1
00:00:01,688 --> 00:00:06,943
♪♪
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
00:00:22,166 --> 00:00:30,425
♪♪
11
00:00:30,508 --> 00:00:33,678
[ Sizzling ]
12
00:00:33,761 --> 00:00:35,096
-Grandpa?
-Yes, Gwen?
13
00:00:35,179 --> 00:00:37,265
What does...
"perlustration" mean?
14
00:00:37,348 --> 00:00:40,059
Uh...I believe
it means exploring.
15
00:00:40,143 --> 00:00:42,228
Oh, okay!
That makes sense.
16
00:00:42,311 --> 00:00:43,604
Yoink!
Hey!
17
00:00:43,688 --> 00:00:46,065
Your nose has been buried
in this book long enough.
18
00:00:46,149 --> 00:00:48,901
You promised you'd do something
with me today.
Give it back!
19
00:00:48,985 --> 00:00:51,821
Agree to go canoeing,
or it's book barbecue.
20
00:00:51,904 --> 00:00:53,364
[ Sternly ]
Give it back,
21
00:00:53,448 --> 00:00:56,159
or I'll tell the entire campsite
about your favorite snack --
22
00:00:56,242 --> 00:00:58,369
something only babies eat!
23
00:00:58,453 --> 00:01:00,997
♪♪
24
00:01:01,080 --> 00:01:02,790
Fine! You win.
25
00:01:02,874 --> 00:01:04,458
I guess
I'll canoe by myself,
26
00:01:04,541 --> 00:01:06,919
which means I'll be
going in circles!
27
00:01:10,673 --> 00:01:12,467
I'll get it.
Hold this.
28
00:01:12,550 --> 00:01:13,509
[ Beeping ]
29
00:01:13,593 --> 00:01:15,887
♪♪
30
00:01:17,722 --> 00:01:18,556
Ew!
31
00:01:18,639 --> 00:01:19,807
You know what
they say --
32
00:01:19,891 --> 00:01:21,309
It's what's on the inside
that counts.
33
00:01:21,392 --> 00:01:22,435
Whatever.
34
00:01:22,517 --> 00:01:24,020
And that's why
you always make sure
35
00:01:24,103 --> 00:01:27,565
to have a plan
and a backup plan.
36
00:01:27,648 --> 00:01:29,650
[ Groans ]
37
00:01:29,734 --> 00:01:33,070
Yeah, and maybe a backup plan
for your backup plan, too.
38
00:01:33,154 --> 00:01:34,489
[ Laughs ]
39
00:01:34,572 --> 00:01:37,283
Aww.
Gwen looks so happy.
40
00:01:37,366 --> 00:01:39,826
Time to spoil that.
41
00:01:39,911 --> 00:01:42,747
Someone needs to ruin
her perfect little world.
42
00:01:42,830 --> 00:01:45,041
And I know just the person.
43
00:01:45,124 --> 00:01:47,752
When you look at me...
44
00:01:47,835 --> 00:01:49,962
♪♪
45
00:01:50,046 --> 00:01:51,963
Gwen's who you'll see.
46
00:01:52,048 --> 00:01:54,217
♪♪
47
00:01:54,300 --> 00:01:55,843
Hey!
48
00:01:55,927 --> 00:01:57,886
♪♪
49
00:01:57,969 --> 00:01:58,930
That was weird.
50
00:01:59,013 --> 00:02:01,390
It's about
to get weirder.
51
00:02:03,601 --> 00:02:04,977
The real trick
to grilling hot dogs
52
00:02:05,061 --> 00:02:06,938
is to turn them over
at least twice.
53
00:02:07,021 --> 00:02:09,105
I'm gonna get
my special barbecue sauce.
54
00:02:09,189 --> 00:02:12,360
Don't touch anything.
Uh, sure.
55
00:02:12,443 --> 00:02:17,365
What's Charmcaster doing here?
And where's Gwen?
56
00:02:17,448 --> 00:02:19,992
Ugh!
What's this dweeb doing now?
57
00:02:20,076 --> 00:02:22,328
Stay right there, you!
Yeah, right!
58
00:02:22,411 --> 00:02:24,705
So you can steal
my book again.
59
00:02:24,789 --> 00:02:27,041
[ Panting ]
60
00:02:27,124 --> 00:02:28,584
Ben!
61
00:02:28,668 --> 00:02:30,086
Gwen. You okay?
