1
00:00:00,100 --> 00:00:03,962
Ben: Previously on Ben 10 Ultimate Alien...
[ Indistinct shouting ]

2
00:00:03,964 --> 00:00:08,800
Diagon: Face the herald of my
arrival, now reborn in my power.

3
00:00:08,802 --> 00:00:15,974
Eatle: If you're really Vilgax,
you're not serving anybody but yourself.

4
00:00:15,976 --> 00:00:18,610
[ Rumbling ]

5
00:00:23,215 --> 00:00:25,483
Diagon: At last.

6
00:00:30,013 --> 00:00:34,481
Sync and corrections by n17t01
www.addic7ed.com

7
00:00:49,441 --> 00:00:52,143
Diagon: I am Diagon.

8
00:00:52,145 --> 00:00:55,980
Behold my might, and tremble.

9
00:00:55,982 --> 00:00:57,615
Have at thee!

10
00:00:57,617 --> 00:00:59,784
Hyah!

11
00:00:59,786 --> 00:01:02,420
Kevin: That's
gonna leave a mark.

12
00:01:02,422 --> 00:01:05,523
Diagon: Insignificant speck!

13
00:01:05,525 --> 00:01:06,691
You dare?

14
00:01:06,693 --> 00:01:09,494
Vilgax, destroy him.

15
00:01:12,164 --> 00:01:15,066
Vilgax, where are you?

16
00:01:15,068 --> 00:01:19,971
Your herald, as always, is the
first to arrive at the conclusion.

17
00:01:19,973 --> 00:01:23,408
You have lost, and he
has abandoned you.

18
00:01:23,410 --> 00:01:24,943
Diagon: Fool.

19
00:01:24,945 --> 00:01:29,314
My resources aren't
limited to Vilgax.

20
00:01:34,420 --> 00:01:35,553
[ Grunts ]

21
00:01:35,555 --> 00:01:38,589
Aah! Ungh!

22
00:01:38,591 --> 00:01:42,860
Kevin: Where'd I leave
that new plumber rifle?

23
00:01:42,862 --> 00:01:45,863
Gwen: I swear, you'd lose your
<i>head</i> if it weren't attached.

24
00:01:45,865 --> 00:01:46,831
[ Beep ]

25
00:01:46,833 --> 00:01:48,766
Ben: Let's not
test the theory.

26
00:01:48,768 --> 00:01:49,667
Protect George!

27
00:01:49,669 --> 00:01:50,601
Kevin: On it.

28
00:01:50,603 --> 00:01:51,402
[ Weapon cocks ]

29
00:01:51,404 --> 00:01:53,037
Gwen: What are you planning?

30
00:01:53,039 --> 00:01:56,908
Ben: Something big.

31
00:01:56,910 --> 00:01:58,910
[ Grunting ]

32
00:02:09,755 --> 00:02:10,822
[ Beep ]

33
00:02:10,824 --> 00:02:14,192
Way big: Way big!

34
00:02:14,194 --> 00:02:19,197
Hey, Diagon, why don't you
pick on someone your own size?

35
00:02:19,199 --> 00:02:23,368
- I'm-- - You are a slightly
larger speck than the other

36
00:02:23,370 --> 00:02:26,371
specks infesting this world.

37
00:02:26,373 --> 00:02:30,308
But still, you are
beneath my notice.

38
00:02:30,310 --> 00:02:34,012
Way big: I wasn't
finished talking yet.

39
00:02:34,014 --> 00:02:36,014
[ Beep ]

40
00:02:38,117 --> 00:02:41,753
Ultimate Way Big:
Ultimate Way Big!

41
00:02:41,755 --> 00:02:43,755
Hyah!

44
00:02:48,928 --> 00:02:50,828
Impossible.

45
00:02:50,830 --> 00:02:54,732
Way big: Just
getting started.

46
00:02:54,734 --> 00:02:57,468
Raaaaaaaah!

47
00:02:57,470 --> 00:03:00,371
Diagon: [ Roars ]

48
00:03:05,811 --> 00:03:09,514
[ Roars ]

49
00:03:29,268 --> 00:03:31,869
Ultimate Way Big: Oh. My bad.

