>> Max: HA HA!
EVEN BOWMAN CAN'T GET BRATHARATS THIS FRESH.
OHHHHH!
JUST RIGHT.
>> Rook: MMMM!
OH, THAT IS GOOD.
>> Ben: BLEHHH! EHHH! EHHH!
DON'T THEY SELL ANYTHING BESIDES DISGUSTING ALIEN FOOD DOWN HERE?
LIKE, WHY HAVEN'T I SEEN ANY ALIEN VIDEO-GAME SHOPS?
>> Max: VIDEO GAMES ROT YOUR BRAINS, BEN.
OH!
I ALMOST FORGOT THE PARMACIAN BRAIN ROT!
>> Rook: I CANNOT WAIT FOR THIS MEAL.
YOUR GRANDFATHER IS A MASTER CHEF, BEN.
>> Ben: AAAAH! AAH!
YOU'RE WELCOME TO EAT MY PORTION.
>> Rook: OH. THANK YOU.
[ SCREAMING IN DISTANCE ] >> Max: INCOMI-I-I-I-I-I-NG!
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 ♪ >> Max: HE-E-E-E-E-E-E-LP!
>> Ben: AND GRANDPA MAX TELLS ME NOT TO PLAY WITH MY FOOD.
>> Rook: I DO NOT BELIEVE IT WAS FOOD.
>> Ben: AND I DON'T THINK THAT GUY'S HERE TO PLAY.
>> [ GROWLS, ROARS ] >> Ben: COME ON!
>> Rook: BEN, I BELIEVE WE SHOULD PROCEED WITH CAUTION.
>> Ben: CAUTION, SCHMAUTION!
THERE ISN'T A MONSTER MADE THAT I CAN'T HANDLE WITH ONE --
YAAAAH!
>> Rook: BEN!
>> Ben: SORRY.
UH, WHAT WERE WE TALKING ABOUT?
>> [ SNARLS ] >> Ben: RIGHT --
MONSTER-HANDLING.
[ BEEP ] >> Feedback: LET'S DRAG THIS
OUT.
THERE'S A DINNER I'M IN NO HURRY TO GET TO.
ALLEY-OOP!
>> [ [ GROWLS ] >> Ben: OKAY.
PLAN "B," THEN.
>> [ LAUGHS EVILLY ] >> Rook: BEN, HE ABSORBED THE
ENERGY FROM MY PROTO-TOOL.
I THINK THAT YOU ARE ONLY MAKING HIM STRONGER.
>> Feedback: QUICKER WITH THE INFO NEXT TIME, PARTNER.
>> [ ROARS ] >> Max: NOW, BEN!
>> [ SCREECHING ] >> Feedback: IF YOU FEED OFF
ENERGY, LET'S SEE WHAT HAPPENS WHEN I TAKE IT AWAY.
>> [ ROARS ] [ OMNITRIX POWERS DOWN ]
>> [ GROANS ] >> Ben: HUH? PHIL?!
[ VEHICLE DOOR CLOSES ] >> Max: [ GASPS ]
PHIL.
>> MAX.
MAX, I'M SO GLAD I FOUND YOU.
>> Rook: THIS MONSTER IS A PHIL?
AND...THIS PHIL IS A PLUMBER?
>> Ben: GRANDPA MAX'S OLD PARTNER.
LAST TIME I SAW HIM, HE LOOKED PRETTY BAD, BUT HE'S GONE A FEW
TRILLION MILES DOWNHILL SINCE.
>> Max: PHIL...
WHAT HAPPENED TO YOU?
>> DON'T YOU REMEMBER?
YOU SAW IT FIVE YEARS AGO.
MALWARE AND DR. PSYCHOBOS BROUGHT ME OUT OF THE NULL VOID.
THEY USED ME AS A TEST SUBJECT.
BUT THE NEMETRIX WAS TOO MUCH FOR ME.
I WENT COMPLETELY BERSERK.
THEN...SOME SORT OF PORTAL OPENED UP, AND I WAS...
I...
[ Raspily ] I FOUND MYSELF TRANSPORTED BACK TO THE --
[ GROWLS ] MAX! HELP!
