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 00:00:28,297 --> 00:00:29,590 Ugh! 11 00:00:29,674 --> 00:00:33,553 Nobody wants to see your face on Mount Rushmore, Billy. 12 00:00:33,636 --> 00:00:36,806 People came to see presidents, not rich dunces! 13 00:00:36,889 --> 00:00:39,350 It's the last time you mess with me 14 00:00:39,434 --> 00:00:41,018 when I'm working, Tennsyon. 15 00:00:41,102 --> 00:00:44,397 Wait, wait, wait, wait, wait! Did you say you were working? 16 00:00:44,480 --> 00:00:46,107 Like you'd even know what that words means! 17 00:00:46,190 --> 00:00:48,943 Without all your billions, you're just Billy! 18 00:00:49,026 --> 00:00:50,194 I'll have you know 19 00:00:50,278 --> 00:00:51,779 the Billions family's been running things 20 00:00:51,863 --> 00:00:54,490 long before there were even losers named Tennyson. 21 00:00:54,574 --> 00:00:56,951 I mean, seriously, your name goes to ten. 22 00:00:57,034 --> 00:00:58,786 Mine goes to a billion! 23 00:00:58,870 --> 00:01:01,456 Pff! Big deal. You got lucky. 24 00:01:01,539 --> 00:01:03,166 The Omnitrix chose me! 25 00:01:03,249 --> 00:01:04,375 Actually, now that I'm thinking about it, 26 00:01:04,458 --> 00:01:05,877 it was around here somewhere. 27 00:01:05,960 --> 00:01:08,087 There was a shooting star, only it wasn't a star. 28 00:01:08,171 --> 00:01:10,256 Next thing I know... -Ugh! 29 00:01:10,339 --> 00:01:11,758 ...I'm a superhero 30 00:01:11,841 --> 00:01:14,427 kickin' bad-guy butt like yours. 31 00:01:14,510 --> 00:01:17,764 Didn't ask for a history lesson, Tennyson. 32 00:01:17,847 --> 00:01:19,432 Aah! 33 00:01:19,515 --> 00:01:21,559 Not a history buff, huh? How about math? 34 00:01:21,642 --> 00:01:23,060 How many lumps will your thick skull take 35 00:01:23,144 --> 00:01:25,313 before it realizes it's attached to a loser? 36 00:01:25,396 --> 00:01:28,065 Answer -- zero. 37 00:01:28,148 --> 00:01:30,234 Wah. 38 00:01:32,403 --> 00:01:34,322 Gotcha! 39 00:01:34,404 --> 00:01:36,073 Oh. You're okay now, little fella. 40 00:01:36,157 --> 00:01:38,326 Tell your forest friends not to worry. 41 00:01:39,201 --> 00:01:41,287 Ugh. 42 00:01:44,707 --> 00:01:46,374 Oh! -A wormhole? 43 00:01:46,459 --> 00:01:48,753 Oh, man, I totally blew Tennyson 44 00:01:48,836 --> 00:01:50,588 out of reality! Awesome! 45 00:01:50,671 --> 00:01:54,425 Hey. Get your grubby time-space hands off me, 46 00:01:54,509 --> 00:01:56,177 you stupid vortex! 47 00:01:56,260 --> 00:01:57,804 Ugh! 48 00:01:57,886 --> 00:01:59,430 Aah. 49 00:01:59,514 --> 00:02:00,848 Laugh it up, Billions! 50 00:02:00,932 --> 00:02:02,350 You ain't gettin' a second sucker punch on... 51 00:02:02,433 --> 00:02:06,020 Wait. What is that thing? Where'd Billy go? 52 00:02:06,103 --> 00:02:08,522 -Ben, we need to get firewood. -Seriously? 53 00:02:08,605 --> 00:02:11,109 I'm a little busy over here, Gwendolyn. 