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Don't Fear the Repo		Fool's Gold
	Simple

Prologue

Speaker	Dialogue
Night, Mr. Smoothy. Gwen and Kevin are drinking smoothies as Ben approach them with Ship in tow.
Ship	Ship! Ship! Ship ship! Ship! Ship!
Ben	Down boy! (to Gwen and Kevin) There you guys are! I've been looking for you all morning.
Gwen	We know, we got the 50 messages you sent.
Ben	It wasn't 50 messages.
Kevin	It was 50 each.
Ben	Anyway, I need you guys for a mission. It's off planet.
Gwen	I've got Taekwondo practice tonight, Ben. Sorry.
Ben	Kevin?
Kevin	(stops sipping) Yeah, no. (resumes sipping)
Ben	Seriously?
Gwen	We don't mind helping out, but we do have lives.
Ben	Well, maybe you can say no to me, but you can't say no to this.
Ben reveals a Holo-Viewer and activates it, showing a young alien girl.
Ben	It was teleported to my room this morning.
Alien Girl	(recording) Dear Mr. Ben 10, my name is Probity. My mom and dad told me all about how you saved the Universe from the Highbreed.
Kevin	So you get fan-mail, what's the big de–
Ben	Shh. You'll miss the important part.
Probity	I hate war. Do you hate war too? Because if you do, I wanted to know if you would come here and stop everybody from fighting. Anyway, even if you can't, I think you're great. Thank you. (the message ends)
Ben	So, there you go.
Gwen	"There you go," what?
Kevin	Don't you get it? He wants us to go to some other planet and end their war.
Gwen	No, he couldn't mean... (to Ben) You can't mean...
Ben	Uh huh.
Kevin	Not that I’m even considering it, but how do you plan to stop a war?
Ben	Simple.
Theme Plays

Act 1

Speaker	Dialogue
The trio are flying through space in Ship. Kevin has since taken off his ID Mask and revealed his Elemental Form.
Kevin	I can't believe we're doing this. Everybody hates war, but nobody ever does anything about it.
Ben	Maybe that's because there's never been anybody like me before.
Kevin	(sarcastic) Oh right, the great Ben 10's gonna solve everything in one weekend.
Ben	It's a three day weekend.
Gewn	I like that Ben cares enough to come all this way to help. You could use a little of that yourself, Kevin.
Kevin	War's like eating or sleeping, Gwen. It's part of human nature.
Ben	That's where you're wrong.
Kevin	I think I know a little more about human nature than you do.
Ben	Yeah, human nature. But these aren't humans. So, nyaaah. (sticks out tounge)
Gwen	Really? "Nyaaah"?
Ship beeps. Probity's Homeworld is in sight.
Gwen	We're approaching the planet.
Ben	Is that a big dotted line across that planet?
Kevin	Yep.
A dotted line of identical structures are drawn across the planet.
Gwen	That definitely calls for a closer look.
Ben	Ship, lower.
Ship	Ship. Ship. Shiiiip.
Ship enters the planet's atmosphere, where the trio see a floating vehicle placing the obelisks.
Gwen	Well, now we know where the fence came from, but–
BOOM
Suddenly, blue turrets fire missiles at Ship, who takes evasive manuevers.
Ben	What are they shooting at us for?
The turrets fire another blast.
Kevin	Duh.
Gwen	Translation: the fence must be some kind of borderline, and they think we’re the enemy.
Ship	Shiiiiip!
Ship spins downwards to evade the volley of missiles.
Ben	Good boy, no shooting back.
Kevin	What?!
Ship	Shiip.
Ship lowers himself to the ground to evade more missiles.
Kevin	Okay, I vote we turn around and head home. Gwen could still make Karate practice, and as a bonus, I don’t have to get shot at.
Ben	Except we’d be throwing away a little girl’s hope for a world without war.
Kevin	Life is full of disappointments, what is she, five? Past time she learned.
Ship is fired at again, this time by red missiles. Ship's side door opens and Ben steps to it.