HELP!
[ GROANS ] >> Rook: LOOK OUT!
>> RECHARGE.
>> Rook: HE IS VERY FAST.
>> Max: YEAH.
AND HITS LIKE A WRECKING BALL.
>> Ben: HE WENT UP AND OUT.
COME ON.
>> Max: WHEN WE FIND HIM, WE NEED TO TAKE HIM DOWN AS GENTLY
AS WE CAN.
>> Ben: I DON'T KNOW.
SMASHING HIM WITH A TRUCK SEEMED TO WORK PRETTY GOOD LAST TIME.
WHAT?!
HE WAS THE ONE CHASING YOU, REMEMBER?
I DON'T THINK BEING GENTLE WAS WHAT HE HAD IN MIND.
>> Max: IT NEVER SAT EASY WITH ME THAT WE LEFT PHIL IN THE
NULL VOID THE FIRST TIME.
HE'S SUFFERED ENOUGH.
>> Rook: AND HE DOES NOT SEEM TO BE IN CONTROL OF HIS MONSTROUS
FORM.
WE NEED TO FIND HIM BEFORE HE HARMS AN INNOCENT.
>> Ben: HUH?
HE SAID HE NEEDED A RECHARGE.
HEY, UGLY.
WE WERE JUST TALKING ABOUT YOU.
>> [ SNARLS ] [ BEEP ]
>> Max: STOP!
PHIL, I KNOW YOU'RE IN THERE.
>> [ ROARS ] >> Rook: MY TRUCK!
[ WEAPON SPUTTERS ] LOW-BATTERY WARNING?
>> Ben: NO WORRIES, ROOK.
IT'S PAYBACK TIME -- FEEDBACK-STYLE!
[ BEEP ] >> Max: BE CAREFUL, BEN.
DON'T HURT PHIL.
JUST CONTAIN HIM.
>> Frankenstrike: [ GROANS ] HOW ABOUT YOU TELL HIM TO TAKE
IT EASY ON ME?
HE'S YOUR FRIEND.
[ GROANS ] >> [ GROWLS ]
>> Max: HEY! HEY, PARTNER!
DON'T YOU REMEMBER YOUR OLD -- >> [ ROARS ]
>> Frankenstrike: OKAY.
NEED ANOTHER PLAN "B" -- AGAIN.
>> [ SNIFFS ] >> Frankenstrike: SURPRISE!
[ GROANING ] >> [ ROARS ]
>> Frankenstrike: HE'S TAKING EVERYTHING I CAN THROW AT HIM --
AND SLINGING IT BACK DOUBLE!
>> Max: CHANGE INTO FEEDBACK AGAIN.
>> Frankenstrike: DON'T KNOW IF I CAN.
>> Rook: WE WILL BUY YOU TIME.
[ TIRES SCREECH ] WE WILL --
>> Max: HUH?
[ LAUGHTER ] >> All: LOOK OUT!
>> I DON'T KNOW WHAT THAT IS!
>> IT WON'T STOP!
>> [ ROARS ] [ TIRES SCREECH ]
>> All: AAAAAAAAAAAAAAAAAH!
HANG ON!
[ SCREECHING CONTINUES ] [ ENGINE SPUTTERS ]
HEY!
WHAT DO YOU KNOW? IT WORKED.
>> RUN! JUST RUN!
>> BUT YOUR DAD'S CAR!
>> LET HIM KILL ME!
AT LEAST HE'S FAMILY!
>> Max: NICELY DONE, BEN.
>> Frankenstrike: WELL, COULDN'T STOP THE ENGINE, SO I SHORTED
OUT THE BATTERY.
>> Rook: MIGHT I SUGGEST POSTPONING THE CONGRATULATIONS
UNTIL AFTER WE DEFEAT MAGISTER TENNYSON'S MONSTER?
>> Frankenstrike: UH, HOW DO WE...
AHHH. GOT IT.
GET READY TO FOLLOW MY LEAD.
>> Rook: WHAT LEAD?
>> Frankenstrike: YOU'LL SEE.
