>> [ GROWLING ] >> Khyber: READY, MY FRIEND?
>> [ GROWLING ] >> Ben: [ SNIFFS ]
FINALLY -- SOME DOWNTIME.
[ RUMBLING ] >> [ GROWLS ]
[ PEOPLE SCREAMING ] >> Ben: HEY, KEEP AN EYE ON MY
LUNCH, WOULD YOU?
>> [ SCREAMS ] >> Ben: MM.
[ BEEP ] LET'S MAKE THIS QUICK, SLIMY.
>> Diamondhead: THERE'S A TRIPLE CHEESEBURGER WITH MY NAME ON IT.
OH. NICE TRICK.
HOLD STILL, WILL YA?!
NOT GONNA PLAY HIDE-AND -- [ RUMBLING ]
WHOA!
[ GRUNTING ] I CAME HERE TO EAT LUNCH, NOT BE
LUNCH.
>> ♪ BEN 10 ♪ >> ♪ HE'S A KID, AND HE WANTS TO
HAVE FUN ♪ >> ♪ BUT WHEN YOU NEED A
SUPERHERO, HE GETS THE JOB DONE ♪
>> ♪ BEN 10 ♪ >> ♪ WITH A DEVICE THAT HE WEARS
ON HIS ARM ♪ >> ♪ HE CAN CHANGE HIS SHAPE AND
SAVE THE WORLD FROM HARM ♪ >> ♪ WHEN TROUBLE'S TAKING
PLACE ♪ >> ♪ HE GETS RIGHT IN ITS FACE ♪
>> ♪ BEN 10 ♪ >> ♪ WHEN LIVES ARE ON THE
LINE ♪ >> ♪ IT'S HERO TIME ♪
>> ♪ BEN 10 ♪
>> [ SNARLS ] >> Diamondhead: THIS IS GOING TO
HURT YOU MORE THAN IT HURTS ME.
[ GRUNTS ] I AM NOT DOING THAT AGAIN.
GUESS YOU BIT OFF MORE THAN YOU COULD CHEW, HUH?
[ LAUGHS ] AW, COME ON.
THAT WAS A LITTLE FUNNY.
UNH-UNH, PAL.
YOU'RE NOT GOING ANYWHERE.
GOTCHA!
>> Khyber: [ WHISTLES ] [ SIZZLING ]
>> Diamondhead: HEY, NUMBER ONE -- GROSS.
AND NUMBER TWO...
[ OMNITRIX POWERS DOWN ] >> Ben: [ GROANS ]
I ALWAYS WAIT FOR EVIL VILLAINS TO FINISH THEIR SPEECHES.
DUDE!
YOU WERE SUPPOSED TO KEEP AN EYE ON MY STUFF!
SO, THIS WHOLE TIME, YOU'VE JUST BEEN SITTING HERE, EATING...
>> Rook: MYCETIAN SWAMP HOPPERS.
WOULD YOU LIKE SOME?
>> Ben: UGH.
YOU AND GRANDPA MAX.
COULDN'T HAVE GIVEN ME A LITTLE HELP OUT THERE?
>> Rook: YOU SHOULD HAVE SAID SOMETHING.
>> Ben: LIKE WHAT?
>> Rook: LIKE..."ROOK, HELP ME."
>> Ben: I DIDN'T NEED HELP.
I -- FINE. WHATEVER.
AW, MAN. LOOK AT THIS.
THERE'S CHILI-CHEESE FRIES ON MY BURGER AND THE HOT-FUDGE SUNDAE
OVER THE WHOLE THING.
MMM. NOT BAD.
SEEMS LIKE LATELY, I'M GETTING ATTACKED BY MORE MONSTERS THAN
TOKYO.
>> Rook: I THOUGHT THAT WAS NORMAL.
>> Ben: THESE THINGS AREN'T NORMAL.
BUT WHO'D WANT TO SIC FREAKY MONSTERS ON ME?
>> Rook: DUDE, WHO WOULDN'T WANT TO SIC FREAKY MONSTERS ON YOU?
I'VE...BEEN...WORKING ON MY CONVERSATIONAL EARTHLING.
>> Ben: WAIT A MINUTE.
THERE IS ONE NUTBALL WHO TOTALLY DOES THE MUTANT-CREATURE
THING -- DR. ANIMO.
>> Rook: DR. ANIMO?
>> Ben: YEAH.
GUY'S BEEN AFTER ME SINCE I WAS LITTLE.
FREAKY FROGS, MUTANT BATS, PRAIRIE DOGS -- YOU NAME IT.
