1 00:00:01,688 --> 00:00:03,773 ♪♪ 2 00:00:07,026 --> 00:00:08,319 ♪ Ben 10! ♪ 3 00:00:08,403 --> 00:00:10,405 ♪ Ben 10! ♪ 4 00:00:10,488 --> 00:00:11,447 ♪ Ben 10! ♪ 5 00:00:11,531 --> 00:00:12,448 ♪ Ben 10! ♪ 6 00:00:12,532 --> 00:00:13,616 ♪ Ben 10! ♪ 7 00:00:13,700 --> 00:00:14,867 ♪ Ben 10! ♪ 8 00:00:14,951 --> 00:00:16,786 ♪ Ben 10! ♪ 9 00:00:16,869 --> 00:00:18,955 ♪ Ben 10! ♪ 10 00:00:22,125 --> 00:00:24,210 ♪♪ 11 00:00:28,089 --> 00:00:29,424 [ Duck quacks ] 12 00:00:29,507 --> 00:00:30,717 Ugh! 13 00:00:30,800 --> 00:00:33,845 What kind of auto mechanic runs out of spark plugs? 14 00:00:33,928 --> 00:00:35,430 Well, looks like it's gonna be a while 15 00:00:35,513 --> 00:00:37,724 before we can get the Rustbucket back on the road, kids. 16 00:00:37,807 --> 00:00:39,517 Whaaaaat?! 17 00:00:39,600 --> 00:00:42,061 I'm sorry, Ben, but I'm sure you can find a way 18 00:00:42,145 --> 00:00:43,271 to make the best of it. 19 00:00:43,354 --> 00:00:44,647 Grandpa, I'm with you, 20 00:00:44,731 --> 00:00:47,400 but this town is so boring! 21 00:00:47,483 --> 00:00:48,776 There's nothing to do here! 22 00:00:48,860 --> 00:00:49,777 [ Groans ] 23 00:00:49,861 --> 00:00:52,905 It's just sand, Grandfather! 24 00:00:52,989 --> 00:00:59,579 Saaaaaaaaaaa... 25 00:00:59,662 --> 00:01:01,247 Gwen? ...aaaaaaaaaaaaaaa... 26 00:01:01,330 --> 00:01:04,125 We're going to perish in the blistering sun. ...aaaaaaaaa... 27 00:01:04,208 --> 00:01:05,710 Ick! Yee! ...aaaaaand! 28 00:01:05,793 --> 00:01:07,837 Holy guacamole, you kids are dramatic. 29 00:01:07,920 --> 00:01:10,465 There has to be something exciting going on in Sleepytown. 30 00:01:10,548 --> 00:01:13,259 If something exciting ever happened in this town, 31 00:01:13,342 --> 00:01:16,304 everyone would probably lose their minds! 32 00:01:16,386 --> 00:01:17,513 [ Horn honks ] 33 00:01:17,597 --> 00:01:19,098 Whoa! What's going on out here? 34 00:01:19,182 --> 00:01:21,809 Zombozo: Citizens of Sleepytown! 35 00:01:21,892 --> 00:01:23,186 I want your vote! 36 00:01:23,269 --> 00:01:26,147 [ Noisemakers honk ] Your candidate has arrived! 37 00:01:26,230 --> 00:01:30,985 Campaign workers, give the people what they deserve! 38 00:01:31,068 --> 00:01:32,320 [ Indistinct talking ] 39 00:01:32,403 --> 00:01:33,446 Zombozo? 40 00:01:33,529 --> 00:01:35,323 Finally -- a butt to kick! 41 00:01:35,406 --> 00:01:37,992 Got to save everyone from those big, evil... 42 00:01:39,035 --> 00:01:40,536 [ Gasps ] ...T-shirt cannons? 43 00:01:40,620 --> 00:01:42,371 What is he up to? [ Cheering ] 44 00:01:42,455 --> 00:01:45,624 Heh! Sleepytown, how are ya? 45 00:01:45,707 --> 00:01:47,418 [ Cheering ] 46 00:01:47,502 --> 00:01:49,629 Please, please -- there'll be plenty of time 47 00:01:49,712 --> 00:01:51,005 to cheer me on later. 