| Previous Transcript |  |
Next Transcript |
|---|---|---|
| Lucky Girl | Side Effects | |
| A Small Problem |
Prologue
| Speaker | Dialogue |
|---|---|
| Ben | Six stories of twists and turns! |
| Gwen | Hurtling down a 200-foot plunge! |
| Ben | At speeds of over 25 miles per hour! |
| Gwen | Then, splash down in a churning 300,000 gallon wave pool! |
| Ben and Gwen stand before the entrance to a ginormous waterslide, yellow tubes coiling all around the park and above their heads. The pirate-themed sign in front of them says two words: "RiPTiDE RAPiDS". | |
| Both | (high-fiving) You've entered The Riptide Rapids Zone! |
| Gwen dashes through the entrance...and Ben gets stopped by the Riptide employee, a teenager with 'Brad' on the nametag. | |
| Brad | You're too short. |
| Ben | WHAT are you talking about? |
| Brad points to a cardboard narwhal. It's tusk is the minimum height, and just above Ben. | |
| Ben | But I'm almost- |
| Brad | -NEXT! |
| Gwen | Sorry. (patting Ben's head) I heard the baby banana boats are fun for the smaller set! |
| She gets in the line of kids and laughs at Ben. Ben walks away and hides behind a fake ship's mast. | |
| Ben | They'll all feel small when Ripjaws shows up for a dip! |
| He turns on the Omnitrix and slams down on it, but the faceplate doesn't go down. He tries slamming some more; no budging. | |
| Ben | Come on, work! |
| Fed up, Ben back-hand hits the Omnitrix into the mast. It finally forces shut, releasing strange green electricity and a flash of green light. Ben realizes he's transformed into Grey Matter. | |
| Grey Matter | Huh? Oh, no no no no no. Anything but being a 'micro munchkin'! |
| The ground suddenly shakes. A group of kids are blindly running across to the Rapids entrance, not seeing him and about to crush him. | |
| Grey Matter | Uh oh! |
| Theme Plays | |
Act 1
| Speaker | Dialogue |
|---|---|
| Grey Matter | (dodging the onslaught of kids' feet) Oof! Look out! Hey! Watch those flip flops! |
| Grey Matter makes his way to the entrance, where Brad is busy speaking with a man named Howell. | |
| Howell | In 1951, when this water park was a cornfield, recently declassified documents suggest an alien spacecraft crash-landed right here. |
| Grey Matter gets to their feet and grabs Brad's shoelaces. | |
| Grey Matter | Time to tie up some loose ends... |
| Howell | So, if you could get someone from upper management down here, so I can start checking soil samples...? |
| Brad | Umm, okay, hold on while I call someone who cares. (imitates a phone) Ring, ring, ring! Uhh! Guess what, dude? No answer. NEXT IN LINE! |
| The man looks down and spots Grey Matter, who runs away and hides. | |
| Howell | Did you see that?! An alien! Maybe a remnant of that fateful crash...! |
| Brad | Dude, you've been in the sun way too long. |
| Howell runs forward. | |
| Brad | Hey, no cuts! |
| Brad tries to run after, but his tied shoelaces trip him. Grey Matter runs to the front of the slide, where Gwen is about to go down. | |
| Grey Matter | (to Gwen) Hey! Race ya to the bottom! |
| They both slide down. Grey Matter yells with excitement as he flies through the tunnels. He eventually splashes in the ending pool. | |
| Grey Matter | Now, that rocked! |
| He sees Gwen's big shadow above him, screams, and swims out of the way before she comes splashing down on him. They both resurface, Grey Matter panting. | |
| Gwen | Grandpa's not going to like you going alien just to sneak on a ride! |
| Grey Matter | That's why I'm not going to tell him. In a few minutes, I'll be back to normal, and he'll never know, will he? |
| Gwen | ...We gotta towel off. Or, in your case, "napkin off"! |
| As she leaves the pool, Howell rises out of the water behind him. His hand picks up Grey Matter from under. | |
| Howell | There you are, my little alien ticket to fame! |
| Grey Matter | Gwen! Gweeeen!!! |
| She sees them. | |
| Gwen | Let him go! |
| Howell runs out of the pool, Gwen chases after. Howell throws Grey Matter into a nearby lunchbox and takes off with it. | |
| Grey Matter | (muffled) Heeeelp! |
| Howell runs past Max, who's happily carrying three ice cream cones. Gwen catches up. | |
| Gwen | Grandpa, that guy's got Grey Matter! |