Ben	Land us, Ship. I'll distract them.
Ben activates the Omnitrix and transforms into Jetray and flies out of Ship.
Jetray	Jetray!
Ship maneuvers to the sky after a direct missile hit as Jetray swoops down to the Red Army.
Jetray	Hold it! Hold it! Any of you ever heard of...
Jetray turns back into Ben.
Ben	...Ben 10?
Red Soldiers	(murmuring)/Look look!/It's him!/It's really him!/I can't believe it!
Ben	That’s right, Ben 10. And I’ve come all this way to tell you that war just isn’t cool.
Red Soldiers	(confused murmurs)
Ben	See, war never accomplishes anything. It’s pointless and–
Red Soldiers	(groans)
The Red Soldiers make way for the Red Leader.
Red Leader	Get him!
Ben	Uh, guys?
The Red Soldiers raise their guns.
Ben	Hey, if you wanna get rough, how about a taste of Humungousaur?!
Ben activates the Omnitrix and selects and transforms into a living magnet with crab-like claws and a floating metal head.
Lodestar	Lodestar! Aw, man! This is no time to shake down a new guy.
The Red Army fires at Lodestar.
Lodestar	Ow! Ow-ow! Ow-ow! Ow-ow-ow-ow-ow! Ow! Cut it out!
Lodestar uses his magnetic powers to pull the guns to him, which stick to his body.
Lodestar	Ow! Ow-ow-ow!
The Red Soldiers slowly approach Lodestar as another gun hits his head.
Lodestar	Ow! ...Oh. Wait a minute...
Lodestar repels the guns, sending them flying off of him.
Lodestar	As I was saying...
Ship lowers to the surface, and reverts to his normal form after Gwen and Kevin step out.
Lodestar	...and you’ve got to sit down with your enemies and talk to them. They’re human, too, you know. Or... whatever it is you guys are.
Gwen	Is that a new one?
Kevin	Who keeps track?
As Gwen walk to Lodestar and the army, Kevin spots a lone piece of one of the guns and picks it up.
Kevin	(whistles) A regenerating power pack.
Kevin turns to see a crate full of alien rifles. He picks one up, only for a familiar arm to grab it as well.
Argit	Hey, finders keepers! Leggo of my– Kevin! Long time no see. You look different. Did you cut your hair?
Kevin	No.
Argit	I was just gonna call you. I'll have that money I owe you real soon.
Kevin	Uh huh. What are you up to here, Argit?
Argit	Nothing.
Kevin	Argit, what's the scam?!
Argit	Doh...Okay, I was going to cut you in, honest. These guys, they leave their weapons all over the place, so I scoop 'em up, paint 'em blue, and sell 'em to the other guys. Low overhead, big profits.
Kevin smiles.
Argit	What?
Kevin	Your overhead just went up. Come on.
Lodestar turns back into Ben, sitting on a stack of sandbags.
Ben	Of course I want to hear your side.
Red Leader	Good, because you've got us all wrong. They attacked us. We're only defending ourselves.
Ben	Really.
The Red Leader and soldiers nod. The Blue Army fires at the Red Army, who scatter.
Red Leader	See?
Ben activates the Omnitrix and turns into Spidermonkey.
Spidermonkey	Spidermonkey!
Spidermonkey jumps onto and off an obelisk. The Blue Soldiers miss Spidermonkey as he fires webbing out of his tail that covers their heads. The Blue Leader observes from afar with his binocular.
Blue Leader	It's one of those alien spider-monkeys. You know what to do.
The soldiers salute and scatter. Spidermonkey leaps to a pole above the Blue Leader and crawls down.
Spidermonkey	Are you the guy in charge?
Blue Leader	I am.
Spidermonkey	We need to talk.
Blue Leader	I'm a man of action, not talk.
Spidermonkey	(chitters) And look where that's gotten you.
Blue Leader	Indeed...
A canister rockets into the air and at Spidermonkey, releasing a cloud of green gas.