50
00:03:36,542 --> 00:03:37,408
Hyah!

51
00:03:37,410 --> 00:03:39,677
Diagon: Aaah!

52
00:03:43,148 --> 00:03:46,117
I cannot be destroyed.

53
00:03:50,155 --> 00:03:52,123
Ultimate Way Big: [ Grunts ]

54
00:03:54,359 --> 00:03:55,293
[ Grunting ]

55
00:03:55,295 --> 00:04:00,298
Diagon: You, on the other hand...
Ultimate Way Big: [ Groans ]

56
00:04:00,300 --> 00:04:00,932
Aaaaaaah!

57
00:04:00,934 --> 00:04:04,135
Aaaaaaaaah!

58
00:04:04,970 --> 00:04:06,571
Kevin: Ugh!

59
00:04:06,573 --> 00:04:08,206
Way Big: [ Groaning ]

60
00:04:08,208 --> 00:04:09,674
Kevin: Come on, Ben!

61
00:04:09,676 --> 00:04:10,842
Get out of there!

62
00:04:10,844 --> 00:04:11,843
Unh!

63
00:04:11,845 --> 00:04:13,845
Gwen: Turbo!

64
00:04:20,119 --> 00:04:21,119
[ Grunts ]

65
00:04:21,121 --> 00:04:22,386
Kevin: [ Groans ]

66
00:04:22,388 --> 00:04:24,188
[ Pounding ]

67
00:04:24,190 --> 00:04:26,124
They can't teleport
through your shield.

68
00:04:26,126 --> 00:04:27,925
Gwen: They don't
really teleport.

69
00:04:27,927 --> 00:04:29,293
They move between dimensions.

70
00:04:29,295 --> 00:04:35,199
Kevin: But manna is multidimensional,
so we got something going for us.

71
00:04:35,201 --> 00:04:37,201
Ultimate Way Big: [ Groans ]

72
00:04:37,203 --> 00:04:40,671
Gwen: How do we
use it to help Ben?

73
00:04:40,673 --> 00:04:42,106
Kevin: By helping George.

74
00:04:42,108 --> 00:04:44,008
Azmuth's sword was
hurting Diagon.

75
00:04:44,010 --> 00:04:47,278
Maybe it can finish the job.

76
00:04:47,280 --> 00:04:48,379
Gwen: Fine.

77
00:04:48,381 --> 00:04:49,814
You guys want a fight?

78
00:04:49,816 --> 00:04:51,816
You got one.

79
00:04:57,890 --> 00:05:00,291
Ultimate Way Big: [ Groans ]

80
00:05:00,293 --> 00:05:02,360
Diagon: Still you fight.

81
00:05:02,362 --> 00:05:07,031
Is this sublime bravery, or are
you simply too unintelligent to

82
00:05:07,033 --> 00:05:09,700
realize how hopeless
your struggle?

83
00:05:09,702 --> 00:05:13,271
Ultimate Way Big: Doesn't
make any difference, does it?

84
00:05:13,273 --> 00:05:17,608
Either way, you're about
to get your butt kicked.

85
00:05:17,610 --> 00:05:21,612
Actually, I can't tell if you even
<i>have</i> a butt in that pile of

86
00:05:21,614 --> 00:05:22,647
spaghetti.

87
00:05:22,649 --> 00:05:25,449
Call it a metaphor.

88
00:05:25,451 --> 00:05:27,451
Diagon: [ Groaning ]

89
00:05:29,521 --> 00:05:31,088
Way big: Had enough?

90
00:05:31,090 --> 00:05:34,592
Diagon: I most
assuredly have.

91
00:05:37,462 --> 00:05:40,164
[ Thunder crashes ]

92
00:05:44,069 --> 00:05:44,969
Ultimate Way Big:

93
00:05:44,971 --> 00:05:47,004
[ Groaning ]

94
00:05:53,779 --> 00:05:55,713
Diagon: [ Laughing evilly ]

95
00:06:00,686 --> 00:06:03,888
Ultimate Way Big:
Come back and fight!