| Max throws the ice creams in the garbage and gives chase. | |
| Grey Matter | (muffled) Gweeeen! |
| Inside the lunch box, Grey Matter gets jostled around. Howell sees Gwen and Max behind him and runs through a crowd of people. Max runs out of breath and stops. | |
| Max | (to Gwen, panting) I keep forgetting I'm not as young as I used to be. Go! |
| Howell is at his parked green car. | |
| Grey Matter | (muffled) Let me out! |
| He puts the lunch box in the trunk and gets in. As Gwen gets to the parking lot, the car drives past her. Max catches up. | |
| Max | Don't worry. We'll find him...somehow. |
| Somewhere, at a house in the suburbs, a security camera spots Howell's car pulling into the driveway and opens the garage door for him. Inside, Howell pauses in front of a corridor with a laser grids. | |
| Howell | Security system: off. |
| The lasers turn off. He walks through, tracking water on to the floor. Two automatic vacuum robots deploy and drive over the spots of water, spotlessly cleaning it. Howell sets the box down in his kitchen. | |
| Howell | Lights: on. Prepare dinner. |
| Lights come on and a microwave starts heating something. A grey housecat leaps up to the lunchbox and starts pawing at it. Howell grabs it. | |
| Howell | No, no. This one is all mine. |
| The Rustbucket speeds through town. | |
| Gwen | OK, so if he's Grey Matter now, he'll just turn back into Ben...then go Four Arms or something and escape. |
| Max | But if you said he went alien when he did, Ben should have changed back before he was taken. |
| Gwen | ...Which means maybe something's wrong with the watch! Well, at least as Grey Matter, he's smart. |
| Back at the house, Grey Matter tries to leap out of a glass jar, failing. | |
| Howell | Incredible. Truly incredible. A perfect miniature alien being! |
| Grey Matter | Who are you calling miniature?! |
| Howell | So, which galaxy are you from? |
| Grey Matter | Actually, I don't know myself... And if I did, I wouldn't tell you! |
| Howell | Oh! Feisty little life-form, aren't you? |
| Grey Matter | You wanna see feisty? Just wait until I get big! |
| Howell just smiles at him. | |
| Grey Matter | ...Take a picture! It lasts longer. |
| Howell | My thoughts exactly. |
| He takes out his phone and takes a picture of Grey Matter. Grey Matter sulks to himself. | |
| Meanwhile, at a castle in the middle of nowhere, a man wearing armor, veiled behind a golden mask, talks with Howell in a video call. | |
| Enoch | Mr. Howell, we've more than had enough of your fuzzy claims and blurry photos of supposed alien spaceships. I'm not someone you want to annoy. |
| Howell | I-I know that. But, this one's different, I promise you! (He relays images of Grey Matter.) See? He's only about six inches in size AND converses fluently in English! Perhaps the Organization...would consider? |
| Enoch | I'm sending a car. You'd better not be wasting our time. Or our resources. |
| Grey Matter sits in his jar. Around him in the room are tons of alien conspiracy paraphernalia. | |
| Grey Matter | Great. A thousand people at the water park and the UFO-freak spots me! |
| Howell's cat meows at him from the floor. | |
| Grey Matter | Wait. This could work... Here, kitty kitty! I taste just like chicken! (He nudges the jar.) |
| The cat leaps up on the table and knocks the jar over. It shatters on the ground and Grey Matter stands up. | |
| Grey Matter | I'm free! |
| Two vacuum robots come up behind him. | |
| Grey Matter | Uh oh...I'm free? |
| The vacuums and the cat corner Grey Matter. Quickly thinking, he leaps onto and off the robots and runs our of the room. The robots spin around and chase him. Howell comes out of the room next-door, oblivious to what has happened. | |
| Howell | "Howell Wainwright: Alien Discoverer!" Hehe, let the fame and fortune begin! |
| He enters the UFO room... | |
| Howell | Nooo! |
| Grey Matter runs to the end of the kitchen, the robots hot on his tail. He leaps from a drawer and onto the counter. The robots drive off. Grey Matter spots a home phone beside him. | |
| In the Rustbucket, Gwen's phones rings. | |
| Gwen | Hello? |
| Grey Matter | Gwen, it's me! |
| Gwen | Ben! You're still Grey Matter? |