Spidermonkey	(coughs)
Spidermonkey falls to the ground, and looks up to the Blue Leader overhead.
Blue Leader	...Look where it's gotten me. (laughs)

Act 2

Speaker	Dialogue
At the border, the battle rages on. In a trench under the fence, Red and Blue Soldiers line up at opposite ends.
Kevin	What's taking so long, Argit?
Inside the grotto, Argit is spray painting the red rifles blue.
Argit	Give me a break, Kev. I'm going as fast as I can. (blows)
They hear a knock on the blue side of the grotto. Argit grabs the newly painted rifles opens the upper half of the door and hands the guns to the Blue Soldiers.
Argit	Here you are, gentlemen, the finest blasters money can buy.
Argit holds out his hand, and a soldier drops some gems into Argit's hand.
Argit	Much appreciated! And death to the red guys!
The door closes as Argit tries to his pocket.
Kevin	Argit...
Kevin points to a chest full of gems.
Argit	Oops.
Argit drops the gems into the chest. A knock is heard on the other side of the grotto. Kevin hands Argit some red rifles as he heads to the red side and hands the soldiers the guns.
Argit	Here you go, my friends. (the Red Soldiers hand him gold nuggets) Ooh, very nice. Thank you! And death to the red–uh, blue guys.
Argit closes the door as he hands the nuggets to Kevin, only for another knock to come from the red side.
Argit	I'm not expecting anybody...
Kevin approaches the door and shapeshifts his hand into a mallet. He opens the door to find Gwen standing there.
Gwen	Nice little racket you've got here.
Kevin	I can explain...
Gwen	You're making money off other people's misery?
Kevin	Okay, I don't have to explain.
Gwen	I thought you were here to help Ben.
Kevin	Gwen, when has Ben ever been in any trouble he couldn’t get himself out of?
Spidermonkey is tied up and dragged to a pole that Blue Soldiers tie him to.
Spidermonkey	Don't you get it? I'm not the enemy. I believe in peace. Let me tell you who your real enemy is. It's war!
The Blue Leader gags Spidermonkey with a cloth around his mouth. Blue Soldiers are lined up in front of Spidermonkey.
Spidermonkey	(muffled)
Blue Leader	Ready...
The soldiers raise their rifles.
Blue Leader	Aim...
Spidermonkey tries to reach for the Omnitrix, but can't reach. The Blue Soldiers are now aiming their rifles at Spidermonkey.
Probity	(VO) Wait!
The soldiers lower their blasters. Probity and her pet Champ run past the crowd.
Probity	That's Ben 10! I'm sure of it!
Blue Soldiers	(gasps; murmurs)
Blue Soldiers	She doesn't know what she's talking about. Fire!
The Blue Soldiers raise their rifles and blast Spidermonkey, only for a Manna shield to block the attack. Gwen just outside the base's wall on a Manna platform.
Gwen	Get yourself loose! I can't hold on much longer!
Probity and Champ run to Spidermonkey and untie him. Spidermonkey touches the Omnitrix and reverts back into Ben.
Blue Soldiers	(gasps)/Wow/Who is that?/It is him!
Blue Leader	You really are him. So... what do we do now?
Probity	Oh-Oh! I know! Let's eat!
Later, inside a banquet hall, the Blue Soldiers sloppily scarf down a large feast.
Ben	Do you guys always eat like this?
Blue Leader	(chews) We have to keep our strength up... (chews) for the war, you know.
Ben	I'll bet she doesn't eat like this every day.
Probity is contently eating an alien corn cob while Champ chews on a bone.
Blue Leader	Unfortunately, our citizens must sacrifice for the war effort.
Ben	But if there wasn't a war, she could eat better, and maybe even go to school.
Blue Leader	Ben 10, I hate war too, but our neighbors keep attacking us. We have to defend ourselves.
Ben	But they say the same thing... Wait a minute! If both of you are just defending yourselves... there doesn’t have to be a war!
The soldiers stop eating to look at Ben, shocked. Probity smiles.