54 00:02:11,192 --> 00:02:12,360 Ben! Don't think for a second 55 00:02:12,443 --> 00:02:13,611 I'm going to take your goofy excuses 56 00:02:13,694 --> 00:02:15,154 all summer long without... -What? 57 00:02:15,238 --> 00:02:17,532 ...without making sure you take some responsibility 58 00:02:17,615 --> 00:02:21,410 for being a b-- uh, uh, beast! 59 00:02:21,494 --> 00:02:22,870 -Gwen? -Gwen? 60 00:02:22,954 --> 00:02:24,705 Were you saying something? Did you find wood? 61 00:02:24,789 --> 00:02:26,456 Score! 62 00:02:26,541 --> 00:02:28,376 Ugh! Tennyson? Agh! 63 00:02:28,459 --> 00:02:30,545 -[ Screams ] -Huh? 64 00:02:31,796 --> 00:02:34,131 A monster! A monster! Agh! 65 00:02:34,215 --> 00:02:36,676 A monster? What's she talking about? 66 00:02:36,759 --> 00:02:39,846 [ Gasps ] She thinks Tennyson's a monster? Sweet! 67 00:02:39,929 --> 00:02:42,932 Time to finish my Mount Rushmore tribute to me. 68 00:02:43,015 --> 00:02:45,810 Aah! -Hey! Watch where you're going. 69 00:02:45,893 --> 00:02:47,687 You watch where you're... You? 70 00:02:47,770 --> 00:02:48,855 Me? Wait. 71 00:02:48,938 --> 00:02:51,983 I recognize you. You're Billy Billions. 72 00:02:52,066 --> 00:02:55,111 We already did the name thing, like, 5 minutes ago! 73 00:02:55,194 --> 00:02:56,904 Wait. Your watch. 74 00:02:56,988 --> 00:02:59,282 Where'd your dumb changing gizmo go? 75 00:02:59,365 --> 00:03:00,533 Changing giz? 76 00:03:00,616 --> 00:03:02,535 I'm not really a watch guy, Mr. Billions. 77 00:03:02,618 --> 00:03:04,996 Have we met before? You called me Tennyson. 78 00:03:05,079 --> 00:03:06,414 You called me mister. 79 00:03:06,497 --> 00:03:08,708 That wasn't just a wormhole. It was a time portal. 80 00:03:08,791 --> 00:03:11,127 Could it be possible that we warped to a time 81 00:03:11,210 --> 00:03:13,129 before this dummy got his super toy? 82 00:03:13,212 --> 00:03:14,797 That means, if I got to the spaceship first, 83 00:03:14,881 --> 00:03:18,050 I could get the watch for myself and rule the world! 84 00:03:18,134 --> 00:03:19,385 [ Laughs evilly ] 85 00:03:19,468 --> 00:03:22,054 So, Mr. Billions, what you doing in the forest? 86 00:03:22,138 --> 00:03:23,514 Oh, you know, the usual, 87 00:03:23,598 --> 00:03:26,017 looking for a best friend to hang with, 88 00:03:26,100 --> 00:03:28,477 and, hey, you ever seen one of these? 89 00:03:28,561 --> 00:03:30,313 -Uh, nope. -It's super cool. 90 00:03:30,396 --> 00:03:32,023 Want to try it out? -Okay. 91 00:03:32,106 --> 00:03:34,692 Gwen, what are we running from? 92 00:03:34,775 --> 00:03:37,486 -You. -Gwen, stop. Ugh. 93 00:03:37,569 --> 00:03:38,988 -Ben? -Duh. 94 00:03:39,071 --> 00:03:40,448 What's with the scared act? 95 00:03:40,531 --> 00:03:42,617 Act? You're telling me you didn't see that hideous, 96 00:03:42,700 --> 00:03:45,036 repulsive bug-eyed, cone-headed, creature thingy? 97 00:03:45,119 --> 00:03:46,579 Are you talking about XLR8?! 98 00:03:46,662 --> 00:03:49,165 -Accele-what? -Are you messing with me? 99 00:03:49,248 --> 00:03:52,460 You know what Grandpa said about messing with my brain. 