| Grey Matter | Yeah! The watch still won't work! |
| Gwen | Where are you? |
| Grey Matter picks the phone up and takes it to a window so he can talk as he looks out. | |
| Grey Matter | Uh, there appears to be a mountain peak 13.2 miles due west- |
| Grey Matter | -with a vertical angle at 45 degrees. |
| Gwen | Brainiac! How about a street? |
| Grey Matter | Oh, yeah. It's Ripley. |
| As Grey Matter stands at the window, an alarm starts ringing and a metal window shield starts shutting on him. | |
Act 2
| Speaker | Dialogue |
|---|---|
| Grey Matter leaps away before the shield can squish him. He accidentally knocks the phone off the counter. It falls on the floor and breaks. | |
| Gwen | Ben? Something happened! |
| The alarm gets turned off by Howell, now standing in the kitchen. He locks eyes with Grey Matter and cups him with his hands, but Grey Matter manages to get inside his shirt. He runs around, itching and annoying Howell, until he leaps out and runs for a vent in the wall. Howell peers in the vent, takes off the grate and starts reaching in. Grey Matter dodges his hand once, but gets caught in it the second time and bites down on Howell's finger. Howell screams. | |
| Gwen opens up a map. | |
| Gwen | Ripley Avenue? Ripley Lane? Ripley Drive? We don't have time to check them all out! |
| Max | Do we have a choice? |
| The Rustbucket drives down a curving road, entering a grid of seemingly endless rows and columns of suburban houses. | |
| Grey Matter climbs into the vents. | |
| Grey Matter | (to the Omnitrix) What's your malfunction...?! Probably something stupid like the DNA Splicing Replicator copying a fragment of amino acid sequence! (He pauses.) So, this is what it feels like to be smart! |
| As he reaches the grid of vents above, he starts feeling an intense wind coming from a direction. Meanwhile, Howell has set his fans to the highest setting. | |
| Howell | I'll teach you to "blow me off"! |
| The wind pushes Grey Matter all around the vents; Howell hears the knocking and banging above him. Grey Matter spots a grate and grabs hold of it. He flips a switch that opens the vent to the kitchen. Howell is right in front of him, armed with a broom. | |
| Howell | Gotcha! |
| He leaps out of the way. | |
| Grey Matter | Think again! |
| He avoids another broom swing and climbs up to the counter. Howell ditches the broom and runs after him. Grey Matter slips into the sink drain, out of his reach. | |
| Howell | He gets away and the Organization will come after ME! Come on. Think, Howell... |
| Howell notices the faucet and turns on the water. It splashes Grey Matter and pushes him through pipes. Eventually, he resurfaces out of a calm bit of water. | |
| Grey Matter | Ah, fresh air! |
| He looks around him...and sees a toilet bowl. | |
| Grey Matter | This is so gross... |
| On a street in the neighbourhood, the Rustbucket parks and Max and Gwen get out. | |
| Gwen | I'll take this side, you take that one. |
| The two start checking houses on either side of the street. Max peers into a window. | |
| Max | Ben? |
| The house's automatic sprinkler sprays Max, making him run away. Gwen checks under a house's cellar window. A red spider slowly lowers in front of her face, scaring her. As she runs away, she bumps into Max and the two fall to the ground. They stare at the sky; this is gonna be harder than they thought. | |
| Meanwhile, inside a security room, Howell observes camera feeds on monitors, showing all around the house. | |
| Howell | You can run, but you can't hiiiide... |
| The camera spots Grey Matter, climbing down a wall in the power room, making himself seen. He opens a panel with a big lever. | |
| Howell | What? |
| Grey Matter smiles at the camera and flips the lever, shutting off all the power in the house, including Howell's cameras. | |
| In Howell's living room, Grey Matter hides in foliage and spots a fireplace chimney. | |
| Grey Matter | Ah, my ticket out! |
| He dashes across a table, quickly hiding from Howell, who is looking around the room with a flashlight. | |
| Howell | Don't make this hard on yourself... |