At Argit's grotto, he and Kevin hand newly painted rifles to Blue Soldiers.
Argit	Here you go, boys. Use them in good health.
Just before a soldier can pay Argit, another Blue Soldier interrupts.
Blue Soldier	Wait! They declared a truce! No more fighting!
Blue Soldiers	(cheers)
The Blue Soldiers drop their guns and run off.
Argit	(dejected) That was the best scam I ever worked...
Kevin	(puts his hand of Argit's soldier) Don't worry, they'll be shooting each other again in no time.
Argit	You're just saying that too make me feel better.
The giant machines from earlier now pull the obelisks out of the ground.
Red Leader	(VO) I say he was red!
Blue Leader	(VO) He was blue! I'd say any idiot knows that, but obviously you don't.
Inside the machine, both leaders, some soldiers, Probity, and Ben are in a conference room.
Red Leader	Red!
Blue Leader	Blue!
Red Leader	Red!
Blue Leader	Blue!
Red Leader	Red!
Blue Leader	Blue!
Ben	(quiet) What are they talking about?
Probity	Zavin, of course.
Ben	Who?
Probity	He was the wisest man who ever lived. He gave us our laws and stuff like that.
Outside, there is a large bleached-white statue of an elderly man holding a book and pointing.
Probity	There's his statue. They made it a real long time ago, and all the paint's faded away.
Ben	So no one can remember if he was red or blue, right?
Probity	You're so smart. That's what all the fighting's about.
Red Leader	Say, did you call me an idiot?!
Blue Leader	No, you're underqualified!
The leaders leap off of their chairs and tackle and wrestle each other.
Ben	Hey!
Ben tries to get involved, only for the soldiers to swat him away, they too try to pull their leaders apart. Ben lands next to Probity
Ben	This is harder than I thought.
Probity	But you're Ben 10! You can do anything!
Ben ponders for a moment. As the Red and Blue Leaders continue their struggle, they stop as Humungousaur slams on the table, who turns back into Ben.
Ben	That's better. Now everybody shake hands.
The leaders fold their arms and turn away.
Ben	Alright, I'll start. (reaches his hand out to the Blue Leader)
Blue Leader	There, that proves it! You were with them all along!
The Blue Leader points at the Red Leader, who grins. The blue side storm out of the room, as do the reds.
Ben	What just happened?
Probity	You ruined everything! You tried to shake with your right hand. We shake with the left. Everyone knows that!
Blue Leader	(VO) Come on, men! We've got a war to win!
Probity runs out of the room, angry.
The Red and Blue Soldiers pick up their rifles. Tanks roll up as the obelisks are put back in place. Ben looks saddened.

Act 3

Speaker	Dialogue
In Argit's grotto, he opens the panel and hands some blasters to Red Soldiers.
Argit	Death to the blue guys! And have a nice day.
Argit collects his payment and drops the gold coins into the chest.
Argit	Gotta hand it to ya, Kev. You were right about the truce not lasting. How'd you get to be so smart?
Kevin	Experience.
Kevin reaches into Argit's smock pocket and pulls out a gold coin.
Argit	Aw, come on! Cut me a little slack, will ya?
Kevin	Why not? (tosses the coin back to Argit) We're in a growth industry, aren't we?
On the battlefield, the war rages on, with Blue and Red Soldiers blasting each other with rifles, turrets, and cannons. Gwen watches on from a hilltop as Ben approaches.
Ben	If only they had talk to each other.
Gwen	Seems like they were doing better before they started talking.
Ben	Talking's not the problem. It's listening.
The Red Leader speaks to his army through a microphone.
Red Leader	... and it’s you, my fellow soldiers, who are the bulwark against the heathen blue hoards, who wrongly claim our Zavin as their own, and who would have our children in school with blue trash! It is you who–
A loud crash is heard coming from outside the studio. The microphone falls to the ground as the door is broken down by Swampfire.
Swampfire	Enough!
