The Final Battle: Part 2


 * Negative Ultimate Humungousaur: Why are you doing this, Vilgax? We had a deal. You don't even need the Omnitrix's power.
 * Vilgax: True. I don't, but my army DOES. My bioids are synthetic soldiers with blank DNA, all synced to the Omnitrix.
 * [Vilgax activates the Omnitrix]


 * Kevin Levin: [watching Albedo being defeated by Vilgax's army] Bad day to be him.
 * Ben Tennyson: Worse day to be me.


 * Vilgax: It's going to be glorious, Albedo!
 * Albedo: Pardon me if I don't break into applause.
 * Vilgax: Of all the worlds I've conquered, this one will be the sweetest.
 * [Ben, Gwen, Grandpa Max and Kevin teleport onto the ship]
 * Grandpa Max: There's an old Earth expression about not counting your chickens before they're hatched.
 * Vilgax: The Tennyson family, and their pet juvenile delinquent.
 * Kevin Levin: "Juvenile"? I'm gonna be eighteen a year from next Tuesday!
 * Gwen Tennyson: Your birthday's next week and you didn't even tell me?
 * Kevin Levin: It's no big deal.
 * Gwen Tennyson: I don't have time to pick out a present!
 * Vilgax: I wouldn't worry about it, girl. None of you will live to see the day.
 * Ben Tennyson: I think that's the longest I've been around you without hearing a death threat!


 * Vilgax: You've won so many battles, but the war is mine. Bow down before me.
 * Ben Tennyson: You've got the Omnitrix, Vilgax. Don't press your luck!
 * Vilgax: Still defiant. Why? I have beaten you, Ben Tennyson. You have nothing.
 * Grandpa Max: He's got friends!


 * Kevin Levin: What's the plan, Tennyson?
 * Ben Tennyson: Plan? Haven't you been paying attention? It's hopeless. Vilgax has an army with all of my powers. I lost the Omnitrix!
 * Kevin Levin: But you still have your whiny voice.
 * Ben Tennyson: Stop this thing, Grandpa. STOP IT!
 * [Ben runs out the RV]


 * Grandpa Max: Let Ben have some time. He just needs to be alone for a while.
 * Gwen Tennyson: Grandpa, that's the last thing he needs right now.


 * [It's raining and Gwen offers Ben his jacket]
 * Ben Tennyson: I don't deserve that. It belongs to a hero.


 * Gwen Tennyson: We're depending on you, Ben. The whole world is, and I know you'll come through.


 * Ben Tennyson: Azmuth, help me! Please! Just so I can help them.
 * Azmuth: (appears) You are a fool.
 * Ben Tennyson: You don't hear me arguing.


 * Azmuth: The Omnitrix wasn't intended for you. It was intended for your grandfather, the greatest Plumber in the Milky Way Galaxy.
 * Ben Tennyson: But I found it.
 * Azmuth: An accident. Unfortunately, your DNA signature was close enough to Max's that it allowed you to put it on.
 * Ben Tennyson: Why didn't you take it from me?
 * Azmuth: I intended to, but your grandfather convinced me you were a better choice. He said you had the seeds of greatness.


 * Vilgax: It's going to be glorious, Albedo.
 * Albedo: Pardon me for not breaking into applause.
 * Vilgax: Of all the worlds I've conquered, this one will be the sweetest.
 * (the good guys teleport in)
 * Grandpa Max: There's an old Earth expression about not counting your chickens before they're hatched!


 * Vilgax: You're going to try a Hero's Challenge, fight me one-on-one for the Earth, somehow trick me into giving up the Omnitrix so you can save the day?
 * Ben Tennyson: Nope. You're going to give the Omnitrix of your own free will.
 * Vilgax: Why would I do that?
 * Ben Tennyson: So you don't blow up.