| After he looks another way, Grey Matter continues to the fireplace. Panels block it from the rest of the chimney, but he quickly finds the switch for opening them. Unfortunately, it makes a loud enough noise to alert Howell. Grey Matter only starts climbing up the chimney before Howell spots him with his flashlight. | |
| Howell | I'll smoke you out if I have to! |
| Howell lights a fire. The smoke travels up the chimney to Grey Matter. He starts coughing. The smoke continues up, "blocking" the exit hole. Grey Matter can't stop coughing and loses his grip. He falls and lands right into Howell's miniature net. | |
| The Rustbucket continues driving down streets. Gwen, keeping her eyes peeled, suddenly spots a car the same make and colour as Howell's. | |
| Gwen | Grandpa, his car! |
| Max floors it to the house. | |
| Inside, Howell puts Grey Matter back in his UFO-themed room, this time in a shelf with glass doors. He gets a good look at Howell's collection. | |
| Grey Matter | (coughing) Something tells me you're the type of guy who has a lot of friends. |
| Howell | Who needs friends, when you'll have the fame I'm about to have? |
| Three men in masks, suits of knightly armour, and trenchcoats suddenly open the door and walk in. The leading one carries a cage, made of glass and an energy field. | |
| Howell | (gasps) They're here! |
| Grey Matter | Yeah, to break me out! |
| The men walk into the UFO room. | |
| Howell | Oh, you don't know how long I've waited to meet you people! It's truly an honour! |
| Howell extends his hand to them. Grey Matter looks concerned. | |
| Max and Gwen run to the front door. | |
| Gwen | Want to ring the doorbell? |
| Max | I'll knock. Hard. |
| Max kicks in the door. | |
| Leading Knight | Where's the alien? |
| Howell steps to the side, showing Grey Matter. The knight pushes Howell away and stuffs Grey Matter into his cage. | |
| Grey Matter | Hands off! Oof! |
| The knights walk out as stoically as they came in. | |
| Meanwhile, the door Max kicked in seems to belong to the wrong house. Waiting for him and Gwen is not Howell, but a snarling dog. An old woman in a wheelchair rolls in the room. | |
| Old Lady | Brutus! Sit, boy! |
| The dog doesn't listen and jumps. | |
Act 3
| Speaker | Dialogue |
|---|---|
| The dog pounces on Max, pushing him to the ground. As he attacks Max, Gwen sees the house across from theirs. The knights are there, getting in a limousine with the cage and ushering Howell in as well. Howell's phone drops out of his pocket. | |
| Gwen | It's him! The guy who's got Ben! |
| The limousine quickly backs out of Howell's driveway and speeds off. | |
| Gwen | They're getting away! |
| The dog is still biting at Max. Max sharply puts two fingers to the dog's forehead. | |
| Max | Down, boy! |
| The dog stops and falls asleep. | |
| Gwen | Nice trick, Grandpa. |
| He puts the sleeping dog down. | |
| Max | Come on. We need to find out where they went! |
| In the car, Howell and the cage sit in between two knights. | |
| Grey Matter | I have a bad feeling about these guys... |
| Howell | That's because you 're the one in a cage, and I'm not. |
| The car arrives at the Organization's remote castle Howell called to. He stops to admire it as he gets out. A knight pushes him forward, keeping him moving. | |
| Gwen and Max scope out Howell's house. Max peers in the garage and sees Howell has the exact same car as his neighbour. | |
| Max | Huh, the old lady and the creep have the same taste in cars. Go figure. |
| Gwen spots the phone Howell dropped. She opens it and finds all the pictures Howell took of Grey Matter. | |
| Gwen | He looks so sad... They can't torment Ben like that, only I can torment Ben like that! |
| Max grabs the phone and hits a button, showing the phone's recent call history. The most recent number called is (555)555-1034 | |
| Max | If we can get a reverse trace on that number, we should be able to get an address. |
| Gwen | Grandpa...! There's a sneaky side to you I'm totally starting to appreciate! |
| Howell follows the knights into a large room with a glass-stained window. Grey Matter's cage is put down on a table. A chair behind it swivels around, where Enoch, the golden-masked man from before, is sitting. He stares at Grey Matter. | |
