1 00:00:03,515 --> 00:00:06,715 It Was Them 2 00:00:15,352 --> 00:00:17,085 Ready, my friend? 3 00:00:23,692 --> 00:00:27,163 Finally ... some downtime. 4 00:00:40,893 --> 00:00:43,032 Hey, keep an eye on my lunch, would you? 5 00:00:54,231 --> 00:00:57,530 Let's make this quick, slimy. 6 00:00:57,566 --> 00:01:01,200 There's a triple cheeseburger with my name on it. 7 00:01:06,671 --> 00:01:08,639 Oh. Nice trick. 8 00:01:11,908 --> 00:01:13,843 Hold still, will ya?! 9 00:01:16,748 --> 00:01:17,948 Not gonna play hide-and ... 10 00:01:19,184 --> 00:01:21,117 Whoa! 11 00:01:23,854 --> 00:01:25,821 Whoa! 12 00:01:31,096 --> 00:01:35,264 I came here to eat lunch, not be lunch. 13 00:01:38,202 --> 00:01:38,769 ♪ Ben 10 ♪ 14 00:01:38,837 --> 00:01:40,471 ♪ he's a kid, and he wants to have fun ♪ 15 00:01:40,506 --> 00:01:43,107 ♪ but when you need a superhero, he gets the job done ♪ 16 00:01:43,142 --> 00:01:43,641 ♪ Ben 10 ♪ 17 00:01:43,676 --> 00:01:45,643 ♪ with a device that he wears on his arm ♪ 18 00:01:45,678 --> 00:01:47,945 ♪ he can change his shape and save the world from harm ♪ 19 00:01:48,013 --> 00:01:50,280 ♪ when trouble's taking place♪ ♪ he gets right in its face ♪ 20 00:01:50,316 --> 00:01:51,649 ♪ Ben 10 ♪ 21 00:01:52,684 --> 00:01:55,118 ♪ when lives are on the line ♪ ♪ it's hero time ♪ 22 00:01:55,154 --> 00:01:56,386 ♪ Ben 10 ♪ 23 00:02:11,696 --> 00:02:15,432 This is going to hurt you more than it hurts me. 24 00:02:22,140 --> 00:02:24,440 I am not doing that again. 25 00:02:26,944 --> 00:02:29,611 Guess you bit off more than you could chew, huh? 26 00:02:34,116 --> 00:02:37,952 Aw, come on. That was a little funny. 27 00:02:37,987 --> 00:02:41,521 Unh-unh, pal. You're not going anywhere. 28 00:02:47,961 --> 00:02:49,895 Gotcha! 29 00:02:58,004 --> 00:03:03,240 Hey, number one ... gross. And number two... 30 00:03:07,613 --> 00:03:11,547 I always wait for evil villains to finish their speeches. 31 00:03:11,616 --> 00:03:15,985 Dude! You were supposed to keep an eye on my stuff! 32 00:03:16,454 --> 00:03:18,504 So, this whole time, you've just 33 00:03:18,505 --> 00:03:20,555 been sitting here, eating... 34 00:03:20,624 --> 00:03:24,091 Mycetian swamp hoppers. Would you like some? 35 00:03:24,127 --> 00:03:25,026 Ugh. 36 00:03:25,061 --> 00:03:26,360 You and grandpa Max. 37 00:03:26,396 --> 00:03:29,397 Couldn't have given me a little help out there? 38 00:03:29,465 --> 00:03:30,898 You should have said something. 39 00:03:30,933 --> 00:03:34,268 - Like what? - Like..."Rook, help me." 40 00:03:34,303 --> 00:03:37,271 I didn't need help. I ... 41 00:03:37,306 --> 00:03:38,372 Fine. Whatever. 42 00:03:38,441 --> 00:03:42,076 Aw, man. Look at this. There's chili-cheese fries on my 43 00:03:42,111 --> 00:03:47,114 burger and the hot-fudge sundae over the whole thing. 44 00:03:47,150 --> 00:03:49,950 Mmm. Not bad. 45 00:03:49,986 --> 00:03:53,220 Seems like lately, I'm getting attacked by more monsters than Tokyo. 46 00:03:53,256 --> 00:03:54,955 I thought that was normal. 47 00:03:55,024 --> 00:03:56,757 Bet these things aren't normal. 48 00:03:56,792 --> 00:03:59,593 But who'd want to sic freaky monsters on me? 49 00:03:59,662 --> 00:04:03,730 Dude, who wouldn't want to sic freaky monsters on you? 50 00:04:03,766 --> 00:04:07,735 I've... been... working on my conversational earthling. 