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| Singlehanded | In Charm's Way | |
| If All Else Fails |
Prologue
| Speaker | Dialogue |
|---|---|
| Evening, in the woods. A rabbit chews through a bush, but stops as an earthquake scares it away. Deep underground, inside an alien bunker, the earthquake causes a pod to open, revealing a Highbreed. | |
| On the surface, Grandpa Max presses an alien burger into a grill with a spatula. The Alien Force trio are preparing a picnic. Kevin carries a cooler to a picnic table Gwen is standing at while Max tells his story. | |
| Max | I only had enough charge for one ray blast, but I knew I was faster than a Plutonian, so... |
| Gwen | Having fun? |
| Kevin | Pros of camp outs? Fresh air, barbecue burgers. Cons of camp outs? Your Grandpa Max’s Old Plumber stories we’ve heard ten times before. |
| Kevin walks to the grill, where Ben is holding a plate. | |
| Kevin | (to Max) You said you were gonna tell a story about my dad. |
| Kevin reaches for a burger on a plate, only for Max to whack his hand with his spatula. | |
| Kevin | Ow! |
| Max | You know, a story's a lot like Barbecue Squid. Can't rush either one. |
| Kevin | Squid? I thought those were hamburgers. |
| Ben | (inspects squid-burger) That would explain the tentacles. |
| Suddenly, an earthquake occurs. Gwen stops two glasses from falling. | |
| Gwen | Woah. Feel that? Earthquake. |
| Back in the bunker, the Bunker Highbreed's pod fully blossoms, awakening him. | |
| Bunker Highbreed | Awake. |
| The Bunker Highbreed walks to a console, and starts typing. | |
| Bunker Highbreed | Station log. My hibernation pod has opened. That means the unthinkable has occurred. The war is lost.' |
| The Bunker Highbreed finishes typing, opening a panel and revealing a button. | |
| Bunker Highbreed | I must complete my final mission. |
| Back at the campsite, Grandpa Max dramatically puts a bun on the Barbecue Squid and hands it to Kevin. | |
| Max | Zap! One shot took down the three of them. Now all I had to worry about was the bomb, but time was running out... |
| Kevin | This is a regular burger, right? |
| Ben | (lifts bun) I see eyes and a beak in there. Is that okay? |
| Grandpa Max freezes and drops his head. | |
| Max | (groan) |
| Kevin | (throws away squid-burger) I thought you liked weird food. |
| Gwen walks over to Grandpa Max, who rubs his eyes. | |
| In the bunker, the Bunker Highbreed presses the button. | |
| Bunker Highbreed | The deed... is done. |
| At the campsite, Grandpa Max screams, knocking over the grill before collapsing. | |
| Ben | Grandpa? Grandpa! |
| Theme Plays | |
Act 1
| Speaker | Dialogue |
|---|---|
| Ben and Kevin get Grandpa Max back on his feet. | |
| Max | (groan) |
| Gwen | Are you sure you're okay? |
| Max | I'm fine, thanks. Just got a little dizzy for a second. Well, let's eat! |
| Kevin | I can't. You dumped my burger. |
| Gwen | You dumped the whole grill, remember? |
| Grandpa Max turns to look at the tipped over Grill. | |
| Max | That was the last of my ground squid too. I've got some hamburger meat in the freezer, though. I guess we can eat that. |
| Kevin | Well, you know. If you’re out of the squid, what can we do? |
| Kevin enters the Rustbucket II. Max stands the grill back on as Ben and Gwen move to the table. Max starts the grill, but freezes again. | |
| Max | (monotone) Drone seeds located and activated. Command and control sequence: activated. Commencing command code self-test... |
| As Kevin exits the Rustbucket with the burgers, Max stands up, knocking over the grill again. | |
| Kevin | Wasn't hungry anyway. |
| Ben | Grandpa! |
| Max | (normal) Wha-What? |
| Gwen | It happened again. |
| Ben | We should get you looked at. |
| Max | There's no need, I'm fine. Look. |
| Ben and Gwen give him a look. | |
| Max | Tell you what, let’s get some sleep, and if I’m still acting goofy in the morning, we’ll see someone about it then. |
