All language subtitles for Ben.10.Secret.Of.The.Omnitrix.2007.720p.WEBRip.x264.AAC-English

[ Beeping ]
[ Electricity crackling ]

>> Gwen: I hear normal kids

normally spend their normal

summer vacations at the beach or

the mall -- oho!

That's right.

We were supposed to go to the

mall today.

>> Max: Sorry, honey.

Got a little sidetracked.

[ Machinery whirring ]

>> This nuclear reactor is the

perfect way to detonate my DNA

bomb into the atmosphere and

de-evolutionize the world!

[ Door crashes open ]

>> Gwen: Took him long enough.
>> Heatblast: Okay, animo,
science class is canceled.

>> Fool!
In less than a minute, the world
will get a lesson it will never

forget!
In the meantime, meet my latest
creation.

>> Heatblast: Bring it on!
I'll barbecue that bug.

Oh, yeah.
Being a hero rocks!
>> [ Screeching ]

>> Gwen: Hey! Hothead, DNA bomb
ticking down over here,
remember?

Aah!
Oh!

>> Even you can't generate
enough heat to melt that casing!
>> Heatblast: If I can't shut it

down, I'll just have to turn it
up.
>> Gwen: Ben, you don't know

what that's going to do.
>> Heatblast: Can't be any worse
than what's going to happen if I

don't.
>> No!
You're overloading the system!

>> Heatblast: That's the idea.

[ Alarm blaring ]

[ Electricity crackling ]
>> Max: [ Grunts ]

>> You may have ruined my plan
today, Tennyson, but there's
always tomorrow!

>> Max: Ben, are you okay?
>> Ben: Yeah. Good thing I was
heatblast, 'cause that DNA wave

would have scrambled me.
[ Beeps ]
>> Gwen: What's up with the

watch?
>> Ben: I don't know.

[ Beeping ]
All right!
I got the green early.

>> Max: Hold off, now, Ben.
Who knows what's going on?
>> Ben: But animo is getting

away.
I can't catch him if I don't go
hero.

Stinkfly cleared for takeoff.
>> Wildmutt: [ Growls ]
>> Grey matter: Sometimes I

think this thing just plain
hates me.
>> Gwen: How are you planning on

catching up to animo now,
short stuff?

>> Someday, my pet, that
snot-nosed hero will get his!
>> Grey matter: In the meantime,

here's yours.

>> [ Grunting ]

Time...To cut this little pygmy
punk down to size!
>> Grey matter: Whoa!

Whoa-oh!
>> Aah!

[ Grunting ]
>> Grey matter: Ohh, that's
gonna leave a mark.

>> Ben: [ Grunting ]
Aah!
Huh?

>> Max: You're really getting
good at some of those spells in
that book.

>> Gwen: Practice makes perfect.
>> Ben: That was awesome.
What's next?

>> Gwen: Now we get to do
something I want to do for a
change.

>> Ben: What? Aw, man!

Take that! Hyah!
And that! Hyah!
And that!

[ Grunting ]

You're going down.
Sumo slammers death blow!
Aah!

>> This is a store, not a boxing
ring.

>> Gwen: How do you think these
will make me look?
>> Ben: Like a total -- mnh!

>> Max: You'd look lovely in all
of them.
>> Gwen: But I don't know which

one to pick.
>> Max: So get them all.
>> Gwen: Thanks, grandpa.

Pbht!
>> Ben: Bleh!
[ Coughs ]

>> Max: Let's not ruin Gwen's
day, huh?
>> Ben: What about ruiningmy

day?
I'm the one stuck in some dumb
clothing store duringmysummer

vacation.
>> Max: Now, Ben, Gwen needs a
break from the whole "battling

bad guys and aliens" thing --
that's all.
She just wants to feel normal

again.
>> Ben: Trust me -- there's
nothing normal about Gwen.

[ Door opens ]
Huh?
>> Gwen: This is so fun!

[ Gasps ]
Hey, can we go shoe shopping
after this?

[ Beeping ]
[ Electricity crackles ]
>> Ben: Yaaah!

>> Gwen: Ben!
>> Ben: It wasn't my fault --
the watch just wigged out.

[ Chuckles ]
And not my size.
>> Gwen: Banned from an entire

mall?!
I've never been so humiliated in
all my life!

>> Ben: That's not true.
You've been humiliated plenty of
times worse than that.

>> Gwen: Yeah, and all by you!
>> Ben: That's all I'm saying.
>> Max: Okay, you two.