>> Rook: I'M NOT FAMILIAR WITH THIS NUTBALL OF WHICH YOU SPEAK,
BUT A DR. ANIMO IS CURRENTLY IN A HOLDING CELL AT
PLUMBER HEADQUARTERS.
[ ENGINE REVS ] [ TIRES SCREECH ]
>> Ben: I'M TELLING YOU, ROOK, IT'S GOT TO BE ANIMO.
>> Rook: THAT IS WHAT YOU'RE TELLING ME.
>> [ SCREAMING ] >> Rook: THEY SAY
TYRAK THE TYRANT MANAGED TO STAGE A MILITARY COUP WITHOUT
EVER LEAVING HIS PRISON CELL.
>> Ben: SEE? THERE YOU GO.
THAT'S WHAT ANIMO MUST BE DOING.
>> Rook: HE HAD PLASMA CANNONS AND AN ARMY OF SEVERAL MILLION.
>> Ben: WELL, ANIMO CAN USE, LIKE, A MILLION, BILLION
ANIMALS.
EVER SINCE I WAS 10 YEARS OLD...
>> Dr. Animo: CURSE YOU, BEN TENNYSON!
CURSE YOU AND YOUR MEDDLING WAYS!
YOU HAVEN'T SEEN THE LAST OF ME, BEN TENNYSON!
I'LL GET YOU IF IT'S THE LAST THING I DO, BEN TENNYSON!
>> Rook: DID HE ACTUALLY SAY THOSE THINGS?
>> Ben: TOTALLY.
MAYBE.
CLOSE ENOUGH.
I DON'T ALWAYS LISTEN.
>> Rook: HE SOUNDS LIKE A HARMLESS ECCENTRIC.
>> Ben: HARMLESS?
[ BEEP ] WHAT DID I TELL YOU, ROOK?
THE CRAZY IS RIGHT HERE IN FRONT OF US.
>> Rook: CONVERSELY, THE PRISONER HIMSELF IS NOT.
>> Ben: SEE?
I TOLD YOU HE WAS THE ONE ATTACKING ME.
>> Rook: THE FORCE FIELD HASN'T BEEN TAMPERED WITH.
>> Ben: THEN THERE HAS TO BE A VENT OR AN ACCESS PANEL OR
SOMETHING.
THERE ALWAYS IS IN THESE PLACES.
WHY IS THAT, ANYWAY?
DO THEY WANT PRISONERS TO BE ABLE TO ESCAPE?
>> Rook: THE VENTS ARE ALL SEALED WITH MONOMOLECULAR GRIDS.
>> Ben: WHAT ARE ALL THESE ANTS DOING HERE?
>> Rook: ANTS ARE QUITE COMMON ON EARTH.
THERE ARE WELL OVER 12,000 SPECIES.
>> Ben: BUT WHAT ARE THESE ANTS DOING HERE?
[ GRUNTING ] STILL THINK ANIMO'S NOT THE GUY
ATTACKING ME?
>> Rook: I CONCEDE HE IS A VIABLE CANDIDATE.
>> Ben: [ GRUNTING ] AND...WE'RE IN THE SEWER.
OF COURSE WE ARE.
>> Rook: THESE SANITATION DUCTS RUN UNDER THE WHOLE CITY.
THE ESCAPED PRISONER COULD BE ANYWHERE.
>> Ben: MAYBE NOT JUST ANYWHERE.
[ BOTH GASP ] >> [ SNARLS ]
>> Rook: [ GASPS ] [ GRUNTING ]
>> Ben: FIRE-BREATHING GIANT ANT -- CLASSIC DR. ANIMO.
>> Rook: [ GRUNTS ] HE SOUNDS LIKE A VERY STRANGE
MAN.
>> Ben: TIME TO FIGHT FIRE WITH SWAMPFIRE!
[ BEEP ] >> Echo Echo: ECHO ECHO.
WHY AM I NOT SURPRISED?
>> [ SCREECHES ] >> Echo Echo: HEY, BUG EYES --
OVER HERE.
[ SHRIEKS ] AND YOU DIDN'T EVEN HAVE TO ASK
FOR MY HELP.
>> Rook: POINT TAKEN.
[ WARBLE ] [ WARBLE ]
>> Echo Echo: HEY! WATCH IT!
>> [ SCREECHES ] [ WARBLE ]
>> Echo Echo: PICK A ME -- ANY ME.
[ WARBLE, WARBLE ] >> [ SCREECHING ]
[ WARBLING ] [ SCREECHES ]
>> Echo Echo: ECHO ECHO!
