- Gwen Tennyson: That thing on your arm.
- Ben Tennyson: I know. Pretty smart, huh? With this, I can't change to anything.
- Gwen Tennyson: You should be more careful.
- Ben Tennyson: What for? I always win anyway.
- Kevin Levin: Everything's fine. I can fly this thing.
- Gwen Tennyson: When you said everything's fine, you knew we were headed for an asteroid field right?
- Kevin Levin: I did not know that.
- Vilgax: Every time Tennyson's beaten either of us, it's been with the help of his friends, but this time we strip them away from him, then attack him together.
- Albedo: And take his Omnitrix, which you claim you no longer desire.
- Vilgax: It's yours, Albedo. I want to see Ben Tennyson defeated before me, alive only long enough to witness me conquering his pitful backwater planet. Keep the watch! I want this world... and Tennyson's head!
- Ben Tennyson: Grandpa?
- Grandpa Max: We've got trouble, Ben. It's your evil twin. He...
- Albedo: [on the TV] Greetings, Ben Tennyson. Since your grandfather managed to escape me, you must already know that I'm after you - but did you know that I have your friends?
- Ben Tennyson: Albedo. Let them go or...
- Grandpa Max: Easy, Ben. He wants you angry.
- Ben Tennyson: [to his grandfather] Then today's his lucky day.
- Ben Tennyson: [loudly to Albedo] I'm coming for you, Albedo!
- Grandpa Max: Don't be overconfident, Ben. We'll call some of the Plumber kids back to Earth, put a plan together, go up against him in force. Right, Ben?
- Grandpa Max: [looks around] Ben?
- Grandpa Max: [realizes Ben has left] Nah. It's only cool when *I* do it.
- Humungousaur: Eh, I've beaten tougher guys than you.
- Ultimate Humungousaur: Really? When?
- Humungousaur: For starter, how about now?
- Vilgax: Here's what's going to happen, Ben Tennyson: you're going to give me the Omnitrix... or I'm going to kill your friends.
- Ben Tennyson: Hey, my overconfidence is one of my most appealing qualities.
- Gwen Tennyson: No. It really isn't.
- Kevin Levin: [not into Ben's TV marathon] This is the worst show I've ever seen.
- Ben Tennyson: Really? It's my favorite.
- Kevin Levin: Well, I don't watch a lot of television.
- Ben Tennyson: This isn't the best one to start with. It's not "Sumo Slammers Classic." It's "Sumo Slammers Hero Generation."
- Kevin Levin: Yeah. I don't really care.
- Ben Tennyson: It's a sequel to the original show, but they kind of messed it up. It's, like, five years later, and the bad guy, Kenko, has teamed up with the hero, Ishyama.
- [Kevin groans]
- Ben Tennyson: It's not very realistic is all I'm saying.
- Kevin Levin: Uh-huh.
- Ben Tennyson: Anyway, there's only five more of these before they cycle back to the original show. You'll see. It's way better.
- Kevin Levin: [reaching his limit] Yeah. I gotta go.
- Ben Tennyson: Where?
- Kevin Levin: I don't know. Somewhere.
- Ultimate Humungousaur: Not only can I transform into anything YOU can, but I can also evolve those creatures to their ultimate form.