Generator Rex (2010) s03e03 Episode Script

BEN 10 / GENERATOR REX Heroes United [ tires screech .]
[ people screaming .]
[ patter .]
You need pay an attention.
Rex: I'll tell you what I Need.
Six: More training? Your swing is getting a little Sloppy.
Rex: Not what I was thinking, but thanks for the tip.
Two words for you, Six -- theme song! Six: Theme song? Dr.
Holiday: Break my stuff, And I will ruin you.
Rex: Things have been pretty Good for me lately.
I have a home, friends, family.
The only thing I need now is my own theme song.
Bobo: I got your theme song.
[ pbht! Pbht! .]
Rex: I'm serious.
Every hero should have a theme song.
I've been working on one, though you probably won't hear it over the ringing in your ears.
It started when the nanites went Ka-Pow! upon the scene transforming all the life on earth like nothing that you've seen but there's one lucky hombre who can make them build machines.
He's Gen Rex.
Ohh! Six: It's catchy.
It's good to see you happy, Rex.
Just remember that in this world, right now, all of those things can be taken away in an instant.
Rex: If that was your attempt at inspiring me, Six, you need a little more practice yourself.
[ alarm blaring .]
Dr.
Holiday: How quickly can we get to manhattan? [ people screaming .]
Providence! It'll be okay now, sweetie.
Black Knight: Dr.
Salazar, what am I looking at? Caesar: You want the truth? For the first time since I was 6 years old, I haven't a clue what I'm looking at.
Rex: What is going on here? Bobo: Don't know, but I wish I'd brought my tanning butter.
Six: Cut the chatter.
This isn't our usual deal.
Just make sure Providence doesn't shoot me in my butt while I'm off saving theirs.
Huh? So I smash that? Bobo: Coming back around, kid.
I think it likes you.
Rex: Holiday, what is it, and Where do I hit it? Dr.
Holiday: I don't know.
I -- wait.
I'm picking up bio-organic energy inside the event.
Rex: Whoa! Whoa! Whoa! Have you anything to say yourself before I commence with the face-stomping? Humungousaur: Yeah.
You just made a humungous mistake.
Stay down if you know what's good for you.
I'll show what I'm good at, pale.
Rex, I'm getting more fluctuations from your next.
Something is coming out.
Rex: I see it, Doc.
You and your partners call it quits right now, and I'll keep the pounderizing to a minimum.
Rex: I was gonna say the same thing, only in Spanish.
You take the hunk of junk, Six.
"Big ugly" is mine.
Humungousaur: Hmm.
You want to learn the hard way? Lesson one -- dangerous aliens are not welcome on my planet! Black Knight, target locked and weapons are charged.
Firing on your mark.
If anything you've got focused on that rift.
Nothing else comes out of there.
Pawns, get those evos alive.
I need answers.
Caesar Caesar: The physics are amazing.
Like a star in collapse, it -- [ computer beeping .]
I'll buzz you back.
Black Knight: Don't hang up on me, Caesar.
Bring Salazar to me -- now! White Knight: Hands full? My team is here to help.
You'd be well advised to let them.
Black Knight: You'd be well advised to get off my screens, White Knight.
I'll see you tried for treason.
White Knight: While you're filing the paperwork, we'll be saving New York.
Join us or stay out of our way.
[ punch lands .]
Rex: [ coughs .]
You can punch.
I'll give you that.
Humungousaur: [ groans .]
You alien wannabes should know better by now -- mess with Ben, you get the ten.
Rex: Aliens?! The ten?! Great -- another insane Evo.
Providence is all over your energy-weapon whatever, so let's see if I can't knock some normal back into you.
Humungousaur: Good luck with that.
Ugh! Ok, that's weird.
Diamondhead: What did you just do to me? Rex: Not sure, but I like it.
HHoliday, are you seeing this? "Creature feature" just went bling on me.
Dr.
Holiday: Be careful, Rex.
This is something we've never seen before.
Dianne Farrah.
Broadcasting to you live, from what appears to be the end of the world.
Alpha: So many of us.
What has happened here? [ clink! clank! .]
[ machine-gun fire .]
Holiday, what am I looking at here? Dr.
Holiday: Preliminary scans say non-organic.
It appears to be entirely mechanical.
I'll need a closer look.
Six: I'll see what I can do.
Lucky punch.
Rex: Don't believe in luck.
Now hold still so I can cure you.
Diamondhead: You're talking crazy, and I'm not sick.
We're wasting time.
Lodestar: Metal, meet magnetism.
