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1
00:00:01,334 --> 00:00:06,605
♪♪
2
00:00:07,207 --> 00:00:08,473
♪ Ben 10 ♪
3
00:00:08,508 --> 00:00:10,242
♪ Ben 10 ♪
4
00:00:10,277 --> 00:00:11,676
♪ Ben 10 ♪
5
00:00:11,711 --> 00:00:12,511
♪ Ben 10 ♪
6
00:00:12,546 --> 00:00:13,645
♪ Ben 10 ♪
7
00:00:13,680 --> 00:00:14,980
♪ Ben 10 ♪
8
00:00:15,015 --> 00:00:16,882
♪ Ben 10 ♪
9
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♪ Ben 10 ♪
10
00:00:18,518 --> 00:00:20,219
♪♪
11
00:00:23,356 --> 00:00:25,691
[ Train cars rumbling ]
12
00:00:29,596 --> 00:00:30,996
I didn't realize there
were so many trains
13
00:00:31,031 --> 00:00:33,265
that came through
the San Francisco station.
14
00:00:33,300 --> 00:00:36,902
Grandpa! This train can get to
Los Angeles in under 2 hours.
15
00:00:36,937 --> 00:00:39,371
Wow. That's fast!
We'll be back by dinner.
16
00:00:39,406 --> 00:00:43,442
The question is, will we make it
with or without your cousin?
17
00:00:43,477 --> 00:00:45,277
[ Laughs ]
Sure. I'll sign your dog.
18
00:00:45,312 --> 00:00:48,613
Man: Hey, it's that cool
alien kid from the news.
19
00:00:48,648 --> 00:00:50,949
I heard his favorite
color is pizza.
20
00:00:50,984 --> 00:00:54,019
Yo, turn into that
red guy for us!
21
00:00:54,054 --> 00:00:57,722
That's right. Ben is the name.
Becoming 10 aliens is my game.
22
00:00:57,757 --> 00:01:00,058
Who knew I had fans?
23
00:01:00,093 --> 00:01:01,960
Okay. You can stop now.
Can I?
24
00:01:01,995 --> 00:01:04,529
I have a responsibility
to my fans.
25
00:01:04,564 --> 00:01:06,398
That's questionable.
Questionable?
26
00:01:06,433 --> 00:01:08,567
Gwen, these people love me.
27
00:01:08,602 --> 00:01:11,937
What's wrong with basking in the
glow of a little hero praise?
28
00:01:11,972 --> 00:01:13,271
They hardly even know you.
29
00:01:13,306 --> 00:01:15,140
Don't let your pride
get the best of you.
30
00:01:15,175 --> 00:01:16,708
Pride is everything, Gwen.
31
00:01:16,743 --> 00:01:18,777
That's how you know
you're a star.
32
00:01:18,812 --> 00:01:22,481
No need to argue, you two.
33
00:01:22,516 --> 00:01:24,716
Uh, excuse me, sir.
34
00:01:24,751 --> 00:01:27,285
Whoa, Grandpa,
that guy just cut.
35
00:01:27,320 --> 00:01:30,489
It's okay, Ben.
I'm sure he's just excited.
36
00:01:30,524 --> 00:01:34,259
[ Beep ]
37
00:01:34,294 --> 00:01:35,727
Aww, looks like
he needs some help.
38
00:01:35,762 --> 00:01:37,729
Hey, not everyone is
as hip as your grandpa.
39
00:01:37,764 --> 00:01:39,664
Uh, excuse me, sir,
don't worry.
40
00:01:39,699 --> 00:01:41,099
These machines
can be tricky.
41
00:01:41,134 --> 00:01:42,501
I can help you
out if you want.
42
00:01:42,536 --> 00:01:44,669
You just got to...
43
00:01:44,704 --> 00:01:46,171
Ah, you're a robot.
44
00:01:46,206 --> 00:01:48,874
Ben.
45
00:01:51,845 --> 00:01:53,812
[ Crowd screaming ]
46
00:01:53,847 --> 00:01:55,981
Those look like
Steam Smith's robots.
47
00:01:56,016 --> 00:01:58,083
It's Smythe!
I can never remember.