ECHO ECHO!!
ECHO ECHO!!!
ECHO ECHO!!!!
ECHO ECHO!!!!!
>> [ SCREECHES ] [ WARBLING, BEEPING ]
>> Rook: INGENIOUS.
THE SOUND MUST HAVE ATOMIZED THE PYROPHORIC CHEMICALS IN ITS
BODY.
>> Ben: UH...YEAH.
'CAUSE ECHO ECHO IS THE SOUND OF...
[ SCREECHING IN DISTANCE ] ...VIC...TO...RY...?
I REALLY SHOULD HAVE SEEN THAT COMING.
[ ALL SNARLING ]
[ ANTS CHITTERING ] >> Ben: DON'T SUPPOSE YOU HAVE A
FREEZE RAY ON THAT THING?
>> Rook: NO.
>> Ben: FIRE EXTINGUISHER?
>> Rook: THAT WOULD BE A USEFUL FEATURE.
[ OMNITRIX BEEPS ] [ ANTS SCREECHING ]
>> Ben: WAS IT SOMETHING I SAID?
'CAUSE I'LL SAY IT AGAIN!
>> Rook: THEY GAVE UP TOO EASILY.
>> Ben: YEAH.
COME ON.
>> Rook: ANTS CARRYING MACHINERY?
VERY ODD, NO MATTER THEIR SIZE.
>> Ben: BUT THEY'RE BIG ENOUGH TO CARRY US, TOO.
[ GRUNTS ] I'M NOT SURE I WANT TO KNOW
THIS, BUT, UM, WHY DO YOU KNOW SO MUCH ABOUT ANTS?
>> Rook: WHEN I LEARNED I WAS COMING TO EARTH, I READ A
FASCINATING GUIDE BOOK BY MYRZEL OF VALDUS PRIME.
HE EXPLAINED THAT ANTS ARE THE DOMINANT LIFE-FORM ON YOUR
PLANET.
>> Ben: WHY ON EARTH WOULD HE THINK THAT?
>> Rook: WELL, ANTS DO OUTNUMBER HUMANS HERE NEARLY 200,000 TO 1
AND ARE FOUND ON EVERY CONTINENT -- EXCEPT
"ANT"ARCTICA, IRONICALLY.
[ BOTH GRUNT ] NOW, WHERE IS THIS EVIL
MASTERMIND DR. ANIMO?
>> Ben: OH, I DON'T KNOW.
HOW ABOUT OVER THERE, INSIDE THAT SKYSCRAPER-SIZED ANTHILL?!
[ BIRD CRIES ] >> Rook: AH. OF COURSE.
>> Ben: I DON'T SEE A DOORBELL.
GUESS WE'LL JUST HAVE TO INVITE OURSELVES IN.
>> Rook: ONE MOMENT, BEN.
>> Ben: HEY!
WHAT'S WITH THE MUDPACK?!
>> Rook: NOT MUD -- PHEROMONES.
ANTS INSTINCTIVELY ATTACK ANY INTRUDER.
WITH THESE SECRETIONS ON US, WE'LL SMELL LIKE MEMBERS OF THE
COLONY.
>> Ben: THIS HAD BETTER WORK.
'CAUSE IF YOU JUST SMEARED ME WITH ANT GOO FOR NOTHING, WE'RE
GONNA HAVE A PROBLEM, MAN.
>> [ SCREECHES ] [ SCREECHES ]
[ CHITTERING ] >> Ben: PROUD OF YOURSELF?
>> Rook: I DID NOT SAY A WORD.
[ GRUBS CHITTERING ] >> Ben: [ GAGS ]
[ WHIRRING ] >> Dr. Animo: YES, MY PETS.
BUILD, CONSTRUCT, GROW!
>> Ben: DR. ANIMO!
>> Dr. Animo: BEN TENNYSON!
>> Ben: WHAT'S THE DEAL WITH SENDING CREEPY MUTANT ALIENS TO
KILL ME?
DUDE!
>> Dr. Animo: MUTANT ALIENS?
I DON'T KNOW WHAT YOU'RE TALKING ABOUT.
>> Ben: DON'T PLAY DUMB!
>> Dr. Animo: I'M NOT PLAYING.
HONESTLY, I HADN'T PLANNED ON KILLING YOU UNTIL PHASE II, BUT
HERE YOU ARE.
FIRST, HOWEVER, YOU WILL WITNESS MY GREATEST TRIUMPH.