| Ben | ...Okay. |
| Max | Good night, kids! |
| The trio walk away as Max scratches the back of his neck. Unbeknownst to him, purple tendrils are growing there. | |
| Night. The trio and Max are sleeping in sleeping bags. Max wakes up and stands, the tendrils have now grown on the right side of his face. | |
| The next day, Kevin is waking up. | |
| Kevin | (yawns) I’ll get the chow... Last time Max made breakfast we had scrambled eggs and eyeballs. |
| Opening his eyes, Kevin turns to see that Max and the Rustbucket II are missing. | |
| Kevin | Uh... Hey, Tennyson? Gwen? Wakey wakey... |
| The cousins wake up. | |
| Ben | Where's the Rustbucket? |
| Gwen | Where's Grandpa Max? |
| Kevin | Yeah, that's why I didn't let you sleep in. |
| Ben | Gwen, can you get a fix on him? |
| Gwen uses a tracking spell as her eyes briefly glow. | |
| Gwen | Got him. He's headed west. |
| Ben | Then so are we. |
| Ben and Gwen get up and run to Kevin's Car, while Kevin just walks. | |
| Kevin | No dinner last night, no breakfast this morning. What, are we on a diet? |
| The trio drive off after Max. | |
| Four people, all with growths identical to Max's, stand in a circle. Max arrives in the Rustbucket II and joins them. | |
| Max | (monotone) Seedling three, reporting present. |
| Another man with a purple growth arrives. | |
| Seedling Two | Seedling two, reporting present. |
| Max | Five of ninety-one seedlings present. Sufficient animal biomass... |
| The Bunker Highbreed observes them from the Bunker. | |
| Max | ...for Failsafe activation. |
| The transmission ends as the Bunker Highbreed walks toward what appears to be a large terrarium. | |
| Bunker Highbreed | Excellent. Activating final stage. |
| The Bunker Highbreed turns some dials, causing plant-like tendrils to emerge and burrow to the surface. The tendrils emerge and wraps themselves around the humans, who don't react. The tendrils' speed create a dust cloud that settles to reveal a cocoon has grown around them. | |
| The trio continue driving to Max's location. | |
| Gwen | (off-screen) We go off road from here. |
| Kevin | (off-screen) You sure? |
| Inside the car, Gwen stops her locator spell. | |
| Gwen | I'm sure. |
| Kevin presses a button, transforming the car and giving it a set of large, off-road tires, before driving off. Soon enough, the car arrives at the cocoon. The trio exit the car and inspect the dome, Gwen's eyes glowing with Manna. | |
| Ben | What is it? |
| Gwen | I don't know, but that's Grandpa Max inside. |
| Ben | Not for long. |
| Ben activates the Omnitrix and turns into Spidermonkey. | |
| Spidermonkey | Spidermonkey! (chitters; moves toward cocoon) I think I can cut this thing open. |
| The Bunker Highbreed arrives, pointing a blaster at the trio. | |
| Bunker Highbreed | Come no closer to the seedpod, inferior filth! |
| Gwen | A Highbreed?! |
| Kevin | Lighten up, will ya? The war's over. |
| Bunker Highbreed | Perhaps, but out defeat will bring you nothing but sorrow, vermin. |
| Spidermonkey | I'm getting my grandpa out of there. I'd step aside if I were you. |
| Spidermonkey leaps at the Bunker Highbreed, only to be blasted away. | |
| Spidermonkey | (screams) |
| Spidermokey lands down a small cliff. Gwen approaches him. | |
| Gwen | You good? |
| Spidermonkey gives four thumbs-up. Kevin looks at where Spidermonkey landed, before turning back. | |
| Kevin | Nobody smacks him around but me! |
| Kevin morphs his hand into a spiked ball and runs at the Bunker Highbreed, dodging a laser and clashing with the Highbreed's gun. The Bunker Highbreed sends him flying into a tree. Gwen knocking his gun away and wraps the Bunker Highbreed in Manna tendrils. The Highbreed grabs the tendril and shakes it, sending a ripple that knocks Gwen down and dissipates the tendrils. Kevin runs to Gwen's aid as Spidermonkey rises from the cliff. | |
| Spidermonkey | Let's try hitting him all at once, not one at a time. |