We'll all feel better after a
good night's sleep.
>> Gwen: Only if I wake up with

a new cousin.
>> Ben: Pbht!

[ Thumps ]
Oh, morning already?
Oh, somebody turn off the sun.

>> Max: Oh, it's 3:30.
The sun doesn't come up for
another two hours.

[ Machinery whirring ]

[ Whirring continues ]

[ Whirring stops ]
>> Ben: I don't know who that
is, but he's gonna think twice

before he changes my wake-up
call.
Going hero.

Whoa! A diamondhead crystal?
[ Beeps ]
Tetrax!

>> Good to see you again, Ben.
>> Ben: [ Chuckling ] Yeah.
It's good to see you, too.

>> Gwen: We haven't seen you
since we took down sixsix
together.

How have you been?
>> I've been a little busy, but
i came as soon as I heard.

>> Ben: Yeah, about munching
that x-321 you gave me -- see, i
was going after animo, and I

zigged instead of zagged, and,
well...
>> I'm not here about that

board, Ben.
>> Ben: Really?
Then why are you here?

>> I picked up the sdm signal
from the omnitrix.
>> Ben: This? It's just the

watch acting wacko again -- no
biggie.
>> Max: Sdm? Self-destruct mode?

>> The omnitrix broadcasts a
signal when it begins its
countdown.

>> Ben: The watch is gonna
destroy itself?
>> Along with whoever is wearing

it at the time.
>> Ben: Oh, man.

>> So, you have no idea what
triggered the omnitrix
self-destruct mode?

>> Gwen: Ben, you don't know
what that's going to do.

[ Electricity crackling ]
>> Ben: It's a mystery.
>> Gwen: Really?

Think hard, Ben.
You don't rememberanythingthat
may have caused this to happen?

>> Ben: Well, it doesn't really
matter, does it, Gwen, since
tetrax is here to take care of

it.
>> I haven't a clue how to
deactivate the omnitrix.

Only azmuth would know how to do
that.
>> Ben: Who's azmuth?

>> The rumored creator of the
omnitrix.
Details on him are sketchy at

best.
No one is even quite sure which
planet he lives on.

>> Gwen: So, how are you going
to find him?
>> On my ship, I have the

equipment we need to examine the
omnitrix for azmuth's DNA
signature.

It's like an autograph on his
work.
Once we have that, we can scan

the galaxy until we locate him.
>> Max: How long until the watch
self-destructs?

>> Judging from the pattern's
repetition, I'd say less than
four earth days.

We'd better get going.
There's no telling who else has
picked up on the signal.

>> Max: Road trip, space style!
>> Sorry, Max.
We can't run the risk of some

alien somewhere recognizing you.
>> Max: I understand.
I guess you're gonna get that

break from your cousin after
all.
>> Ben: Translation -- no dweebs

allowed in space.
>> Max: Ben, I'm concerned
you're not taking this

seriously.
>> Ben: I know, I know.
It's always serious, grandpa,

and I always win.
>> Gwen: With some help, thank
you very much.

>> Ben: I'll be okay, okay?
We'll find the creator, he'll
fix the watch, and I'll be back

before you know it.
>> Gwen: Try not to mess things
up, okay?

>> Ben: Since when do I ever
mess things up?
>> Gwen: Do you want your list

in chronological or alphabetical
order?
>> Max: Take good care of my

grandson.

>> Ben: Cool.
>> Yes, it is...Cool, isn't it?

>> Ben: Whoa, what's this?
>> This is my training room.
Have to stay in shape between

missions.
That's the hover simulator.
It can re-create over 1,000

different courses.
You're welcome to use it any
time.

>> Ben: Yeah! Yes!
Whoo-hoo! Yeah!
[ Gasps ]

Whoa.
Awesome!
Check it out!

[ Laughs ]
Looks like a big video game.
Aah!

Living snot!
>> That's my pilot, gluto.
>> Ben: Hey.

>> [ Murmurs indistinctly ]
>> Ben: Yeah, nice to meet you,
too.

>> I assume you're familiar with
space-travel protocol?
>> Ben: Oh, sure.

>> [ Murmuring ]

>> Ben: So this is what a
pancake feels like!
A-a-a-a-a-a-ah!

Ah, hey!
Yeah! Whoo-hoo!
[ Laughing ]

>> Initiating artificial
gravity.
>> Ben: [ Gulps ]

Ugh!
Space travel looks so much
easier in the movies.