51 00:04:07,770 --> 00:04:10,938 Wait a minute. There is one nutball who totally 52 00:04:10,973 --> 00:04:14,509 does the mutant-creature thing ... Dr. Animo. 53 00:04:14,544 --> 00:04:16,310 Dr. Animo? 54 00:04:16,379 --> 00:04:19,746 Yeah. Guy's been after me since I was little. 55 00:04:19,782 --> 00:04:24,317 Freaky frogs, mutant bats, prairie dogs ... you name it. 56 00:04:24,386 --> 00:04:27,854 I'm not familiar with this nutball of which you speak, 57 00:04:27,890 --> 00:04:32,726 but a Dr. Animo is currently in a holding cell at Plumber headquarters. 58 00:04:41,504 --> 00:04:43,704 I'm telling you, Rook, it's got to be Animo. 59 00:04:43,773 --> 00:04:47,308 That is what you're telling me. 60 00:04:51,347 --> 00:04:54,566 They say Tyrak the tyrant managed to stage 61 00:04:54,567 --> 00:04:57,786 a military coup without ever leaving his prison cell. 62 00:04:57,855 --> 00:05:01,624 See? There you go. That's what Animo must be doing. 63 00:05:01,692 --> 00:05:05,627 He had plasma cannons and an army of several million. 64 00:05:05,696 --> 00:05:09,898 Well, Animo can use, like, a million, billion animals. 65 00:05:09,933 --> 00:05:14,070 Ever since I was 10 years old... 66 00:05:14,105 --> 00:05:16,539 Curse you, Ben Tennyson! 67 00:05:16,608 --> 00:05:20,076 Curse you and your meddling ways! 68 00:05:20,111 --> 00:05:24,047 You haven't seen the last of me, Ben Tennyson! 69 00:05:24,282 --> 00:05:29,419 I'll get you if it's the last thing I do, Ben Tennyson! 70 00:05:29,788 --> 00:05:32,054 Did he actually say those things? 71 00:05:32,090 --> 00:05:33,556 Totally. 72 00:05:33,624 --> 00:05:34,723 Maybe. 73 00:05:34,792 --> 00:05:37,526 Close enough. I don't always listen. 74 00:05:37,561 --> 00:05:40,094 He sounds like a harmless eccentric. 75 00:05:40,130 --> 00:05:41,896 Harmless? 76 00:05:46,734 --> 00:05:50,971 What did I tell you, Rook? The crazy is right here in front of us. 77 00:05:51,207 --> 00:05:54,442 Conversely, the prisoner himself is not. 78 00:05:54,477 --> 00:05:57,545 See? I told you he was the one attacking me. 79 00:05:57,581 --> 00:06:00,114 The force field hasn't been tampered with. 80 00:06:00,183 --> 00:06:04,618 Then there has to be a vent or an access panel or something. 81 00:06:04,654 --> 00:06:07,922 There always is in these places. Why is that, anyway? 82 00:06:07,990 --> 00:06:10,891 Do they want prisoners to be able to escape? 83 00:06:10,927 --> 00:06:14,028 The vents are all sealed with monomolecular grids. 84 00:06:15,764 --> 00:06:17,999 What are all these ants doing here? 85 00:06:18,034 --> 00:06:20,201 Ants are quite common on Earth. 86 00:06:20,237 --> 00:06:23,037 There are well over 12,000 species. 87 00:06:26,375 --> 00:06:30,846 But what are these ants doing here? 88 00:06:34,784 --> 00:06:38,087 Still think Animo's not the guy attacking me? 89 00:06:39,790 --> 00:06:42,559 I concede he is a viable candidate. 90 00:06:51,570 --> 00:06:56,107 And... we're in the sewer. Of course we are. 91 00:06:56,143 --> 00:06:59,044 These sanitation ducts run under the whole city. 92 00:06:59,112 --> 00:07:03,649 - The escaped prisoner could be anywhere. - Maybe not just anywhere. 93 00:07:21,037 --> 00:07:24,706 Fire-breathing giant ant ... classic Dr. Animo. 94 00:07:25,943 --> 00:07:28,076 He sounds like a very strange man. 95 00:07:28,111 --> 00:07:31,780 Time to fight fire with Swampfire! 96 00:07:33,083 --> 00:07:37,619 Echo Echo. Why am I not surprised? 