100 00:03:54,086 --> 00:03:55,504 Where'd it go? Where'd it go? 101 00:03:55,588 --> 00:03:57,757 -Where'd what go? -Where is it? Where is it? 102 00:03:57,840 --> 00:04:00,134 Woo-hoo! Did you see that? 103 00:04:00,217 --> 00:04:02,970 This helmet is awesome! You're awesome! 104 00:04:03,054 --> 00:04:04,555 This vacation is awesome! 105 00:04:04,639 --> 00:04:07,975 -Wanna try some bigger rocks? -I'll go set em up. 106 00:04:08,059 --> 00:04:11,187 -The Omnitrix. -What was that? 107 00:04:11,270 --> 00:04:13,522 Billy, did you see... -Nothing, I saw nothing! 108 00:04:13,606 --> 00:04:15,399 You haven't tried out the rapid-fire option yet. 109 00:04:15,483 --> 00:04:16,733 You stay. Play. 110 00:04:16,817 --> 00:04:18,610 I'll get us some snacks, be back in a jiffy! 111 00:04:18,694 --> 00:04:20,071 Call me crazy, 112 00:04:20,154 --> 00:04:22,782 but he may just be the coolest dude on the whole planet! 113 00:04:22,865 --> 00:04:25,785 Not here. Not here. Come on! 114 00:04:25,868 --> 00:04:27,495 What are you looking for again? 115 00:04:27,578 --> 00:04:30,498 -The Omnitrix. -The omni who, what? 116 00:04:30,581 --> 00:04:33,834 The Omnitrix, remember? Awesome alien device turns me 117 00:04:33,918 --> 00:04:36,003 into a bunch of super cool aliens. 118 00:04:36,087 --> 00:04:38,881 It came down from space like a meteorite? 119 00:04:38,965 --> 00:04:41,342 Like that one? 120 00:04:41,425 --> 00:04:42,551 This is weird. 121 00:04:42,635 --> 00:04:44,220 I feel like I've been here before. 122 00:04:44,303 --> 00:04:46,514 -Ben! -Oh, man. 123 00:04:46,597 --> 00:04:48,391 What do you mean you've been here before? 124 00:04:48,474 --> 00:04:49,767 Like, you've camped here? 125 00:04:49,850 --> 00:04:52,353 No. This is where I got -- get -- the Omnitrix! 126 00:04:52,435 --> 00:04:53,688 Something must've happened 127 00:04:53,771 --> 00:04:55,731 when I was fighting Billy Billions! 128 00:04:55,815 --> 00:04:57,316 You fought Billy Billions? 129 00:04:57,400 --> 00:04:59,485 Yeah. I was XLR8, and he hit me in the chest 130 00:04:59,568 --> 00:05:01,112 with some kind of laser helmet, 131 00:05:01,195 --> 00:05:02,780 and I got sucked into a portal. 132 00:05:02,863 --> 00:05:04,073 It's like... 133 00:05:04,156 --> 00:05:06,993 We traveled back in time. Freaky, am I right? 134 00:05:07,076 --> 00:05:09,870 Get away from that, Billy. It's not yours. 135 00:05:09,954 --> 00:05:11,872 Au contraire, Tennyson. 136 00:05:11,956 --> 00:05:15,292 As my ancestor Bartholomew Buchanan Billions 137 00:05:15,376 --> 00:05:18,671 used to say -- ha ha ha -- it's mine now! 138 00:05:18,754 --> 00:05:20,840 No! 139 00:05:23,968 --> 00:05:25,386 It's Billy time 140 00:05:25,469 --> 00:05:27,179 What just happened to that kid? 141 00:05:27,263 --> 00:05:29,682 Oh, this is awesome. 142 00:05:29,765 --> 00:05:32,351 I can see why you've been so attached to this thing. 