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 --> 00:00:12,490
♪ Ben 10! ♪

6
00:00:12,573 --> 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
00:00:21,999 --> 00:00:27,547
♪♪

11
00:00:27,630 --> 00:00:28,923
Finally!

12
00:00:29,006 --> 00:00:31,759
After 5 billion years
trapped in the Rustbucket,

13
00:00:31,843 --> 00:00:33,928
I'm free to conquer
this cornfield

14
00:00:34,011 --> 00:00:36,139
for the Cat's Eye Empire!

15
00:00:36,222 --> 00:00:38,558
Whoo-hoo! Yeah!

16
00:00:38,641 --> 00:00:40,184
[ Roars ]

17
00:00:40,268 --> 00:00:42,729
Gwen, you can't just conquer
this cornfield.

18
00:00:42,812 --> 00:00:47,817
Someone already owns it,
namely the Flower Shirt Empire!

19
00:00:47,900 --> 00:00:49,986
Ooh. [ Laughs ]

20
00:00:50,069 --> 00:00:52,363
[ Grunts ] Too late.

21
00:00:52,447 --> 00:00:54,615
Cat's Eye Empire
controls the high ground!

22
00:00:54,699 --> 00:00:57,285
Well, us Flower Shirts
have control of the food supply.

23
00:00:57,368 --> 00:00:58,995
[ Both imitate lasers firing ]

24
00:00:59,078 --> 00:01:00,955
The enemy is closing in.
Retreat!

25
00:01:01,038 --> 00:01:04,083
You won't get away.
Warp drive!

26
00:01:04,166 --> 00:01:08,087
Warp drive
is making gravity spin!

27
00:01:10,339 --> 00:01:11,799
[ Gasps ]

28
00:01:11,883 --> 00:01:14,552
That's the cutest thing
I've ever seen!

29
00:01:14,635 --> 00:01:17,013
-What is it?
-That's the elusive jackalope.

30
00:01:17,096 --> 00:01:20,266
Half rabbit, half antelope,
and all trickster.

31
00:01:20,349 --> 00:01:23,770
Sounds like a powerful addition
to the Cat's Eye Empire.

32
00:01:23,853 --> 00:01:26,063
Or the Flower Empire.

33
00:01:26,147 --> 00:01:27,106
[ Crackling ]

34
00:01:27,190 --> 00:01:28,523
Oh, it's no use.

35
00:01:28,608 --> 00:01:30,777
We're both too powerful.
We're at a stalemate.

36
00:01:30,860 --> 00:01:33,446
You're right.
In order for one of us to win,

37
00:01:33,529 --> 00:01:36,449
we'd need reinforcements
to turn the tide of battle.

38
00:01:37,450 --> 00:01:38,326
Ben. Ben.

39
00:01:38,409 --> 00:01:40,368
For the Cat's Eye Empire!

40
00:01:40,453 --> 00:01:42,622
Flower Shirts forever!

41
00:01:42,705 --> 00:01:44,207
[ Thunder crashes ]

42
00:01:44,290 --> 00:01:46,751
[ Chuckles ] Genius.

43
00:01:46,834 --> 00:01:48,836
[ Yawns ]

44
00:01:48,920 --> 00:01:50,963
[ Snoring ]

45
00:01:51,047 --> 00:01:52,882
-Outside to Ben!
-Aah!

46
00:01:52,965 --> 00:01:55,301
The Cat's Eye Empire
needs you.
No, thanks.

47
00:01:55,384 --> 00:01:57,969
-The jackalope will be mine!
-That's nice.

48
00:01:58,054 --> 00:02:00,890
Forget the TV.
The Cat Eye Empire needs you.

49
00:02:00,973 --> 00:02:02,350
On their side!

50
00:02:02,433 --> 00:02:05,353
I'm gonna go ahead
and side with reality.

51
00:02:05,436 --> 00:02:07,146
-But --
-Make believe's for babies.

52
00:02:07,230 --> 00:02:09,397
Aren't you a bit old
to be playing pretend?

53
00:02:09,481 --> 00:02:11,234
I'm only 65.

54
00:02:11,317 --> 00:02:13,694
You're missing out
on the jackalope!