97 00:07:38,889 --> 00:07:42,257 Hey, bug eyes ... over here. 98 00:07:45,062 --> 00:07:48,530 And you didn't even have to ask for my help. 99 00:07:48,565 --> 00:07:50,532 Point taken. 100 00:07:54,239 --> 00:07:56,172 Hey! Watch it! 101 00:08:06,483 --> 00:08:09,151 Pick a me ... any me. 102 00:08:31,609 --> 00:08:33,275 Echo Echo! 103 00:08:33,311 --> 00:08:34,610 Echo Echo!! 104 00:08:34,645 --> 00:08:36,111 Echo Echo!!! 105 00:08:36,146 --> 00:08:37,846 Echo Echo!!!! 106 00:08:37,915 --> 00:08:39,281 Echo Echo!!!!! 107 00:08:47,791 --> 00:08:48,925 Ingenious. 108 00:08:48,960 --> 00:08:52,728 The sound must have atomized the pyrophoric chemicals in its body. 109 00:08:52,764 --> 00:08:54,630 Uh... yeah. 110 00:08:54,666 --> 00:08:56,933 'Cause Echo Echo is the sound of... 111 00:08:56,968 --> 00:08:59,936 vic... to... ry? 112 00:08:59,971 --> 00:09:02,004 I really should have seen that coming. 113 00:09:12,335 --> 00:09:15,169 Don't suppose you have a freeze ray on that thing? 114 00:09:15,238 --> 00:09:15,870 No. 115 00:09:15,939 --> 00:09:20,342 - Fire extinguisher? - That would be a useful feature. 116 00:09:29,286 --> 00:09:33,590 Was it something I said? 'Cause I'll say it again! 117 00:09:33,625 --> 00:09:38,495 - They gave up too easily. - Yeah. Come on. 118 00:09:43,534 --> 00:09:45,736 Ants carrying machinery? 119 00:09:45,804 --> 00:09:48,438 Very odd, no matter their size. 120 00:09:48,474 --> 00:09:52,542 But they're big enough to carry us, too. 121 00:09:53,812 --> 00:09:56,297 I'm not sure I want to know this, but, 122 00:09:56,298 --> 00:09:58,782 um, why do you know so much about ants? 123 00:09:58,817 --> 00:10:01,818 When I learned I was coming to Earth, I read 124 00:10:01,854 --> 00:10:04,721 a fascinating guide book by Myrzel of Valdus Prime. 125 00:10:04,790 --> 00:10:08,458 He explained that ants are the dominant life-form on your planet. 126 00:10:08,493 --> 00:10:10,727 Why on Earth would he think that? 127 00:10:10,762 --> 00:10:14,898 Well, ants do outnumber humans here nearly 200,000 to 1 128 00:10:14,933 --> 00:10:20,069 and are found on every continent... except "Ant"arctica, ironically. 129 00:10:29,780 --> 00:10:32,849 Now, where is this evil mastermind Dr. Animo? 130 00:10:32,918 --> 00:10:34,617 Oh, I don't know. 131 00:10:34,653 --> 00:10:38,754 How about over there, inside that skyscraper-sized anthill?! 132 00:10:40,191 --> 00:10:42,825 Ah. Of course. 133 00:10:50,434 --> 00:10:52,035 I don't see a doorbell. 134 00:10:52,071 --> 00:10:54,505 Guess we'll just have to invie ourselves in. 135 00:10:54,573 --> 00:10:56,506 One moment, Ben. 136 00:10:59,811 --> 00:11:02,579 Hey! What's with the mudpack?! 137 00:11:02,615 --> 00:11:05,249 Not mud ... pheromones. 138 00:11:05,317 --> 00:11:07,885 Ants instinctively attack any intruder. 139 00:11:07,920 --> 00:11:12,422 With these secretions on us, we'll smell like members of the colony. 140 00:11:12,458 --> 00:11:15,158 This had better work. 'Cause if you just smeared me 141 00:11:15,227 --> 00:11:18,629 with ant goo for nothing, we're gonna have a problem, man. 142 00:11:34,479 --> 00:11:38,082 - Proud of yourself? - I did not say a word. 143 00:11:56,935 --> 00:12:01,238 Yes, my pets. 144 00:12:01,239 --> 00:12:05,542 Build, construct, grow! 145 00:12:05,578 --> 00:12:09,346 - Dr. Animo! - Ben Tennyson! 