96
00:06:03,890 --> 00:06:08,259
Diagon: You think I've run?

97
00:06:08,261 --> 00:06:12,129
Why would I leave and
miss your destruction?

98
00:06:12,131 --> 00:06:14,432
Ultimate Way Big: [ Groans ]

99
00:06:24,309 --> 00:06:26,978
[ Beep ]

100
00:06:26,980 --> 00:06:28,613
Ben: [ Groaning ]

101
00:06:28,615 --> 00:06:30,648
Diagon: [ Laughing evilly ]

102
00:06:43,107 --> 00:06:45,075
Diagon: [ Laughing evilly ]

103
00:06:47,778 --> 00:06:50,080
Kevin: Whatever Ben
did, it didn't take.

104
00:06:50,082 --> 00:06:51,414
Gwen: I don't see him.

105
00:06:51,416 --> 00:06:52,615
You don't think Diagon...?

106
00:06:52,617 --> 00:06:54,451
Kevin: Don't jump
to conclusions.

107
00:06:54,453 --> 00:06:56,519
He probably just changed
back to normal.

108
00:06:56,521 --> 00:06:59,055
His sacrifice
purchased this respite.

109
00:06:59,057 --> 00:07:01,157
I won't let it go to waste.

110
00:07:01,159 --> 00:07:03,860
Diagon, taste my sword!

111
00:07:03,862 --> 00:07:08,531
Diagon: You grow
exponentially tiresome, knight.

112
00:07:12,403 --> 00:07:14,170
Ben: [ Groaning ]

113
00:07:14,172 --> 00:07:17,807
[ Booming in distance ]

114
00:07:17,809 --> 00:07:21,244
[ Panting ]

115
00:07:21,246 --> 00:07:23,246
[ Beep ]

116
00:07:25,916 --> 00:07:27,517
[ Beep ]

117
00:07:27,519 --> 00:07:30,887
Ultimate Wildmutt:
Ultimate Wildmutt!

118
00:07:37,628 --> 00:07:40,030
Hyah!

119
00:07:42,266 --> 00:07:46,403
Gwen: It's... not... gonna hold!

120
00:07:46,405 --> 00:07:49,205
Kevin: I don't think we can
take another one of those.

121
00:07:49,207 --> 00:07:53,476
Gwen: How many more do you
think <i>he</i> can take?

122
00:07:53,478 --> 00:07:57,047
Kevin: Let me get
back to you on that.

123
00:07:57,049 --> 00:07:59,049
Ultimate Wildmutt: [ Roars ]

124
00:08:02,887 --> 00:08:03,787
Oh!

125
00:08:03,789 --> 00:08:05,855
Ugh!

126
00:08:05,857 --> 00:08:06,956
Ben: Save your manna.

127
00:08:06,958 --> 00:08:09,559
Before the night's over, I got a
feeling we'll be needing it.

128
00:08:09,561 --> 00:08:11,361
Gwen: You're
worried about Vilgax.

129
00:08:11,363 --> 00:08:14,697
Ben: I hate to look past the
gi-demon raining down fire from

130
00:08:14,699 --> 00:08:15,732
the sky, but yeah.

131
00:08:15,734 --> 00:08:18,168
Kevin: Vilgax probably
<i>is</i> up to something.

132
00:08:18,170 --> 00:08:21,905
Gwen: Which we can deal with after
we save the world from Diagon.

133
00:08:21,907 --> 00:08:26,810
Ben: Makes sense, but I still can't
help wondering what Vilgax is doing.

134
00:08:26,812 --> 00:08:28,144
Vilgax: Is it ready?

135
00:08:28,146 --> 00:08:29,379
[ Powering up ]

136
00:08:29,381 --> 00:08:31,147
Patience, my master.

137
00:08:31,149 --> 00:08:36,453
An undertaking of this scale requires
the greatest care in every detail.

138
00:08:36,455 --> 00:08:40,990
Vilgax: Fail me, toady, and
you will not live to regret it.

139
00:08:40,992 --> 00:08:43,893
Of this, I have no doubt.