55
00:02:13,778 --> 00:02:15,196
The furry fiend
of folklore

56
00:02:15,279 --> 00:02:18,324
whose pranks are praised
across these prairie lands.

57
00:02:18,407 --> 00:02:20,785
You may never see
such a rare sight again.

58
00:02:20,868 --> 00:02:22,495
I see rare monsters
every day.

59
00:02:22,578 --> 00:02:28,125
Difference here is jackalopes
are fake, and fake is boring!

60
00:02:34,257 --> 00:02:36,926
[ Thunder rumbles, crashing ]

61
00:02:41,889 --> 00:02:44,392
That came out of nowhere,
huh?

62
00:02:44,475 --> 00:02:46,686
Come on!
You used to be fun.

63
00:02:46,769 --> 00:02:48,980
Where's your sense
of imagination?

64
00:02:49,063 --> 00:02:52,233
Gwen, appeals to imagination
aren't going to work on Ben.

65
00:02:52,316 --> 00:02:54,610
[ Chuckles ] But I know
what'll get him moving.

66
00:02:56,194 --> 00:02:59,407
♪ Prairie Pudding? ♪

67
00:02:59,490 --> 00:03:02,326
♪ Prairie Pudding
smells so yummy ♪

68
00:03:02,410 --> 00:03:05,121
♪ Prairie Pudding
tastes so good ♪

69
00:03:05,204 --> 00:03:09,959
♪ Prairie Pudding
has no MSG ♪

70
00:03:10,042 --> 00:03:12,420
Announcer:
Prairie Pudding, all natural.

71
00:03:12,503 --> 00:03:13,921
Pudding truce?

72
00:03:14,005 --> 00:03:16,257
Absolutely!

73
00:03:16,340 --> 00:03:17,758
[ Sniffs ]

74
00:03:17,842 --> 00:03:20,177
So sugary and pungent.

75
00:03:20,261 --> 00:03:21,262
Mmm.

76
00:03:21,345 --> 00:03:23,139
Huh? [ Sniffs ]

77
00:03:23,222 --> 00:03:24,223
Aah!

78
00:03:24,307 --> 00:03:27,935
[ Sniffs ]
That smell. Is that...

79
00:03:28,019 --> 00:03:29,562
[ Gasps ]

80
00:03:29,645 --> 00:03:32,023
Eat me!

81
00:03:32,106 --> 00:03:34,567
[ Gasps ]
Yes, Prairie Pudding.

82
00:03:34,650 --> 00:03:36,944
Your wish is my command.

83
00:03:37,028 --> 00:03:39,363
Hey,
who locked this door?

84
00:03:39,447 --> 00:03:42,658
Oh, that would be
little old fake me.

85
00:03:42,742 --> 00:03:44,368
You think
this guy's funny?

86
00:03:44,452 --> 00:03:46,787
Ugh! We got some work
ahead of us.

87
00:03:47,872 --> 00:03:50,166
Okay,
maybe Gwen was right.

88
00:03:50,249 --> 00:03:51,792
Been inside too long.

89
00:03:51,876 --> 00:03:53,210
Listen up, cabin fever.

90
00:03:53,294 --> 00:03:56,380
Put that down and move away
from the cartoons.

91
00:03:57,465 --> 00:03:59,634
What?
What's going on here?

92
00:03:59,717 --> 00:04:03,471
All right, Ben, DEFCON 1.
You smell that?

93
00:04:03,554 --> 00:04:04,722
[ Sniffs ] Ahh.

94
00:04:04,805 --> 00:04:07,725
Maybe you can resist
Prairie Pudding,

95
00:04:07,808 --> 00:04:08,976
but nobody stays inside

96
00:04:09,060 --> 00:04:11,520
when there's jelly burgers
on the grill.

97
00:04:12,730 --> 00:04:14,649
Grandpa,
look out behind you!

98
00:04:14,732 --> 00:04:16,733
A jacka--

99
00:04:16,817 --> 00:04:18,903
Hey!
What's the big idea?

100
00:04:19,779 --> 00:04:22,114
[ Groans ]
What are you trying to prove?

101
00:04:22,198 --> 00:04:24,825
Sorry, cuz. I didn't think
this thing would work

102
00:04:24,909 --> 00:04:27,495
with me not being
part of reality and all.