143 00:05:32,435 --> 00:05:35,438 -We got to run, Gwen! -What happened to that kid? 144 00:05:35,521 --> 00:05:38,607 -We gotta go! -What happened to that kid? 145 00:05:38,691 --> 00:05:41,152 [ Laughing evilly ] 146 00:05:41,235 --> 00:05:42,194 Ugh. 147 00:05:42,278 --> 00:05:44,363 [ Roars ] 148 00:05:46,657 --> 00:05:47,700 Whoa, whoa. 149 00:05:47,783 --> 00:05:49,577 We can't fight something like that. 150 00:05:49,660 --> 00:05:51,704 You're right! That gives me an idea. 151 00:05:51,786 --> 00:05:52,830 An idea? 152 00:05:52,913 --> 00:05:55,750 Think, Ben. Where was I? That way! 153 00:05:55,833 --> 00:05:57,918 Any chance you want to fill me in? 154 00:05:58,002 --> 00:05:59,545 -This is the place. -The place? 155 00:05:59,628 --> 00:06:00,671 Yeah. We just need... 156 00:06:00,755 --> 00:06:03,507 Tennyson, you ready to rock? 157 00:06:03,591 --> 00:06:06,343 I wouldn't get too attached to that watch. 158 00:06:06,427 --> 00:06:08,179 Too late. Already attached, 159 00:06:08,262 --> 00:06:11,098 and nothing you can do is gonna change that. 160 00:06:11,182 --> 00:06:12,725 Release the Omnitrix now. 161 00:06:12,808 --> 00:06:14,477 They're here for the watch, Billy, 162 00:06:14,560 --> 00:06:16,979 and they're gonna get it one way or another. 163 00:06:18,647 --> 00:06:20,232 Aah! 164 00:06:20,316 --> 00:06:22,401 Come on, Gwen, after him! 165 00:06:22,485 --> 00:06:25,154 Help! Aliens! 166 00:06:25,237 --> 00:06:27,573 Hand over the Omnitrix. 167 00:06:27,656 --> 00:06:30,201 The portal! 168 00:06:30,284 --> 00:06:32,161 I got to get that Omnitrix back. 169 00:06:32,244 --> 00:06:35,498 Wait. This could make things worse! 170 00:06:35,581 --> 00:06:36,916 Ugh! 171 00:06:36,999 --> 00:06:39,502 I knew you would mess things up, Billy! 172 00:06:39,585 --> 00:06:42,046 What happened? Everything was perfect! 173 00:06:42,129 --> 00:06:44,799 I was about to squash the last of the rebellion! 174 00:06:44,882 --> 00:06:46,217 The universe couldn't stand you as king anymore. 175 00:06:46,300 --> 00:06:48,302 I'll teach you to talk back to your king! 176 00:06:48,385 --> 00:06:51,806 The Omnitrix, it's gone! The spaceship! 177 00:06:51,889 --> 00:06:54,809 -We're back in the past. -Guys? 178 00:06:54,892 --> 00:06:57,812 -It's mine, Billy. -Not if I get there first! 179 00:06:57,895 --> 00:06:59,980 -Aah! -Squirrel! 180 00:07:00,064 --> 00:07:01,148 [ Growls ] 181 00:07:01,232 --> 00:07:02,983 Why'd you let him get the watch? 182 00:07:03,067 --> 00:07:05,194 Me? You threw him at my head! 183 00:07:05,277 --> 00:07:07,321 Oh, that was fast. Is that a squirrel? 184 00:07:07,404 --> 00:07:09,490 Come on! 185 00:07:10,282 --> 00:07:11,450 Ugh! 186 00:07:11,534 --> 00:07:13,786 [ Gasps ] 187 00:07:13,869 --> 00:07:16,956 The Omnitrix! 188 00:07:17,039 --> 00:07:19,083 Grandpa? What are you doing here? 189 00:07:19,166 --> 00:07:20,417 Night fishing. 190 00:07:20,501 --> 00:07:22,294 Catfish really bite this time of night. 191 00:07:22,378 --> 00:07:25,005 Ben giving you any trouble? 