| Enoch | A remarkable specimen. |
| Howell | Hehehe. So, how we doin' this? Joint news conference? Hitting the major talk shows? |
| Enoch | We prefer to keep our discoveries private. |
| Howell | (stammering) W-What are you talking about? We've gotta tell the world about this! |
| Enoch | Actually, we don't. |
| Men dressed in mint-green suits and one-eyed masks roll a cart past Howell and place Grey Matter's cage on it. | |
| Howell | Wha-Whe-Where are you taking him?! |
| Enoch | Our scientists have a few 'tests' to run. |
| Grey Matter | (being carried away) -Uhh, but honestly, I've never been very good at tests. Nor quizzes, for that matter! |
| Howell | I found him! He belongs to ME! |
| Enoch | He's ours now. And you just became disposable. |
| Two knights grab Howell by the arms. Howell is then thrown out of the room and down a flight of stairs. | |
| Howell | (getting up) They can't do this. To EITHER of us! |
| A guard opens a door next to him. Howell bashes the door closed and flees down a hallway. | |
| Outside the castle, guards patrol the grounds with odd-looking spears. Max and Gwen hide in a bush. | |
| Gwen | This isn't a house, it's a fortress! Are they having a masquerade party here or something? |
| Max | They call themselves "The Organization". A well-financed secret society, dedicated to collecting alien technology. |
| Gwen is surprised. | |
| Max | (shrugging it off) Um, hey, when you've been around as long as I have, you pick up a few things... |
| The scientists roll the cage into a large room, housing a machine that hangs over a body-sized table. As they prep the table, Grey Matter sees a puppet tailored to his size being shackled to the table. A scientist grabs a controlling/viewing device. The machine above the table powers up. Three arms are released and fire concentrated lasers, cutting off the limbs of the puppet. | |
| Grey Matter | (gasps) |
| Scientist | (to another scientist) Prepare subject for dissection. |
| At one of the castle walls, Max and Gwen hide in a nearby tree and wait for a guard to go by. | |
| Max | Ready? |
| Gwen | Not really, but... |
| Max starts going. He and Gwen carefully walk across a tree branch. They leap off it and manage to grab the edge of the wall. They pull themselves up it and fall on the upper floor of the castle. | |
| Max | Hi, there. |
| A guard stands right in front of them. He attacks Max, who sweeps him off his feet, making him drop his spear. As the two get into a fistfight, Gwen notices it. The guard knocks Max to the ground and advances toward him. | |
| Gwen | Hey! 'Metal head'! |
| As he turns around, Gwen knocks him out with his spear. | |
| Outside the dissection room, a scientist brings a tray of chemicals. He inputs a code to unlock the door. He turns around; Howell is behind him. He uses a fire extinguisher to knock him unconscious. Howell then, in the scientist's clothes, opens the door and walks in. Only one scientist is inside, about to dissect a shackled Grey Matter. | |
| Grey Matter | Uh, don't bother with the slice and dice! Trust me! I'm just as grey on the inside as I am on the out! |
| Howell | Let me assist you. |
| He knocks the scientist unconscious as well. He takes off his mask and puts on his glasses. | |
| Grey Matter | What are you doing?! |
| Howell | Getting you out of here! |
| Howell pilots the arms to fire lasers at Grey Matter's shackles and break them. Behind him, the door opens and scientists come running at him. | |
| Howell | Back off! Aliens are people too! Well, sort of... |
| Howell pilots the arms to pick up the scientists. He helps Grey Matter out of his last shackle. Just as he starts walking out, the scientist he knocked out before gets up and hits Howell from behind. He falls, dropping Grey Matter. The scientist chases after Grey Matter, but Howell grabs him by the leg. As they fight, Grey Matter runs out of the room and into a corridor. Just as he starts running, he smacks into someone's bare leg. | |
| Gwen | Ow! (gasps) Ben! |
| Grey Matter | Gwen! |
| Gwen picks him up. | |
| Max | Let's save the family reunion for the road. |