140
00:08:47,198 --> 00:08:48,998
Diagon: No threats.

141
00:08:49,000 --> 00:08:50,433
No clever words.

142
00:08:50,435 --> 00:08:54,437
Do you tire, George
the triumphant?

143
00:08:56,941 --> 00:08:59,409
Chromastone: Chromastone!

144
00:08:59,411 --> 00:09:00,677
Give him a break.

145
00:09:00,679 --> 00:09:04,547
He's 2,000 years old, and he's
been fighting ninjas all day.

146
00:09:04,549 --> 00:09:07,383
Of course he's tired!

147
00:09:07,385 --> 00:09:08,585
Diagon: [ Growls ]

148
00:09:08,587 --> 00:09:11,554
Chromastone: You got any
juice left in the sword, now

149
00:09:11,556 --> 00:09:14,457
would be a good time to use it!

150
00:09:14,459 --> 00:09:15,758
Hyah! Hyah!

151
00:09:15,760 --> 00:09:19,295
Diagon: Aah! Aah! Aah!

152
00:09:19,297 --> 00:09:20,763
[ Roars ]

153
00:09:20,765 --> 00:09:22,365
Chromastone: That's it!

154
00:09:22,367 --> 00:09:22,999
I'm out!

155
00:09:23,001 --> 00:09:24,200
Gwen: Maybe not!

156
00:09:24,202 --> 00:09:25,935
How much power can you absorb?

157
00:09:25,937 --> 00:09:27,303
Chromastone: A lot.

158
00:09:27,305 --> 00:09:28,104
Wait--
Why?

159
00:09:28,106 --> 00:09:30,673
Gwen: I'm learning
to improvise.

160
00:09:30,675 --> 00:09:31,674
Magnus Vox!

161
00:09:31,676 --> 00:09:34,844
Chromastone: Gwen,
what are you-- Ugh!

162
00:09:34,846 --> 00:09:36,846
Ohh!

163
00:09:38,849 --> 00:09:40,817
Hyah!

164
00:09:44,221 --> 00:09:46,656
Diagon: [ Roars ]

165
00:09:52,096 --> 00:09:55,098
This shall not continue.

166
00:09:55,100 --> 00:09:57,167
[ Thunder crashes ]

167
00:10:00,571 --> 00:10:02,238
What wizardry is this?

168
00:10:02,240 --> 00:10:05,074
Clouds cannot protect
you from my wrath!

169
00:10:05,076 --> 00:10:08,945
Diagon: Do not fear
the clouds, George.

170
00:10:08,947 --> 00:10:11,314
Fear the lightning.

171
00:10:13,250 --> 00:10:15,518
Aah!

172
00:10:15,520 --> 00:10:18,788
Aaaaaaaaaaaah!

173
00:10:22,092 --> 00:10:24,227
[ Thunder rumbles ]

174
00:10:34,004 --> 00:10:35,305
Ben: [ Groans ]

175
00:10:35,307 --> 00:10:38,508
It was working pretty
good there for a while.

176
00:10:38,510 --> 00:10:41,311
Gwen: Ben, George... didn't make it.

177
00:10:41,313 --> 00:10:42,979
Ben: Then it's up to us.

178
00:10:42,981 --> 00:10:45,582
Kevin: We're right
here with you, Ben.

179
00:10:45,584 --> 00:10:47,584
Gwen: Always.

180
00:10:50,788 --> 00:10:56,025
Diagon: Such is the fate of all
who dare defy the will of Diagon.

181
00:10:56,027 --> 00:11:01,097
Vilgax: I'm skeptical... Master.

182
00:11:01,099 --> 00:11:06,402
Diagon: You presume yourself
even capable of betraying me?

183
00:11:06,404 --> 00:11:08,571
Vilgax: I do.

184
00:11:08,573 --> 00:11:12,575
Diagon: I have won a great
victory today, and I'm

185
00:11:12,577 --> 00:11:15,678
overflowing with generosity.

186
00:11:15,680 --> 00:11:17,547
Beg me for forgiveness.