48
00:01:58,118 --> 00:02:00,018
Well, no reason to
keep up the facade.
49
00:02:00,053 --> 00:02:02,687
My automatons will
make swift work of you!
50
00:02:02,722 --> 00:02:04,523
Oh, you want swift work?
51
00:02:04,558 --> 00:02:06,291
You got it.
52
00:02:11,164 --> 00:02:12,831
These bots aren't going to make
53
00:02:12,866 --> 00:02:15,834
swift work of anything
any time soon.
54
00:02:15,869 --> 00:02:18,436
How dare you disparage
my beautiful soldiers?
55
00:02:18,471 --> 00:02:20,539
I just call it
like I see it.
56
00:02:20,574 --> 00:02:22,107
For a guy so hung
up on the past,
57
00:02:22,142 --> 00:02:23,708
you sure can't seem to remember
58
00:02:23,743 --> 00:02:26,545
how good I am at taking
these things apart.
59
00:02:26,580 --> 00:02:29,714
Yeah! All right.
Go, Ben!
60
00:02:29,749 --> 00:02:31,383
I could use a hand here.
61
00:02:31,418 --> 00:02:32,784
Don't want to hog all the fun.
62
00:02:32,819 --> 00:02:34,686
Go, Team Tennyson!
You monster!
63
00:02:34,721 --> 00:02:38,023
Look what you've done to my
beautiful clockwork soldiers.
64
00:02:38,058 --> 00:02:42,561
Show some respect for
the grandeur of days past!
65
00:02:42,596 --> 00:02:44,062
Oh!
66
00:02:44,097 --> 00:02:45,997
I will not stand to be treated
67
00:02:46,032 --> 00:02:50,068
in such
an undignified manner!
68
00:02:50,103 --> 00:02:54,139
Looks like your busted old
tin cans lose again.
69
00:02:54,174 --> 00:02:57,409
You should probably go
crawl back to your hole.
70
00:02:57,444 --> 00:02:59,411
Crowd: Ooh!
71
00:02:59,446 --> 00:03:01,012
What you need, my boy,
72
00:03:01,047 --> 00:03:03,648
is to be held accountable
for this ungentlemanly behavior.
73
00:03:03,683 --> 00:03:07,719
You've forced my hand.
74
00:03:07,754 --> 00:03:09,754
Wait, what? What was that?
75
00:03:09,789 --> 00:03:12,357
Ben, you've been
challenged to a duel.
76
00:03:12,392 --> 00:03:15,193
Yes, the wizened
old codger is correct.
77
00:03:15,228 --> 00:03:17,596
Rude.
But I already beat you.
78
00:03:17,631 --> 00:03:19,197
Well, duels aren't
really so much
79
00:03:19,232 --> 00:03:21,166
about practical
real-life skill
80
00:03:21,201 --> 00:03:23,435
as they are about pride
and bragging rights.
81
00:03:23,470 --> 00:03:27,505
My two favorite things.
Or we could just leave.
82
00:03:27,540 --> 00:03:29,507
Ben, I don't know about...
83
00:03:29,542 --> 00:03:32,677
Those bragging rights
are as good as mine!
84
00:03:32,712 --> 00:03:34,913
Name your terms then, boy.
85
00:03:34,948 --> 00:03:36,448
If I win, you have to admit
86
00:03:36,483 --> 00:03:37,782
that your steampunk junk
87
00:03:37,817 --> 00:03:40,118
is useless garbage.
88
00:03:40,153 --> 00:03:42,287
Very well, but when I best you,
89
00:03:42,322 --> 00:03:47,592
I call for public humiliation
in front of your adoring fans.
90
00:03:47,627 --> 00:03:50,795
Wait, can we do that over?
This sounds way worse for me.
91
00:03:50,830 --> 00:03:53,431
It is a fatal blow
to a man's pride
92
00:03:53,466 --> 00:03:55,700
to refuse a gentlemanly duel.
93
00:03:55,735 --> 00:03:57,068
This is dumb.
Yeah.
94
00:03:57,103 --> 00:03:58,937
You don't need to do --
I accept!
95
00:03:58,972 --> 00:04:02,073
Why do I bother?
