Ben 10: Season: 3 Episode: 2

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Back with a Vengeance Midnight Madness (Ben 10)


Gwen Tennyson: I've got the marshmallows.
Ben Tennyson: I've got the graham crackers.
Gwen Tennyson: We'll wait here while you get the fire wood so we can make s'mores.
(Ben & Gwen hug)
Grandpa Max: (smiling at them) Now it is so nice to finally see you two getting along. I'll be back in a jiffy.
Ben & Gwen: Great!

Gwen Tennyson: Is he gone?
Ben Tennyson: Yep.
(Ben & Gwen face each other angrily)
Ben & Gwen: This is your fault!
Gwen Tennyson: Grandpa only turns 60 once! (knocks Ben down)

Gwen Tennyson: I had his party totally wired.
Ben Tennyson: You chose his birthday wish?
Gwen Tennyson: And how is he supposed to make one without a cake, that you were supposed to get?
Ben Tennyson: Uh, excuse me. Full-time hero here. When do I have time to go get some dumb old cake? You were supposed to do it. Anyway, it's no big deal.
Gwen Tennyson: For Grandpa it is.
Ben Tennyson: Fine! Play you to see who goes. Rock, paper, scissors; on three!
Gwen Tennyson: You are so on! You always lose.

(Ben & Gwen are playing rock, paper, scissors)
Ben Tennyson: One, two- (an orb appears in the middle of the campsite) Okay, this can't be good. (Gwendolyn flies out of the orb and grabs Gwen) Gwen! (turns into XLR8 and runs into the orb after them)

Grandpa Max: (arriving at the empty campsite) Ben? Gwen?

XLR8: Whoa. "Hero of Heroes: Ben Ten Thousand." Is that really me?
(the statue is suddenly destroyed)
Gwen Tennyson: More like, was you!
Exo-Skull: Hey, Tennyson! Long time no see.
XLR8: Do I know you?
Exo-Skull: Prepare for my revenge.
XLR8: Oh yeah? Well, why don't you prepare to see why they call me Hero of-- (changes back into Ben)
Ben Tennyson: (screams and grunts) Uh...maybe we could talk about this?

Future Gwendolyn: Kimo Char.
(Projects multiple beams of yellow magical energy)

Ben Tennyson: Whoa. You're me, right? And it looks like I"m new and improved! This is so cool! That I'm so cool! Did you say headquarters? I have my own headquarters!
Future XLR8: I don't have time for this. (Ben stops him)
Ben Tennyson: So, when can you catch fill me up on my other 9,990 other alien heroes?
Future XLR8: Hmm. How about...NEVER! (runs off)
Both Gwens: (to Ben) You could lose the attitude, you know!
Gwen Tennyson: Wait a minute, you're... me? Gwen?
Future Gwendolyn Tennyson: Actually, I've been going by Gwendolyn since college.
Gwen Tennyson: College? Ivy League? Do I have a masters?
Gwendolyn Tennyson: Look, I didn't bring you here to find out about your future. I came back to bring Ben.
Gwen Tennyson: So, why nab me?
Future Gwendolyn Tennyson: I remembered Ben's listening skills sorta stunk. Grabbing you was the only way I knew he'd come.
Gwen Tennyson: So time travel is no big deal now?
Future Gwendolyn Tennyson: You just need to know the right spell to create the right kind of portal.
Gwen Tennyson: I know magic? How wicked is that? What else do I know how to do? Did I ever get my black belt?
Ben Tennyson: Hello! Forget you! This is about me!
Future Gwendolyn Tennyson: He's right.
Gwen Tennyson: Tell me I didn't grow up to start agreeing with Mr. Dweeb all the time.
Future Gwendolyn Tennyson: Ben 10,000 needs his help.
Ben Tennyson: I seem pretty tough. What could a cool Superhero like me need anyway?
Future Gwendolyn Tennyson: Ben 10,000 may have mastered the secrets of the Omnitrix, but it still doesn't make him prepared for everything. There's a crisis looming even he can't solve alone.

Gwen Tennyson: [to Future Grandpa Max] It's good to see you too. But the same shirt? Grandpa, it was 20 years out of style 20 years ago.
Future Grandpa Max: Hey, when you find a look that works...

Ben Tennyson: So Animo's been around this whole time?
Future XLR8: He escaped a few years ago. I wasn't sure if he was going to show his ugly face again. But now it looks like he won't be a problem anymore.
Gwen Tennyson: What about Vilgax?
Future XLR8: Last I saw of him, I left him in pieces. It wasn't pretty for anyone. 'Nuff said.
Ben Tennyson: Whoa. I really need to lighten up!