187
00:11:17,549 --> 00:11:21,951
Debase yourself before my
magnificence, and I may grant

188
00:11:21,953 --> 00:11:25,088
you a less agonizing demise.

189
00:11:25,090 --> 00:11:29,359
Vilgax: Did you truly think I would allow
you to conquer <i>my universe?</i>

190
00:11:29,361 --> 00:11:34,631
<i>After I destroy you, I'm going
to run yours,</i> as well as this one.

191
00:11:34,633 --> 00:11:35,898
Diagon: No.

192
00:11:35,900 --> 00:11:40,136
I'm going to destroy your
precious weapon, then consign

193
00:11:40,138 --> 00:11:42,138
you to an eternity of pain.

194
00:11:42,140 --> 00:11:46,709
Vilgax: Then strike
me down-- if you dare.

195
00:11:50,314 --> 00:11:51,080
Fool.

196
00:11:51,082 --> 00:11:53,616
Diagon: I... Can't stop!

197
00:11:53,618 --> 00:11:55,718
Vilgax: Of course you can't.

198
00:11:55,720 --> 00:11:57,720
That machine isn't a weapon.

199
00:11:57,722 --> 00:11:59,722
It's a Vox Peniculus.

200
00:11:59,724 --> 00:12:05,461
Under normal conditions, this machine
simply <i>absorbs</i> power--

201
00:12:05,463 --> 00:12:07,597
Draws it into itself.

202
00:12:07,599 --> 00:12:11,334
Diagon: But my
substance <i>is power.</i>

203
00:12:11,336 --> 00:12:12,335
<i>Yes.</i>

204
00:12:12,337 --> 00:12:14,871
<i>Most regrettable for you.</i>

205
00:12:14,873 --> 00:12:16,306
<i>Diagon: Agh!</i>

206
00:12:16,308 --> 00:12:20,777
<i>Aggggggggggh!</i>

207
00:12:25,316 --> 00:12:26,783
<i>[ Powering down ]</i>

208
00:12:26,785 --> 00:12:29,686
<i>Vilgax: You know
what to do, Psyphon.</i>

209
00:12:29,688 --> 00:12:33,056
<i>Ben: Psyphon, don't!</i>

210
00:12:33,058 --> 00:12:34,957
<i>With Diagon's power
added to his</i>

211
00:12:34,959 --> 00:12:36,759
<i>own, Vilgax will be unstoppable!</i>

212
00:12:36,761 --> 00:12:38,127
<i>Yes.</i>

213
00:12:38,129 --> 00:12:42,031
<i>That was,</i> after all, the point.

214
00:12:45,769 --> 00:12:47,704
Ben: No!

215
00:12:53,977 --> 00:12:58,848
Vilgax: The esoterica worshiped me
because I <i>look like Diagon.</i>

216
00:12:58,850 --> 00:13:02,118
<i>Now I am</i> the Diagon.

217
00:13:05,482 --> 00:13:10,653
Vilgax: The universe is mine, Tennyson.

218
00:13:10,655 --> 00:13:13,622
You won't thwart me ever again.

219
00:13:18,729 --> 00:13:20,930
Gwen: Eo recedentia!

220
00:13:27,270 --> 00:13:29,405
Vilgax: [ Laughs evilly ]

221
00:13:33,110 --> 00:13:33,943
Gwen: [ Groans ]

222
00:13:33,945 --> 00:13:36,245
Kevin: I gotcha.

223
00:13:37,914 --> 00:13:39,148
Ben: Nice teleport.

224
00:13:39,150 --> 00:13:42,485
This is the old plumber
base in South Dakota.

225
00:13:42,487 --> 00:13:43,786
That's got to be a record.

226
00:13:43,788 --> 00:13:44,587
Gwen: Yeah.

227
00:13:44,589 --> 00:13:48,391
I just wanted to get
us out of there.

228
00:13:48,393 --> 00:13:50,493
Kevin: Drink some
juice or something.

229
00:13:50,495 --> 00:13:51,660
You got to be wasted.

230
00:13:51,662 --> 00:13:52,762
Gwen: [ Slurps ]

231
00:13:52,764 --> 00:13:54,296
How long do you think we have?

