"[ Curch bells]" "[ Children laughing ]" "[ Dog barks] [Children laughing]" "[ Sighs ] Two weeks." "Two whole weeks." "Nobody's tried to blow up the Earth, nobody's tried to kill me and take the Omnitrix." "Everything is just fine and boring!" "Is it not a good thing for there to be no universe-threatening disasters for a change?" "Yeah, but..." "I suggest you relax and enjoy this unusual absence of threat to your life the universe, and everything." "Yeah, but..." "No more "yeah, buts."" "Be proud that thanks to you, no one in Bellwood has anything to be afraid of." "Are you sure this thing is gonna do the trick?" "Yeah." "The boss don't look so good." "[ Sighs ]" "Don't I?" "Uh... n-no." "You don't." "Uh, didn't I just say that?" "Unh!" "Hey!" "Get it through your thick head already," "Thumbskull!" "Zombozo feeds on fear." "But thanks to that brat Ben Tennyson, no one's had any reason to be scared for far too long." "Not to worry, my friends" "I'll give them all something to fear" "♪ Ben 10, he's a kid, ♪ ♪ and he wants to have fun ♪" "♪ but when you need a superhero, ♪ ♪ he gets the job done ♪" "♪ Ben 10, with a device that ♪ ♪ he wears on his arm ♪" "♪ he can change his shape and ♪ ♪ save the world from harm ♪" "♪ when trouble's taking place, ♪ ♪ he gets right in its face ♪" "♪ Ben 10 ♪" "♪ when lives are on the line ♪" "♪ it's hero time ♪" "♪ Ben 10 ♪" "Sync and corrections by masaca [ slurping ]" "[Slurping intensifies]" "Beginner's luck." "[Rook slurps]" "Whoa!" "[ Thud ]" "[ Thud ] Dude!" "[ Thunder crashes ]" "[ Thunder crashes ] [ Carnival music plays ]" "Unusual weather we're having." "[ Gasps ] Unusual creepy music we're having [ thunder crashes ]" "[ Music continues ]" "Must be something nutso." "Let's check it out!" "Come on, come on, come on, come on, come on, come on!" "You know what would be epic..." "Billy billions teaming up with Albedo!" "Or [ Gasps ]" "Maybe the Incurseans are back to try to blow up the Earth!" "Wait, wait, wait!" "I know a whole bunch of evil Alien X's plotting to take over every dimension at once!" "Yes!" "None of those options seem to suggest the use of, as you say, "creepy music."" "But the populace is most assuredly being drawn towards its source." "How about a rogue waybad returning to seek revenge on me, with Vilgax?" "Please let it be an awesomely, catastrophic, cool, world-threatening crisis." "There doesn't appear to be any awesomely catastrophic, cool, or world-threatening crisis oh, no?" "A circus randomly shows up just outside of Bellwood?" "Hello?" "That can only mean one thing." "It begins with "z" and ends with "o."" "Zeugobranchiato?" "Right!" "What?" "No!" "Zombozo!" "That was my second guess." "Aha!" "[ Elephant trumpets ]" "[ Lion growls ]" "[ Laughter ]" "[ Indistinct conversations ]" "According to plumber records, "one" Mr. Herbert j." "Zomboni is currently a resident of the detention level of our own Earth HQ..." "Okay, here's how we're gonna get the drop on Zombozo." ""...where he has remained ever since he was apprehended..."" "You stay in here..." ""...by Ben Tennyson."" "...while I do a little snooping around outside." "I said, "according to plumber records, one Mr. Herbert j..."" "It's a circus, Rook!" "Zombozo's got to be here." "Now go blend in with the audience so you can keep an eye on the show." "I'll be outside." "Aah." "You do not wish to stay because of your fear of clowns." "I've never been afraid of clowns." "Yaaaaaaaaaaah!" "Yaaaaaaaaaaah!" "Yaaaaaaaaaaah!" "Yaaaaaaaaaaah!" "Yaaaaaah!" "Seriously!" "Doesn'tring a bell." "That is what I read in your file." "How often do you read my file?" "Kinda weird, Rook." "Besides, if you read it, you'd know..." "I'm afraid of peacocks." "[ Cheers and applause ]" "Well, even if there is no villain here to thwart, I have never been to a circus." "I am looking forward to the experience." "Knock yourself out." "It's an..." "Expression." "Ah, yes." "Pffft!" ""Afraid of clowns."" "Where do the plumbers get that stuff?" "[Singsong voice] Zombozo." "I know your here." "[ Hisses ] [ Squawks ]" "Ooh!" "Aah!" "[ Cawing ]" "[ Sighs ] [ Chattering ]" "Huh?" "!" "[ Chattering continues ]" "[ Chattering stops ]" "[ Beeping ]" "[ Beep ] What's up, Rook?" "Something freaky happening in there?" "Yes... very!" "I would not have thought a bear could ride a unicycle." "[ Bear roars ] [ Beep ]" "[ Groans ]" "[ Audience cheering ]" "So, was it everything you thought it was going to be and oh so much more?" "Oh, they had face painting." "You went all out." "Good for you." "Well, let's blow this firetrap." "Do you really not know what that expression means, or are you just pulling my leg?" "Do you really not know what that expression means, either, or are you just....." "[ Horn honks ]" "[ Monotone ] Come one, come all." "[ Gasps ]" "You're not just a sad clown." "You're a sad zombie clown!" "Come one, come all." "Omnitrix, don't fail me now!" "[ Beep ]" "Cotton candy?" "Well, this