 * Ben Tennyson: Omnitrix, command function override, code ten.
 * Omnitrix: Override accepted. Voice command activated.
 * Vilgax: What are you...?
 * Ben Tennyson: Omnitrix, self-destruct in thirty seconds, command code zero, zero, zero, destruct, zero.
 * Omnitrix: Destruct sequence completed and engaged. Detonation in T minus thirty seconds.
 * Vilgax: If the Omnitrix self-destructs, it will destroy the entire universe.
 * Ben Tennyson: It would if I let the charge build up for a few days, but I'm only giving it thirty seconds.
 * Omnitrix: Detonation in T minus twenty seconds.
 * Ben Tennyson: My bad. Twenty seconds. Take off the Omnitrix or it's gonna blow!
 * Vilgax: You're bluffing. (makes the Bioids transform into Swampfire)
 * Bioids: SWAMPFIRE! (marches towards Ben)
 * Vilgax: Destroy him! (the Bioids prepare to attack)
 * Omnitrix: Detonation in T minus ten seconds. (the Bioids look at the Omnitrix as it continues counting down) Five... four... three... two... one... (Self-destructs, sending Vilgax flying into a wall)
 * Kevin Levin: (as Ben runs towards Vilgax, puts his hands on the sides of his head) Aaaaaaaaahhhhh!!!... (falls to the ground)
 * Gwen Tennyson: Kevin!
 * (as Gwen and Grandpa Max crouch down next to Kevin, Ben runs to Vilgax and picks up the remains of the Omnitrix)


 * Kevin Levin: I've got a headache like you wouldn't belie- (Ben, Max, and Gwen smile at him) What?
 * Gwen Tennyson: You're human again. (Kevin looks at himself)
 * Grandpa Max: It must've been the Omnitrix that was keeping you in that form. Once it was destroyed...
 * Kevin Levin: I'm normal?
 * Gwen Tennyson: Let me show you... (they kiss)
 * (Grandpa Max smiles)
 * Ben Tennyson: It was a nice little moment. Why'd they have to do that?
 * Gwen Tennyson: Victory kiss.
 * Vilgax: Premature. You haven't yet won.


 * Vilgax: No! I won't lose to you children! Not again!


 * Ben Tennyson: I'm going to let you go, but I'll be taking your Omnitrix.
 * Albedo: Ultimatrix.
 * Ben Tennyson: Whatever. Do we have a deal?
 * Albedo: What's in it for me?
 * Ben Tennyson: I don't have time for this. [Ben frees Albedo] Command Function Override Code 10.
 * Ultimatrix: Override accepted.
 * Ben Tennyson: Hey! What do you know? It recognizes my voice.
 * Albedo: Wait! What are you doing?
 * Ben Tennyson: Omnitrix Self-Destruct in 30 Seconds: Command code: 0, 0, 0, destruct, 0.
 * Ultimatrix: Destruct sequence completed and engaged. Detonation in T-30 seconds.
 * Albedo: You're bluffing.
 * Ben Tennyson: [holds the destroyed Omnitrix] Ask Vilgax if I'm bluffing. [Albedo looks at the destroyed Omnitrix and gives the Ultimatrix to Ben, who puts the Ultimatrix on his wrist] I like the old one better.
 * Albedo: Um...
 * Ben Tennyson: Oh, Abort Self Destruct, Code 10.
 * Ultimatrix: Self-destruct sequence aborted.


 * Grandpa Max: What did you do?
 * Vilgax: I can't conquer the Earth today, but I CAN punish you. The ship is locked on collision course - with Bellwood.

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 * Gwen Tennyson: (looks at Swampfire) Green eyes? Ben?
 * Vilgax: Tennyson!
 * Swampfire: Miss me?

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 * Swampfire: You and Grandpa get to the Control Room and turn this ship around. I'm gonna need some help, Kevin. Got my back?
 * Kevin Levin: We got each other's.

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 * [Vilgax punches Ben as Swampfire and sends him flying into a machine]
 * Vilgax: You're losing, Tennyson!
 * Swampfire: Maybe so, but the new rig comes with some extras. [Transforms into Ultimate Swampfire]
 * Ultimate Swampfire: Ultimate Swampfire!! [Vilgax charges at him, but he blasts Vilgax back] What're ya sayin', Vilgy? Round 2?

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 * Vilgax: Your bravery is obvious, but I do question your intelligence.

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 * Grandpa Max: We're going too fast to turn around but we can angle away from the city and ditch in the ocean!
 * Gwen Tennyson: Where's the ocean?
 * Grandpa Max: Aim at the blue part!

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 * Vilgax: Fire's not so useful now that we're in my element!
 * Ultimate Swampfire: A sinking ship is your element? That explains sooo much.
 * Vilgax: Joke while you can. Now you face the true form of Vilgax!

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 * Gwen Tennyson: What happened to Vilgax?
 * Ben Tennyson: I didn't see him get out, but he's survived worse.
 * Kevin Levin: He could come back.
 * Ben Tennyson: If he ever does, it's hero time.