232
00:13:54,298 --> 00:13:57,700
Ben: About two minutes to figure out
he didn't disintegrate us, some time to

233
00:13:57,702 --> 00:14:00,870
learn how to use his powers
well enough to track us.

234
00:14:00,872 --> 00:14:02,104
Maybe a few days.

235
00:14:02,106 --> 00:14:03,472
Vilgax: Tennyson!

236
00:14:03,474 --> 00:14:04,940
You can't hide from me!

237
00:14:04,942 --> 00:14:06,575
Ben: I could be wrong.

238
00:14:06,577 --> 00:14:10,312
Vilgax: Destroy
them, my esoterica.

239
00:14:15,786 --> 00:14:17,753
Kevin: I do <i>not</i>
like our odds.

240
00:14:17,755 --> 00:14:21,023
Gwen: You <i>would</i> if boys
ever bothered to read the manual.

241
00:14:21,025 --> 00:14:21,924
Ben: Manual?

242
00:14:21,926 --> 00:14:26,996
Gwen: Plumber manual-- Instructions
for this base's self-defense system.

243
00:14:31,134 --> 00:14:33,102
[ Slurps ]

244
00:14:38,975 --> 00:14:40,309
Vilgax: No!

245
00:14:40,311 --> 00:14:42,912
You will not escape me again!

246
00:14:56,993 --> 00:14:59,428
[ Grunting ]

247
00:15:06,770 --> 00:15:08,737
[ Grunts ]

248
00:15:14,044 --> 00:15:16,112
Kevin: That's gonna be
kind of hard to cover up.

249
00:15:16,114 --> 00:15:17,446
Gwen: More
immediate problem!

250
00:15:17,448 --> 00:15:18,714
Kevin: Ugh!

251
00:15:18,716 --> 00:15:20,282
[ Both grunt ]

252
00:15:20,284 --> 00:15:23,819
[ Both groan ]

253
00:15:23,821 --> 00:15:28,257
Vilgax: And here we are again--
Me on the cusp of total

254
00:15:28,259 --> 00:15:34,163
victory, you the last man
standing, the only slim hope

255
00:15:34,165 --> 00:15:37,867
left in this world--
This universe.

256
00:15:37,869 --> 00:15:39,235
Who will it be?

257
00:15:39,237 --> 00:15:41,437
Diamondhead? Swampfire?

258
00:15:41,439 --> 00:15:44,540
One of your tiresome
ultimate aliens?

259
00:15:44,542 --> 00:15:49,178
Perhaps you have yet another new
transformation to spring on me.

260
00:15:49,180 --> 00:15:52,515
Ben: No transformations--
Not this time.

261
00:15:52,517 --> 00:15:55,818
But I do have one
last surprise.

262
00:15:58,622 --> 00:15:59,822
Vilgax: Azmuth's sword!

263
00:15:59,824 --> 00:16:03,692
Ben: Goes nicely with the
watch, don't you think?

264
00:16:03,694 --> 00:16:05,060
Vilgax: [ Grunts ]

265
00:16:05,062 --> 00:16:07,796
I'm going to miss these
little get-togethers.

266
00:16:07,798 --> 00:16:09,765
[ Grunts ]

267
00:16:09,767 --> 00:16:11,667
Ben: Hyah!

268
00:16:11,669 --> 00:16:13,102
This is a good sword.

269
00:16:13,104 --> 00:16:15,404
Vilgax: I'm not
afraid of you.

270
00:16:15,406 --> 00:16:16,839
Ben: You should be.

271
00:16:16,841 --> 00:16:20,743
I just figured out how
to use this thing.

272
00:16:29,286 --> 00:16:33,556
As my old friend George used
to say, "have at thee!"

273
00:16:42,432 --> 00:16:43,532
Vilgax: Unh!

274
00:16:43,534 --> 00:16:45,534
[ Groans ]

275
00:16:52,042 --> 00:16:54,176
[ Growls ]

276
00:16:54,178 --> 00:16:58,881
Ben: Somebody should have
done this a long time ago.