96
00:04:02,108 --> 00:04:03,808
What to use? What to use?
Ah-ha!
97
00:04:03,843 --> 00:04:05,210
Wait.
What?
98
00:04:05,245 --> 00:04:07,078
I believe that,
as the slap-ee,
99
00:04:07,113 --> 00:04:08,813
the dueling implement
and location
100
00:04:08,848 --> 00:04:10,548
are to be of Ben's choosing.
101
00:04:10,583 --> 00:04:12,951
How do you know so much
about dueling, Grandpa?
102
00:04:12,986 --> 00:04:16,288
Oh, this is hardly
my first duel rodeo.
103
00:04:16,323 --> 00:04:19,157
Confound it. Thwarted by
my own gentlemanly conduct.
104
00:04:19,192 --> 00:04:21,393
This ancient agitator
is correct.
105
00:04:21,428 --> 00:04:23,161
You're no spring
chicken yourself.
106
00:04:23,196 --> 00:04:24,829
Okay, Ben,
it's really important
107
00:04:24,864 --> 00:04:26,298
you think
this through carefully.
108
00:04:26,333 --> 00:04:28,500
I think I know
just the place.
109
00:04:28,535 --> 00:04:29,834
Okay, Smythe.
110
00:04:29,869 --> 00:04:33,571
How do you feel
about Laser Town?
111
00:04:33,606 --> 00:04:35,006
Laser Town?!
112
00:04:35,041 --> 00:04:38,009
Weren't you banned forever
last time you went there?
113
00:04:38,044 --> 00:04:40,178
Details aren't my thing.
114
00:04:42,482 --> 00:04:45,350
Oh, hello, my good man.
115
00:04:45,385 --> 00:04:49,054
Ring us us for your finest
one-on-one deluxe.
116
00:04:53,226 --> 00:04:56,528
Hmm. What did you
say your name was?
117
00:04:56,563 --> 00:05:00,966
Benford Nineyson.
118
00:05:02,836 --> 00:05:06,805
They're all set. Let the battle
of the big egos begin, I guess.
119
00:05:06,840 --> 00:05:08,206
Once the alarm goes off,
120
00:05:08,241 --> 00:05:10,675
the first one to
10,000 points wins.
121
00:05:10,710 --> 00:05:12,510
Good luck lasting that long.
122
00:05:12,545 --> 00:05:14,212
Oh, I assure you, boy,
123
00:05:14,247 --> 00:05:18,550
I am every bit as much a finely
tuned machine as my constructs.
124
00:05:18,585 --> 00:05:21,386
Ooh. Sick self-burn.
125
00:05:21,421 --> 00:05:24,456
All right, Upgrade,
time to make the most
126
00:05:24,491 --> 00:05:27,559
mega-lasery laser gun
ever to laser.
127
00:05:27,594 --> 00:05:30,061
Huh, Upgrade is still off-line.
128
00:05:30,096 --> 00:05:32,397
Where are you hiding, buddy?
129
00:05:32,432 --> 00:05:34,366
[ Laughs ]
This is what happens when you
130
00:05:34,401 --> 00:05:36,968
rely on the planned obsolescence
of modern technology,
131
00:05:37,003 --> 00:05:40,305
always letting you down
when you need it most.
132
00:05:40,340 --> 00:05:42,574
Now how does this
contraption function...
133
00:05:42,609 --> 00:05:43,975
[ Buzzer ]
Aah! Whoa!
134
00:05:44,010 --> 00:05:46,311
Match begins.
Whatever.
135
00:05:46,346 --> 00:05:48,947
Any alien is good
enough for you.
136
00:05:50,750 --> 00:05:53,518
Think fast.
137
00:05:53,553 --> 00:06:01,326
♪♪
138
00:06:01,361 --> 00:06:08,933
♪♪
139
00:06:08,968 --> 00:06:11,436
Oh! This is not fair!
140
00:06:11,471 --> 00:06:19,778
♪♪
141
00:06:19,813 --> 00:06:22,680
Hope you're ready to admit
your steam tech is garbage,
142
00:06:22,715 --> 00:06:25,550
Smythe!
[ Laughs ]
143
00:06:25,585 --> 00:06:26,951
Huh? What? Hmm.
