> I <i>AM</i> A GENIUS.

476
00:20:28,261 --> 00:20:30,161
COME --
>> I <i>AM</i> A GENIUS.
BUT I EXPECTED MORE DEXTERITY

477
00:20:30,163 --> 00:20:31,996
>> I <i>AM</i> A GENIUS.
BUT I EXPECTED MORE DEXTERITY
OUT OF THOSE FAT FINGERS OF

478
00:20:31,998 --> 00:20:34,332
BUT I EXPECTED MORE DEXTERITY
OUT OF THOSE FAT FINGERS OF
YOURS.

479
00:20:34,334 --> 00:20:36,234
OUT OF THOSE FAT FINGERS OF
YOURS.
>> Ben: THEY LOOK OKAY TO <i>ME.</i>

480
00:20:36,236 --> 00:20:38,402
YOURS.
>> Ben: THEY LOOK OKAY TO <i>ME.</i>
<i>>> THEN STOP BANGING SO HARD ON</i>

481
00:20:38,404 --> 00:20:39,437
>> Ben: THEY LOOK OKAY TO <i>ME.</i>
<i>>> THEN STOP BANGING SO HARD ON</i>
<i>MY OMNITRIX.</i>

482
00:20:39,439 --> 00:20:41,405
<i>>> THEN STOP BANGING SO HARD ON</i>
<i>MY OMNITRIX.</i>
<i>THE IMPACT SETS THE TIME-OUT</i>

483
00:20:41,407 --> 00:20:43,307
<i>MY OMNITRIX.</i>
<i>THE IMPACT SETS THE TIME-OUT</i>
<i>FUNCTION TO A RANDOM --</i>

484
00:20:43,309 --> 00:20:44,842
<i>THE IMPACT SETS THE TIME-OUT</i>
<i>FUNCTION TO A RANDOM --</i>
<i>HELLO.</i>

485
00:20:44,844 --> 00:20:45,576
<i>FUNCTION TO A RANDOM --</i>
<i>HELLO.</i>
<i>[ DEVICE BEEPS ]</i>

486
00:20:45,578 --> 00:20:47,178
<i>HELLO.</i>
<i>[ DEVICE BEEPS ]</i>
<i>CLEVER DEVICE.</i>

487
00:20:47,180 --> 00:20:48,913
<i>[ DEVICE BEEPS ]</i>
<i>CLEVER DEVICE.</i>
<i>LOOKS LIKE IT COULD RUN FOREVER.</i>

488
00:20:48,915 --> 00:20:50,514
<i>CLEVER DEVICE.</i>
<i>LOOKS LIKE IT COULD RUN FOREVER.</i>
<i>[ DEVICE BEEPS ]</i>

489
00:20:50,516 --> 00:20:53,317
<i>LOOKS LIKE IT COULD RUN FOREVER.</i>
<i>[ DEVICE BEEPS ]</i>
<i>WELL, CALL IF YOU THINK --</i>

490
00:20:53,319 --> 00:20:56,954
<i>[ DEVICE BEEPS ]</i>
<i>WELL, CALL IF YOU THINK --</i>
<i>UH, MAX, CALL IF</i> <i>YOU</i> THINK IT'S

491
00:20:56,956 --> 00:20:58,356
<i>WELL, CALL IF YOU THINK --</i>
<i>UH, MAX, CALL IF</i> <i>YOU</i> THINK IT'S
IMPORTANT.

492
00:20:58,358 --> 00:21:03,494
>> Ben: HE'S BACK.
>> Albedo: [ GROANS ]

493
00:21:03,496 --> 00:21:10,201
>> Rook: AND I WILL BE SEEKING
RESTITUTION.
I JUST HAD MY Proto-TRUK

494
00:21:10,203 --> 00:21:12,203
RESTITUTION.
I JUST HAD MY Proto-TRUK
OVERHAULED.

495
00:21:12,205 --> 00:21:13,938
I JUST HAD MY Proto-TRUK
OVERHAULED.
>> REPORTS FROM THE DOCKS JUST

496
00:21:13,940 --> 00:21:14,338
OVERHAULED.
>> REPORTS FROM THE DOCKS JUST
IN.

497
00:21:14,340 --> 00:21:15,973
>> REPORTS FROM THE DOCKS JUST
IN.
I'M SORRY, SIR -- NO SIGN OF

498
00:21:15,975 --> 00:21:17,108
IN.
I'M SORRY, SIR -- NO SIGN OF
KHYBER OR HIS PET.

499
00:21:17,110 --> 00:21:18,709
I'M SORRY, SIR -- NO SIGN OF
KHYBER OR HIS PET.
>> Ben: SO WE'RE SHORT A BAD

500
00:21:18,711 --> 00:21:19,210
KHYBER OR HIS PET.
>> Ben: SO WE'RE SHORT A BAD
GUY.

501
00:21:19,212 --> 00:21:20,311
>> Ben: SO WE'RE SHORT A BAD
GUY.
>> Max: NEXT TIME.

502
00:21:20,313 --> 00:21:22,146
GUY.
>> Max: NEXT TIME.
>> Albedo: MY STABILIZER!

503
00:21:22,148 --> 00:21:27,952
SOMETHING'S NOT --
NO!
[ DEVICE BEEPING ]

504
00:21:27,954 --> 00:21:36,360
[ DEVICE WHIRS ]
NO! NOT THIS AGAIN!
>> Gwen: YOU DON'T THINK THIS IS

505
00:21:36,362 --> 00:21:37,528
NO! NOT THIS AGAIN!
>> Gwen: YOU DON'T THINK THIS IS
AZMUTH'S DOING?

506
00:21:37,530 --> 00:21:38,896
>> Gwen: YOU DON'T THINK THIS IS
AZMUTH'S DOING?
>> Ben: DEFINITELY.

507
00:21:38,898 --> 00:21:40,631
AZMUTH'S DOING?
>> Ben: DEFINITELY.
>> Albedo: THE IRRATIONAL

508
00:21:40,633 --> 00:21:41,399
>> Ben: DEFINITELY.
>> Albedo: THE IRRATIONAL
IMPULSES!

509
00:21:41,401 --> 00:21:42,466
>> Albedo: THE IRRATIONAL
IMPULSES!
THE HORMONES!

510
00:21:42,468 --> 00:21:44,402
IMPULSES!
THE HORMONES!
THE DISGUSTING FRIED-FOOD

511
00:21:44,404 --> 00:21:45,569
THE HORMONES!
THE DISGUSTING FRIED-FOOD
CRAVINGS!

512
00:21:45,571 --> 00:21:47,238
THE DISGUSTING FRIED-FOOD
CRAVINGS!
WHAT COULD BE WORSE THAN BEING

513
00:21:47,240 --> 00:21:48,973
CRAVINGS!
WHAT COULD BE WORSE THAN BEING
TRANSFORMED INTO A 16-YEAR-OLD

514
00:21:48,975 --> 00:21:50,408
WHAT COULD BE WORSE THAN BEING
TRANSFORMED INTO A 16-YEAR-OLD
BEN TENNYSON?!

515
00:21:50,410 --> 00:21:52,243
TRANSFORMED INTO A 16-YEAR-OLD
BEN TENNYSON?!
[ BEEP ]

516
00:21:52,245 --> 00:21:58,316
[ Higher voice ] AW, MAN!
[ CRYING ]

517
00:21:58,318 --> 00:22:06,257
>> ♪ BEN 10

518
00:22:06,259 --> 00:22:11,195
♪ BEN 10

519
00:22:11,197 --> 00:22:18,402
♪ BEN 10

520
00:22:18,404 --> 00:22:23,374
♪ BEN 10