277
00:16:58,883 --> 00:17:00,883
Vilgax: Aaaaaaaaaaaaah!

278
00:17:03,420 --> 00:17:05,054
[ Groans ]

279
00:17:05,056 --> 00:17:07,623
You... stabbed me.

280
00:17:07,625 --> 00:17:09,491
Ben: Don't be such a baby.

281
00:17:09,493 --> 00:17:11,694
I just took Diagon's
power from you.

282
00:17:11,696 --> 00:17:14,129
Kevin: Kind of had us
worried for a second.

283
00:17:14,131 --> 00:17:15,598
Gwen: <i>I</i> wasn't worried.

284
00:17:15,600 --> 00:17:18,167
Vilgax: Then you <i>are</i> a fool.

285
00:17:18,169 --> 00:17:22,905
You have the Ultimatrix, the
sword of Azmuth, and the power

286
00:17:22,907 --> 00:17:25,074
of Diagon at your fingertips.

287
00:17:25,076 --> 00:17:26,041
Ben: Yeah? So?

288
00:17:26,043 --> 00:17:28,410
Vilgax: You claim
to be a hero.

289
00:17:28,412 --> 00:17:31,847
What will you do
with all this power?

290
00:17:31,849 --> 00:17:35,417
Ben: Turn everybody on earth
back to human, for starters.

291
00:17:35,419 --> 00:17:37,586
Vilgax: You think too small.

292
00:17:37,588 --> 00:17:39,388
We are alike, you and I.

293
00:17:39,390 --> 00:17:43,459
We take the universe in our
hands and mold it to our will.

294
00:17:43,461 --> 00:17:46,195
You say you want
peace and justice?

295
00:17:46,197 --> 00:17:47,496
Use your power.

296
00:17:47,498 --> 00:17:52,935
With little more than a thought,
you could wipe out all evil.

297
00:17:52,937 --> 00:17:54,603
Ben: I really could.

298
00:17:54,605 --> 00:17:55,571
Gwen: Ben.

299
00:17:55,573 --> 00:17:56,772
What are you saying?

300
00:17:56,774 --> 00:18:00,509
Vilgax: He's saying that the
end of your struggles is at hand.

301
00:18:00,511 --> 00:18:04,747
He can create whatever
universe he imagines.

302
00:18:04,749 --> 00:18:05,514
Do it.

303
00:18:05,516 --> 00:18:07,783
Ben: Just wipe out evil.

304
00:18:07,785 --> 00:18:08,751
Vilgax: Do it!

305
00:18:08,753 --> 00:18:13,122
Gwen: Are you really considering
taking moral advice from Vilgax?

306
00:18:19,396 --> 00:18:23,365
Julie: I thought we agreed to make
all of our big decisions together.

307
00:18:23,367 --> 00:18:25,301
Ben: Ship's a
good hunting dog.

308
00:18:25,303 --> 00:18:27,002
That's how you found us, right?

309
00:18:27,004 --> 00:18:27,569
Ship!

310
00:18:27,571 --> 00:18:31,440
Julie: You know we all love
you, Ben, but if you try to do

311
00:18:31,442 --> 00:18:37,046
this, you're the same as Vilgax-- or
Diagon or Aggregor or any of the others.

312
00:18:37,048 --> 00:18:39,281
Ben: You'd try and stop me?

313
00:18:39,283 --> 00:18:41,317
Kevin: We <i>would</i> stop you.

314
00:18:41,319 --> 00:18:44,353
Ben: You're
not afraid of me?

315
00:18:44,355 --> 00:18:47,022
Julie: You've never given
me any reason to be afraid.

316
00:18:47,024 --> 00:18:50,125
Ben, <i>you're</i> always telling
me that I should use my technology

317
00:18:50,127 --> 00:18:51,827
to help more people.

318
00:18:51,829 --> 00:18:54,363
Now... I can help
everybody at once.

319
00:18:54,365 --> 00:18:56,365
Julie: Look, there's a line.

320
00:18:56,367 --> 00:19:00,002
I'm not sure where it is
exactly, but I'm sure this is

321
00:19:00,004 --> 00:19:01,437
won the wrong side of it.