DID YOU KNOW THAT THERE ARE ROUGHLY A QUADRILLION ANTS ON
EARTH, WITH SPECIES NATIVE TO EVERY CONTINENT BUT ANTARCTICA?
>> Ben: ACTUALLY, YES. I DID.
>> Dr. Animo: THE DEVICE BEFORE YOU GENERATES A MUTAGENIC PULSE.
IT WILL TURN EVERY SINGLE ANT ON THE PLANET INTO A GIANT
MUTANT -- WITH ME, DR. ANIMO, AS THEIR KING.
THE WORLD WILL BE MY ANT FARM!
[ LAUGHS EVILLY ] >> Rook: THIS IS NOT YOUR GUY.
>> Ben: YOU GOT THAT RIGHT.
[ BIRD CHIRPING ] >> [ SNIFFING ]
[ SNARLS ] >> Khyber: FLUSH HIM OUT.
>> [ GROWLS ] >> Ben: LOOK, DR. ANIMO, I'LL BE
THE FIRST TO ADMIT THAT AN ARMY OF GIANT ANTS IS KINDA COOL,
BUT COME ON.
YOU KNOW WE CAN'T LET YOU GET AWAY WITH IT.
MY PARTNER AND I ARE GONNA -- >> Rook: THAT IS A KORMITE
POWER CORE.
>> Ben: ROOK!
>> Rook: UH, KEEP CHATTING.
I GOT THIS.
>> Ben: OKAY.
JUST ME IS GONNA SMASH THIS PICNIC.
>> Dr. Animo: DO YOUR WORST, BEN TENNYSON.
NOTHING CAN STOP ME!
[ LAUGHS EVILLY ] [ ELECTRICITY CRACKLES ]
[ BEEP ] >> Ben: OKAY, ONE MORE TIME.
COME ON, SWAMPFIRE!
>> Rath: [ GROWLS ] LET ME TELL YOU SOMETHING, NEW
OMNITRIX THAT KEEPS TURNING ME INTO THE WRONG THING -- YOU KEEP
TURNING ME INTO THE WRONG THING!
>> Rook: BEN!
ANIMO?
[ GRUNTS ] >> Rath: RIGHT.
>> Dr. Animo: COME, MY ANT ARMY!
DESTROY BEN TENNYSON!
>> Rath: [ GRUNTS ] >> [ SCREECHES ]
[ SIZZLING ] [ ANTS CHITTERING ]
>> Dr. Animo: YOU MAY BE STRONG, BUT IN SUFFICIENT NUMBERS, ANTS
CAN BRING DOWN ANY PREY.
>> Rath: [ GROWLS ] COSMIC DROP!
INCURSEAN AMBASSADOR!
SERIOUS BUTT-KICKING!
[ ANTS SCREECHING ] >> Dr. Animo: IN A FEW MINUTES,
YOU'LL BE NOTHING BUT BONES.
>> Rath: OH, YEAH?
DR. ANIMO, YOU TERROR OF MUTANT...UH, MUTANTS...
RATH IS GONNA -- [ MUFFLED SCREAMING ]
[ ANTS CHITTERING ] [ CHOMP ]
>> Rath: OW!
NOW YOU'RE ASKING FOR IT, GIANT ANTS.
RATH WILL SQUASH YOU LIKE A BUG.
A GIANT BUG.
MANY GIANT BUGS!
HUH?
>> Dr. Animo: [ GASPS ] >> [ SCREECHES ]
>> Rath: [ GRUNTS ] >> Rook: BEN!
I'VE RECOVERED THE KORMITE POWER CORE!
>> Rath: LET ME TELL SOMETHING, NEW ALIEN PARTNER THAT I NEVER
WANTED IN THE FIRST PLACE BUT I'M BEGRUDGINGLY BEGINNING TO
LIKE IN SPITE OF MYSELF, RATH IS GONNA --
[ OMNITRIX POWERS DOWN ] >> Ben: WHOA!
[ BEEP ] >> WHOO-HOO!
WHOA! NEW ALIEN!
COOL!
I WONDER WHAT I CAN DO.
>> Dr. Animo: IT DOESN'T MATTER WHAT YOU DO.
FOR NOW, YOU FACE THE FURY OF...
THE ANT KING!
>> ANT KING?
YOU MIGHT WANT TO WORK ON THAT NAME.
[ MUFFLED GRUNTING ] AS FOR MY NAME, HOW ABOUT...
CRASHHOPPER?
[ CHIRPING ] >> [ SCREECHES ]
>> Rook: [ GRUNTS ] >> Dr. Animo: [ GROANS ]
>> Crashhopper: HAD ENOUGH, ANIMO?