62
00:02:30,169 --> 00:02:32,922
Did I just see
Charmcaster?
63
00:02:33,005 --> 00:02:34,465
Yeah, I don't know
why she's --
64
00:02:34,549 --> 00:02:36,759
I forgot how frightening
she was.
65
00:02:36,843 --> 00:02:40,012
Uh, yeah.
I, uh, better track her down.
66
00:02:40,096 --> 00:02:41,139
See what's up.
67
00:02:41,222 --> 00:02:44,851
Be careful.
She's very powerful.
68
00:02:44,934 --> 00:02:46,602
♪♪
69
00:02:46,686 --> 00:02:48,521
I'll keep
our silly grandpa busy
70
00:02:48,604 --> 00:02:51,148
while you take care
of Charmcaster.
71
00:02:51,232 --> 00:02:52,441
[ Laughs maniacally ]
72
00:02:52,525 --> 00:02:53,818
Here's something funny.
73
00:02:53,901 --> 00:02:55,361
Do you know who never
liked barbecue sauce
74
00:02:55,444 --> 00:02:56,444
on hot dogs?
75
00:02:56,529 --> 00:02:59,615
Ben? Huh.
where'd that kid go?
76
00:02:59,699 --> 00:03:01,450
Boys.
Am I right?
77
00:03:01,534 --> 00:03:03,202
So, ya didn't see
where he went?
78
00:03:03,286 --> 00:03:06,372
Oh, that doofus is always
getting himself lost somewhere.
79
00:03:06,455 --> 00:03:09,458
He's not the sharpest tool
in the shed, is he?
80
00:03:09,542 --> 00:03:11,168
Okay.
81
00:03:11,252 --> 00:03:13,296
I guess.
82
00:03:13,379 --> 00:03:14,589
[ Grunts ]
83
00:03:14,672 --> 00:03:15,923
Get down here!
84
00:03:16,007 --> 00:03:18,759
Give it up, slowpoke!
You're not getting this.
85
00:03:18,843 --> 00:03:21,345
You really think climbing a tree
is gonna stop me?
86
00:03:21,429 --> 00:03:24,265
I can get that book one way
or another.
87
00:03:24,348 --> 00:03:26,976
Whoa! Hey!
Isn't that taking it a big far?
88
00:03:27,059 --> 00:03:30,897
♪♪
89
00:03:30,980 --> 00:03:32,815
[ Growls ]
90
00:03:32,899 --> 00:03:34,108
Last chance!
91
00:03:34,191 --> 00:03:35,651
W-What's gotten
into you?!
92
00:03:35,735 --> 00:03:38,112
Fine!
Have it your way!
93
00:03:38,194 --> 00:03:39,947
Hey! Are you bonkers?!
94
00:03:40,031 --> 00:03:43,367
Get back here,
you chicken!
95
00:03:43,451 --> 00:03:44,827
Aaaaah!
96
00:03:44,911 --> 00:03:47,121
[ Grunts ]
97
00:03:47,204 --> 00:03:49,081
[ Panting ]
98
00:03:49,165 --> 00:03:51,083
[ Grunts ]
Hiding, huh?
99
00:03:51,167 --> 00:03:56,923
I can still smell
your evil, little face!
100
00:03:57,006 --> 00:03:59,008
There you are!
101
00:03:59,091 --> 00:04:01,093
Aaah!
102
00:04:01,177 --> 00:04:03,304
Bad kitty!
103
00:04:03,387 --> 00:04:08,434
♪♪
104
00:04:08,517 --> 00:04:10,102
[ Growls ]
105
00:04:10,186 --> 00:04:12,897
What was that?
I'm sure it's nothing.
106
00:04:12,980 --> 00:04:15,149
Probably an alligator
or something.
107
00:04:15,232 --> 00:04:18,485
Say, those hot dogs are looking
awfully yummy.
108
00:04:18,569 --> 00:04:20,154
Are they ready?
Almost.
109
00:04:20,237 --> 00:04:22,573
Just need to throw on
a little barbecue sauce.
110
00:04:22,657 --> 00:04:24,492
Uh, uh-oh.
111
00:04:24,575 --> 00:04:29,872
Well, like I always say,
make sure you have a plan and...
112
00:04:29,956 --> 00:04:31,874
Uh...I...
113
00:04:31,958 --> 00:04:34,418
Another bottle
of sauce?