Rex: Magnets, huh? Well, there's no metal in pavement.
Diamondhead: Aah! Six: It's gone, but I found this.
Dr.
Holiday: I'm not exactly sure what we're looking at here.
I don't even know if this is made with an element I've ever seen before.
Getting some kind of a residual nanite signature, but this is definitely not an evo.
Caesar We could use a little help here.
What is it? Caesar: The fragment came from the machine.
Dr.
Holiday: Can u tell us anything about it? Caesar: Yes, but not right now.
For the record Most scientists are not like that.
Alpha: Him.
Father?! [ screams .]
Six: We're not finished yet.
Diamondhead: Ow! [ people screaming .]
Both: Time-out! Innocents! [ people screaming .]
Thank you -- who are you? Rath: Seriously?! I'm the cat who's all that -- the Rath attack! And about a hundred other things.
Rex: Time-in! Thanks for the assist, but say adios to your nanites for real, el gato.
Will you stop that? Rex: You you're not an evo?! Rath: Let me tell you something, robot boy! I have no clue what an evo is.
I'm just trying to do my thing.
Rex: Destroy our city? [ poink! .]
Rath: Destroy?! You really haven't heard of me? Ben: I'm Ben Tennyson.
Ben 10.
Like the biggest hero in the world? Rex: Six! Six: Everybody down! Rex: Six! Six! Hold on! Holiday, Six is down.
Six is down.
This is all your fault! Holiday? Dr.
Holiday: I'm doing everything I can, Rex.
But we have to focus on the bigger picture.
Six would want us to.
Rex: Figures the only time I do what Six would want, he's in coma.
I'll be having the pleasure of helping Providence figure out how to close the rift.
The rest of you can deal with that machine.
Rex: It got blown to bits along with Six.
Remember? White Knight: Don't be so sure.
Someone needs to find out what that is and where it went.
Ben: I can do that.
Bobo: You ain't doin' nothi' but sittin' pretty and shuttin' up.
Rex: And if Six doesn't pull through, you won't even be able to do that.
Ben: I'm sorry about your friend -- honestly.
Obviously, he's important to you.
But I have no clue what's even happening here.
I'never heard of Providence or evos or One minute I'm doing a tv Interview, the next -- hole in the sky, flash of light, and I'm punching out a mecha-monster.
Then I end up in a world where nobody knows me.
Dr.
Holiday: He might actually be telling the truth.
Ben's nanite-absorption level indicates that he came through that rift without any.
Rex: I thought White Knight was the only living thing on Earth that's nanite-free.
Ben: So, you mean I have those things in me now? Great.
Where's my space suit? Dr.
Holiday: You'll live.
It still doesn't explain how you got here.
Ben: We're probably looking at a parallel-world thing.
Dr.
Holiday: Parallel worlds are a theory -- and a shaky one, at that.
Ben: Are you serious? I go to them all the time.
Maybe if you knew where that mech-alien was from, it might help prove -- Rex: Quit talking.
Ben: Exactly.
Nothing's gonna get answered sitting around here.
Rex: In case you hadn't noticed, we're holding you under house arrest.
Ben: You aren't holding me.
I was staying to see how I could help.
You are the only person worried about someone close to you.
Rex: I got this.
White Knight: Rex, don't! I hate kids.
Nanite cloud.
These are being drawn in from the atmosphere.
Now, where are you? So, it is you.
This is most disturbing.
Why don't you just go back to where you came from? Big Chill: I'm trying to, you doof! Oh, no.
Rex: What? Mr Smoothie isn't here.
That's messed up.
Rex: My partner is in a coma.
If you're stressing over a frozen drink, you are totally getting punk-busted! Ben: We're in Bellwood, my hometown -- or it should be.
But it's all different.
Part of me hoped it wouldn't be, but this pretty much proves it.
Rex: This doesn't prove anything! Ben: You know the friend you care about? Well, I have a cousin, a grandfather, a best friend that I care about.
They don't exist here.
I may never see them again.
I'm totally alone.
So, go ahead.
Do your worst.
Rex: [ sighs .]
Maybe we can help each other.
Ben: You'd do that? [ whirl, whirl .]
What's that sound? - Rex: My brother.
- Ben: Is he like you? Rex: Uh, no.
Caesar's a little crazy and he's working for the wrong side, but, otherwise, not so bad.
Ben: What constitutes "not so bad" here on opposite world? No! We need that! Rex: To blow my head off? Caesar: To stop that! Rex: What is that? Caesar: A bad, bad thing.