'CAUSE I'M HAVING A BLAST!
>> Rook: BEN!
IF YOU HAVE A MOMENT?
[ ANTS CHITTERING ] I CAN SET THIS POWER CORE TO
DETONATE.
>> Crashhopper: GREAT PLAN!
>> Rook: IT WILL DESTROY THE ANTHILL, THE ANTS, US, AND
SEVERAL POPULATED AREAS.
>> Crashhopper: BAD PLAN!
>> Rook: WHAT IF I ADJUST THE POWER-CORE FREQUENCY TO ATOMIZE
JUST THE ANTS?
>> Crashhopper: BETTER PLAN!
[ ELEVATOR BELL DINGS ] >> Dr. Animo: OH, CURSE YOU,
BEN TENNYSON!
CURSE YOU AND YOUR MEDDLING WAYS!
>> Crashhopper: SEE?
TOLD YOU HE TALKS LIKE THAT.
>> [ SNARLS ] >> Crashhopper: MUTANT DOGS,
TOO?
ONE THEME AT A TIME, ANIMO!
>> Dr. Animo: WHAT?
THAT'S NOT ONE OF MINE.
>> [ SNARLS ] [ ROARS ]
>> Dr. Animo: OHHHHHHH!
BUT IT SOON WILL BE!
YOU MUST OBEY ME.
DESTROY BEN TENNYSON!
[ FOOTSTEPS POUNDING, ECHOING ] AAH!
>> [ ROARS ] >> Crashhopper: [ GRUNTING ]
[ WHIMPERS ] UH-OH.
[ GRUNTING ] >> Khyber: AHH. ALMOST DONE.
>> [ SLURPS ] >> Crashhopper: [ GRUNTING ]
ROOK?
[ MOANS ] HELP ME.
>> Rook: [ GRUNTS ] >> [ SCREECHES ]
>> Rook: GLADLY, PARTNER.
HOLD STILL.
>> Crashhopper: YAAAH!
[ GRUNTS ] THANKS.
[ ALARM BEEPING ] [ ELECTRICITY CRACKLES ]
HMM.
THIS THING IS DEFINITELY AN INVADER.
THE ANTS OUGHT TO ATTACK IT.
>> Dr. Animo: [ GROANS ] >> Crashhopper: IF I LET NATURE
TAKE ITS COURSE.
>> Dr. Animo: OW!
[ GASPS ] [ ANTS CHITTERING ]
[ FOOTSTEPS POUNDING ] [ ANTS SCREECHING ]
>> Crashhopper: NOW, ROOK!
[ ALARM BUZZES ] [ ELECTRICITY CRACKLES ]
[ RUMBLING ] >> [ SNARLS ]
>> Rook: ALOYSIUS JAMES ANIMO.
>> Ben: OOH!
HE MIDDLE-NAMED YOU.
YOU ARE SO BUSTED.
>> Dr. Animo: [ Whimpering ] NO.
>> [ SNARLS ] >> Khyber: NO. NO, OLD FRIEND.
YOU DID YOUR JOB.
[ SIGHS ] TENNYSON WAS LUCKY.
NEXT TIME, THERE WON'T BE A PETTY MUTATION FREAK BETWEEN ME
AND MY QUARRY.
>> Rook: THIS IS NOT YOUR USUAL JUBILANT POST-BUTT-KICKING
ATTITUDE...DUDE.
>> Ben: ANIMO'S NOT THE GUY.
>> Rook: TRUE.
>> Ben: AND THAT...WHATEVER IT IS THAT KEEPS JUMPING ME, DID
YOU SEE HOW IT TURNED INTO THE EXACT PERFECT PREDATOR TO FIGHT
MY NEW ALIEN?
IT'S LIKE A BEN-EATING MONSTER.
>> Rook: I'LL ADMIT -- I THOUGHT YOU WERE BEING PARANOID BEFORE,
BUT NOW...
SOMEONE IS DEFINITELY OUT TO GET YOU -- SOMEONE VERY DANGEROUS.
BUT AT LEAST WE STOPPED THE NEFARIOUS DR. ANIMO.
HE WON'T BE CAUSING TROUBLE FOR A LONG, LONG TIME.
>> Dr. Animo: YOU HAVEN'T SEEN THE LAST OF ME, BEN TENNYSON.
[ LAUGHING EVILLY ]
>> ♪ BEN 10 ♪ ♪ BEN 10 ♪
♪ BEN 10 ♪