1
00:00:01,710 --> 00:00:03,795
♪♪
2
00:00:07,048 --> 00:00:08,341
♪ Ben 10! ♪
3
00:00:08,425 --> 00:00:10,427
♪ Ben 10! ♪
4
00:00:10,510 --> 00:00:11,469
♪ Ben 10! ♪
5
00:00:11,553 --> 00:00:12,470
♪ Ben 10! ♪
6
00:00:12,554 --> 00:00:13,638
♪ Ben 10! ♪
7
00:00:13,722 --> 00:00:14,889
♪ Ben 10! ♪
8
00:00:14,973 --> 00:00:16,808
♪ Ben 10! ♪
9
00:00:16,891 --> 00:00:18,977
♪ Ben 10! ♪
10
00:00:28,027 --> 00:00:31,322
Gwen: Behold, the majesty
of beautiful Blue Bear Bay.
11
00:00:31,406 --> 00:00:33,408
The perfect place
for the maiden voyage
12
00:00:33,491 --> 00:00:34,951
of the S.S. Pettigrew!
13
00:00:35,034 --> 00:00:36,536
[ Weakly ] Oh, boy.
14
00:00:36,619 --> 00:00:37,704
A wobbly boat.
15
00:00:37,787 --> 00:00:39,581
It's much more than a boat,
Ben!
16
00:00:39,664 --> 00:00:41,624
It's a state-of-the-art
mega-ferry
17
00:00:41,708 --> 00:00:44,169
with room for 70 cars
and 800 passengers --
18
00:00:44,252 --> 00:00:46,254
completely powered
by solar panels
19
00:00:46,337 --> 00:00:48,173
and other
renewable energy sources!
20
00:00:48,256 --> 00:00:51,009
Able to reach speeds
up to 80 knots!
21
00:00:51,092 --> 00:00:53,678
Its hull --
pretty much indestructible.
[ Clank! ]
22
00:00:53,762 --> 00:00:56,347
This ship is a modern marvel!
23
00:00:56,431 --> 00:00:57,432
Mmm!
24
00:00:57,515 --> 00:00:59,517
And they have
great chili!
Chili?
25
00:00:59,601 --> 00:01:02,145
Grandpa, this is
the coolest ship ever built!
26
00:01:02,228 --> 00:01:04,189
Oh, sure, it's all right,
I guess.
27
00:01:04,272 --> 00:01:05,482
But these fancy techno-ships
28
00:01:05,565 --> 00:01:07,692
can't compare
with a true queen of the sea --
29
00:01:07,776 --> 00:01:09,068
like the S.S. Manby!
30
00:01:09,152 --> 00:01:10,195
Look!
31
00:01:10,278 --> 00:01:12,405
That's
a queen of the sea?
32
00:01:12,489 --> 00:01:14,949
Well, she was,
until they decommissioned her.
33
00:01:15,033 --> 00:01:16,826
She sure is something!
34
00:01:16,910 --> 00:01:18,578
Gwen: She's something,
all right.
35
00:01:18,661 --> 00:01:20,538
Oh, this brings back
memories.
36
00:01:20,622 --> 00:01:21,623
Memories?
Look!
37
00:01:21,706 --> 00:01:23,249
Here I am,
just a little boy
38
00:01:23,333 --> 00:01:25,335
riding the Manby
for the first time!
39
00:01:25,418 --> 00:01:26,836
Those were the days.
40
00:01:26,920 --> 00:01:28,379
Who's that guy in the back?
41
00:01:28,463 --> 00:01:30,590
He looks familiar.
42
00:01:30,673 --> 00:01:33,468
Hmm.
There is something about him.
[ Steam horn blows ]
43
00:01:33,551 --> 00:01:36,054
Oh, listen to
that old horn blow!
44
00:01:36,137 --> 00:01:37,931
Brings back
so many memories.
45
00:01:38,014 --> 00:01:39,224
Grandpa?
46
00:01:39,307 --> 00:01:41,768
The decks of hand-crafted
Floridian white oak --
47
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Whoa!
48
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Speeds of up to
5 1/4, uh, knots.
49
00:01:45,647 --> 00:01:46,940
[ Air horn blows ]
[ Clears throat ]
50
00:01:47,023 --> 00:01:48,274
Storage space aplenty
51
00:01:48,358 --> 00:01:51,194
for four
horse-drawn carriages!