114
00:04:34,502 --> 00:04:35,878
A backup plan.
115
00:04:35,962 --> 00:04:37,505
Oh.
[ Chuckles nervously ]
116
00:04:37,588 --> 00:04:38,422
Of course.
117
00:04:38,506 --> 00:04:40,675
♪♪
118
00:04:40,758 --> 00:04:42,343
Oh, come on!
119
00:04:42,426 --> 00:04:50,059
♪♪
120
00:04:50,142 --> 00:04:51,685
Ouch!
121
00:04:51,769 --> 00:04:53,145
[ Tweeting ]
122
00:04:53,229 --> 00:04:55,481
Okay.
That plan worked.
123
00:04:55,564 --> 00:04:57,608
♪♪
124
00:04:57,692 --> 00:05:00,361
Huh?
Always have a backup plan.
125
00:05:00,444 --> 00:05:04,323
[ Panting ]
[ Growls ]
126
00:05:04,407 --> 00:05:07,243
Aaah!
127
00:05:07,326 --> 00:05:10,871
[ Ben grunting ]
128
00:05:10,955 --> 00:05:13,499
Man: Ah, come on,
you hunk of junk!
129
00:05:13,582 --> 00:05:16,127
I'll let Gwen have
a crack at it.
130
00:05:16,210 --> 00:05:17,211
Hey, Gwen?
131
00:05:17,294 --> 00:05:18,546
I'm not conjuring
anything!
132
00:05:18,629 --> 00:05:21,382
Okay. Uh...
The radio's acting up.
133
00:05:21,465 --> 00:05:23,426
Think you could use
some of your magic to fix it?
134
00:05:23,509 --> 00:05:26,178
Magic? Uh, pfft!
[ Chuckles nervously ]
135
00:05:26,262 --> 00:05:28,222
Who-what?
I don't know magic.
136
00:05:28,305 --> 00:05:29,974
Whatever you think you saw,
I was just --
137
00:05:30,057 --> 00:05:32,101
You'll need your toolkit.
138
00:05:32,184 --> 00:05:33,394
Oh!
139
00:05:33,477 --> 00:05:37,314
You mean fix it.
With tools.
140
00:05:38,024 --> 00:05:40,067
[ Grunting continues ]
141
00:05:40,151 --> 00:05:42,737
Apparently, he's not much
of an outdoorsman.
142
00:05:42,820 --> 00:05:46,657
What is this place?!
Must get out!
143
00:05:46,741 --> 00:05:48,784
Clearly, a trap set
by that witch!
144
00:05:48,868 --> 00:05:52,580
I gotta focus and not fall
for more of her tricks.
145
00:05:52,663 --> 00:05:54,832
Ooh! Arcade Digest!
146
00:05:54,915 --> 00:05:56,667
Haven't seen
this issue.
147
00:05:56,751 --> 00:05:57,585
Gah!
148
00:05:57,668 --> 00:05:59,295
Fell for it again!
149
00:05:59,378 --> 00:06:06,010
♪♪
150
00:06:06,093 --> 00:06:08,220
I think I lost him.
151
00:06:08,304 --> 00:06:10,806
No time for tricks now!
152
00:06:10,890 --> 00:06:12,808
[ Growls ]
153
00:06:12,892 --> 00:06:14,435
I'll be taking this!
154
00:06:14,518 --> 00:06:18,355
Thank you very much!
Oh-kay.
155
00:06:18,439 --> 00:06:21,817
Thought you'd be a --
a little more upset.
156
00:06:21,901 --> 00:06:24,153
It doesn't matter.
157
00:06:24,236 --> 00:06:28,699
Now...what are
you doing here?!
158
00:06:28,783 --> 00:06:30,117
What?!
159
00:06:30,201 --> 00:06:31,952
Whaddaya mean, "what"?!
160
00:06:32,036 --> 00:06:34,538
Like,
here in the forest?
161
00:06:34,622 --> 00:06:37,374
Well, yeah.
You chased me in here.
162
00:06:37,458 --> 00:06:39,210
Remember?
Are you okay?
163
00:06:39,293 --> 00:06:41,337
Better than
you're gonna be!
164
00:06:41,420 --> 00:06:43,005
Okay.
Enough is enough.
165
00:06:43,089 --> 00:06:44,757
Stop with the pointy thing
in my face.
166
00:06:44,840 --> 00:06:47,760
And stop acting
so childish!