144
00:06:26,986 --> 00:06:30,355
You're only stalling
the inevitable, gearhead!
145
00:06:30,390 --> 00:06:35,593
How true. All I need to
win this duel is time.
146
00:06:35,628 --> 00:06:36,961
[ Crash ]
147
00:06:36,996 --> 00:06:38,463
Ah!
Oh!
148
00:06:38,498 --> 00:06:39,464
What is that?
149
00:06:39,499 --> 00:06:41,299
There's nothing you
can do to stop me
150
00:06:41,334 --> 00:06:43,301
from getting that last point.
151
00:06:43,336 --> 00:06:45,804
[ Crash ]
Whoa. What? Okay. Time out.
152
00:06:45,839 --> 00:06:48,239
Oh, very well.
Do what you must.
153
00:06:48,274 --> 00:06:51,810
Ugh, I'll deal with you
when I get back.
154
00:06:51,845 --> 00:06:55,046
We'll see about that.
155
00:06:55,081 --> 00:06:56,648
What is that?
156
00:06:56,683 --> 00:06:57,982
That's what I said.
157
00:06:58,017 --> 00:06:59,818
Smythe:
Do you like my new construct?
158
00:06:59,853 --> 00:07:01,986
I made it just for the occasion.
159
00:07:02,021 --> 00:07:04,823
How is this supposed
to help you win laser tag?
160
00:07:04,858 --> 00:07:06,825
Simple, it isn't.
161
00:07:06,860 --> 00:07:08,226
What it's supposed to do
162
00:07:08,261 --> 00:07:11,496
is destroy your
ultra-modern train station.
163
00:07:11,531 --> 00:07:13,264
Okay. Back to the arena.
164
00:07:13,299 --> 00:07:16,301
I'm going to go score my
last point and end this now.
165
00:07:16,336 --> 00:07:18,169
Ben, people are
going to get hurt.
166
00:07:18,204 --> 00:07:20,939
But if I lose this, Steam Smythe
is going to humiliate me
167
00:07:20,974 --> 00:07:22,273
in front of all my fans.
168
00:07:22,308 --> 00:07:24,175
They like you
because you're a hero,
169
00:07:24,210 --> 00:07:27,846
not because you can beat
some mecha-geezer at laser tag.
170
00:07:27,881 --> 00:07:29,347
Time is running out.
171
00:07:29,382 --> 00:07:32,517
My creation will reach
the station any minute now.
172
00:07:32,552 --> 00:07:35,487
Who needs pride
when you've got honor?
173
00:07:35,522 --> 00:07:38,089
You know what, Gwen?
You're right.
174
00:07:38,124 --> 00:07:40,325
Hey!
You're that banned kid!
175
00:07:40,360 --> 00:07:42,193
Here.
[ Smythe laughs ]
176
00:07:42,228 --> 00:07:43,761
You're doing
the right thing.
177
00:07:43,796 --> 00:07:45,597
I know.
178
00:07:45,632 --> 00:07:48,700
If you'll excuse me,
it's hero time.
179
00:07:50,470 --> 00:07:53,872
I trust no one will object
if I call time in!
180
00:07:53,907 --> 00:07:55,640
[ Laughing ]
181
00:07:58,645 --> 00:08:00,412
[ Crash, screaming ]
182
00:08:04,651 --> 00:08:06,317
My train should
be here any sec.
183
00:08:06,352 --> 00:08:09,187
Whoa, what --
what's going on?
184
00:08:12,859 --> 00:08:15,193
That is one might big fist bump,
185
00:08:15,228 --> 00:08:17,996
but I like my personal space.
186
00:08:21,701 --> 00:08:23,868
Whoa!
187
00:08:23,903 --> 00:08:27,305
That's all you've got, tin can?
188
00:08:27,340 --> 00:08:29,207
Whoa!
189
00:08:31,544 --> 00:08:35,514
Sorry, buddy, but this is one
ticket you won't be punching.
190
00:08:36,849 --> 00:08:39,451
Uh-oh.
Ugh.