Swampfire approaches the Red Leader and swats away two Red Soldiers. The third Soldier blasts Swampfire's head off, only for it to regrow as Swampfire grabs the Red Leader and leaves, the Red Leader saluting his soldier as he is taken.
In a cave far from the battlefield, the Blue Leader is sitting alone.
Red Leader (VO)	Help!
The Blue Leader runs to the entrance to see Swampfire dragging the Red Leader into the cave.
Red Leader	Don't hurt me, please!
Swampfire tosses the Red Leader into the cave, where he is caught by the Blue Leader.
Red Leader	What's going on here?!
Swampfire	Nobody's leaving this cave until you work out a peace treaty.
Red Leader	Impossible!
Blue	That's what I told him!
Swampfire throws a fireball at their feet, causing the two to run deeper into the cave. Swampfire reverts back into Ben and sits on a rock outside. The two leaders walk out of the cave.
Blue Leader	Uh... Ben 10?
Ben	That was fast. (stands up) Did you work out something?
Blue Leader	Uh, no. We just want to know when lunch is.
Ben	There’s not going to be any lunch! Or dinner. Not ‘til you two come up with a peace treaty.
Red Leader	You can't do that!
Ben threateningly raises the Omnitrix.
Red Leader	(nervous chuckles) Easy, Ben 10. Violence never accomplishes anything.
Ben	Did you hear what you just said?!
Blue Leader	He means random violence. War is orderly violence.
Ben	Orderly violence?!
Blue Leader	We need war, Ben 10.
Red Leader	That's right! It gives people something to blame their problems on.
Blue Leader	If they can’t afford houses or food or schools, it’s the war’s fault.
Red Leader	If there were no war, they’d blame us for all that.
Blue Leader	Exactly. So can we go now?
Ben	Are you kidding? This is the first time you too agreed on anything.
Blue Leader	But I–
Ben	Get back in there!
Red & Blue Leaders	Aww...
The two reenter the cave.
Later, the Leaders are deep in the cave, searching with a flashlight.
Blue Leader	There's got to be another way out of here.
Red Leader	Where'd you get that?
Blue Leader	What, this? It's just a crystalline-light.
Red Leader	Yes, (takes off monocle) but I've got this.
The Blue Leader grins.
Night, Ben is sleeping outside the cave. The leaders exit the cave.
Blue Leader	Ben 10?! (Ben wakes up) We've come up with something.
Ben	(gets up) Yes!
The Blue Leader shines his flashlight in Ben's face. The Red Leader puts his monocle in front of the light, amplifying it and causing Ben to step backwards. Ben trips on a rock and falls off the cliff. Ben activates the Omnitrix and turns into Goop-.
Goop	Goo- (splats)
Goop's Anti-Gravity Projector reforms Goop, who reverts back into Ben.
Ben	I'm really starting to hate those guys.
Day. The armies are assembled in front of the Zavin statue. Their leaders are giving a speech.
Red Leader	Men, this fight isn't about land or money...
Blue Leader	...It's about our honor and purity! And above all...
Red Leader	it's about the reputation-
Blue Leader
Way Big (VO)	What a load!
The armies and leaders turn to see Way Big walking into view from behind the statue.
Way Big	You guys are fighting so you won’t have to fix your real problems.
Blue Leader	(angry) Don't listen to him! Charge!
The armies charge and fire at each other, only for Way Big's arm to keep them divided. Gwen and Probity watch on from a distance.
Way Big	You're going to have to listen to me. A few days ago, I got a letter from a little girl who lives here. It doesn't matter if she's red or blue. All she wants is for the war to stop. My friend Kevin said I'd never be able to fix everything in one weekend, and it looks like he was right. So I've made a decision...
Gwen looks to Probity, who's crying tears of joy.
Way Big	I'm going to stay here, as long as it takes, to make you guys come to your senses. I've got nothing but time.
Way Big leans on the statue of Zavin, accidentally breaking it. The pieces fall the the ground, shaking the ground.