>> I don't mean to interrupt
your naptime, but we really
should examine the watch.

>> Your ship will be useful in
my quest for the omnitrix, and
when I recover it, I will exact

my revenge on the earth-boy who
imprisoned me in that cursed
null void dimension.

>> Master, we have intercepted a
signal.
It appears to be from the

omnitrix.
>> The omnitrix in space?
What is Tennyson up to?

>> Ready?
>> Ben: Would "no" be an option?
>> don't worry.

I've had many of these tests
performed on myself.
Never felt a thing.

>> Ben: But don't you have,
like, diamond-hard skin?
>> Ah.

Good point. Let's get started.

Can't find azmuth's DNA
signature anywhere.
Do you have any ideas where it

could be?
>> Ben: When my dad got my mom a
watch for their anniversary, he

had them engrave some writing on
the back of it.
>> Of course.

Found it.
Now we can scan for the being
with that DNA composition.

That can't be right.
According to this, azmuth is on
incarcicon, the prison planet.

>> Ben: The creator of the
omnitrix is in some space
slammer?

Why?
>> Unknown, but it's home to the
scummiest of the scum of the

universe.
Lay a course to incarcicon.
>> [ Murmuring ]

[ Gasps ]
>> Security breach, lower level.
We have an intruder.

We have to assume the worst.
If we split up, we can cover
more ground.

>> Ben: Especially xlr8.

>> Wildmutt: [ Growls ]
>> Good thinking.
The vulpin's keen senses should

be able to sniff out the
intruder.
>> Wildmutt [ Snarling ]

[ Sniffing ]

[ Rustling ]
[ Snarling ]
[ Growling ]

[ Crash ]
>> Gwen: Hey! Paws off, fido!
Save the mad dog routine, will

ya?
It's not like Iwantto be here,
but I figured you could use some

backup.
>> Wildmutt: [ Growls ]

[ Alarm blaring ]

[ Alarm blaring ]
>> Gwen: I can't hold on!
A-a-a-a-h!

Ugh!
[ Nails screeching ]
[ Both grunt ]

>> Gwen: [ Sighs ]
>> What happened?
>> Ben: Door must be defective.

It just flew open.
>> Gwen, you're the intruder?
>> Gwen: Sorry.

I just figured since Ben can't
find his toothbrush when it's
stuck in his mouth, he could use

some help finding the creator.
>> Ben: Hey!
>> Gwen: I'm just kidding.

Ben never brushes his teeth.
>> Ben: Can we turn around and
drop her back on earth?

You know, like from orbit?
>> Sorry, Ben, no time.
We need every moment the

omnitrix --
[ Beeping ]
The countdown appears to have

accelerated.
I have to check something out.

>> Gwen: Aren't you a little bit
worried that the self-destruct
countdown has sped up?

>> Ben: Nah.
I work best under pressure.
>> Gwen: This doesn't only

affect you, you know.
What about grandpa?
I'm sure he doesn't want you to

get vaporized...Or whatever.
>> Ben: Look, tetrax and I have
it covered.

We'll find azmuth, he'll fix the
watch, and I'll keep kicking
alien butt.

>> Gwen: Tetrax said azmuth
would deactivate the omnitrix,
not fix it.

>> Ben: A-a-a-h!
Ugh!
You're just trying to mess with

me.
>> I'm afraid Gwen's right, Ben.
Truthfully, I thought you'd be

relieved to have it off.
You've done well with the
omnitrix, better than any

earthling could have, but now
you can have a normal life
again.

>> Ben: Normal?
Who wants to be normal?
If you're not a hero, you're a

zero.
>> Gwen: Thanks a lot.
>> Unfortunately, the computers

confirm my fears.
Your transformations speed up
the countdown.

To be safe, you shouldn't use
the omnitrix again.
>> Ben: Huh?

Whoa-oa-oa!
[ Groans ]
Oh, man.

>> [ Murmuring ]
>> Gwen: I see!
That's very cool.

>> Ben: Great.
Gwen's in love with the snot
blob.

>> We're coming upon incarcicon.

>> You are approaching secure
space of the incarcicon
intergalactic detention center.

Identify yourself or be
destroyed.
>> Ben: What now?

[ Beeping ]

>> Vendor security clearance
accepted.
Proceed to sanitation disposal

bay number four.
>> Ben: [ Chuckles nervously ]

>> Gwen: Sanitation disposal bay
number four?
They think we're a garbage

truck?