| The trio get up and run at and surround the Highbreed, Gwen manifesting Manna around her hands and Kevin morphing his hands into sledgehammers. Just then, another tremor occurs as the human seedpod sinks underground. The trio and Bunker Highbreed watch as a giant Highbreed-shaped plant monster, Failsafe, emerges from the ground. | |
Act 2
| Speaker | Dialogue |
|---|---|
| Failsafe | (roars) |
| Failsafe marches forward, dropping rocks that Gwen blocks with a Manna shield. Gwen and Spidermonkey climb up a hill to observe the monstrosity. | |
| Spidermonkey | What is that thing? |
| Bunker Highbreed | The end of the human infestation. The end of our war. |
| Kevin | Don't you watch the news? The war is over! |
| Kevin enters his tipped over car, while Gwen and Spidermonkey slide down. | |
| Gwen | We're friends now! |
| Spidermonkey | Uhh, could we go back to the whole "end of the human infestation" part? |
| Bunker Highbreed | You are doomed. |
| Spidermonkey | Don't think so. You're going to tell me how to stop that thing, or I'm gonna have to hurt you. |
| Spidermonkey times out and reverts back to Ben. | |
| Ben | Oh, figures. Stupid Omnitrix. |
| Bunker Highbreed | I don't have time to toy with an inferior. (unfurls wings) I go now to watch the destruction of your pitiful species. |
| The Highbreed leaps into the air and flies to Failsafe. Kevin gets his car upright and drives to Ben and Gwen. | |
| Kevin | C'mon, we'll follow in my car. |
| Ben | Forget the car. (Activates Omnitrix, selecting Way Big) I've got a better idea. |
| Ben transforms into Humungousaur, already enlarged. | |
| Humungousaur | Way Big- (notices his form) Aw, man. (disappointed) Humungousaur. I wonder if the Omnitrix is still under warranty. |
| As he follows Failsafe, the Bunker Highbreed turns to see Humungousaur chasing Failsafe. Humungousaur leaps to Failsafe and grabs its leg. Humungousaur, even enlarged, is only as big as Failsafe's leg and fails to slow it down. Kevin and Gwen follow behind in Kevin's Car. | |
| Humungousaur | It barely knows I'm here! |
| Gwen | Maybe I can get it's attention. |
| Gwen creates a large Manna wall in front of Failsafe, only for the monster to walk through the shield unhindered, shattering it. | |
| Gwen | So not my day. |
| Kevin pushes a button, opening the car's sun-roof. | |
| Kevin | It just needs a good pruning. |
| Kevin pushes a button labelled 'AUTO TRACK' before pressing the eject button, sending him flying onto Failsafe's back with his hands morphed into blades. Kevin slashes through branches in the forest that makes up Failsafe's back, only to get clotheslined by another branch and falls to the ground. | |
| Kevin | (grunts) |
| Kevin's Car stops in front of him. | |
| Kevin | Huh. Usually I'm murder on houseplants. |
| Humungousaur catches up to the two. | |
| Gwen | The problem is Grandpa Max is inside that thing, along with a bunch of other people, and we don’t want to hurt any of them. |
| Humungousaur | So far, not really a problem. |
| Humungousaur resumes running at Failsafe as the Bunker Highbreed flies ahead of Failsafe. Humungousaur gets in front of Failsafe's leg and pushes against it. Failsafe stops. Gwen runs to Failsafe on Manna platforms. | |
| Gwen | Good job, Ben. Hold it still and I'll look for weak spots. |
| Failsafe look down at Gwen, and swats both Gwen and Humungousaur away and hurdling through the air. | |
| Gwen | Aaaahh! |
| Humungousaur manages to catch Gwen as he skids across the forest. He puts her down and reverts to Ben as Kevin runs to them. Failsafe continues marching. | |
| Kevin | We've tried goin' easy, and we've tried goin' hard. Now what? |
| Ben | We don't know enough about that thing to stop it. (realizes something) But maybe there's someone who does. Slow it down. I'll be back as soon as I can. |
| Ben runs off, turning into Jetray and flies off. | |
| Jetray | Jetray! |