Oh!
167
00:06:47,843 --> 00:06:50,346
I'll show you
childish!
168
00:06:50,429 --> 00:06:53,390
[ Grunts, groans ]
169
00:06:53,474 --> 00:06:56,977
Stay back!
This isn't over, Charmcaster!
170
00:06:57,060 --> 00:06:59,522
Charmcaster?
Ben, it's me!
171
00:06:59,605 --> 00:07:00,815
Stay away from me!
172
00:07:00,898 --> 00:07:03,442
At least until my watch
is juiced back up.
173
00:07:03,526 --> 00:07:06,070
What are you talking about?
Ben, wa-- Aaaah!
174
00:07:06,153 --> 00:07:08,906
Ugh! Stupid book!
175
00:07:08,989 --> 00:07:10,407
Uh-oh.
176
00:07:10,491 --> 00:07:12,409
Uh...
177
00:07:12,493 --> 00:07:15,621
[ Camera clicks ]
178
00:07:15,704 --> 00:07:19,333
Oh, boy. Ben! Ben!
It's me, really! Gwen!
179
00:07:19,416 --> 00:07:21,210
Come on, Ben!
180
00:07:21,293 --> 00:07:23,295
Nice try, tricksy!
181
00:07:23,379 --> 00:07:26,132
But I'd know my cousin
if I saw her!
182
00:07:26,215 --> 00:07:28,801
[ Clattering ]
Uh, need some help?
183
00:07:28,884 --> 00:07:32,096
No! Nope!
All good here!
184
00:07:32,179 --> 00:07:35,766
Just connecting the fry-alator
to the hitch switch control.
185
00:07:35,850 --> 00:07:38,935
Very dangerous.
Don't come in!
186
00:07:39,019 --> 00:07:40,479
Come out, Ben!
187
00:07:40,563 --> 00:07:43,023
Obviously,
Charmcaster's behind all this.
188
00:07:43,107 --> 00:07:44,358
We have to find her
together.
189
00:07:44,441 --> 00:07:46,819
Ben!
I'm telling you the truth!
190
00:07:46,902 --> 00:07:49,113
Yeah.
Likely story.
191
00:07:49,196 --> 00:07:51,115
But Heatblast will
get the truth.
192
00:07:51,198 --> 00:07:55,202
Ben! Ugh. Okay, fine!
I'm really Charmcaster!
193
00:07:55,286 --> 00:07:56,871
Now come out and face me!
194
00:07:56,954 --> 00:07:59,290
Ha! I knew
you were lying!
195
00:07:59,373 --> 00:08:01,625
It was just a matter of --
You big goober!
196
00:08:01,709 --> 00:08:04,795
It's me. Gwen!
You never quit, do you?
197
00:08:04,879 --> 00:08:07,298
I just saw her back
at the campsite.
198
00:08:07,381 --> 00:08:08,465
Has it occurred to you
that maybe
199
00:08:08,549 --> 00:08:10,384
she transformed
both of us?
200
00:08:10,467 --> 00:08:12,136
Maybe.
201
00:08:12,219 --> 00:08:13,470
I don't know
what her end game is,
202
00:08:13,554 --> 00:08:15,389
but she obviously has
a grudge against me.
203
00:08:15,472 --> 00:08:17,808
So get down here
and help me find her.
204
00:08:17,892 --> 00:08:20,477
[ Laughs ]
205
00:08:20,560 --> 00:08:21,812
You almost had me there!
206
00:08:21,896 --> 00:08:24,273
You're clever,
but I'm cleverer!
207
00:08:24,356 --> 00:08:28,611
Aah!
208
00:08:28,694 --> 00:08:29,528
Come on, you!
209
00:08:29,612 --> 00:08:32,031
Gang way!
Aah!
210
00:08:32,113 --> 00:08:34,282
S'cuse me!
Thanks!
211
00:08:34,366 --> 00:08:37,328
♪♪
212
00:08:37,411 --> 00:08:38,579
Aaah!
213
00:08:38,661 --> 00:08:40,705
♪♪
214
00:08:40,789 --> 00:08:44,168
Oh, please.
Think that's gonna stop me?
215
00:08:44,251 --> 00:08:46,587
♪♪
216
00:08:46,670 --> 00:08:49,465
Aah!
217
00:08:49,548 --> 00:08:53,219
Okay, probably should have
seen that one coming.