103
00:04:27,578 --> 00:04:29,872
Reality!

104
00:04:29,956 --> 00:04:31,832
Would you stop it?
I'm trying to tell you

105
00:04:31,916 --> 00:04:34,627
there's a jackalope
on the loose, for real, real.

106
00:04:34,710 --> 00:04:36,837
It's about to grill
my cartoons!

107
00:04:36,921 --> 00:04:38,589
Huh? Come on, Ben.

108
00:04:38,673 --> 00:04:40,967
You know I never use electronics
on my food.

109
00:04:41,050 --> 00:04:42,718
It ruins
the flavor profile.

110
00:04:42,802 --> 00:04:45,637
Oh, a real,
real jackalope.

111
00:04:45,721 --> 00:04:46,764
That explains it.

112
00:04:46,847 --> 00:04:49,100
Explains what?

113
00:04:49,183 --> 00:04:50,351
What was the one for?

114
00:04:50,434 --> 00:04:52,185
Because you said
jackalopes are fake!

115
00:04:52,269 --> 00:04:55,690
[ Gasps ]
Who would say such a thing?

116
00:04:55,773 --> 00:04:57,900
Aah!
Back, you freak show.

117
00:04:57,984 --> 00:05:00,695
Did you just call me
a freak show? Grandpa!

118
00:05:00,778 --> 00:05:02,154
What? No, no, no, no!

119
00:05:02,238 --> 00:05:04,657
Gwen, I called the jackalope
a freak show.

120
00:05:04,740 --> 00:05:07,201
He's real!
He's in the driver's seat.

121
00:05:07,284 --> 00:05:09,870
He is!
It's a frame job!

122
00:05:09,954 --> 00:05:12,748
Listen to your brethren!

123
00:05:12,832 --> 00:05:15,292
-Now that's a real bummer.
-Aah!

124
00:05:15,376 --> 00:05:18,671
Doesn't feel too good
when no one believes you.

125
00:05:20,673 --> 00:05:22,258
A dream.
That's all this is.

126
00:05:22,341 --> 00:05:25,594
I fell asleep watching
cartoons and -- where's
the door handle?

127
00:05:25,678 --> 00:05:27,555
Is that what
this thing is called?

128
00:05:27,638 --> 00:05:31,559
Ah, I wouldn't know,
because I don't have hands.

129
00:05:31,642 --> 00:05:32,727
Mmm-mmm.

130
00:05:32,810 --> 00:05:34,937
Aah!
Stop eating that!

131
00:05:35,021 --> 00:05:39,483
But how can I have eaten it
when I don't exist?

132
00:05:39,567 --> 00:05:42,194
Oooooh-ahh!

133
00:05:42,278 --> 00:05:44,071
-Aah!
-[ Laughs ]

134
00:05:44,155 --> 00:05:47,491
I get it.
You're mad I called you fake.

135
00:05:47,575 --> 00:05:50,578
[ Grunts ]
I was wrong. You're real.

136
00:05:50,661 --> 00:05:52,163
Sorry. Happy now?

137
00:05:52,246 --> 00:05:54,540
Nope, you were right.
I am fake.

138
00:05:54,623 --> 00:05:58,669
[ Laughs ]
Aah!
Stop trashing the Rustbucket!

139
00:05:58,753 --> 00:06:02,715
Sorry, I can't hear too well
with my big fake ears.

140
00:06:02,798 --> 00:06:05,051
Did you say
start up the Rustbucket?

141
00:06:05,134 --> 00:06:07,887
And the worst part, I don't know
what a freak show is.

142
00:06:07,970 --> 00:06:10,973
Mm-hmm. Hey, uh, Gwen,
have you seen my keys?

143
00:06:11,057 --> 00:06:12,141
[ Laughs ]

144
00:06:12,224 --> 00:06:14,477
How many horses
this thing got?

145
00:06:14,560 --> 00:06:16,604
Gotcha! Aah!

146
00:06:16,687 --> 00:06:19,398
Taking a nap, huh?

147
00:06:19,482 --> 00:06:21,734
[ Chuckles ] Boop!

148
00:06:21,817 --> 00:06:24,653
Let's get this show
on the road!