HEY! ITSY-BITSY!
>> [ ROARS ] >> Frankenstrike: KEEP COMING.
KEEP COMING.
NOW, GUYS!
>> Rook: HURRY, BEN!
[ OMNITRIX POWERS DOWN ] >> Ben: OKAY, NOW THAT WE GOT
HIM...
>> Rook: WHAT DO WE DO WITH HIM?
I WAS WONDERING THE SAME THING.
>> [ GROWLING, SNARLING ] PLEASE...
[ Weakly ] HELP ME!
>> Max: THERE'S ONLY ONE PLACE SECURE ENOUGH TO HOLD PHIL UNTIL
WE CAN FIND SOME WAY TO CURE HIM.
>> Driba: HMMM.
NOT EXACTLY THE FINEST HUMAN SPECIMEN.
>> Blukic: WE'VE SEEN WORSE.
>> Driba: NO, WE HAVEN'T!
>> GALVAN TECHS?
PATELLIDAY WAS THE FIRST ALIEN PLUMBER I EVER SAW ON AN EARTH
BASE.
>> Max: GALVAN PRIME WAS MORE THAN HAPPY TO LET US KEEP THESE
TWO.
[ BOTH GRUNTING ] IS ATTACHING WIRES TO PHIL SAFE?
HE MIGHT SIPHON THE ENERGY.
>> Driba: TSK, TSK, TSK, TSK.
THESE ARE PASSIVE SENSORS.
>> Blukic: WE'RE NOT CEREBROCRUSTRACEONS.
>> Driba: WE KNOW WHAT WE'RE DOING.
>> Ben: WE SHOULD JUST TOSS HIM BACK WHERE HE CAME FROM.
>> Rook: YOU DO NOT BELIEVE HIS PLEAS FOR HELP ARE GENUINE?
>> Ben: HEY, WE DIDN'T THROW HIM IN THE NULL VOID THE FIRST
TIME FOR BEING AN UPSTANDING CITIZEN.
HE'S GAMING US.
>> Rook: MAX SEEMS TO TRUST HIM.
AND I BELIEVE HE IS NOT THE FIRST MONSTER TO RETURN FROM THE
NULL VOID IN NEED OF A FRIEND.
>> Ben: PHIL IS NO KEVIN.
>> Driba: OOOOOOH!
MR. PERSONALITY HERE IS SURROUNDED BY AN ENDOPHYTIC
ENERGY FIELD.
>> Rook: I SEE.
>> Ben: DON'T TELL ME YOU UNDERSTOOD THAT.
>> Rook: CERTAIN ENERGY PARASITES HAVE A NATURALLY
OCCURRING ENDOPHYTIC FIELD.
THEY INCREASE THE OUTPUT OF NEARBY POWER SOURCES IN ORDER TO
SIPHON OFF THE EXCESS UNNOTICED.
>> Driba: AND YOU SAY PHIL WORE THE NEMETRIX ONCE?
>> Rook: YES.
DO YOU SUPPOSE IT SCRAMBLED HIS DNA AND LEFT A RESIDUAL
ENDOPHYTIC FIELD IN PHIL?
>> Blukic: HEY!
THE POWER CORE'S RUNNING AT 120% CAPACITY, BUT NOTHING'S
OVERLOADING.
>> Driba: OOH! HE'S DOING IT!
>> Rook: THAT IS THE GREATEST SOURCE OF POWER IN THIS
HEMISPHERE.
SHOULD WE BE CONCERNED?
>> Max: PHIL, HOW ARE YOU DOING?
>> A-OKAY, MAXY.
>> Max: I THOUGHT YOU SAID THOSE SENSORS WERE PASSIVE.
HOW IS HE AFFECTING THE POWER CORE?
>> Driba: WELL, THEY'RE PASSIVE, BUT THEY'RE STILL CONDUCTIVE.
>> Blukic: DUH!
>> Max: UNPLUG HIM -- NOW!
>> Blukic: [ GASPS ] HOW COULD BE SO STUPID, BLUKIC?!