| Kevin | Would be nice if he'd let us in on the plan every once in a while. |
| Gwen wraps Kevin in a Manna whip and throws him at Failsafe. Kevin morphs his hand into a spiked ball. | |
| Kevin | Aaaaah! |
| Kevin hurdles into Failsafe's forest back. Failsafe continues unimpeded as Kevin soon falls off of the monster and back onto the ground. | |
| Kevin | (pained grunts) |
| Gwen shoots Manna bolts at Failsafe's chest, to no effect. Falling off of her Manna platform, Gwen creates a bouncy block of Manna to land safely. Kevin catches up to Gwen, and gives her a stern look. | |
| Gwen | ...I was trying something. |
| Several tanks rush past Gwen and Kevin. A jeep stops by them with the Colonel in tow, who speaks into the jeep's radio. | |
| Colonel | Weapons ready! |
| Gwen | Don't! There are people inside that thing! |
| Colonel | I'm sorry about that, but that's Twin Mesa Nuclear Plant. Do you understand what happens if we don't stop it? |
| Gwen | But... |
| Colonel | (to army) Fire! |
| The military fire their missiles at Failsafe, which remains unharmed. | |
| Colonel | Full power! Bring that bogey down! |
| The Bunker Highbreed lands in front of the Colonel and troops, who aim their laser guns at him. | |
| Bunker Highbreed | Idiotic cattle. You cannot hope to succeed. |
| Kevin | Suppose we make you tell us how to stop it. |
| Kevin grab the Highbreed's arm, who reels back. | |
| Bunker Highbreed | Unhand me, vermin! |
| The Highbreed throw Kevin into the air, only for Gwen to catch him with a Manna construct. | |
| Bunker Highbreed | A lower life-form cannot convince me to do anything. |
| Familiar Highbreed | No... |
| Ship lands behind the Bunker Highbreed in his battleship form. Ship opens to reveal Ben, alongside Reinrassig III. | |
| Reinrassig III | But I can. |
| Bunker Highbreed | Who are you? |
| Ben | He's Reinrassig the Third, seventh son of the noble Highbreed House of Di Razza, direct descendent of the pure-blooded High Order of Rasecht... and, personal friend of mine. |
| Reinrassig III | I am the Highbreed Supreme. |
| Bunker Highbreed | Impossible! You are impure! Look at your hand! |
| Reinrassig III looks at his hand... | |
| Reinrassig III | Yes, look at it. |
| Before showing it to the Bunker Highbreed, revealing a tattoo resembling a Highbreed's four-eyed torso. | |
| Bunker Highbreed | (amazed) You wear the Imperial Seal! (bows) My apologies, Highbreed Supreme. Then our people have not been exterminated. |
| Reinrassig III | Clearly. |
| Bunker Highbreed | But... But I was only to be awakened if we lost the war. |
| Reinrassig III | The war has ended. And it was settled peacefully, thanks to Benbentennyson. |
| Bunker Highbreed | Peace... (stands) with the humans... then what awakened me from hibernation? |
| Reinrassig III | It must have been some sort of accident. |
| Gwen | The earthquake! Don't you see? |
| Reinrassig III | Whatever the cause, your orders are clear. (gestures at Failsafe) Shut down that weapon. |
| Bunker Highbreed | Supreme One, I would deactivate it if I could, but once a Failsafe sprouts, nothing can stop it. |
| Kevin | You mean that thing's got an "on" switch but no "off"? |
| Gwen | What good is a failsafe if you can turn if off. |
| Reinrassig III | We implanted post-hypnotic seeds in several dozen humans who had been our prisoners. Those seeds were to be activated, and the Failsafe process started, only upon our demise. |
| Kevin | So what's it gonna do? Stomp us all to death? |
| Bunker Highbreed | No. The Failsafe needs a large power source to prime its destructive energies. |
| Gwen | And when it's primed? |
| Reinrassig III | It will explode... and the resulting fallout will destroy your planet... within minutes. |
Act 3
| Speaker | Dialogue |
|---|---|
| Failsafe continues marching to the nuclear plant, pursued by both the military and Ship, with the trio and the two Highbreeds inside the latter. | |