146 00:12:09,382 --> 00:12:13,750 What's the deal with sending creepy mutant aliens to kill me? 147 00:12:13,786 --> 00:12:15,819 Dude! 148 00:12:15,854 --> 00:12:19,489 Mutant aliens? I don't know what you're talking about. 149 00:12:19,558 --> 00:12:20,824 Don't play dumb! 150 00:12:20,859 --> 00:12:23,927 I'm not playing. Honestly, I hadn't planned on 151 00:12:23,995 --> 00:12:27,763 killing you until Phase II, but here you are. 152 00:12:27,799 --> 00:12:32,367 First, however, you will witness my greatest triumph. 153 00:12:32,403 --> 00:12:36,939 Did you know that there are roughly a quadrillion ants on 154 00:12:36,974 --> 00:12:43,377 Earth, with species native to every continent but Ant-arctica? 155 00:12:43,413 --> 00:12:46,447 Actually, yes. I did. 156 00:12:46,483 --> 00:12:50,484 The device before you generates a mutagenic pulse. 157 00:12:50,553 --> 00:12:54,121 It will turn every single ant on the planet into a giant mutant ... 158 00:12:54,157 --> 00:12:58,760 with me, Dr. Animo, as their king. 159 00:12:58,829 --> 00:13:02,564 The world will be my ant farm! 160 00:13:06,269 --> 00:13:10,037 - This is not your guy. - You got that right. 161 00:13:18,881 --> 00:13:21,414 Flush him out. 162 00:13:23,452 --> 00:13:26,787 Look, Dr. Animo, I'll be the first to admit that an army 163 00:13:26,856 --> 00:13:30,423 of giant ants is kinda cool, but come on. 164 00:13:30,458 --> 00:13:32,758 You know we can't let you get away with it. 165 00:13:32,794 --> 00:13:35,227 My partner and I are gonna ... 166 00:13:39,632 --> 00:13:41,867 That is a Kormite power core. 167 00:13:41,935 --> 00:13:45,236 - Rook! - Uh, keep chatting. I got this. 168 00:13:45,305 --> 00:13:51,442 Okay. Just me is gonna smash this picnic. 169 00:13:51,478 --> 00:13:56,247 Do your worst, Ben Tennyson. Nothing can stop me! 170 00:14:05,959 --> 00:14:11,363 Okay, one more time. Come on, Swampfire! 171 00:14:14,435 --> 00:14:16,495 Let me tell you something, new Omnitrix that 172 00:14:16,580 --> 00:14:18,361 keeps turning me into the wrong thing ... 173 00:14:18,485 --> 00:14:21,074 you keep turning me into the wrong thing! 174 00:14:21,109 --> 00:14:23,409 Ben! Animo? 175 00:14:24,613 --> 00:14:26,913 Right. 176 00:14:26,948 --> 00:14:31,918 Come, my ant army! Destroy Ben Tennyson! 177 00:14:42,531 --> 00:14:45,816 You may be strong, but in sufficient 178 00:14:45,817 --> 00:14:49,102 numbers, ants can bring down any prey. 179 00:14:51,473 --> 00:14:54,007 Cosmic drop! 180 00:14:54,043 --> 00:14:56,810 Incursean ambassador! 181 00:14:56,845 --> 00:14:58,812 Serious butt-kicking! 182 00:15:06,788 --> 00:15:10,658 In a few minutes, you'll be nothing but bones. 183 00:15:10,694 --> 00:15:11,893 Oh, yeah? 184 00:15:11,928 --> 00:15:17,199 Dr. Animo, you terror of mutant... uh, mutants... 185 00:15:17,268 --> 00:15:18,834 Rath is gonna ... 186 00:15:29,990 --> 00:15:32,675 Ow! Now you're asking for it, giant ants. 187 00:15:32,711 --> 00:15:36,413 Rath will squash you like a bug. A giant bug. 188 00:15:36,448 --> 00:15:39,516 Many giant bugs! Huh? 189 00:15:47,459 --> 00:15:50,860 Ben! I've recovered the Kormite power core! 190 00:15:50,895 --> 00:15:53,596 Let me tell something, new alien partner that I never 191 00:15:53,631 --> 00:15:56,232 wanted in the first place but I'm begrudgingly beginning to 192 00:15:56,267 --> 00:15:59,268 like in spite of myself, Rath is gonna ... 