149
00:06:26,906 --> 00:06:28,032
[ Groans ]

150
00:06:28,115 --> 00:06:31,452
I'm sorry,
did you want to drive?

151
00:06:31,535 --> 00:06:32,703
Aah!

152
00:06:32,786 --> 00:06:39,126
♪♪

153
00:06:39,210 --> 00:06:45,382
♪♪

154
00:06:45,466 --> 00:06:47,551
[ Thunder crashes ]

155
00:06:54,391 --> 00:06:57,853
Phew!
Now, this is more my speed.

156
00:06:57,937 --> 00:07:02,650
Okay,
so you guys go here.

157
00:07:02,733 --> 00:07:05,194
And the Rustbucket goes
over here.

158
00:07:05,277 --> 00:07:08,531
Ha! Driving is so much easier
in slow motion.

159
00:07:08,614 --> 00:07:11,075
Didn't see
that one coming.

160
00:07:11,158 --> 00:07:13,077
Let's see if you can see
when I do that.

161
00:07:13,160 --> 00:07:15,371
Dude!
I don't get it.

162
00:07:15,454 --> 00:07:19,291
You're mad if I call you fake,
you're mad if I call you real.

163
00:07:19,375 --> 00:07:21,377
What's your problem?
-Whoo!

164
00:07:21,460 --> 00:07:23,587
Problem? Problem? Who's got a
problem? I don't got a problem.

165
00:07:23,671 --> 00:07:26,674
You, on the other hand,
different story.

166
00:07:26,757 --> 00:07:28,634
[ Grunts ]

167
00:07:28,717 --> 00:07:30,010
[ Both grunt ]

168
00:07:30,094 --> 00:07:32,972
[ Jackalope laughs ]

169
00:07:33,055 --> 00:07:36,350
[ Ben shouting, grunting ]

170
00:07:42,565 --> 00:07:45,442
You're the one who said
fake was boring.

171
00:07:45,526 --> 00:07:48,112
Mmm. When faced with something
you just don't get, Ben,

172
00:07:48,195 --> 00:07:52,825
sometimes the best you can do
is fake it until you make it.

173
00:07:52,908 --> 00:07:54,160
Don't you agree?

174
00:07:54,243 --> 00:07:56,954
I don't need to fake it.
I got something way better.

175
00:07:57,036 --> 00:07:59,623
It's called the Omnitrix!

176
00:08:01,667 --> 00:08:04,170
Changing your shape
don't change your mind.

177
00:08:04,253 --> 00:08:06,964
Too bad, because then
I wouldn't have to be here.

178
00:08:07,047 --> 00:08:08,632
Unfortunately,
that requires something

179
00:08:08,716 --> 00:08:11,802
a little more powerful
than an alien doodad.

180
00:08:11,886 --> 00:08:15,639
It's called imagination.
Think about it, Ben.

181
00:08:15,723 --> 00:08:18,976
Fake things are
an essential part of life.
[ Horn honks ]

182
00:08:19,059 --> 00:08:22,730
Seriously?
A lesson in make believe?

183
00:08:22,813 --> 00:08:25,357
Thanks, fake rabbit.
Imagination ain't just for kids.

184
00:08:25,441 --> 00:08:28,360
Rrr! Wrong. Again.
I said essential.

185
00:08:28,444 --> 00:08:31,822
Planes, medicine, computers,
spaceships, cartoons.

186
00:08:31,906 --> 00:08:34,782
None of it real
without being fake first.

187
00:08:34,867 --> 00:08:36,368
Make believe
ain't for wimps,

188
00:08:36,452 --> 00:08:39,287
and, Ben, mentally speaking,
you're a wimp.

189
00:08:39,371 --> 00:08:41,665
[ Horn honks ]

190
00:08:41,748 --> 00:08:43,416
[ Both grunt ]

191
00:08:43,500 --> 00:08:47,630
Even your little Omnitrix
had to be dreamt up by someone.

192
00:08:47,713 --> 00:08:50,674
I-I-I guess that's true.
So what's your point?

193
00:08:50,758 --> 00:08:53,594
Haven't I been making it
for the past 10 minutes?

194
00:08:53,677 --> 00:08:57,806
To have a strong, healthy
imagination, you got to work it.