192 00:07:25,089 --> 00:07:27,216 Well, don't let him dawdle too long. 193 00:07:27,299 --> 00:07:29,301 He'll totally lose track of time. 194 00:07:29,385 --> 00:07:31,762 All right, Billy, time to go home. 195 00:07:31,846 --> 00:07:33,764 Give up the Omnitrix. 196 00:07:33,848 --> 00:07:35,683 Ugh! 197 00:07:35,766 --> 00:07:37,560 Ugh, that didn't go well! What keeps happening? 198 00:07:37,643 --> 00:07:40,980 The space-time continuum keeps collapsing! 199 00:07:41,063 --> 00:07:42,606 Something is still wrong, 200 00:07:42,690 --> 00:07:44,108 and the time link can only sustain the mistake for so long. 201 00:07:44,191 --> 00:07:45,693 I don't know what that means, 202 00:07:45,776 --> 00:07:48,154 but we've got to get to the Omnitrix 203 00:07:48,237 --> 00:07:49,613 before Billy gets here. 204 00:07:49,697 --> 00:07:52,741 So Billy shot XLR8 with a laser. It opened a portal, 205 00:07:52,825 --> 00:07:54,910 and now you're hopping through other dimensions? 206 00:07:54,994 --> 00:07:56,996 Yeah. It must have something to do with XLR8 207 00:07:57,079 --> 00:07:58,998 being super fast, I guess. 208 00:07:59,081 --> 00:08:01,375 So why doesn't it stop when you get the Omnitrix? 209 00:08:01,458 --> 00:08:03,794 I don't know. We come back, fight over the Omnitrix, 210 00:08:03,878 --> 00:08:05,129 jump back in the portal, 211 00:08:05,212 --> 00:08:07,339 but the past never goes back to the way it was. 212 00:08:07,423 --> 00:08:09,383 It doesn't matter who has the Omnitrix. 213 00:08:09,466 --> 00:08:12,052 Huh, no matter who has the Omnitrix, 214 00:08:12,136 --> 00:08:13,387 that could be the problem. 215 00:08:13,470 --> 00:08:14,847 Maybe you're not supposed to have it 216 00:08:14,930 --> 00:08:16,807 What do you mean, I'm not supposed to have it? 217 00:08:16,891 --> 00:08:18,225 Not you, you, my you. 218 00:08:18,309 --> 00:08:20,394 You're joking with me, right? 219 00:08:20,477 --> 00:08:21,937 You're future Ben. 220 00:08:22,021 --> 00:08:24,857 You lost your Omnitrix because the past Ben never got it -- 221 00:08:24,940 --> 00:08:26,525 gets it! If past Ben finds it, 222 00:08:26,609 --> 00:08:28,861 that should put everything back the way it was -- is. 223 00:08:28,944 --> 00:08:30,779 So... 224 00:08:30,863 --> 00:08:33,991 So we get the Omnitrix and give it to past Ben! 225 00:08:34,074 --> 00:08:35,534 Try and keep up, future guy. 226 00:08:35,618 --> 00:08:37,870 Ooh. 227 00:08:37,953 --> 00:08:39,830 Okay. We just have to grab it 228 00:08:39,914 --> 00:08:41,916 and get it to past you, easy. 229 00:08:41,998 --> 00:08:45,002 Not so fast, Tennyson! 230 00:08:45,085 --> 00:08:46,420 [ Both scream ] 231 00:08:46,503 --> 00:08:48,422 You're no match for robo-Billions! 232 00:08:48,505 --> 00:08:50,925 Stay here. I've got this. 233 00:08:53,135 --> 00:08:55,763 Ugh. 234 00:08:55,846 --> 00:08:58,140 You can't stop me, Tennyson. 235 00:08:58,224 --> 00:09:00,226 Hey! Leave my future cousin alone. 