Alpha: Why would you speak of me so, Father? I am your Alpha.
I came home.
You are pleased? Caesar: No.
Not especially.
What has happend here? Why so many brothers? Caesar: We had an accident.
Aha: The bodies I build, Father -- they still do not last.
But my brothers are free.
I can control them.
They could help make me complete.
Aah! Caesar: Rex, stay back! Alpha: I am still weak, Father.
I need more.
Will you help me live? Caesar: I don't believe so, Alpha.
Alpha: That is a very disappointing response.
Diamondhead: Then you really won't like this one! Caesar: Don't let it touch him! [ beeping .]
Alpha: You control nanites, yet you are human.
How is this possible? Tell me the secret.
Eh, Caesar? What is that thing? Why did it call you "Father"? Caesar: It's migrating.
We have to follow it -- now! These were gathered from the area of the space-time rift, and you'll find them everywhere Alpha goes.
Ben: I take it those are nanites? Caesar: Dead nanites, drained by the entity you just fought and, incidentally, the thing that dragged you here from your Earth.
Rex: His Earth? He really is from a parallel world? Ben: Science class much? Caesar: I believe it's been searching for a way home.
It was possibly attracted to your weapon before it found its way here.
A powerful device, no doubt.
Ben: It's called the Ultimatrix.
It has the DNA of a million aliens.
Rex: R-i-i-i-ght.
Aliens.
And leprechauns gave me these goggles! I'm curious how big brother knows so much about a thing from a parallel dimension.
Caesar: Because I sent it there.
In the early days of the nanite program, our goal was simple -- Construct micromachines to cure diseases, grow new cells, regenerate bones.
But there was a control issue.
Some thought a human-machine link was the answer.
Others proposed that the machines could control themselves.
I was in the latter camp.
I developed the Alpha to command other nanites.
To maximize its effectiveness, I had to program Alpha to think for itself.
Ben: Does a long explanation mean something bad on your Earth, too? Rex: Yep.
Caesar: Alpha developed its own consciousness.
It evolved into a unique life form and wanted a body, but whatever it built burnt out.
So, when Alpha attempted possessing living things, Alpha had to be eliminated.
So, I built a dimensional disruptor.
Ben: That sounds like a "null void gun".
We've got those on my Earth, too.
Caesar: I designed it to send the Alpha to an empty space where it wouldn't do any more damage.
That's what I was attempting to do again -- until you destroyed it.
Ben: But the null void isn't empty.
It's a prison for intergalactic criminals.
Caesar: Hmm.
I see.
Then, clearly, it found a host within a mechanical one.
Alpha did always have a way with machines.
It's been gaining mass and energy from machines and other nanites.
If it's able to stabilize a host body, there's no limit to the amount of damage it can cause.
You've just cooked up a bazooka thingy, and let's go zap it! [ bang! .]
Caesar: Too late for that, Rex.
We gotta go, brother! Rex: Tell me that's a new weapon.
Caesar! Do you have any idea what it smells like in there, dude? Ben: I'm sure you can handle a little arburian musk to save your nuts and bolts dude.
Rex: Sorry.
Thanks.
I'm just -- ugh! This day started off perfectly.
Now there's aliens, my partner's in a coma, and my brother's trying to kill me.
Ben: Maybe he was trying to protect us.
Alpha was right there, and now it's not.
Rex: You're one of those glass-half-full guys, aren't you? Ben: Here on "crazy earth," why not? Rex: Holiday, is Six? Dr.
Holiday: He's the same, but the knights have figured out how to close the rift.
You need to get Mr.
10 back to New York if he ever wants to see his home again.
Rex: Figures.
Just when I almost considered liking you.
Ben: Hold on a second.
You think I'm leaving you like this? This might not be my Earth, but it's still Earth sort of.
Rex: Thanks, but this is my problem, not yours.
Dr.
Holiday: Rex, we need you back at base.
It's here.
Alpha: Come to me, my siblings.
I'll be back.
Alpha: The nanites in those creatures -- they are different, powerful.
Your nanites are weak.
I have no use for you.
Where is the boy? Dr.
Holiday: His nanites are off limits.
Rex: Do you like give me a hand? Ben: How about four? Rex: I'm starting to like the way you think, Ben 10.
[ whip! .]
[ grunts .]
Alpha: You cannot keep me from what I seek.
Rex: My brother? Look around.
He's not here.
Alpha: The Father is redundant now that I found you.
Alpha: I cannot merge! What makes you so special, human? Yes! You shelter an Omega.