| The Tennysons start running out of the castle, avoiding groups of knights. As they come down a hallway, a group around the corner forces them to hide in a room. The room is large and dark, but its floor lights turn on after a few seconds. It seems as if they hit the castle's storage room: tons of glass cases sit on large pillar-like pedestals, each holding a piece of alien technology on display inside. | |
| Grey Matter | Look at all this alien tech! |
| A knight runs into Enoch's room and kneels. | |
| Knight | Sir, our scientists were found unconscious, and the alien is missing. There's also been a security breach at the northeast perimeter. |
| Enoch | Find me that alien! |
| The Tennysons walk around the room. | |
| Grey Matter | Oh, man! These guys have no clue what they've got here! |
| Gwen | (eyeing a claw-like object) Or maybe they do... |
| Grey Matter | We've got to destroy everything! |
| The door suddenly opens. Enoch, a restrained Howell, and half a dozen armed knights walk in. | |
| Enoch | Spread out and find them! |
| As the knights surround the room, the Tennysons hide behind the central pillar, housing a large power device. As Gwen and Max look around them, Grey Matter thinks to himself... | |
| Grey Matter | Gwen! Grab that pulse hypercore! Grandpa, the Gallinium capacitor! |
| He points them to two different pedestals next to theirs. They look at him, stunned. | |
| Grey Matter | It's not Ben talking, it's Grey Matter. Do it! |
| They both take the pieces from the pedestals. Grey Matter leaps up to the power device, and the two pieces are place there for him. A laser blast interrupts them; they've been spotted. | |
| Knight | They're over here! |
| Max tackles the knight and takes his spear. From it, he fires lasers, fending off the other knights. | |
| Grey Matter | (to Gwen) Get out of here! |
| Gwen | What about you? |
| Grey Matter points to the device. | |
| Grey Matter | If I can get inside the power grid I can hook the hypercore and capacitor up to it! This is where small comes in handy...! Now go! I'll meet you outside! |
| Gwen nods and runs to Max. | |
| Gwen | Grandpa! |
| They flee out of the room. Grey Matter takes the capacitor and hypercore in hand and throws them inside a slot in the power grid, hopping inside as well. He connects the capacitor to a circuit wall and plugs a wire into the hypercore. The power grid starts charging up with power, spewing electricity in the room. | |
| Enoch | That reaction will decimate the mansion, and everything in it. Everyone out! Except you, Howell. You and your little alien have been nothing but trouble! |
| He grabs Howell by the shirt and throws him to the floor. As Grey Matter climbs out of the power grid, the Omnitrix finally times out, transforming him back into Ben and getting his hand stuck in the power grid slot. | |
| Ben | (to the Omnitrix) Oh man, just when I didn't want you to work! |
| Howell gets up and sees Ben. | |
| Howell | Huh, where'd you come from? |
| Ben | I'll tell you later. But right now, can you give me a hand? |
| He nods and walks over to Ben, pulling his hand free. | |
| Ben | Thanks. Look, uh - a friend told me we've gotta get out of here! |
| As Gwen and Max run out of the castle, electricity comes flying out of the windows and exits. They look behind them. Howell and Ben run out, just as the castle starts collapsing. The entire building is pulled into itself and implodes with a flash of white light. | |
| Howell | (catching his breath) Anyone see where that little alien went?! |
| Ben | Nope. |
| Gwen | Not a clue. |
| Howell | ...Well, I am done with anything alien! |
| Howell marches away. | |
| The Rustbucket drives away from the site of the castle. Ben relaxes in his seat. | |
| Ben | Ah, feels good to be big again! |
| Gwen | (scoffs) "Big"? Get real, shorty. |
| He stands up. | |
| Ben | Don't make me go Four Arms on you! |
| The Omnitrix suddenly sparks with red electricity. | |
| Ben | I-I didn't do anything! |
| Gwen | We so have to get that fixed. |
| Ben looks at it worryingly. | |
| Next to the rubble of the castle, a limousine pulls up. Enoch sits inside. He looks to the rubble, then to a computerized panel showing images of Ben, Gwen, and Max. | |
| Enoch | Find out all there is to know about these people. |
| Credits Play | |