Ben Tennyson: Whoa! This is my headquarters?! Awesome! I must chill out here a lot!
Future XLR8: [setting Ben and Gwen down, who both have messed up hair] There's no time. I'm always patrolling the planet. Thus, Ben has no need to "hang out" here.
Ben Tennyson: Okay. Tell me I didn't just say "thus". Don't I have any fun anymore?
Future XLR8: You'll learn soon enough, being me isn't about "fun". Now, wait here for Gwendolyn. And don't touch a thing!!

Ben Tennyson: Hey, look!
Gwen Tennyson: He said not to touch anything!
Ben Tennyson: Why should I listen to me? You never do. [a board pops out of the wall] Hey. (flies around on the board] Yeah. Whoo-hoo! Guess I should've told her to duck, huh?
Ben Tennyson: What, and don't even smile when I terrorize Gwen anymore? Ha! You're even worse than I thought. Cool move, huh? Wanna race?
Future XLR8: (snatching the board from under Ben, who screams and falls) No! Those days are over!
Ben Tennyson: Well, what I'm over is being a hero if this is how I turn out! I AM SUCH A JERK!

Ben Tennyson: (making a sound-alike with his name) It's time to give the doctor a double-dose of Ben Medicine.

Ben Tennyson: Time to go Four Arms and show Ben 10,000 where it all began! (becomes Stinkfly)
Gwen Tennyson: Yeah, with you messing up again!

Stinkfly: Wow, I rock! What do you call that other one? Loogie Man? Spitter?
Future Cannonbolt: They're not pets. I don't name them anymore.
(changes into Fourarms and walks off')
Stinkfly: Aw, but that was half the fun.

Future Fourarms: Stay outta my way!
Stinkfly: Hey! You can't-I mean, I can't do that to me!

Future Ultimos: Did we detect a cry for help? The Galactic Enforcers have arrived!
(Future Fourarms changes to Future XLR8)
Future XLR8: Show's over, guys.
Future Ultimos: It's a big world, Ben. You could always save a couple of the bad guys for us, you know.
Future XLR8: What would be the point?

Future Dr. Animo: Mister Vilgax. So nice you could rejoin me.

Future Diamondhead: It ends now, Animo!
Future Vilgax: Oh, it's only just beginning.
Future Diamondhead: Vilgax!

Ben Tennyson: (spying Vilgax) Vilgax?! He's mine!

Future Diamondhead: Get out of here!
Upgrade: When are you gonna get it through your thick skull? If this is your fight it's my fight too.
Future Diamondhead: Well then, this might help. [touches Omnitrix symbol, turning Upgrade into Cannonbolt]
Cannonbolt: Hey, I don't have to be Ben anymore!

Future Vilgax: You think you can destroy me? I analyzed every one of your aliens and had Animo programm their moves into my new DNA. Nothing you can do will surprise me anymore!

Future Grandpa Max: Get your claws off my grandson!

Gwendolyn Tennyson: Twista Call Me Titan.
(Makes young Gwen glow with a yellow aura and best Animo with a good kick)
Gwendolyn: Intermodo Elavador.
(Fires a beam of fiery energy)

Gwen Tennyson: When did you get that?
Future Grandpa Max: A lot can happen in 20 years. Come on. Let's show him what we Tennysons are made of.

Cannonbolt: [to Future Fourarms about Vilgax] He may know how all your aliens fight, but does he know what Ben Tennyson can do? I hope after all this time, you haven't forgotten too.
Future Vilgax: You're finished; both of you.
Ben 10,000: (human form) Maybe it's time I did start fighting like you.
(Cannonbolt smiles)

Future Vilgax: Teh. Your weak human form? What a novelty.

Diamondhead: Hey, what do you call this guy?
Arcticguana: I don't name.... uh, I don't know. Absolute Zero?
Diamondhead: Bo-ring. How about...Arcticguana?" (short pause)
Arcticguana: Cool.

Future Gwendolyn Tennyson: By the way, that black belt you were wondering about? You got it years ago. And it's come in handy many times.

Future Gwendolyn Tennyson: Look, Gwen, I know your Ben can be a major dweeb, but enjoy him while you can. Now come on. (opens up a portal) The portal's ready, and there's another birthday party you guys gotta get to.

Ben Tennyson: Wait! You never told me the secrets of the watch! How I don't have to go Ben!
Ben 10,000: Trust me: you're gonna want to go Ben. Thanks for making me realize that. Here: take this.
Ben Tennyson: What is it?
Ben 10,000: Something I should've gotten Grandpa 20 years ago.
Future Gwendolyn Tennyson: Guys! It's closing.
Gwen Tennyson: See ya! (runs through the portal)
Ben Tennyson: And I guess we're gonna be ya. (about to enter the portal)