48 00:01:51,088 --> 00:01:53,090 This town needs a miracle, 49 00:01:53,174 --> 00:01:55,676 and I am that miracle! [ Cheering ] 50 00:01:55,760 --> 00:01:57,678 They're actually falling for this? 51 00:01:57,761 --> 00:01:59,263 Is there even an election coming up?! 52 00:01:59,347 --> 00:02:02,809 You know people -- they love anything bright and flashy. 53 00:02:02,892 --> 00:02:04,393 Thumbskull: Here you go! 54 00:02:04,477 --> 00:02:06,312 Whoa! The buttons light up! 55 00:02:06,395 --> 00:02:07,480 Take that off! 56 00:02:07,563 --> 00:02:09,022 People can't be this gullible. 57 00:02:09,105 --> 00:02:10,942 Keep your eyes peeled, folks. 58 00:02:11,025 --> 00:02:14,153 This town is going to change forever! 59 00:02:14,237 --> 00:02:18,074 [ Cheering ] 60 00:02:18,157 --> 00:02:19,909 [ All groaning ] 61 00:02:19,992 --> 00:02:23,162 Now he's trying to hypnotize us, but it's not even worki-- 62 00:02:23,246 --> 00:02:25,164 [ Gasps ] Grandpa?! Ben! 63 00:02:25,248 --> 00:02:27,542 Wait -- how come I'm not hypnotized? 64 00:02:27,625 --> 00:02:29,085 Hmm. 65 00:02:29,168 --> 00:02:30,169 [ Gasps ] 66 00:02:30,253 --> 00:02:31,504 Look away from the screens! 67 00:02:31,587 --> 00:02:33,047 Oh! Oh! 68 00:02:33,130 --> 00:02:35,216 Good thing you were wearing your sunglasses today, Gwen. 69 00:02:35,299 --> 00:02:38,427 We can't just let Zombozo dupe these innocent people like this! 70 00:02:38,511 --> 00:02:40,596 We definitely need to find out what he's up to 71 00:02:40,680 --> 00:02:41,889 before someone gets hurt. 72 00:02:41,973 --> 00:02:44,559 Zombozo: Yes, yes! Keep your eyes on me! 73 00:02:44,642 --> 00:02:46,018 [ Laughs evilly ] 74 00:02:46,102 --> 00:02:49,230 [ Laughs ] Butts just asking to be kicked. 75 00:02:49,313 --> 00:02:52,108 Gwen, you and I will find a way to disable the hypno-screens 76 00:02:52,191 --> 00:02:53,109 while Ben -- 77 00:02:53,192 --> 00:02:54,819 Huh? Ben? Where'd he go? 78 00:02:54,902 --> 00:02:56,737 Well, looks like it's just you and me -- 79 00:02:56,821 --> 00:02:59,824 Hmm. Guess I'm flying solo on this one. 80 00:02:59,907 --> 00:03:02,201 This party is about to lose its clown. 81 00:03:02,285 --> 00:03:04,161 But I'll need something to distract Zombozo 82 00:03:04,245 --> 00:03:05,872 while I'm poking around the screens. 83 00:03:05,955 --> 00:03:07,081 Gwen: Zombozo! 84 00:03:07,164 --> 00:03:10,710 The polls are in, and you're out! 85 00:03:10,793 --> 00:03:14,171 [ All groaning ] 86 00:03:14,255 --> 00:03:16,340 [ Growls ] 87 00:03:16,841 --> 00:03:18,926 That'll work. 88 00:03:19,427 --> 00:03:21,470 [ Exhales deeply ] 89 00:03:21,554 --> 00:03:24,599 Whoa! Money! [ Laughs ] 90 00:03:24,682 --> 00:03:27,476 We don't have time for playing around, Acid Breath! 91 00:03:27,560 --> 00:03:30,771 Zombozo can only distract the townsfolk for so long. 92 00:03:30,855 --> 00:03:32,565 Frightwig, you're no fun. 93 00:03:32,648 --> 00:03:34,275 I bet you're just gonna blow your cut 94 00:03:34,358 --> 00:03:36,360 on science junk or something. 