| Kevin | We’re not gonna just stand here and let the Brussel Sprout that walks like a man nuke us, are we? |
| Ben | No, but fighting it head-on hasn't worked. |
| Gwen | So who said head on? All plants release gases in some way, right? So this one must have some kind of exhaust port. |
| Ben | And if we can find it, we can get inside and try to stop it from there. |
| Kevin | Really? We're gonna climb up its exhaust port? |
| Ben | You're going to climb. (activates Omnitrix, selecting Jetray) I'm going to fly. |
| Ben transforms into Jetray, and flies out of Ship. | |
| Jetray | Jetray! |
| In Failsafe's "exhaust port", Ben, Gwen, and Kevin hold onto the walls. Ben and Gwen cover their noses. | |
| Kevin | If you ever tell anybody about this... |
| Ben | Trust me, it’ll be our secret. |
| Kevin | What do you think would happen if I lit a match? |
| Ben | Don't. |
| The trio climb up the port and walk into a corridor of Failsafe's inner workings. | |
| Ben | These are like veins, and we’re in its circulatory system, or something... |
| Gwen | The little ones carry fluids. The big ones exchange carbon dioxide of oxygen. |
| Ben | Then let’s try and get to the center–the heart or brain of this thing–and shut it down! |
| Gwen | (points) I don’t think they'll let us. |
| Five Mini-Failsafes walk towards the trio, a sixth emerges from a pod and joins them. All of them have cords attached to their backs. | |
| Ben | We're like germs... |
| Gwen | So it sent antibodies to stop us. |
| Ben activates the Omnitrix and turns into Diamondhead. | |
| Diamondhead | Diamondhead! |
| Diamondhead runs past two of the Mini-Failsafes and shoots a third, to little effect. The Mini-Failsafe retaliates by extending its arm-tendrils at Diamondhead and pulling him away. Kevin engages with a Mini-Failsafe behind Diamondhead, but is also subdued as he too is wrapped in tendrils when he attempts a jumping strike. | |
| Kevin | (grunt) |
| As the Mini-Failsafe drags Kevin away, Gwen fires Manna bolts at two Mini-Failsafes. The bolts cause an explosion, but the Mini-Failsafes walk out of the flames unharmed and wrap Gwen in their tendrils. | |
| Gwen | (gasp) Ahh! |
| The Mini-Failsafe that grabbed Diamondhead places him in a pod, which wraps around him. Diamondhead kicks the Mini-Failsafe through a gap in the pod's folds, sending it flying until the cord on its back snaps off. The pod opens, and Diamondhead approaches the Mini-Failsafe as it glows red and fades into a human. Kevin and Gwen are kneeling, still wrapped in tendrils. | |
| Kevin | What did you do? |
| Gwen | They're all attached to the wall by vines... like umbilical cords! |
| Kevin | (realizing) Or power cords... |
| Kevin stands up and headbutts a Mini-Failsafe turned away from him, snapping off the cord. Diamondhead slashes another cord. | |
| Diamondhead | Cut 'em. |
| Gwen cuts another cord with her Manna. The Mini-Failsafes are tossed to the ground as they revert back into humans. | |
| Humans | (groans) |
| Gwen | No sign of Grandpa Max. |
| Diamondhead | So we keep looking. |
| The trio continue walking through the corridors. | |
| Gwen | Are you sure this is the right way? |
| Diamondhead | (stops; points) Pretty sure. Yeah. |
| The trio look up to see the Failsafe's central nervous system, where Max is held with vines wrapped around him. | |
| Gwen | Grandpa! The Failsafe's using him as its brain! |
| Diamondhead climbs up to Max. Kevin and Gwen soon follow. Diamondhead grabs a hold of Max. | |
| Diamondhead | Grandpa! |
| Max's eyes flick towards Diamondhead. | |
| Outside of Failsafe, the military and Highbreeds watch on as it nears Twin Mesa, while stomping a power box, causing alarms to go off and equipment to short out at the Nuclear Plant. Failsafe grabs the Nuclear Plant and starts absorbing energy, the monitors inside warning that the plant is nearing meltdown. The Bunker Highbreed turns to Reinrassig III, before flying at Failsafe. | |