191
00:08:41,621 --> 00:08:43,521
I'll give Steam Smythe
one thing --
192
00:08:43,556 --> 00:08:47,058
that hunk of junk
is pretty rock solid.
193
00:08:47,093 --> 00:08:49,894
You may be tough,
but you're super slow.
194
00:08:49,929 --> 00:08:53,532
Going to have to find a way
to take it down from the inside.
195
00:08:55,602 --> 00:08:58,670
Huh, that fiery pipe
might lead somewhere.
196
00:08:58,705 --> 00:09:00,705
Heatblast like fire.
197
00:09:02,742 --> 00:09:05,109
This is awesome.
Oh, man.
198
00:09:05,144 --> 00:09:07,779
It would be a real bummer
if I timed out right now.
199
00:09:07,814 --> 00:09:10,115
Let's not think about that.
200
00:09:13,219 --> 00:09:15,253
Yeppers. This is the spot.
201
00:09:15,288 --> 00:09:17,055
Robots, please keep your gears
202
00:09:17,090 --> 00:09:19,390
and coal in the vehicle
at all times.
203
00:09:19,425 --> 00:09:23,261
Rah! Let's overcook
this hunk of junk.
204
00:09:23,296 --> 00:09:25,063
[ Alarm bell ringing ]
205
00:09:25,098 --> 00:09:27,932
Right. I need to get out
of here before it blows.
206
00:09:27,967 --> 00:09:31,636
Oh! Oh!
207
00:09:36,843 --> 00:09:39,144
Get back. It's going to blow!
208
00:09:44,517 --> 00:09:48,152
Uh, not what
I expected to happen.
209
00:09:48,187 --> 00:09:50,522
Well, I have a duel to win.
210
00:09:52,492 --> 00:09:56,961
[ Laughing ]
You stand defeated, my boy.
211
00:09:56,996 --> 00:09:58,730
Winner.
212
00:09:58,765 --> 00:10:01,666
You may have beaten
my elegant conducto-bot,
213
00:10:01,701 --> 00:10:06,104
but you lose your pride.
214
00:10:06,139 --> 00:10:09,407
Ben, wait. You don't
have to do this.
215
00:10:09,442 --> 00:10:10,809
No.
216
00:10:13,379 --> 00:10:16,781
Your modern machines
were built to fall.
217
00:10:16,816 --> 00:10:18,116
Hurry it up, Gwen.
218
00:10:18,151 --> 00:10:19,851
The coal-burning engines
219
00:10:19,886 --> 00:10:21,285
of the industrial revolution...
220
00:10:21,320 --> 00:10:22,687
Any time now...
221
00:10:22,722 --> 00:10:26,524
Were the finest stage
of society's evolution.
222
00:10:26,559 --> 00:10:30,662
Finally, everyone sees
how inferior you really are.
223
00:10:30,697 --> 00:10:34,365
Continue, child.
You must read the rest.
224
00:10:34,400 --> 00:10:36,000
Huh?
[ Chuckles ]
225
00:10:36,035 --> 00:10:40,204
I didn't think you had what it
takes to do the honorable thing.
226
00:10:40,239 --> 00:10:42,006
You lose!
227
00:10:42,041 --> 00:10:43,941
No. You lose.
You're going to jail.
228
00:10:43,976 --> 00:10:45,943
What? No! Unhand me!
229
00:10:45,978 --> 00:10:48,379
I won. I'm the winner!
230
00:10:48,414 --> 00:10:50,148
Good idea to get
the police, Gwen.
231
00:10:50,183 --> 00:10:51,482
You sure helped Ben out.
232
00:10:51,517 --> 00:10:53,551
Smell you later, Steam Breath.
233
00:10:53,586 --> 00:10:55,186
I'm sorry you had to do this.
234
00:10:55,221 --> 00:10:57,555
Well, I'd do anything
to get him arrested.
235
00:10:57,590 --> 00:11:00,024
Hey. Hey.
Can I get a pic? Smile!
236
00:11:00,059 --> 00:11:02,360
Hey, delete that.
237
00:11:04,497 --> 00:11:09,967
♪♪
238
00:11:10,002 --> 00:11:15,740
♪♪
239
00:11:15,775 --> 00:11:18,209
This is not fair!
16933
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