95 00:03:36,444 --> 00:03:39,488 I do have my eye on a new soldering iron. 96 00:03:39,572 --> 00:03:40,907 What are you gonna do? 97 00:03:40,990 --> 00:03:44,243 Well, I just heard of this new thing called mouthwash. 98 00:03:44,327 --> 00:03:46,454 Apparently, the ladies love it. 99 00:03:46,537 --> 00:03:47,914 Ew! 100 00:03:47,997 --> 00:03:51,208 What are you spending your share on, Thumbskull? 101 00:03:51,292 --> 00:03:54,378 ♪♪ 102 00:03:54,462 --> 00:03:57,381 Egh! Dude can't even afford mouthwash? 103 00:03:57,465 --> 00:03:59,634 I almost feel bad stopping this crime. 104 00:03:59,717 --> 00:04:01,510 Uh...no, I don't. 105 00:04:01,594 --> 00:04:03,930 What do you think you're doing, kid?! 106 00:04:04,013 --> 00:04:06,349 What do you think you're doing, clown? 107 00:04:06,432 --> 00:04:08,434 These good, honest Sleepy-Townies 108 00:04:08,517 --> 00:04:10,019 can see right through your gimmicks. 109 00:04:10,102 --> 00:04:12,229 Oh. No, they can't. They're hypnotized. 110 00:04:12,313 --> 00:04:16,400 Why would they listen to you when they can see fireworks?! 111 00:04:16,483 --> 00:04:18,569 [ Crowd "Ooh"s ] [ Laughing ] 112 00:04:20,196 --> 00:04:23,157 [ Groans ] Just got to find the "Off" switch and then -- 113 00:04:23,240 --> 00:04:24,408 Oh, boy. 114 00:04:24,492 --> 00:04:25,868 Gee, a bank vault 115 00:04:25,952 --> 00:04:28,120 is a weird place for a freak show. 116 00:04:28,204 --> 00:04:29,914 What are the odds? 117 00:04:29,997 --> 00:04:32,083 [ Grunts ] 118 00:04:36,253 --> 00:04:37,588 [ Yelling ] 119 00:04:37,672 --> 00:04:38,798 Ugh! 120 00:04:38,881 --> 00:04:40,675 [ Grunts, inhales ] 121 00:04:40,758 --> 00:04:42,969 [ Sizzling ] 122 00:04:43,052 --> 00:04:45,137 [ Laughs ] 123 00:04:50,017 --> 00:04:51,394 There's too many of them. 124 00:04:51,477 --> 00:04:53,521 [ Zap ] Ow! There's too many of them. 125 00:04:53,604 --> 00:04:55,064 One of these has to be it. 126 00:04:55,147 --> 00:04:58,776 Yeah, come on! Let's hear it for me! 127 00:04:58,859 --> 00:05:02,196 No! Everybody, don't let him fool you! 128 00:05:02,279 --> 00:05:04,365 Look away from the -- the... 129 00:05:05,282 --> 00:05:06,409 [ Punch lands ] Oof! 130 00:05:06,492 --> 00:05:08,953 You know, soldering irons are like $8. 131 00:05:09,036 --> 00:05:11,038 You don't need to steal a whole town's money. 132 00:05:11,122 --> 00:05:12,873 [ Grunting ] 133 00:05:12,957 --> 00:05:14,625 The money ain't for us. 134 00:05:14,709 --> 00:05:16,794 It's for Zombozo. 135 00:05:18,087 --> 00:05:20,172 [ Shouts ] Hyah! 136 00:05:24,635 --> 00:05:25,886 I think I got it. [ Powering down ] 137 00:05:25,970 --> 00:05:28,639 ...and cotton candy for breakfast -- 138 00:05:28,723 --> 00:05:29,890 every morning! 139 00:05:29,974 --> 00:05:31,225 Ooh... Ooh... Ooh... Ooh... 140 00:05:31,308 --> 00:05:32,268 Huh? Huh? Huh? Huh? 141 00:05:32,351 --> 00:05:34,603 All right, Gwen! Your turn! 142 00:05:34,687 --> 00:05:36,856 People of Sleepytown! 