WHAT CAN WE DO TO STOP HIM?!
>> Blukic: MAYBE WE COULD USE NOSEDEENIANS TO SIPHON THE
ENDOPHYTIC FIELD.
>> Driba: UNDERTOWN'S POWER STATION DEPENDS ON THE
MEGAWHATTS FOR POWER, BLUKIC!
WE JUST CAN'T TAKE THEM OFFLINE!
>> [ GROANS ] [ GRUNTS ]
[ BOTH GROAN ] [ GROANS ]
NO!
NO!!
[ BEEP, CLICK ] >> Max: HOLD HIM!
>> Ben: [ SIGHS ] ANYTHING BUT ONE OF MY ELECTRIC
GUYS, PLEASE.
[ BEEP ] >> Shocksquatch: AH, FOR PETE'S
SAKE!
GIMME A BREAK, WILL YA?
AH, WELL.
AT LEAST SHOCKSQUATCH CAN LAY DOWN THE SMACKDOWN.
[ GRUNTS ] STOP, PHIL!
[ GROWLS ] [ WHIRRING ]
LOOK, I KNOW YOU'VE GOT THAT MONSTER INSIDE TRYING TO GET
OUT, BUT IF YOU REALLY WANT OUR HELP, YOU NEED TO SNAP OUT OF
IT!
AAH! HEY! QUIT IT!
[ OMNITRIX POWERS DOWN ] [ CLICK, BUZZER ]
>> Ben: [ GROANS ] LET'S TRY THIS AGAIN!
[ BEEP ] >> Ampfibian: AW, MAN!
YOU WANT ENERGY SO BAD?
TAKE IT!
>> [ GROANS ] >> Rook: BEN! STOP!
YOU'RE ONLY FEEDING HIM!
>> Ampfibian: THE OMNITRIX KEEPS GIVING ME ELECTRICAL GUYS.
WHAT ELSE CAN I DO?
>> [ SCREAMING ] >> Ampfibian: OVERLOADED.
AND YOU WERE SO WORRIED.
>> I-I'M SORRY, MAX.
I-I WAS TRYING TO...
>> Max: IT'S OKAY.
WE'LL FIX THIS.
>> Ampfibian: COME ON, PHIL.
WE'RE GETTING YOU CONTAINED BEFORE YOU TURN INTO THAT
MONSTER AGAIN.
>> [ SIGHS ] [ LAUGHING EVILLY ]
KID...[ CHUCKLES ] THERE HASN'T BEEN A PHIL IN THIS
BODY FOR YEARS.
[ GROWLS ] [ OMNITRIX POWERS DOWN ]
>> Ben: [ GROANS ] >> [ LAUGHS EVILLY ]
SUCKERS.
>> Ben: KNEW YOU'VE...BEEN FAKING...IT.
>> [ GROWLS ] DON'T GET MUCH PAST YOU, JUNIOR.
ALL I WANTED WAS YOUR POWER CORE.
SOON, EVEN THAT OLD PHIL BODY WILL BE GONE...FOREVER.
>> [ ROARS ] [ COMPUTER BEEPS ]
[ CLICK, BUZZER ] >> Ben: GRANDPA!
[ WHIRRING ] >> [ GROWLS ]
[ WHIRRING SLOWS ] NO!
I NEED MORE!
AND I KNOW WHERE TO GET IT.
>> Rook: YOU ARE NOT LEAVING.
>> NICE TRY, KID.
[ GRUNTS ] >> Ben: UNH!
DUDE, YOU'RE IN A LOT OF -- [ GROANS ]
>> Max: BEN?
BEN?
ARE YOU OKAY, SON?
>> Ben: [ GROANS ] [ COMPUTERS BEEPING ]
>> GET THOSE DECOUPLERS DECOUPLED!
AND WITHOUT THE SASS THIS TIME.
[ BOTH GRUNTING ] >> Ben: WHAT'S HAPPENING?
>> Rook: PHIL IS GONE, SO WE HAVE BEGUN REPAIRS TO THE POWER
CORE.
IT SEEMS HE WAS ONLY USING US TO GET PAST THE HEADQUARTERS'
EXTERNAL DEFENSES.