>> I downloaded the DNA
signature into my scanner.
It should lead us directly to

azmuth, but if these prisoners
see a human, it'll be trouble.
>> Gwen: Wow.

The rest of the universe hates
us that much?
>> No, most species love humans.

They're considered quite a
delicacy.
>> Ben: I could go alien, just

this once.
>> And risk speeding up the
self-destruct mode even more?

No.
Every second's too critical
until we find azmuth.

You thinking what I'm thinking?
>> [ Murmurs ]
>> Exactly.

From time to time, my missions
require a disguise.
I have just the one for you two.

>> [ Whimpering ]

>> Gwen: I'm an alien's butt.
It's official -- worst summer of
my life.

>> Ben: Hey, "rock, paper,
scissors," two out of three --
i won fair and square.

Where are the guards?
>> No guards, no rules, no
parole.

On incarcicon, it's survival of
the meanest.
These aren't friendly types.

They're all here for a reason --
some of them, lots of reasons.
>> [ Squeals ]

>> Mine! Mine!

>> Ben: Uh, help yourself.
I'm on a diet.
>> Gwen: What? What's happening?

>> Ben: Trust me, you don't want
to know.
>> Snacktime's over.

Now move along.
Unless we have some other
business.

>> [ Growls ]
>> Maybe you guys should wait
over on the side until I can

scope this place out.

>> Ben: Hey, watch it!

Huh?
It can't be!
No way!

He must have picked up on the
self-destruct signal.
How did he know the creator was

here?
>> Gwen: Who are you babbling
about?

>> Ben: If I have to give up
going hero, at least I'm gonna
take down vilgax once and for

all.
>> Gwen: Vilgax?
Ben, wait!

>> All: [ Growling ]
>> Gwen: Hi!
You guys have all had dinner,

right?
>> Upchuck: I'm gonna chew you
up and spit you out!

[ Chomps ]
[ Belches ]

>> [ Speaks native language ]
>> It's not my fault you're
here, sixsix.

don't do the crime if you can't
do the time.

>> What's your problem?
>> Upchuck: That voice.
Hey, you're not vilgax.

You're a girl!
>> Yeah, I know.

>> He turned into a human -- but
how?
>> The omnitrix!

He's wearing the omnitrix!
>> Itdoesexist.
>> That's our ticket out of

here!
>> The omnitrix, he's got it!
>> Ben: I think we're in

trouble.
>> Gwen: I really wish I was at
the mall right now.

[ All growling ]
>> Gwen: Way to keep a low
profile, genius.

>> Ben: Looks like we're on our
own.
>> Gwen: I was afraid you were

going to say that.
[ Strains ]

>> Careful -- with that thing on
his wrist, he can become any one
of us he wants.

>> Yeah, but if he knew how to
control it, he would have used
it again by now.

>> Give me that thing!

>> You guys okay?
>> Ben: Whoa!
>> That was my favorite board.

>> [ Growls ]

>> Gwen: "Whoa" is right.

>> How do they know about the
omnitrix?
>> Ben: Funny story.

I'll tell you later.

Sorry about that whole "chew you
up" thing.
I thought you were somebody

else.
>> What are you doing with the
omnitrix?

>> Ben: What's it to you?
>> Plenty, after all the work i
put into it, only to have it

wind up on the wrist of some...
Thing.
>> Ben: You created the

omnitrix?
You're azmuth?
Look, there's a major problem

with the watch.
>> Yeah, I can see that.
>> Gwen: Histus potiva!

Hey!
Less chitchat, more combat!
>> Ben: So, can you fix it?

>> First you have to get me out
of this galactic sewer.
>> Ben: Hey!

Ah! Ugh!
Let go of me!
Get your hands off!

Oh, man, like I don't have
enough problems.
[ Beeping ]

>> Gwen: Ben!
Ben, are you okay?
>> Ben: Uh, what?

Mom, I don't want to go to
school.
>> Gwen: Yeah, he's okay.

>> But he won't be for long
unless we can figure a way out
of here.

>> Gwen: Got to love that blob.
Hey!
>> Ben: Tetrax, wait!

The creator!
>> You are not authorized to e
in this maximum-security area.

Exit or your ship will be
destroyed.

>> Gluto, get us out of here!

>> Ben: Tetrax, no.
That's the creator!

>> Nice to meet you.
>> You're not leaving without
me!

>> Ben, the hatch!
>> We're going to be blown to
bits!

>> Ben: Definitely not vilgax.