Rex: Ya-a-a-h! That was my leg! Dr.
Holiday: Your move.
The brother wants blow you up, and she's your friend? You might be safer on my Earth.
Dr.
Holiday: Rex can lose his builds relatively pain-free.
Ben: Are we seriously gonna just wait around? It wants nanites.
My nanites.
Holiday thinks it'll come back for me, but, yeah, I'd rather go after the thing, knock it into another dimension.
Ben: But your bio-whatevers need a break.
I get it.
Bobo: Ya missed.
Ben: At least you hit the rim that time.
Rex: Yeah, thanks.
Ben: So, what happened to you, anyways? Rex: I was gonna ask you the same thing.
Ben: It started when the Omnitrix fell out of the sky.
I was 10 years old.
Rex: Six years ago, the nanite event changed everything.
Ben: And there's alien dna in the Omnitrix.
Rex: And that's how I can build stuff with the micromachines in my body.
Ben: Now Kevin, Gwen, and I are the plumbers.
Rex: Plumbers? I thought "providence" was a dumb name.
[ both laugh .]
Nice assist.
Ben: That's how we get it done.
[ high-pitched beeping .]
White Knight: Sat scans just picked up the Alpha.
It's at the bug jar.
Rex: The bug jar is shielded.
White Knight: Not anymore.
Rex: So much for waiting.
Let's do this! Ben: [ sniffs .]
Why does my jacket smell like bananas? Rex: Ugh! This feels tight.
Bobo: You guys are our best hope? We're doomed.
If this is the bug jar Rex: Then where are the bugs? Whoa! What do you call that? White Knight: I call it the entire nanite population of the bug jar.
Alpha: The power changes life itself -- what foolishness to give my brothers such a command.
Rex: Preaching to the choir, buddy.
White Knight: Don't let it get to Rex.
If it drains his nanites Diamondhead: Game over -- understood.
Rex: It already tried to eat me.
That didn't work.
White Knight: That thing was made to control machines, and until it burns through them, it's got every active nanite in the bug jar at its command.
You think you can stop that? - We can try! - We can try! That thing just hacked my watch! Rex: You're going to run out of nanites eventually.
Alpha: Incorrect, thanks to the one thing left on this Earth that can create them -- your Omega.
They thought it could replace me.
Now it will make me whole.
I could use an alien right now! Ben: Great idea, but a certain nanite monster busted my watch! Rex: Do something -- anything! Do something better! Ben: I could try calling it names.
Let Me Go! Aah! As long as I fight it, it's like the Alpha and Omega cancel each other out.
Alpha: An alternate path is required.
Ben: Aah! He did it again! Rex: No.
It's worse! Alpha: Your machine is most interesting.
Perhaps within I can find a suitable host.
Ben: Can he do that? Rex: I think he just did.
Both: Aah! Ben: I think he really fried it this time.
Rex: Hey! It's me you want.
Alpha heatblast: You presume so much, brother.
Organics who rely on machines for their power, I don't need.
The machines themselves -- now, those I will have.
Rex: Machines not sold separately, Alf-alfa.
And stop calling me your brother! Alpha fourarms: [ growls .]
Ben: Okay.
You got to admit that looks pretty cool.
Should I try those insults now? Alpha fourarms: [ growls .]
Rex: Aah! Ugh! Whoaaa! Wow, this is unexpected.
Rex: [ grunts .]
Well, blast it or something! Ben: I have no idea what this alien does.
I've never seen it before.
Rex: You're not filling me with confidence.
Oh, yeah.
Ye-e-e-s! Yes, yes! No, no, no, no, no, no, no! Oh, man! Your face looks fractured, White.
Get out of here before it cracks through.
White Knight: Not a chance.
Six would have your back.
I'm here in his place.
Rex, your biometrics are dangerously low.
You need to get away.
Rex: Listen to me.
Alpha controls nanites.
So do I.
Why don't I just shut him down? Ben: Hey, jerk-asaur! You're a loser! Ha! You see that? Hero time! Rath: Oh, yeah! Let's cause some pain! White Knight: Wait! Not while they're linked! Rath: Oh, you did not just stop me! Alpha: The power you hold is impressive.
Rex: You mean the power to kick your butt? Alpha: The power to create machines.
You are not worthy of such a gift.
The Omega nanite is mine.
Take this and this! What do you think of that?! Alpha: [ roars .]
Alpha: I was misguided to place my trust in a Father that did not want me.
I never needed him.
I simply needed the energy and means to do what I have always done -- evolve.