143 00:05:36,939 --> 00:05:38,774 Zombozo's been hypnotizing you! 144 00:05:38,858 --> 00:05:39,900 He's a bad guy! 145 00:05:39,984 --> 00:05:42,153 Tell me something, folks -- 146 00:05:42,236 --> 00:05:45,239 would a bad guy give you free hats? 147 00:05:45,322 --> 00:05:46,699 [ Crowd chanting "Hats!" ] 148 00:05:46,782 --> 00:05:49,452 Wait! You're not even hypnotized! 149 00:05:49,535 --> 00:05:51,161 [ Chanting continues ] 150 00:05:51,245 --> 00:05:54,415 Sleepytown has spoken, and they've chosen me. 151 00:05:54,498 --> 00:05:56,000 And Sleepytown is just the first 152 00:05:56,083 --> 00:05:59,086 of my many campaign stops across the country. 153 00:05:59,170 --> 00:06:03,132 I'm gonna break all the records for fundraising. 154 00:06:03,215 --> 00:06:04,383 [ Laughs evilly ] 155 00:06:04,467 --> 00:06:05,926 Aw, don't look so sad. 156 00:06:06,010 --> 00:06:08,471 Here -- cheer up. Have a t-shirt! 157 00:06:08,554 --> 00:06:09,805 [ Cheering ] 158 00:06:09,889 --> 00:06:12,016 You're robbing a bank for that evil clown, 159 00:06:12,099 --> 00:06:13,934 but you don't get any of the money? 160 00:06:14,018 --> 00:06:15,895 That's just bad criminaling. 161 00:06:15,978 --> 00:06:17,229 As a card-carrying henchman, 162 00:06:17,313 --> 00:06:19,482 I find it best not to think about it. 163 00:06:19,565 --> 00:06:20,941 Can't you -- [ Grunts ] 164 00:06:21,025 --> 00:06:22,651 ...see that he's using you? 165 00:06:22,735 --> 00:06:25,279 Zombozo hasn't given us any money. 166 00:06:25,362 --> 00:06:26,989 Maybe he never will! 167 00:06:27,073 --> 00:06:30,451 Listen to her, man. Have you guys ever been paid? 168 00:06:30,534 --> 00:06:33,579 Zombozo, I think I need to go to the dentist. 169 00:06:33,661 --> 00:06:37,708 Zombozo, I need to go to the doctor. I'm only 16. 170 00:06:37,792 --> 00:06:39,710 Does this look infected to you? 171 00:06:39,794 --> 00:06:43,297 You're right! We're never gonna get the big payday! 172 00:06:43,380 --> 00:06:44,965 No payday?! 173 00:06:45,049 --> 00:06:48,135 ♪♪ 174 00:06:48,219 --> 00:06:49,345 [ Screaming ] 175 00:06:49,428 --> 00:06:52,389 No, Thumbskull! Calm down! 176 00:06:52,473 --> 00:06:54,975 Zombozo can get his own money! 177 00:06:55,059 --> 00:06:56,477 We're out of here! 178 00:06:56,560 --> 00:06:58,437 You better run. 179 00:06:58,521 --> 00:07:01,690 Wow! I talked them out of it! 180 00:07:01,774 --> 00:07:03,150 Move over, Grey Matter. 181 00:07:03,234 --> 00:07:05,569 There's a new smart alien in town. 182 00:07:05,653 --> 00:07:07,029 How's it going? 183 00:07:07,113 --> 00:07:08,322 Terrible. 184 00:07:08,405 --> 00:07:10,616 All anyone cares about is T-shirts and buttons. 185 00:07:10,699 --> 00:07:12,159 Man: Whoa! Tote bags! 186 00:07:12,243 --> 00:07:14,036 And tote bags. 187 00:07:14,120 --> 00:07:15,621 You were right -- people only care 188 00:07:15,704 --> 00:07:17,915 about flashy antics, not common sense. 