218
00:08:53,302 --> 00:08:55,638
[ Panting ]
219
00:08:55,721 --> 00:09:00,726
♪♪
220
00:09:00,809 --> 00:09:01,894
Uh-oh!
221
00:09:01,977 --> 00:09:04,271
End of the line,
Charmcaster.
222
00:09:04,355 --> 00:09:06,649
Now tell me
what you're doing here.
223
00:09:06,732 --> 00:09:09,818
Ben, seriously!
I'm not Charmcaster!
224
00:09:09,902 --> 00:09:12,154
Fibber!
Aaah!
225
00:09:12,238 --> 00:09:14,281
Whoa!
226
00:09:14,365 --> 00:09:16,242
Listen, blockhead,
shoot at me again,
227
00:09:16,325 --> 00:09:18,953
and I'm gonna tell everyone
your favorite snack...
228
00:09:19,036 --> 00:09:20,955
from kindergarten...
229
00:09:21,038 --> 00:09:24,416
is pickles with peanut butter
and cheddar cheese!
230
00:09:24,500 --> 00:09:27,044
Huh?
231
00:09:27,127 --> 00:09:29,838
I cannot believe
they make Gwen do this!
232
00:09:29,922 --> 00:09:31,173
Gwen?
233
00:09:31,257 --> 00:09:32,716
Finally!
234
00:09:32,800 --> 00:09:34,301
Sorry I tried
to hurt you.
235
00:09:34,385 --> 00:09:37,680
Eh, lucky for me,
you're a lousy shot.
236
00:09:37,763 --> 00:09:40,140
Wait, if you're here,
does that mean...
237
00:09:40,224 --> 00:09:42,309
Charmcaster's back
at the campsite.
238
00:09:42,393 --> 00:09:43,893
Let's go!
239
00:09:43,978 --> 00:09:46,438
[ Charmcaster groaning ]
240
00:09:46,522 --> 00:09:47,773
You!
241
00:09:47,856 --> 00:09:51,777
Umm...
242
00:09:51,860 --> 00:09:53,112
What kind of grandparent
243
00:09:53,195 --> 00:09:56,365
would make a child fix
a radio like that?!
244
00:09:56,448 --> 00:09:58,993
Charmcaster?
What are you doing here?
245
00:09:59,076 --> 00:10:00,411
Where's Gwen?
246
00:10:00,494 --> 00:10:01,996
Right here!
247
00:10:02,079 --> 00:10:04,915
Grandpa, please tell me you
didn't let her touch our radio.
248
00:10:04,999 --> 00:10:07,584
Oh, thank goodness.
249
00:10:07,668 --> 00:10:09,545
Pretending to be
that goody two shoes
250
00:10:09,628 --> 00:10:12,131
was getting tiresome, anyway.
251
00:10:12,214 --> 00:10:14,425
You made me
attack my cousin!
252
00:10:14,508 --> 00:10:17,261
You were supposed to do
more than that.
253
00:10:17,344 --> 00:10:18,762
♪♪
254
00:10:18,846 --> 00:10:21,223
Hey!
255
00:10:21,307 --> 00:10:22,683
Wait here!
256
00:10:22,766 --> 00:10:31,233
♪♪
257
00:10:31,317 --> 00:10:33,110
Thanks, I think?
258
00:10:33,193 --> 00:10:35,279
[ Whirring ]
259
00:10:35,362 --> 00:10:38,240
You're good.
260
00:10:38,324 --> 00:10:40,743
But I can make you better.
261
00:10:40,826 --> 00:10:42,369
I'm listening.
262
00:10:42,453 --> 00:10:43,954
Max: Bon appetit!
263
00:10:44,038 --> 00:10:45,539
They're charred
beyond recognition.
264
00:10:45,622 --> 00:10:47,124
Well, they may be charred
on the outside,
265
00:10:47,207 --> 00:10:49,543
but it's what's on the inside
that counts.
266
00:10:49,627 --> 00:10:51,420
Just like people.
267
00:10:51,503 --> 00:10:55,674
♪♪
268
00:10:55,758 --> 00:10:59,261
Broccoli, huh?
269
00:10:59,345 --> 00:11:01,430
We all have
our secrets.
270
00:11:02,556 --> 00:11:11,482
♪♪
271
00:11:11,565 --> 00:11:14,693
♪♪
272
00:11:14,777 --> 00:11:17,071
Who-what?