Ben: You okay? Rex: No.
Definitely not okay.
It took my Omega nanite, and I think I know what it wants.
Alpha-Omega: Behold, organics the beginning and the end of all things.
I am Alpha-Omega.
This is the twilight of humanity.
Alpha-Omega destroys all.
Rex: Holiday, are you seeing this? Dr.
Holiday: Unfortunately, yes.
We're not looking at random destruction.
Alpha is synthesizing the matter around him to build his own nanite.
Rex: Thanks to my Omega nanite.
Dr.
Holiday: This isn't your fault, Rex.
Rex: Sure feels like it.
I woke up this morning on top of the world.
Now I'm about to witness the end of it.
Six was right.
Ben: I don't think this is how it was meant to play out.
I've seen what you can do.
Rex: My most powerful builds came from the Omega nanite.
A lot of people are going to get hurt, and I can't stop it.
What happens when the best you can do just isn't enough? Ben: You'll get an upgrade.
Rex: Weren't you listening? Alpha has the Omega.
Ben: I'm not talking about a nanite.
Rex: Hey! What are you -- [ shivering .]
Okay.
That feels weird.
Whoa! What's supposed to happen now? [ creak! .]
Aah! Ohh! Don't do that! You're freaking me out! Upgrade: Build something.
Rex: S-weet! So, what's the plan? Upgrade: You build stuff, I make it better, fight, fight, fight we win.
Rex: Works for me.
Whoo-hoo! Alpha-Omega: [ roars .]
Rex: Ye-e-e-ah! Nice shot, Rex! Run, run, run, run, run, run! [ engine revs .]
Alpha-Omega: [ screams .]
[ beeping .]
Both: Aah! Oof! [ groaning .]
We need direct hit on the Alpha.
Ben: More insults? I've got a good one.
Rex: I've got an idea, but you have to trust me.
When I fire, you got to make your roly-poly thing.
Ben: You're not thinking of Rex: Yup.
Ben: Isn't that dangerous? Rex: Probably.
Ben: On three? Rex: I've officially decided I like you, monster guy.
Ben: Same here, robot kid.
One Rex: Two Three! Alpha-Omega: [ roars .]
[ rumbling .]
Rex: [ grunts .]
Whoo! Yeah! Oh, yeah! He shoots! He scores! Whoo! And the crowd goes wild! [ beeping .]
Whoa there, little nanite brothers.
Where do you think you're going? Alpha's not the only one who can tell you what to do.
Omega man, are you going to be in there, too? Caesar: I'll handle that.
Where are you, little guy? Got it! Look! It worked! And that, my friend, is how you save the world.
Caesar: Very clever, little brother.
The density of this sphere is over 30 grams per centimeter cubed.
It would be extremely difficult for Alpha to slip through the molecules of this, assuming it survived compaction.
We need to get rid of it.
Rex: Caesar, wait! Caesar: Rex, I wasn't fully able to repair the void gun.
I'm not sure how long my repairs will hold before it discharges.
We only get one shot at this, and we have to do it fast.
It's now or never, Rex.
How are you going to carry it? That thing must weigh 10 tons! Ben: I'm not going to carry It.
Upchuck: Let's do this again someday.
[ munch! .]
[ gulp! .]
Rex: Wow! That's just Wow! Six? Bobo: He's gone.
Rex: [ weakly .]
Gone? Bobo: to the little ninja's room.
Dr.
Holiday: He's going to be fine, Rex.
Rex: He is?! All right! Yes! Oh, man, I knew it! I knew the whole time! [ laughs .]
I mean cool.
I'm glad you're alive.
Six: Me too.
Rex: I was so scared, Six.
I've never done anything so hard in all my life.
I really thought the world was going to end, and then I totally kicked butt! Six: I hear you had a little help.
Rex: Yeah, when his monster watch wasn't conked out.
Ben was a cool kid.
I wonder if I'll ever see him again.
Dr.
Holiday: With infinite dimensions, the math doesn't work in your favor, Rex.
Bobo: Math -- the enemy of all things good.
Six: Although the cosmos works in mysterious ways.
I think certain people are meant to meet, to fight side by side, to be friends.
You may see one another sooner than you think.
Dr.
Holiday: Caesar?! How did you? Caesar: Okay.
Before White Knight comes looking for me here, one last piece of unfinished business.
Rex: You're sure this is the Omega, right? I mean, you didn't grab the Alpha by mistake? Caesar: 100% certain.
Well, actually, 99.
998%.
Nothing is 100%.
[orchestral fanfare.]