| Inside of Failsafe, Diamondhead is still talking to Max. | |
| Diamondhead | You're the only one who can stop it, Grandpa. Focus on my voice. |
| The vines tighten around Max. | |
| Kevin | The power of love isn't cutting it. |
| Gwen | So let's do some cutting ourselves. |
| The trio move out and start cutting and tearing through the veins, but they quickly regenerate. | |
| Kevin | Any house I ever have is gonna have desert landscaping. No plants! |
| Diamondhead | Why didn't I think of it before? |
| Diamondhead reverts back to Ben. | |
| Gwen | Think of what? |
| Ben | We're fighting a giant plant, and I've got an alien that can control plants! |
| Ben activates the Omnitrix and turns into Swampfire. | |
| Swampfire | Swampfire! |
| Gwen | Can you control all this? |
| Swampfire | Probably not, but I should be able to cut the connection to Grandpa Max. |
| Swampfire grabs ahold of Max, making an attempt. As Max twitches it flashes back to the Highbreed getting hit by the DNA Wave, the Bunker Highbreed activating the seedling, and being wrapped up in Failsafe's seedpod. As the flashback ends, Failsafe's veins unfurl from Max, who is caught by Swampfire. | |
| Max | Ugh, so Devin Levin laid down cover fire, while I defused the bomb... Have I told this story before? |
| Gwen hugs Max. | |
| Swampfire & Gwen | Yeah!/all right, Grandpa! |
| Kevin | That's what's up! |
| Outside, Failsafe stops absorbing energy and retracts its hand. Its eyes stop glowing as well. | |
| Soldiers | (cheers) |
| The cheers suddenly stop as Failsafe starts to tip over and leaning onto the Nuclear Plant, cracking it. | |
| Inside Failsafe, the trio and Max slide for a moment as Failsafe crumbles around them. | |
| Swampfire | There's no brain making this thing stand anymore! |
| Gwen | If we're still inside when it falls over... |
| Bunker Highbreed | (VO) You have a bigger problem. |
| The Bunker Highbreed stands before the four, and approaches the central nervous system. | |
| Kevin | Here to finish the job, huh? |
| Bunker Highbreed | As a matter of fact, insect, that is precisely why I'm here. |
| Swampfire | We'll fight you. |
| Bunker Highbreed | You understand nothing. My orders were to destroy you, so I unleashed this weapon. Now my orders are to stop it, and so I shall. |
| The Bunker Highbreed connects himself to the nervous system. | |
| Gwen | This place is coming apart! If you stay here... |
| Bunker Highbreed | All the more reason for you to gather the other humans and leave this place. |
| The four look at each other. | |
| Bunker Highbreed | Go! |
| The four run along the veins, stopping as debris falls around them. | |
| Outside, Failsafe's eyes light up as it stands, before falling away from Twin Mesa. | |
| Reinrassig III | Benbentennyson! |
| The dust cloud clears to reveal Ben, Gwen, Kevin, and Max are unharmed and inside of a Manna bubble constructed by Gwen. Reinrassig III approaches them as the bubble dissipates. | |
| Ben | You okay, Grandpa? |
| Max | I am. Good work, kids. |
| Reinrassig III | Yes, Benbentennyson. You have once again done well. |
| Ben | Not that well, the other Highbreed was in there. He's the one who saved the Power Plant. |
| Reinrassig III | He was a soldier, doing his duty. There is no higher honor for a Highbreed. |
| Sunset, the trio, Max, and Reinrassig III walk away from Twin Mesa. | |
| Gwen | Just tell us: Are there any more Highbreed doomsday plans left on Earth we should know about? |
| Reinrassig III | Absolutely not.. Um, I will check the records. |
| Ben | C'mon, Reiny. I'll have Ship give you a ride home. |
| Gwen | Grandpa, are you really okay? |
| Max | Yup, I really am. Except for one thing... (rubs stomach) This little adventure's definitely put me off my vegetables. |
| Ben, Gwen, & Kevin | (groan) |
| Credits Play | |
| Ben 10: Alien Force Episode Transcripts | ||||||
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