52
00:01:51,277 --> 00:01:53,446
A side wheeling,
single-cylinder steam engine!
53
00:01:53,530 --> 00:01:54,823
Whoa!
54
00:01:54,906 --> 00:01:56,783
A great old-style
coal-burning boiler.
55
00:01:56,866 --> 00:01:59,160
The finest example
of 19th-century shipbuilding
56
00:01:59,244 --> 00:02:01,162
we have around
in these modern--
57
00:02:01,246 --> 00:02:02,372
[ Ben retching ]
58
00:02:02,455 --> 00:02:03,498
You said it, Ben.
59
00:02:03,581 --> 00:02:05,291
That old husk
is bolted to the dock
60
00:02:05,375 --> 00:02:06,626
where it probably belongs.
61
00:02:06,709 --> 00:02:08,586
Ben looks a little seasick.
Buck up!
62
00:02:08,670 --> 00:02:11,089
Only another hour
and we'll be back on dry land!
63
00:02:11,172 --> 00:02:13,675
Here, how about a little chili
to settle your stomach?
64
00:02:13,758 --> 00:02:15,176
[ Retches ]
65
00:02:15,260 --> 00:02:17,512
I read that a good way
to cure seasickness
66
00:02:17,595 --> 00:02:18,847
is to look to the horizon.
67
00:02:18,930 --> 00:02:19,848
If you focus --
68
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Turn into an alien?
69
00:02:21,015 --> 00:02:22,267
Great idea, Gwen!
70
00:02:22,350 --> 00:02:24,060
No, Ben,
that's not what I said!
71
00:02:24,143 --> 00:02:27,230
♪♪
72
00:02:30,859 --> 00:02:32,402
Wildvine!
73
00:02:32,485 --> 00:02:34,028
And do you feel better?
74
00:02:34,112 --> 00:02:35,238
Yeah, I feel --
75
00:02:35,321 --> 00:02:37,282
[ Retches ]
76
00:02:37,365 --> 00:02:39,868
[ Coughs ]
I am so sorry!
77
00:02:39,951 --> 00:02:40,910
Ooh!
78
00:02:40,994 --> 00:02:42,829
Begonias
are my favorite!
79
00:02:42,912 --> 00:02:44,956
You do beautiful work!
80
00:02:45,039 --> 00:02:46,124
[ Grunts ]
81
00:02:46,207 --> 00:02:48,543
Going alien
didn't help at all!
82
00:02:48,626 --> 00:02:51,004
Like I said.
Try looking at the horizon.
83
00:02:51,087 --> 00:02:53,173
If you keep focusing on stuff
that's right in front of you,
84
00:02:53,256 --> 00:02:54,591
you'll stay sick.
85
00:02:54,674 --> 00:02:55,717
Ugh!
86
00:02:55,800 --> 00:02:58,011
How is this
supposed to help, Gwen?
87
00:02:58,094 --> 00:02:58,928
[ Rumbles ]
88
00:02:59,012 --> 00:03:01,097
Huh?! What's that?!
89
00:03:03,057 --> 00:03:04,601
All: The Clocktopus?!
90
00:03:04,684 --> 00:03:06,895
Steam Smythe:
[ Maniacal laughter ]
91
00:03:06,978 --> 00:03:08,438
Behold, world!
92
00:03:08,521 --> 00:03:12,400
Steam Smythe rises with
my revitalized Clocktopus!
93
00:03:12,483 --> 00:03:15,153
I am here to declare that --
94
00:03:15,236 --> 00:03:16,154
Tennyson?!
95
00:03:16,237 --> 00:03:18,031
Steam Smythe?!
96
00:03:18,114 --> 00:03:21,034
How many times do I have
to kick your rusty old can?!
97
00:03:21,117 --> 00:03:22,535
Are you following me?
98
00:03:22,619 --> 00:03:23,494
No matter!
99
00:03:23,578 --> 00:03:24,621
I'll destroy you,
100
00:03:24,704 --> 00:03:26,956
along with
this disgrace of a ship!
101
00:03:27,040 --> 00:03:28,833
Have at you!
102
00:03:28,917 --> 00:03:30,126
Ben: [ Screams ]
103
00:03:30,209 --> 00:03:31,169
Ben!