195
00:08:57,890 --> 00:09:01,227
[ Tires screech ]

196
00:09:01,310 --> 00:09:04,855
[ Both grunting ]

197
00:09:04,939 --> 00:09:06,190
Real or not,

198
00:09:06,273 --> 00:09:09,777
anyone who messes with me
and my family is going down!

199
00:09:09,860 --> 00:09:12,279
Imagination can't be beaten.

200
00:09:12,363 --> 00:09:15,366
It can only be dismissed
at great peril.
[ Beeping ]

201
00:09:15,449 --> 00:09:20,579
Uh-oh.
Consider this
your psychic wake-up call!

202
00:09:20,663 --> 00:09:22,623
Aah! Huh?

203
00:09:22,706 --> 00:09:23,749
Don't forget me.

204
00:09:23,832 --> 00:09:26,043
Next time,
I won't be as friendly.

205
00:09:26,126 --> 00:09:27,169
Aah!

206
00:09:27,253 --> 00:09:30,256
[ Grunts ]

207
00:09:30,339 --> 00:09:32,049
Aah!

208
00:09:32,132 --> 00:09:34,802
[ Tires screech ]

209
00:09:34,885 --> 00:09:37,721
Ben!
What the heck is going on?

210
00:09:37,805 --> 00:09:39,723
The jackalope,
we have to go after him.

211
00:09:39,807 --> 00:09:41,016
He threw me
out the window,

212
00:09:41,100 --> 00:09:42,768
and now he's getting away
with the Rustbucket.

213
00:09:42,851 --> 00:09:44,478
I'm not crazy!

214
00:09:44,561 --> 00:09:46,605
[ Laughs ] Whoa.

215
00:09:46,689 --> 00:09:48,816
Stop laughing!
I'm not making this up.

216
00:09:48,899 --> 00:09:50,901
The jackalope was the one
behind all of this.

217
00:09:50,985 --> 00:09:52,444
He hijacked the Rustbucket

218
00:09:52,528 --> 00:09:54,571
to teach me a lesson
about imagination or something.

219
00:09:54,655 --> 00:09:56,282
Look, I'm sorry
I didn't listen to you.

220
00:09:56,365 --> 00:09:58,742
Imagination is way more powerful
than I thought.

221
00:09:58,826 --> 00:10:00,160
Now the Rustbucket
is trashed

222
00:10:00,244 --> 00:10:02,329
and we'll have to walk
to Nebraska.

223
00:10:02,413 --> 00:10:06,250
[ Wailing ] Nebraska!

224
00:10:06,333 --> 00:10:08,794
So, the Rustbucket's
totally trashed, huh?

225
00:10:08,877 --> 00:10:10,963
Yeah, why? Aah!

226
00:10:12,548 --> 00:10:14,883
Aah!
But -- But -- But...

227
00:10:22,099 --> 00:10:23,225
Aah!

228
00:10:23,309 --> 00:10:24,810
But -- But he tore
into the floor here.

229
00:10:24,893 --> 00:10:26,061
There was cereal everywhere.

230
00:10:26,145 --> 00:10:28,022
All right, Ben,
good prank.

231
00:10:28,105 --> 00:10:31,567
-It isn't a prank!
-I found more Prairie Pudding!

232
00:10:31,650 --> 00:10:33,402
Hey, way to use
your imagination.

233
00:10:33,485 --> 00:10:34,778
Now take a seat.

234
00:10:34,862 --> 00:10:36,947
This was fun, but it's time
to get back on the road.

235
00:10:38,324 --> 00:10:40,284
Okay, so this was all a dream,
I guess.

236
00:10:40,367 --> 00:10:42,745
Nothing got wrecked,
no lessons got learned.

237
00:10:42,828 --> 00:10:45,497
Everything's fine!
Right, Gwen? Right?

238
00:10:46,999 --> 00:10:50,210
Max: All right, say bye
to the rest stop, kiddos.

239
00:10:55,257 --> 00:10:57,092
Tell me you saw that.

240
00:10:57,176 --> 00:10:59,553
Saw what?

241
00:11:02,514 --> 00:11:11,023
♪♪

242
00:11:11,106 --> 00:11:19,740
♪♪