>> Ben: I'M SORRY, GRANDPA.
>> Max: NO.
YOU WERE RIGHT, BEN.
PHIL IS NO KEVIN.
WHAT'S PAST IS PAST.
WE'LL FIND HIM, AND WE'LL TAKE HIM DOWN.
[ WHIRRING ] >> Ben: AND I HAVE AN IDEA OF
WHERE HE MIGHT BE.
[ ALL GROANING ] >> [ LAUGHS EVILLY ]
MAN, THAT'S GOOD EATIN'!
>> Ben: AFTER BLUKIC AND DRIBA BROUGHT UP THE MEGAWHATTS, I HAD
A FEELING YOU'D MAKE YOUR WAY HERE.
>> REALLY, MAX?
COME TO SAY GOODBYE TO YOUR OLD FRIEND PHIL?
>> Max: ROOK, CONCUSSIVES ONLY.
NO ENERGY WEAPONS.
>> Rook: ONE WAY OR ANOTHER, WE WILL STOP YOU.
>> [ GROANS ] [ LAUGHS EVILLY ]
I BARELY FELT THAT.
[ CHUCKLES ] YOU LOSE, PARTNER.
>> Ben: OKAY, OMNITRIX -- FOR REAL THIS TIME.
FEEDBACK!
[ BEEP ] >> Buzzshock: I'M A MEGAWHATT?
OH. THAT'S NEW.
>> [ LAUGHS EVILLY ] A NOSEDEENIAN!
HAVEN'T FIGURED IT OUT YET, HAVE YOU, JUNIOR?
>> Buzzshock: YOU'RE THE REASON I KEEP GETTING ELECTRIC ALIENS?
>> MY EXPOSURE TO THE NEMETRIX IS MESSING WITH YOUR LITTLE
WATCH THERE.
[ CHUCKLES ] I NEED TO FEED, AND THE OMNITRIX
PROVIDES.
>> Rook: BEN!
YOU ARE A MEGAWHATT!
>> Buzzshock: OH! YEAH!
GUYS! FOLLOW ME!
[ GIGGLING ] HEY! OVER HERE!
CAN'T CATCH ME!
[ GIGGLES ] >> ALL YOU'VE DONE IS TURN
YOURSELF INTO DESSERT.
>> Buzzshock: OKAY, NOW!
MEGAWHATTS, SCATTER!
>> [ GROWLS ] BEN TENNYSON!
[ GROANS ] >> Buzzshock: [ GROANS ]
AW, MAN!
>> [ SNARLS ] IF YOU LIVE LONG ENOUGH, TELL
MAX I NEVER LIKED HIM.
>> Max: WHY DON'T YOU TELL ME YOURSELF?
>> A NULL VOID PROJECTOR?
[ LAUGHS EVILLY ] [ PROJECTOR POWERING DOWN ]
>> Max: [ GASPS ] >> [ GROWLS ]
NOT MUCH USE IF IT'S DEPOWERED, HUH?
>> Buzzshock: UNH!
OW!
OHHH!
[ SIGHS ] HERE GOES PLAN "B"!
[ PROJECTOR POWERS UP ] >> NO!
[ WHIRRING ] NO!
PLEASE! TURN IT OFF!
YOU ALREADY LET ME ROT IN THERE ONCE!
HAVE A HEART!
>> Max: PHIL GOT A RAW DEAL, ALL RIGHT.
BUT YOU'VE GOT THIS COMING.
>> [ STRAINING ] GAAH!
AAAAAAAAAAAAAAAAAAAAAAAAAH!
[ OMNITRIX POWERS DOWN ] >> Ben: GO HERO OR GO HOME,
RIGHT?
HEY, GRANDPA MAX!
STILL GOT YOUR SHOPPING LIST?
I'M STARVING.
>> Max: YOU WON'T BE DISAPPOINTED, KIDDO.
[ MEGAWHATTS GIGGLING ] >> ♪ BEN 10 ♪
♪ BEN 10 ♪ ♪ BEN 10 ♪