104
00:03:31,252 --> 00:03:33,338
I've got you! Catch!
105
00:03:33,880 --> 00:03:34,839
Ow!
106
00:03:34,923 --> 00:03:37,258
Gwen,
I can swim, you know!
107
00:03:37,342 --> 00:03:38,760
Oh, right. Heh.
108
00:03:38,843 --> 00:03:40,345
Sorry!
109
00:03:40,428 --> 00:03:42,639
Steam Smythe: This so-called
new queen of the sea
110
00:03:42,722 --> 00:03:44,557
goes down without a fight,
111
00:03:44,641 --> 00:03:46,309
and thus proves
the superiority
112
00:03:46,392 --> 00:03:49,145
of my beloved,
beautiful S.S. Manby --
113
00:03:49,228 --> 00:03:50,647
a real vessel from a time
114
00:03:50,730 --> 00:03:52,774
when they knew
how to build things to last!
115
00:03:52,857 --> 00:03:55,234
[ Screaming ]
[ Maniacal laughter ]
116
00:03:55,318 --> 00:03:58,154
Diamondhead: Wait.
All this is for that
junky tugboat?
117
00:03:58,237 --> 00:04:00,114
[ Crash! ]
118
00:04:00,198 --> 00:04:01,783
The S.S. Manby has more class
119
00:04:01,866 --> 00:04:03,576
than this tawdry float
ever will!
120
00:04:03,660 --> 00:04:05,036
Wait a minute!
Whoa, Gwen,
121
00:04:05,119 --> 00:04:06,746
if you need a snack,
just ask!
122
00:04:06,829 --> 00:04:08,831
No, Grandpa, the photo!
123
00:04:08,915 --> 00:04:10,625
Look, twinsies!
124
00:04:10,708 --> 00:04:13,336
Oh, those aren't twinsies.
Those are samesies!
125
00:04:13,419 --> 00:04:16,422
But that photo was taken
more than 40 years ago.
126
00:04:16,506 --> 00:04:18,216
Whatever. Here I go!
127
00:04:18,299 --> 00:04:19,008
Oh!
128
00:04:19,092 --> 00:04:20,677
[ Grunting ]
129
00:04:20,760 --> 00:04:22,262
[ Groans ]
130
00:04:22,345 --> 00:04:23,221
Come on!
131
00:04:23,304 --> 00:04:25,098
[ Screaming ]
132
00:04:25,181 --> 00:04:26,307
Oh! Oh! Oh!
133
00:04:26,391 --> 00:04:28,226
[ Grunts ]
134
00:04:28,309 --> 00:04:29,352
Oh, no, lady.
135
00:04:29,435 --> 00:04:31,020
Look, look, lady,
I'm about to--
136
00:04:31,104 --> 00:04:32,230
[ Retches ]
137
00:04:32,313 --> 00:04:33,815
Ooh! Beautiful!
138
00:04:33,898 --> 00:04:36,609
Wait till I show
the girls at bingo!
139
00:04:36,693 --> 00:04:39,362
Yeah? Well,
hold on to your jewels!
140
00:04:39,445 --> 00:04:42,657
Diamondhead:
[ Grunting ]
141
00:04:43,866 --> 00:04:44,951
Oh, that's okay!
142
00:04:45,034 --> 00:04:47,495
Mama needs
a new pair of earrings!
143
00:04:47,578 --> 00:04:49,580
Yeah,
that ain't gonna happen.
144
00:04:49,664 --> 00:04:51,082
But this is...
145
00:04:51,165 --> 00:04:52,917
[ Screams ]
146
00:04:53,001 --> 00:04:54,085
Aw!
147
00:04:54,168 --> 00:04:56,796
Is your little tummy-wummy
all fussy-wussy?
148
00:04:56,879 --> 00:04:58,923
[ Laughs ]
149
00:04:59,007 --> 00:05:00,800
These modern engines
aren't so fast
150
00:05:00,883 --> 00:05:02,135
when they're punctured!
151
00:05:02,218 --> 00:05:05,263
And my coup de grace
hasn't even arrived yet!
152
00:05:05,346 --> 00:05:07,306
But, hark, it approaches!
153
00:05:07,390 --> 00:05:09,517
There will be no escape.