193 00:16:01,839 --> 00:16:03,806 Whoa! 194 00:16:14,084 --> 00:16:17,319 Whoo-hoo! 195 00:16:20,089 --> 00:16:23,725 Whoa! New alien! Cool! 196 00:16:23,760 --> 00:16:25,360 I wonder what I can do. 197 00:16:25,429 --> 00:16:28,363 It doesn't matter what you do. 198 00:16:28,431 --> 00:16:34,835 For now, you face the fury of... the ant king! 199 00:16:34,870 --> 00:16:39,906 Ant king? You might want to work on that name. 200 00:16:46,080 --> 00:16:51,084 As for my name, how about... Crashhopper? 201 00:17:21,249 --> 00:17:25,852 Had enough, Animo? 'Cause I'm having a blast! 202 00:17:25,921 --> 00:17:30,490 Ben! If you have a moment? 203 00:17:36,364 --> 00:17:38,565 I can set this power core to detonate. 204 00:17:38,601 --> 00:17:41,302 - Great plan! - It will destroy the 205 00:17:41,370 --> 00:17:45,406 anthill, the ants, us, and several populated areas. 206 00:17:45,441 --> 00:17:46,874 Bad plan! 207 00:17:46,943 --> 00:17:51,579 What if I adjust the power-core frequency to atomize just the ants? 208 00:17:51,648 --> 00:17:53,781 Better plan! 209 00:17:56,786 --> 00:17:59,687 Oh, curse you, Ben Tennyson! 210 00:17:59,756 --> 00:18:02,123 Curse you and your meddling ways! 211 00:18:02,158 --> 00:18:06,293 See? Told you he talks like that. 212 00:18:07,897 --> 00:18:12,199 Mutant dogs, too? One theme at a time, Animo! 213 00:18:12,234 --> 00:18:15,669 What? That's not one of mine. 214 00:18:21,910 --> 00:18:24,078 Ohhhhhhh! 215 00:18:24,146 --> 00:18:27,715 But it soon will be! 216 00:18:27,750 --> 00:18:34,722 You must obey me. Destroy Ben Tennyson! 217 00:19:01,917 --> 00:19:05,286 Uh-oh. 218 00:19:09,090 --> 00:19:11,492 Ahh. Almost done. 219 00:19:12,929 --> 00:19:15,563 Rook? 220 00:19:16,766 --> 00:19:18,466 Help me. 221 00:19:21,104 --> 00:19:24,939 Gladly, partner. Hold still. 222 00:19:27,444 --> 00:19:28,042 Thanks. 223 00:19:35,784 --> 00:19:39,220 Hmm. This thing is definitely an invader. 224 00:19:39,289 --> 00:19:41,956 The ants ought to attack it. 225 00:19:43,627 --> 00:19:47,595 If I let nature take its course. 226 00:19:50,765 --> 00:19:52,699 Ow! 227 00:20:07,914 --> 00:20:09,882 Now, Rook! 228 00:20:40,183 --> 00:20:42,584 Aloysius James Animo. 229 00:20:45,956 --> 00:20:48,991 He middle-named you. You are so busted. 230 00:20:49,026 --> 00:20:51,626 No. 231 00:20:55,832 --> 00:20:59,334 No. No, old friend. You did your job. 232 00:21:00,271 --> 00:21:03,806 Tennyson was lucky. Next time, there won't be a 233 00:21:03,842 --> 00:21:08,077 petty mutation freak between me and my quarry. 234 00:21:16,453 --> 00:21:21,557 This is not your usual jubilant post-butt-kicking attitude... dude. 235 00:21:21,626 --> 00:21:24,026 - Animo's not the guy. - True. 236 00:21:24,095 --> 00:21:27,263 And that... whatever it is that keeps jumping me, did 237 00:21:27,298 --> 00:21:31,467 you see how it turned into the exact perfect predator to fight my new alien? 238 00:21:31,502 --> 00:21:33,202 It's like a Ben-eating monster. 239 00:21:33,237 --> 00:21:34,504 I'll admit ... 240 00:21:34,505 --> 00:21:38,307 I thought you were being paranoid before, but now... 241 00:21:38,376 --> 00:21:44,013 someone is definitely out to get you ... someone very dangerous. 242 00:21:45,916 --> 00:21:49,285 But at least we stopped the nefarious Dr. Animo. 243 00:21:49,321 --> 00:21:53,123 He won't be causing trouble for a long, long time. 244 00:21:59,197 --> 00:22:04,435 You haven't seen the last of me, Ben Tennyson.