[ Alarm blares ]
Are we sure this is the way out
of here?

>> Gluto is on it.

>> Ben: Ah!
Big wall coming up fast!
>> We're not gonna make it.

>> Gwen: She may have a point.

>> Ben: That was so cool!
Let's never do that again.

>> [ Speaking native language ]

>> What have you been using this
for, to open cans?
Break rocks?

>> Gwen: Sounds about right.
>> Ben: What about the
self-destruct?

I'm sure the genius who created
the omnitrix can stop the
countdown without totally

turning it off, right?
>> Maybe, but there is a
problem.

I didn't officially create the
omnitrix.
>> All: What?!

>> Ben: You mean you're not
the --
>> egocentric, selfish,

self-promoting, "oh, aren't I so
brilliant" creator of the
omnitrix?

No, I'm myaxx, his assistant.
>> But it has your DNA signature
on it.

>> I, uh, may have accidentally
erased azmuth's DNA signature
and put on my own, but that's

only because he never gave me
the credit I deserve.
>> Gwen: You might have

mentioned this when we were
risking our lives to bust you
out of jail.

>> If I had, I'd still be stuck
in that slime pit, wouldn't I?
>> Ben: You can't stop the

self-destruct countdown?
>> Azmuth never trusted me with
the abort sequence.

>> Give me one good reason why i
shouldn't shove you in an energy
tube and shoot you back to

incarcicon right now!
>> Because I know where azmuth
is.

>> Ben: That's a pretty good
reason.
>> Where?

>> Zenon.
>> Zenon?
It had to be zenon.

>> Gwen: Why do I get the
feeling that zenon isn't exactly
a vacation paradise?

>> The random energy blasts,
like the one on incarcicon --
they're growing larger and more

intense, aren't they?
>> Ben: Yeah.
>> They indicate the Omni energy

inside is building to critical
levels.
Eventually...

>> Ben: I know.
Poof. I'm toast.
>> Well, not just you, of

course.
>> Ben: What are you talking
about?

>> Ask him.
He knows, don't you?
You didn't tell him?

>> If the self-destruct is
allowed to detonate, the
explosion will cause an energy

ripple that will literally rip
apart the universe, including
earth.

>> Both: Grandpa.

>> Azmuth is a hopeless
paranoid.
He built in the self-destruct as

a last resort to keep his most
prized creation out of the wrong
hands, but he never thought

anyone would be foolish enough
to set it off.
>> Gwen: Obviously he never met

Ben.
>> Ben: I can't believe you knew
about this the whole time and

didn't tell me.
>> I'm sorry, Ben.
I thought you'd be more

concerned about how this
affected you rather than others.
>> Ben: What do you mean?

I help people all the time with
the omnitrix.
>> That's true.

You do help a lot of people, but
ask yourself this -- do you help
because it's the right thing to

do or for the thrill of being a
hero?

>> Scan the area.
There. Retrieve that.
[ Beeping ]

>> [ Speaking native language ]
...Myaxx.
>> But they must not have found

what they were looking for on
incarcicon.
Their current trajectory has

them headed into the ucopita
quadrant.
What does Tennyson know that I

don't?
>> [ Speaking native language ]
>> Silence!

You had better be very sure.

>> This containment device
should deflect the energy
fluctuations back into the

omnitrix, while still allowing
you full access to the control
dials.

>> Ben: Lot of good it does me
if I can't go hero anyway.
[ Crash ]

>> Gluto, status.
>> [ Murmuring ]
>> Zenon.

>> Ben: Uh, where?
>> Azmuth created a device which
absorbs all the light of this

quadrant.
Of course, I was the one who
calculated the entire

particle-absorption matrix, but
will he admit that?
No.

Anyway, zenon is surrounded by
an asteroid belt.
>> Gwen: Which you can't see

because azmuth turned out all
the lights.
>> Exactly.

Those are failed attempts.

>> [ Murmuring ]
>> Even gluto can't drive blind.
>> Ben: How are we supposed to

get to zenon if we can't see it?
>> The answer is on your wrist.
>> Ben: Uh, explain to me again

what I'm doing out here.
>> The omnitrix has a built-in
homing device.

We should be close enough for it
to guide us through the asteroid
field.

>> "Should be"?
>> [ Murmurs ]
>> Ben: Okay,

this is way creepy.

>> What are you doing?
You have to direct us or the
ship will be torn apart.