189 00:07:17,998 --> 00:07:21,710 Well, I just talked Zombozo's henchmen out of bank-robbering. 190 00:07:21,794 --> 00:07:23,879 Try it. 191 00:07:24,255 --> 00:07:25,589 Hey, Zombonehead! 192 00:07:25,673 --> 00:07:27,591 Why don't you tell us about your plans 193 00:07:27,675 --> 00:07:29,218 for the Sleepytown economy? 194 00:07:29,301 --> 00:07:31,929 Yeah! What now, Zombozo?! 195 00:07:32,012 --> 00:07:37,184 Who needs economy when you've got buttons?! 196 00:07:37,268 --> 00:07:39,520 Uh, you already gave us buttons. 197 00:07:39,603 --> 00:07:42,314 Yeah, tell us your plans! 198 00:07:42,398 --> 00:07:45,109 [ Cheering ] 199 00:07:45,192 --> 00:07:47,820 Plans?! I don't need plans! 200 00:07:47,903 --> 00:07:49,196 No plans? 201 00:07:49,280 --> 00:07:52,491 Looks like somebody didn't graduate from clown college! 202 00:07:52,575 --> 00:07:54,827 Do you even care about education? 203 00:07:54,910 --> 00:07:56,954 Ooh! Burn! 204 00:07:57,036 --> 00:07:58,289 Education? 205 00:07:58,372 --> 00:08:00,749 Geez, you're boring, for a kid. 206 00:08:00,833 --> 00:08:03,043 Who wants to talk about homework? 207 00:08:03,127 --> 00:08:05,045 You know, Zombozo makes a fair point. 208 00:08:05,129 --> 00:08:07,131 Um, I like homework. 209 00:08:07,214 --> 00:08:09,300 Nobody cares, nerd! 210 00:08:09,383 --> 00:08:11,385 Hey! Leave her alone! 211 00:08:11,468 --> 00:08:14,346 I'm cool, but education is kind of important. 212 00:08:14,430 --> 00:08:17,808 And look! He's a total litterbug! [ All gasp ] 213 00:08:17,892 --> 00:08:19,435 How's he gonna clean up the streets 214 00:08:19,518 --> 00:08:21,060 when he's the one messing them up? 215 00:08:21,145 --> 00:08:22,855 And speaking of the environment, 216 00:08:22,938 --> 00:08:26,025 you just set that tree on fire with your fireworks! 217 00:08:26,108 --> 00:08:28,235 Hey! That's our only tree! 218 00:08:28,319 --> 00:08:29,778 And how about law and order? 219 00:08:29,862 --> 00:08:31,947 His cronies are robbing the bank right now. 220 00:08:32,031 --> 00:08:33,073 Wait -- what?! 221 00:08:33,157 --> 00:08:35,409 Why don't you explain that, Zombozo? 222 00:08:35,492 --> 00:08:37,995 [ Indistinct shouting ] 223 00:08:38,078 --> 00:08:39,371 Where are those henchmen? 224 00:08:39,455 --> 00:08:40,955 [ Cellphone honks ] A text? 225 00:08:41,040 --> 00:08:44,251 Angry face, angry face, fire, money... 226 00:08:44,335 --> 00:08:46,170 Mexico?! 227 00:08:46,253 --> 00:08:47,421 They quit?! 228 00:08:47,504 --> 00:08:48,923 Well, Zombozo? 229 00:08:49,006 --> 00:08:51,550 What do you have to say to the people of Sleepytown? 230 00:08:51,634 --> 00:08:52,760 All right. 231 00:08:52,843 --> 00:08:55,471 I guess it's time for a debate. 232 00:08:55,554 --> 00:08:57,890 Zombozo-style! 