154
00:05:09,600 --> 00:05:13,479
This modern monstrosity
will be reduced to shards!
155
00:05:13,563 --> 00:05:16,315
Ben: Ugh, could that old thing
be any slower?
156
00:05:16,399 --> 00:05:17,859
It's making record time!
157
00:05:17,942 --> 00:05:19,444
If you're
feeling sick again,
158
00:05:19,527 --> 00:05:20,903
let me know, dearie!
159
00:05:20,987 --> 00:05:22,113
Can we get on with it?
160
00:05:22,196 --> 00:05:24,866
Contemporary youth
are so impatient.
161
00:05:26,492 --> 00:05:28,578
Go, Aristocrow!
Aristocrow: Caw!
162
00:05:29,579 --> 00:05:31,664
Caw!
163
00:05:34,125 --> 00:05:35,043
What?!
164
00:05:35,126 --> 00:05:37,003
Your eyes
do not deceive!
165
00:05:37,086 --> 00:05:39,422
Steam-powered piranhas --
166
00:05:39,505 --> 00:05:40,673
with jaws strong enough
167
00:05:40,757 --> 00:05:42,675
to chew
this flashy monstrosity
168
00:05:42,759 --> 00:05:43,926
to smithereens!
169
00:05:44,010 --> 00:05:45,470
[ Laughs ]
170
00:05:45,553 --> 00:05:47,930
Didn't see that coming,
did you, Tennyson?
171
00:05:48,014 --> 00:05:50,349
He's right.
I didn't see that coming.
172
00:05:50,433 --> 00:05:52,977
Oh, no!
The fish rebellion has begun!
173
00:05:53,061 --> 00:05:54,270
I regret nothing!
174
00:05:54,353 --> 00:05:56,814
[ Steam engines whir ]
175
00:05:56,898 --> 00:05:59,609
[ Maniacal laughter ]
[ Groans ]
176
00:05:59,692 --> 00:06:01,986
[ Retches ]
177
00:06:02,070 --> 00:06:03,404
Gadzooks!
178
00:06:03,488 --> 00:06:05,948
Did you just relieve your lunch
on my Clocktopus?!
179
00:06:06,032 --> 00:06:07,742
You disgusting brat!
180
00:06:07,825 --> 00:06:09,202
[ Groans ]
Ben!
181
00:06:09,285 --> 00:06:11,788
[ Groans ]
I'm too sick to be a hero.
182
00:06:11,871 --> 00:06:13,081
Can't concentrate.
183
00:06:13,164 --> 00:06:15,041
I know it's really hard
to concentrate
184
00:06:15,124 --> 00:06:16,751
when you're not
feeling your best.
185
00:06:16,834 --> 00:06:17,960
But like Gwen told you,
186
00:06:18,044 --> 00:06:19,462
you have to tune out
the little stuff
187
00:06:19,545 --> 00:06:21,297
and focus on
the big picture.
188
00:06:21,380 --> 00:06:23,549
You mean like
look to the horizon?
189
00:06:23,633 --> 00:06:24,717
Uh, hmm.
190
00:06:24,801 --> 00:06:27,387
I-I confused myself a little.
Eh, do I?
191
00:06:27,470 --> 00:06:28,805
Yes!
[ Ding! ]
192
00:06:28,888 --> 00:06:31,557
Okay, here goes.
193
00:06:31,641 --> 00:06:35,353
[ Groaning ]
194
00:06:37,605 --> 00:06:38,815
Hmm.
195
00:06:38,898 --> 00:06:40,650
How do you feel?
196
00:06:40,733 --> 00:06:42,026
You know what?
197
00:06:42,110 --> 00:06:43,444
I do feel better.
198
00:06:43,528 --> 00:06:45,780
Ready to kick some butt!
199
00:06:46,656 --> 00:06:49,742
♪♪
200
00:06:59,669 --> 00:07:00,628
[ Ding! ]
201
00:07:00,711 --> 00:07:04,006
♪♪
202
00:07:04,090 --> 00:07:06,175
Huh?
203
00:07:08,052 --> 00:07:09,554
Whoa, yeah!
204
00:07:09,637 --> 00:07:10,805
Whoo!
205
00:07:10,888 --> 00:07:13,224
That's what I call
firepower!