>> Ben: Oh, great.
No pressure.
[ Beeping ]

It's working!
>> [ Murmuring ]
>> I know, I know, I was going

to.
Should we turn to starboard or
port?

>> Ben: What?
>> Gwen: He means right or left.
>> Ben: Why didn't he just say

so?
[ Beeping ]
Go to the right.

I mean left! Go left!
>> [ Murmuring ]
>> Gwen: This is why we don't

give him the map when we drive.

[ Metal screeching ]

>> Ben: I did it!
>> Well done, Ben.
>> Ben: Yeah!

>> Come on in.
>> [ Murmuring ]
[ Beeping ]

[ Gasps ]
>> Ben: [ Gasps ]

A-a-a-a-ah!
>> Vilgax.

>> Surrender the omnitrix and
your deaths will be swift --
except, of course, for the

Tennyson boy.
>> We're goners now.
>> Not while I'm in charge.

Ben, I'm sending a gyropod.
>> Ben: I'll just go stink and
fly back.

>> No, Ben, we can't afford to
accelerate the countdown.
I'm sending the pod.

Gwen, I need you and gluto to
keep him busy for a while.

>> Ben: What kind of mega-weird
alien is this built for?
Gluto.

Oh, well.
How hard can it be?

Oh, gross!
[ Bang ]
Man, where's gluto when you need

him?

>> Ben: A-a-a-h!

Huh?
Oh, yeah, now I got it.

This isn't so tough, once you
figure it out.

One of these has to be a cool
ray gun or something.
[ Beeping ]

>> What are you doing?
>> We're going outside.
We need to free theresolute

from vilgax's ship.
>> Me? Outside? I-in space?
Oh, no.

I'm more of a land-based
species.
>> If we don't clear those

tethers by the time we hit
zenon's gravitational pull, both
ships will be destroyed in

re-entry.
>> Well, when you put itthat
way...

>> It appears we have scared the
pilot right out of his skin.

Stop them!

>> Ben, get back to the ship!
>> Ben: I'm trying!
Ugh!

All right!
[ Thumping ]

[ Weapons cock ]
>> Segma sofum!

Yes! Wipeout!

[ Buzzing ]

>> How dare you touch me, you
slime!

>> Ben: [ Gasps ]

A-a-a-a-ah!

Yeah!
This is better than
"sumo slammer" any day!

>> Ben, I'm opening up the rear
ramp.
Try to land in the cargo bay.

>> Ben: Okay, I'll try.

Look out!

>> [ Groans ]

[ Alarms blare ]

>> Gwen: Gluto?
Gluto?!
[ Weapon cocks ]

[ Gasps ]

No!

>> Ben: A-a-a-a-ah!

>> Hello...Ben.

>> You are going to regret
sending me to the null void for
what little remains of your

miserable life!
>> Ben: A-a-a-a-h!
Look, the omnitrix is in

self-destruct mode.
Even if you get it from me,
you'll just wind up getting

blown to bits with the rest of
the universe.
>> I will take my chances.

>> Ben: [ Gasps ]
I'll make you a deal.
I won't fight you for the

omnitrix, but you have to
promise to find the creator and
stop it from self-destructing.

>> I do not make deals!
>> Ben: That's okay.
Neither do I.

Say bye-bye, vilgeek!
[ Alarm blaring ]

>> A-a-a-a-a-a-ah!
>> Ben: [ Straining ]

Yes!
[ Explosion ]
Aah!

>> Gwen: Come on, you can fly
this thing.
It's just like riding a bike...

...a huge, super-high-tech,
alien bike.
>> Ben: What are you doing?

>> Gwen: Duh!
I'm trying to keep us from
winding up a junk pile on zenon.

don't just stand there -- help
me.
>> Ben: Hey, what happened?

>> Gwen: Gluto sacrificed
himself to save me from one of
vilgax's drones.

It's called being totally
unselfish -- something you
wouldn't understand.

>> Ben: I'm unselfish!
>> Gwen: Yeah, right.
[ Banging ]

>> Ben: Okay, that's not it.

Have we pulled that one yet?
>> Gwen: I don't think so.
>> [ Both straining ]

>> Both: Whew!

>> Gwen: Brakes!

>> Both: Aah!
Ugh!

>> Gluto!
>> Gwen: He died trying to save
me.

>> We'd better find azmuth.

>> Azmuth's compound is just
through that valley.

>> Gwen: Must be the gardener's
day off.
>> Ben: Hello?