322
00:19:01,439 --> 00:19:05,274
Vilgax: Power is
meaningless if it isn't used.

323
00:19:05,276 --> 00:19:06,442
Do it.

324
00:19:06,444 --> 00:19:08,210
Gwen: Be quiet!

325
00:19:08,212 --> 00:19:09,345
Don't you see, Ben?

326
00:19:09,347 --> 00:19:10,212
It's the power.

327
00:19:10,214 --> 00:19:13,182
You're tempted-- like <i>I</i>
was tempted to go full anodite.

328
00:19:13,184 --> 00:19:15,984
Kevin: And like when <i>I</i>
lost control of <i>my</i> powers.

329
00:19:15,986 --> 00:19:18,721
Julie: You can't force
your answers on everybody.

330
00:19:18,723 --> 00:19:22,925
After everything we've been through, is
this the way you want it all to end?

331
00:19:22,927 --> 00:19:24,727
Ben: Everybody stop talking!

332
00:19:24,729 --> 00:19:27,096
Let me think!

333
00:20:12,776 --> 00:20:14,042
Kevin: What did you do?

334
00:20:14,044 --> 00:20:18,180
Ben: What I <i>said</i> I was going
to do-- turn every esoterica on

335
00:20:18,182 --> 00:20:25,320
earth back to human-- With all the
free will that goes along with that.

336
00:20:25,322 --> 00:20:26,955
Julie: Oh, Ben!

337
00:20:26,957 --> 00:20:28,524
Mmmmwah!

338
00:20:28,526 --> 00:20:32,261
Ben: That was <i>totally</i>
worth giving up all that power.

339
00:20:32,263 --> 00:20:33,862
Gwen: [ Laughs ]

340
00:20:33,864 --> 00:20:36,064
Julie: Knew you'd
do the right thing.

341
00:20:36,066 --> 00:20:38,066
Kevin: Way to go.

342
00:20:39,803 --> 00:20:43,872
Ben: Now all I have to do is figure
out what to do with <i>this.</i>

343
00:20:43,874 --> 00:20:45,240
<i>[ Energy pulses ]</i>

344
00:20:45,242 --> 00:20:48,510
<i>I suggest you return
it to its creator.</i>

345
00:20:48,512 --> 00:20:50,145
<i>Ben: Azmuth!</i>

346
00:20:56,386 --> 00:20:57,586
<i>You were right.</i>

347
00:20:57,588 --> 00:21:00,522
<i>That's too much power for any-- What?</i>

348
00:21:00,524 --> 00:21:04,760
<i>The Ultimatrix--
Give it to me.</i>

349
00:21:08,198 --> 00:21:11,500
<i>Ben: But, Azmuth, I thought
I'd proved I was worthy.</i>

350
00:21:11,502 --> 00:21:13,769
<i>As usual, you don't understand.</i>

351
00:21:13,771 --> 00:21:15,471
<i>You have</i> proved your worth.

352
00:21:15,473 --> 00:21:19,041
But this inferior copy of my
Omnitrix isn't worthy of <i>you.</i>

353
00:21:19,043 --> 00:21:23,812
<i>Ben: I don't-- Oh, for the
love of-- Look at your wrist!</i>

354
00:21:28,351 --> 00:21:29,618
<i>Ben: An Omnitrix?</i>

355
00:21:29,620 --> 00:21:33,222
<i>The</i> Omnitrix-- An
improved version I've been working on

356
00:21:33,224 --> 00:21:36,425
ever since you were given the
prototype six years ago.

357
00:21:36,427 --> 00:21:38,894
Ben: I don't know
how to thank you.

358
00:21:38,896 --> 00:21:40,896
Keep doing the right thing.

359
00:21:40,898 --> 00:21:46,235
Ben: I don't suppose you'd consider
giving me the master control...?

360
00:21:46,237 --> 00:21:49,972
Perhaps for your 18th birthday.

361
00:21:54,000 --> 00:21:57,000
Sync and corrections by n17t01
www.addic7ed.com