Inside the grotto, Kevin and Argit are spray painting the rifles white, stopping once they hear the noise, before resuming.
Back outside.
Way Big	Aww, man.
Everyone looks on in horror.
Blue Leader	Get him!
Red Leader	Get him!
The armies fire their missiles and lasers at Way Big, who is unharmed and runs off. Gwen runs alongside him.
Gwen	Change into something smaller, or you'll never lose them!
Way Big slams the Omnitrix dial, changing back into Ben. Gwen lowers herself down the cliffside and runs next to Ben.
In the grotto, Kevin and Argit continue spray painting.
Argit	Gotta give you props, Kev. Painting everything white sure saves time.
Kevin	And money.
Intercom (VO)	We interrupt this broadcast for a special bulletin. The red and blue armies have just issued a joint declaration of war on the alien known as Ben 10.
Argit	Hey, that's your friend, isn't it?
Kevin	Yeah, I suppose it is...
Kevin closes the chest and takes it.
Argit	What are you doing?
Kevin	What do you think? Getting out while I can.
Argit	That's going to be too heavy. Why don't you let me hold onto it for you?
Kevin	(laughs) Funny.
Argit	(shrugs) It was worth a try.
Ben and Gwen are running away from the now Purple Army. Ship sees them and turns into his battleship form. Ship opens his hatch.
Ship	Shiiiiip!
Ben and Gwen enter Ship. Kevin drags the chest only to be fired at by Purple Soldiers. Kevin picks up the chest and starts running. Ben and Gwen are in Ship's cockpit.
Gwen	We have to wait!
Ben	Gwen, I–
Kevin (VO)	Ben! Gwen!
Ship lowers himself to the surface and opens the entrance as Kevin runs to them.
Gwen	Grab my hand!
Kevin looks between Gwen's hand and the chest. After a moment, Kevin tosses away the chest off a cliff and jumps into Ship, who closes the hatch and flies off the planet and into space.
Ben	All I wanted to do was help. How could it have gone so wrong?
Gwen	At least their united now.
Ben	Yeah, against me.
Gwen	Well, there is that. I guess Mr. Cynical isn't surprised by any of this.
Kevin	(sniffles)
Gwen	Kevin? Are you... crying? Oh, (cradles his head around her arms) you do have a heart.
Kevin	(crying) Yeah, that's what poor people have instead of money.
Back on the planet, Probity is recording another message as Champ walks with her.
Probity	Dear Mr. Ben 10, I don't have a home now. I have to work double-time at the factory, and it’s all your fault. I finally found something I hate more than war, you!
Probity stops recording. She and Champ stop walking to see a crater containing Kevin's chest.
Probity	Hey, what's this?
Probity opens the chest to see all the jewels and gold inside.
Probity	(gasps)
Probity giggles as she showers herself in the treasure.
Credits Play

Ben 10: Alien Force Episode Transcripts

Season 1 Ben 10 Returns: Part 1 • Ben 10 Returns: Part 2 • Everybody Talks About the Weather • Kevin's Big Score • All That Glitters • Pier Pressure • Max Out • Be-Knighted • What Are Little Girls Made Of? • The Gauntlet • Plumbers' Helpers • Paradox • X = Ben + 2 • Alone Together • Darkstar Rising • Good Copy, Bad Copy • Save the Last Dance • Undercover • Birds of a Feather • Grounded • Pet Project • Unearthed • Voided • Inside Man • Wars of the Worlds: Part 1 • War of the Worlds: Part 2 Season 2 Vengeance of Vilgax: Part 1 • Vengeance of Vilgax: Part 2 • Inferno • Don't Fear the Repo • Simple • Fool's Gold • Singlehanded • If All Else Fails • In Charm's Way • Trade-Off! • Ghost Town • Busy Box • Con of Rath • Primus • Above and Beyond • The Secret of Chromastone • Vendetta • Time Heals • The Final Battle: Part 1 • The Final Battle: Part 2 Movies Ben 10: Alien Swarm