206
00:07:13,307 --> 00:07:15,434
I am -- [Retches]
207
00:07:15,518 --> 00:07:16,936
[ Gags ]
208
00:07:17,019 --> 00:07:18,479
Ohh!
209
00:07:18,563 --> 00:07:20,022
Oh, boy!
210
00:07:20,106 --> 00:07:21,566
Okay, focus.
211
00:07:21,649 --> 00:07:23,067
Take out Steam Smythe,
212
00:07:23,151 --> 00:07:25,403
then take out
his robo-piranhas!
213
00:07:25,486 --> 00:07:27,572
Eyes on the horizon!
214
00:07:28,156 --> 00:07:30,032
What do you think
you're doing?!
215
00:07:30,116 --> 00:07:31,033
Whoa!
216
00:07:31,117 --> 00:07:33,077
I think I'm about to...
217
00:07:33,161 --> 00:07:34,579
[ Retches ]
218
00:07:34,662 --> 00:07:35,663
[ Groans ]
219
00:07:35,746 --> 00:07:37,832
Big picture!
220
00:07:38,457 --> 00:07:39,375
[ Retches ]
221
00:07:39,458 --> 00:07:40,960
[ Groans ]
222
00:07:41,043 --> 00:07:42,545
Whoa!
223
00:07:42,628 --> 00:07:45,715
[ Grunting ]
224
00:07:48,426 --> 00:07:49,552
Ha!
Steam Smythe:
[ Maniacal laughter ]
225
00:07:49,635 --> 00:07:51,721
Huh?
[ Laughter continues ]
226
00:07:52,138 --> 00:07:54,223
[ Grunts ] Whoa!
227
00:07:54,724 --> 00:07:55,683
Ohh!
228
00:07:55,766 --> 00:07:57,518
Ohh, man.
229
00:07:57,602 --> 00:07:59,937
My stomach's on fire.
230
00:08:00,021 --> 00:08:01,647
Steam Smythe:
Foolish fire fiend!
231
00:08:01,731 --> 00:08:05,318
Like the magnificent Manby,
this craft feeds on fire!
232
00:08:05,401 --> 00:08:08,279
You can't defeat me
in your pathetic state!
233
00:08:08,362 --> 00:08:10,781
And, soon,
my steam-powered piranhas
234
00:08:10,865 --> 00:08:13,284
will consume
this modern monstrosity,
235
00:08:13,367 --> 00:08:16,954
leaving the S.S. Manby
to rule the waters once more!
236
00:08:17,038 --> 00:08:18,331
[ Groans ]
237
00:08:18,414 --> 00:08:20,541
Okay, I can't beat him
with a direct attack.
238
00:08:20,625 --> 00:08:22,627
And I can't --
[ Retches ]
239
00:08:22,710 --> 00:08:25,379
...focus on just him
without getting sick!
240
00:08:25,463 --> 00:08:26,589
Horizon!
241
00:08:26,672 --> 00:08:28,716
Gotta look
to the horizon.
242
00:08:28,799 --> 00:08:30,426
Wait.
243
00:08:30,509 --> 00:08:33,930
The Manby, piranhas, fire,
244
00:08:34,013 --> 00:08:35,181
alien hurl!
245
00:08:35,264 --> 00:08:36,432
That's it!
246
00:08:36,515 --> 00:08:39,018
I can use Steam Smythe's
hyper-focus against him!
247
00:08:39,602 --> 00:08:41,103
Enough dilly-dally!
248
00:08:41,187 --> 00:08:43,648
You don't know when to quit,
do you?!
249
00:08:43,731 --> 00:08:45,983
Ben: Nope!
250
00:08:46,067 --> 00:08:48,152
Ben,
where are you going?!
251
00:08:48,236 --> 00:08:50,279
Steam Smythe is that way!
Eep!
252
00:08:50,363 --> 00:08:52,865
Looks like your hero
abandoned ship.
253
00:08:52,949 --> 00:08:54,408
[ Laughs ]
254
00:08:54,492 --> 00:08:56,202
Oh, man.
255
00:08:56,285 --> 00:08:59,538
I've never felt better
about feeling so bad!
256
00:09:00,498 --> 00:09:04,627
Whoa, whoa, whoa, whoa!
257
00:09:07,213 --> 00:09:09,298
[ Groaning ]
258
00:09:10,967 --> 00:09:13,052
[ Retching ]
259
00:09:18,516 --> 00:09:20,768
Whoa!