Anybody home?
>> Tell me you didn't bring us
all the way here for nothing.

>> The compound must have been
overrun.
Azmuth was always worried his

lab would be discovered by those
after the omnitrix.
[ Beeping ]

But I thought he was just being
paranoid.
>> Any chance he escaped?

>> Gwen: A-a-a-a-ah!

>> Ben: Wildvines!

>> [ Both grunting ]

>> Gwen: Ben, look out!
Help!
[ Groaning ]

Aah!
>> Ben: Gwen!
Going hero.

>> Ben, no!
The self-destruct will
accelerate!

>> Ben: I don't care!

>> Four arms: [ Growling ]
>> Gwen: Ben!
>> Four arms: Hold on!

I'm coming!
[ Grunts ]
N-o-o-o-o!

[ Straining ]
Gwen!

>> Four arms: [ Grunts ]
>> Ben, she's gone.
>> Four arms: No!

I've got to save her!
>> There were too many, Ben.
The florauna weren't going to

stop until they had one of us.
>> Four arms: She sacrificed
herself to save me.

[ Grunts ]
It should've been me!
It should've been me!

It should've been me!

>> Ben: Ugh.
It should've been me.
This is all your fault!

>> fault?
>> Ben: Yeah, if you hadn't
helped the creator make this

stupid thing, then I never would
have found it, and Gwen would
still be alive!

>> Ben --
>> I am a selfish and
self-centered being, but it

takes one to know one.
>> That's enough, both of you.
We still need to find the

creator.
Myaxx, if azmuth did survive an
attack like that, where would he

go?

>> Ben: I'm sorry, Gwen.

>> You okay?
>> Ben: Just wondering how I'm
gonna tell grandpa about...

>> I'm sorry.
I know what you're going
through.

I was young.
I didn't care about anybody but
myself, so it made sense that I

wound up a mercenary, a soldier
for hire.
I was loyal to whoever paid me

the most, no matter how evil
they were.
It was only a matter of time

before I would work for the
worst of the worst -- vilgax.
I stole the last piece of the

puzzle vilgax needed to invade
my home world.
When my people didn't bow at his

feet, he destroyed the entire
planet to make an example out of
it.

Vilgax did the dirty work, but
he couldn't have done it without
my help.

So when I heard that he was
after the omnitrix, I vowed to
never let another powerful

weapon fall into his claws
again.
>> Ben: This is allmyfault.

I saw that the watch was acting
all weird at the reactor, but i
used it anyway.

I must have somehow set off the
self-destruct.
Gwen is dead because of me.

Now everyone else will be, too.
>> We both have made costly
mistakes, but if we don't find

azmuth and stop the
self-destruct, then Gwen and
gluto and all the others will

have lost their lives for
nothing, and we're not going to
let that happen, right?

>> Look out!

>> The omnitrix.
What are you doing with my
omnitrix?

>> Ben: "My omnitrix"?
You? You're the creator?
>> Myaxx, you traitorous worm,

is that you?
>> Nice to see you again, too,
boss.

>> Ben: I'm Ben Tennyson.
I wound up with the omnitrix.
Now it's in self-destruct

countdown, and --
>> I know.
I invented it!

>> Ben: Oh, yeah.
So, anyway, if you could just
turn it off...

>> Maybe Ben didn't make it
clear why we're here.
>> I understand completely.

You misused my creation, and now
the whole universe will be
destroyed.

>> Ben: Look, I don't know why
you don't want to help us, but
my cousin sacrificed her life to

stop this thing.
>> That is none of my concern.
>> Ben: It is now.

>> Cannonbolt: Let's roll!
Ugh!
[ Grunting ]

>> That looked like it really
hurt.

>> Cannonbolt: I've come too
far, I've lost too much, to be
stopped now.

>> Remind me not to get that kid
mad.
>> Cannonbolt: Youaregoing to

turn this thing off!
>> You think you're a hero, but
you're a fool.

You only sped up the countdown!
Because of you, the universe has
even less time.

>> Cannonbolt: If the universe
is going down anyway, I'm gonna
have the pleasure of kicking

your butt first!

[ Breathing heavily ]
>> Look at what you did.
Do you know how long it takes to

break in a bio-suit like that?
>> Cannonbolt: He's really a
grey matter?

>> Who knew?
>> Yeah, I'm a galvan, so what?
Does that give you the right to

destroy my property and invade
my privacy?
>> Enough talk!

Stop the countdown!
>> I say let the omnitrix
self-destruct and take the

universe with it.
Best thing that could happen,
probably.