236 00:09:00,309 --> 00:09:02,686 Oh, top-heavy. Ugh. 237 00:09:09,235 --> 00:09:11,487 Oh. So I only get to be the big red alien 238 00:09:11,570 --> 00:09:12,988 for, like, 2 seconds, huh? 239 00:09:13,072 --> 00:09:14,698 Even the squirrel got to do more stuff than me. 240 00:09:14,782 --> 00:09:17,576 You both need to back off and let me rule the world. 241 00:09:17,660 --> 00:09:19,245 The Omnitrix is meant for me. 242 00:09:19,328 --> 00:09:20,955 That watch is pure power, 243 00:09:21,038 --> 00:09:23,457 and it's meant for whoever grabs it first. 244 00:09:23,540 --> 00:09:25,417 Oh, that kid is so annoying! 245 00:09:25,501 --> 00:09:27,878 And that reminds me. I need to find my Ben. 246 00:09:27,962 --> 00:09:32,049 [ Laughs ] Oh, Xingo, you are comedy gold. 247 00:09:32,132 --> 00:09:34,343 -Ben! -Hmm? What? 248 00:09:34,426 --> 00:09:37,179 Gwen, what happened to you? Is that a robot arm? 249 00:09:37,263 --> 00:09:38,597 Can I have one? 250 00:09:38,681 --> 00:09:41,475 It's so unfair that he gets the watch. 251 00:09:41,558 --> 00:09:44,311 Omnitrix retrieved. 252 00:09:44,395 --> 00:09:46,480 [ Grunting ] 253 00:09:51,860 --> 00:09:54,405 That's -- that's me! Why am I fighting Billy? 254 00:09:54,488 --> 00:09:56,031 What is that thing flying around us? 255 00:09:56,115 --> 00:09:59,034 Listen. I don't have time to explain. Just trust me. 256 00:09:59,118 --> 00:10:01,078 You need to go put that watch thing on. 257 00:10:01,161 --> 00:10:03,914 The future depends on you becoming a hero. 258 00:10:03,998 --> 00:10:05,249 Hero? I'm no hero. 259 00:10:05,332 --> 00:10:06,917 I'm not even good at doing chores. 260 00:10:07,001 --> 00:10:08,419 Look. I agree with you, 261 00:10:08,502 --> 00:10:10,879 but, apparently, the universe has other ideas. 262 00:10:10,963 --> 00:10:13,048 [ Both grunting ] 263 00:10:13,132 --> 00:10:15,718 Ah! 264 00:10:15,801 --> 00:10:18,846 Hey, me, catch! 265 00:10:18,929 --> 00:10:22,308 -No! -You can do it, Ben. 266 00:10:22,391 --> 00:10:24,143 Become a hero. 267 00:10:24,226 --> 00:10:26,854 Yes! 268 00:10:26,937 --> 00:10:29,273 Nice job, me! 269 00:10:29,356 --> 00:10:31,442 Gwen? Wait. I have to tell you something! 270 00:10:31,525 --> 00:10:33,861 You're gonna fight Billy Billions, and when you do, 271 00:10:33,944 --> 00:10:35,696 don't transform into the fast alien, 272 00:10:35,779 --> 00:10:37,531 or it'll create a weird time portal! 273 00:10:37,614 --> 00:10:39,241 Release the Omnitrix. 274 00:10:39,325 --> 00:10:40,576 Wait. What did you just say 275 00:10:40,659 --> 00:10:42,161 because we got aliens inbound? 276 00:10:42,244 --> 00:10:44,913 Then what are you waiting for, hero of the universe? 277 00:10:50,044 --> 00:10:54,590 I've been waiting for this moment for a while now, Billy. 278 00:10:54,673 --> 00:10:56,550 It's the last time you mess with me 279 00:10:56,633 --> 00:10:57,968 when I'm working, Tennyson. 280 00:10:58,052 --> 00:11:00,137 Let's do this! 281 00:11:03,223 --> 00:11:13,692 ♪♪ 282 00:11:13,776 --> 00:11:15,986 Oh, top-heavy.