233 00:08:57,973 --> 00:09:00,267 [ Laughs evilly ] 234 00:09:00,351 --> 00:09:02,478 [ All scream ] 235 00:09:02,561 --> 00:09:04,230 That's my cue! 236 00:09:04,313 --> 00:09:06,523 ♪♪ 237 00:09:15,824 --> 00:09:16,867 Aah! 238 00:09:16,951 --> 00:09:19,036 Aw, come on! I just got those! 239 00:09:21,872 --> 00:09:23,958 [ Grunts ] 240 00:09:32,258 --> 00:09:34,343 [ Laughs evilly ] 241 00:09:42,059 --> 00:09:42,977 [ Grunts ] 242 00:09:43,060 --> 00:09:44,436 Ben needs some help, Grandpa! 243 00:09:44,520 --> 00:09:45,980 Here! Take this! 244 00:09:46,063 --> 00:09:49,900 Let's get Zombozo into something a little more comfortable. 245 00:09:49,984 --> 00:09:51,068 [ Laughs ] 246 00:09:51,151 --> 00:09:51,902 Huh? 247 00:09:51,986 --> 00:09:53,362 Mmphf! 248 00:09:53,445 --> 00:09:54,863 Aah! 249 00:09:54,947 --> 00:09:56,532 Argh! 250 00:09:56,615 --> 00:09:58,701 Aah! 251 00:09:59,451 --> 00:10:01,787 A good clown knows his cue to leave. 252 00:10:01,870 --> 00:10:04,039 [ Grunts ] Why aren't I moving?! 253 00:10:04,123 --> 00:10:05,624 Why isn't he going? 254 00:10:05,708 --> 00:10:08,752 Oh, I may have taken the liberty of borrowing his spark plugs. 255 00:10:08,836 --> 00:10:11,547 All right, buddy, that was your last laugh! 256 00:10:11,630 --> 00:10:13,132 All right. The spark plugs are in. 257 00:10:13,215 --> 00:10:14,425 We can get out of here. 258 00:10:14,508 --> 00:10:16,010 What?! You can't leave! 259 00:10:16,093 --> 00:10:17,928 We need you here in Sleepytown. 260 00:10:18,012 --> 00:10:19,388 We can't lead ourselves! 261 00:10:19,471 --> 00:10:20,556 I got this, Gwen. 262 00:10:20,639 --> 00:10:22,141 I'm a good talker now. 263 00:10:22,224 --> 00:10:24,893 If you guys just believe in yourselves, you can do anything. 264 00:10:24,977 --> 00:10:27,396 I mean, not anything, but, like, a lot of things. 265 00:10:27,479 --> 00:10:30,691 Anyway, I know that everyone in Sleepytown can join together 266 00:10:30,774 --> 00:10:32,276 and create something bigger. 267 00:10:32,359 --> 00:10:34,320 Like how in that one episode of "Sumo Slammers," 268 00:10:34,403 --> 00:10:37,448 they did that thing where they fused into that super-mega-Sumo, 269 00:10:37,531 --> 00:10:38,782 with lasers and stuff. 270 00:10:38,866 --> 00:10:40,576 You guys can totally do that! 271 00:10:40,659 --> 00:10:44,830 Become a super mega Sleepytown Sumo! 272 00:10:45,831 --> 00:10:48,542 You know, on second thought, we'll be fine on our own. 273 00:10:48,625 --> 00:10:49,668 Common sense! 274 00:10:49,752 --> 00:10:51,295 Just like I did with the henchmen. 275 00:10:51,378 --> 00:10:52,629 Max: Let's go, kids. 276 00:10:52,713 --> 00:10:54,715 Oh, yeah, uh...do we need to go after those guys? 277 00:10:54,798 --> 00:10:56,550 Nah. I'll get 'em next time. 278 00:10:56,633 --> 00:10:58,093 I wonder where they ran off to. 279 00:10:58,177 --> 00:11:00,304 [ Electricity crackling ] 280 00:11:14,360 --> 00:11:16,737 Why aren't I moving?!