Start fresh.
I didn't create a weapon.
All of you did.

I created the ultimate device
for understanding all the beings
of the universe.

You and vilgax are no different.
>> Ben: That's not true!
Sure I've messed around with the

watch, but I've helped a lot of
people with it, too.
At first, all I cared about was

that I wouldn't be able to go
hero anymore, that I'd be stuck
with just being me.

Sometimes you have to see the
good in people and not just be a
selfish jerk.

[ Explosions ]

>> Azmuth!
The creator of the omnitrix.

At last we meet.
What an honor...For you.

>> This ends now!

>> Use it now and we kiss this
half of the universe bye-bye!

[ Explosion ]
>> Why do you continue to defend
the omnitrix when it's hopeless?

I do not understand.
>> Ben: That's because the only
thing you think about is

yourself.
Now, step off!
I've got a world to save.

Gwen!
>> Gluto!
>> Both: You're alive!

>> Ben: We thought you were
goners!
>> Gwen: Gluto saved me from the

wildvines.
Turns out, gluto's species can
regenerate from just the

smallest of parts, like what was
left on my clothes after he went
splat.

>> Who knew?

>> What have you done?
>> Ben: I ask myself that
question all the time.

[ Crackling ]

[ Beeping ]
>> I'm still not sure the
universe is worth saving, but

while I think about it...

>> Ben: It's over, vilgax!
The watch is deactivated.
It's useless now.

>> But the creator of the
omnitrix is not.
You will build me an even more

powerful device.
>> [ Gasps ]

>> Gwen: What would you do
without me?
>> Ben: Sure am glad I don't

have to find out.
>> Gwen: What's that?
>> Ben: I said, vilgax is

smearing us, and I can't do
anything without it.
I'm just a plain kid without the

omnitrix.
>> Gwen: don't you get it?
You don't need that thing.

What about all the times you
saved grandpa or me or lots of
other people when you weren't an

alien?
You are a hero, even if you
can'tgohero.

>> Ben: What gives?
I thought you pulled the plug on
this thing and couldn't turn it

back on.
>> Who told you that?
Not me.

>> Ben: All right!
I'm back in the alien-hero
business!

>> Here, try this alien on for
size.

[ Laser fire ]

>> Gwen: That's a big alien.
>> Way big: Whoa! Check me out!
I'm not just big, I'm way big!

>> [ Grunts ]
>> Leaving?

>> [ Grunting ]
Release me or suffer the
consequences!

>> Way big: Pretty big talk from
such a little guy.
[ Groans ]

That's it!
You aresooutta here!

>> A-a-a-a-a-ah!

>> Ben: What are you doing?
>> Improvising a ride.
This place is getting too noisy

for me.
>> Ben: Mr. azmuth, I just
wanted to thank you for fixing

the omnitrix.
If you want it back, it is
yours.

>> I created the omnitrix to
help all the beings of the
universe grow closer together.

If an earthling can make that
happen, then I see no reason why
he shouldn't have it.

Besides, that thing is nothing
but trouble, always has been.
You keep it.

Good riddance!
You coming?
>> Are you going to give me some

respect from now on?
>> Eh, I wouldn't count on it.
>> I guess it is better than

that prison planet.
>> Ben: Wait -- you have to tell
me how to work this thing.

>> don't you want to figure it
out on your own -- like a true
hero would?

>> Ben: Hmm.
Not really.
>> [ Chuckles ] I like that boy.

>> Ben: Oh, man!
We'd better be heading back
home.

It'll be nice to have a little
normal time after all this.
Yo, snotty, think you can drive

us back to earth?
>> [ Distorted ] No problem!
>> Ben: You can speak English,

and you understand everything
I've said?
>> Oh, yeah!

Snot blob!
>> Who knew?
>> Ben: I have a feeling it's

gonna be a long trip back home.
>> Gwen: Thanks for the ride!
>> Ben: And the cool gift!

Visit soon!

>> Max: Well, after an adventure
like that, bet you guys are
looking forward to a nice,

normal day.
>> Ben: Oh. Yeah.
We should go to the mall and go

shopping for clothes and junk.
>> We interrupt regular
broadcasting for this emergency

report.
A horde of what appears to be
zombies are attacking the mall.

Citizens are advised to stay
clear of the area.
>> Gwen: Ah, guess this is a

normal day for us.
>> Ben: This is the best summer
ever!

It's hero time!