260
00:09:20,851 --> 00:09:24,522
Man:
The Manby sails again!
[ Cheering ]
261
00:09:26,774 --> 00:09:28,276
What is he doing?
262
00:09:28,359 --> 00:09:29,485
Whoa!
263
00:09:29,568 --> 00:09:31,153
Steam Smythe:
You're fish food!
264
00:09:31,237 --> 00:09:33,572
You and these infernal
solar panels,
265
00:09:33,656 --> 00:09:35,908
these wretched
electric turbines!
266
00:09:35,992 --> 00:09:38,202
My piranhas
will devour it all!
267
00:09:38,286 --> 00:09:41,998
And the Manby shall
rule this bay once more!
268
00:09:42,081 --> 00:09:44,041
[ Steam horn blows ]
269
00:09:44,125 --> 00:09:45,376
♪♪
270
00:09:45,459 --> 00:09:46,502
My Manby!
271
00:09:46,586 --> 00:09:48,879
How dare you put her
in harm's way!
272
00:09:48,963 --> 00:09:50,381
No, stop!
273
00:09:50,464 --> 00:09:51,591
No! Don't eat me!
274
00:09:51,674 --> 00:09:53,551
No! Stay back!
275
00:09:53,634 --> 00:09:55,219
Listen to daddy!
276
00:09:55,303 --> 00:09:57,179
[ Screams ]
277
00:09:57,263 --> 00:09:58,556
Unhand me, brute!
278
00:09:58,639 --> 00:09:59,640
Sorry, Smythe.
279
00:09:59,724 --> 00:10:01,642
Looks like
you're all washed up.
280
00:10:01,726 --> 00:10:03,227
No! Wait, wait,
wait, wait, wait!
281
00:10:03,311 --> 00:10:05,479
Hey,
hope you like seafood!
282
00:10:05,563 --> 00:10:06,522
[ Retches ]
283
00:10:06,605 --> 00:10:07,523
Hang on, hang on!
284
00:10:07,606 --> 00:10:08,816
I got a better one!
285
00:10:08,899 --> 00:10:11,402
Guess your ship
has sailed!
286
00:10:11,485 --> 00:10:15,906
[ Retching ]
287
00:10:16,657 --> 00:10:20,286
[ Electricity zapping ]
288
00:10:22,872 --> 00:10:24,248
All right, buddy,
bad news is,
289
00:10:24,332 --> 00:10:25,708
it's off to jail
with you.
290
00:10:25,791 --> 00:10:28,085
Good news is,
it's the most modern prison
291
00:10:28,169 --> 00:10:29,712
in the country.
292
00:10:29,795 --> 00:10:32,048
No!
[ Siren wails ]
293
00:10:32,131 --> 00:10:34,258
I'll write you everyday,
Mr. Smythe!
294
00:10:34,342 --> 00:10:36,844
Max: Looks like you finally
conquered your seasickness, Ben!
295
00:10:36,927 --> 00:10:37,845
Good job!
296
00:10:37,928 --> 00:10:39,472
Uh, I hate to admit it,
297
00:10:39,555 --> 00:10:41,182
but Gwen's
"look to the horizon" thing
298
00:10:41,265 --> 00:10:42,308
really worked!
299
00:10:42,391 --> 00:10:44,352
Literally
and metaphorically!
300
00:10:44,435 --> 00:10:47,355
Sorry about sinking the Manby,
Grandpa.
301
00:10:47,438 --> 00:10:48,689
Ah, it's all right, Ben.
302
00:10:48,773 --> 00:10:50,066
The Manby may be gone,
303
00:10:50,149 --> 00:10:52,902
but my precious memories
are still swirling.
304
00:10:52,985 --> 00:10:54,987
[ Groans ]
305
00:10:55,071 --> 00:10:56,030
Uh-oh.
306
00:10:56,113 --> 00:10:58,199
And --
and so is that chili.
307
00:10:58,282 --> 00:10:59,533
Gwen:
The horizon, Grandpa.
308
00:10:59,617 --> 00:11:01,702
Look at the horizon!
309
00:11:03,245 --> 00:11:06,415
[ Theme music plays ]
310
00:11:14,924 --> 00:11:17,009
[ Groaning ]