is a sticky situation." "[ Shooting ]" "Cut it out, Rook!" "You're only gonna hurt yourself!" "Or not come one, come all." "[Shooting]" " Come one... come all." " Yeah, you said that already." "[ As barker ] Popcorn!" "Peanuts!" "Get 'em while they're hot!" "[Shooting]" "[ Normal voice ] You know, for a sad clown, you got a lot of anger issues." "Come one... come all." "Whoa!" "Sorry to have to do this to you, but it's for your own good." "Come one..." "Come all." "I'm not sure what happened, grandpa." "Rook stayed behind to keep an eye on the show and came out all sad-zombie-clown-ified." "But you went outside." "Oh." "Right." "I remember how afraid of clowns you used to be." "Why do people keep saying that?" "!" "I've never been afraid of clowns!" "If you say so." "I would have stuck around and gone back inside, but I thought it was more important to get Rook back here for help." "You did the right thing, Ben." "But now that the Galvans have everything under control...." "[ Glass shatters ]" "He did it!" "Now that the Galvans almost have everything under control, you should go find out who exactly is clowning around at the circus." "I already know, grandpa." "So do you." "It's Zombozo!" "Impossible." "Zombozo is locked up securely in his cell." "There's no way from in here that Zombozo could be the ringleader of whatever that circus did to Rook." "Not buying it." "All right, Herbert!" "What did you do to my partner?" "I eagerly inflict you pains, and everyone may share the gains." "Now feast your eyes on the center ring, where painted faces dance and sing." "Poetry 101." "He's been trying to better himself with our G.E.D. Program while he's behind bars." "I'm not leaving until you answer me, clown boy!" "I eagerly inflict you pains..." "[ Beep ]" "[Bang ]" "[Sniffing] Now feast your eyes on the center ring," " where painted faces dance and sing." " [ Grunting ]" "[ Growls ]" "[ Omnitrix powers down ]" "Grrrrr!" "[ Spits ]" "Jerry from inhuman resources?" "!" "That would explain why I haven't gotten my paycheck in so long plumber HQ really needs to work on its security, grandpa." "Come one... come all." "Come one... come all." "Aah!" "It's the zombie-clown "apocalypse now"!" "[ Zombie clowns grunt ] [ Tires squealing ]" "Whoaa not funny, people!" "Whoa!" "[ Tires screech ] Aah!" "Okay, that was a little bit funny." "Back to not being funny whew." "That was close." "[ Zombie clowns grunting ]" "[ People screaming ]" "Huh." "[ Big Chill ]Being frightened by a zombie clown doesn't turn you into a zombie clown!" "So much for that theory." "[ Omnitrix powers down ]" "[ Ice crackling ]" "You guys stay cool, now." "Heh." "Get it?" "'Cause of the cold?" "Aw, zombie clowns have no sense of humor." "Huh?" "Hmm." "Its most definitely an airborne virus no, it isn't." "Yes, it is!" "If it were airborne, Rook would be a zombie trapeze artist, not a zombie clown." "[ Teeth chattering ]" "Hm." "I certainly can't argue with that logic." "Yes, you can." "No, I can't." "Can." "Can't!" "[ Chomp ]" "I was right!" "I was right!" "It was airborne!" "In a manner of speaking." "Aaah!" "[ Crash ]" "[ Monotone ] Come one... come all." "Ohhh!" "Help!" "Blukic!" "Help!" "Blukic!" "[ Thud ]" "Blukic!" "[ Thud ] [ Horn honking ]" "[ Thud ] [ Horn honking ] [ Chomp ]" "[ Horn honking ] [ Chomp ] Come one... come all." "[ Monotone ] Don't [ monotone ] Don't come one!" "Don't come all!" "[ Tires screech ]" "Ladies and gentlemen!" "Welcome the one and only Ben 10, in his final appearance!" "[ Cheers and applause ]" "Let me guess... he's in there!" "You're slacking off, Zombozo!" "Feeding on fear?" "Turning people into zombie clowns?" "It's like you're not even trying!" "Which alien will he become, folks?" "Oh, the suspense is killing me." "[ Roars ] [ Audience cheering ]" "Lemme tell ya somethin', Omnitrix!" "Rath does not appreciate your sense of irony!" "[ Zombie clowns moaning ]" "Stun settings only!" "We can't harm our own!" "Come one... come all." "Come one... come all." "Come all." "Come one... come all." "Come one... come all." "We have to get them contained before they turn everyone in Bellwood into a zombie clown!" "Up, you beast!" "Up!" "Hah!" "Whatta... aah!" "Lemme tell ya somethin' crazy lady who's makin' Rath ride a unicycle!" "Rath doesn't know how to ride a unicycle!" "[ Cheers and applause ]" "Aaah!" "Daaah!" "Whoa!" "Daaah!" "Whoa!" "[ Snickers ] Now jump!" "Jump, I say!" "Jump!" "[ Roars ] Rath doesn't care what you say!" "[ Roars ] [ Grunting ]" "[Cheers and applause ]" "Lemme tell ya somethin', ladies and gentlemen and children of all ages!" "Rath is gonna..." "[ Garbled speaking ]" "[ Cheers and applause ] [ Roars ] [ Screaming ]" "[ Thud ] [ Cheers and applause ]" "Thank you!" "Thank you!" "Oof!" "All right, which one of you cowards is throwin' tomatoes... er, bowling balls at Rath?" "!" "Now, you listen to me, guy with a giant thumbnail on his head!" "Rath is gonna file, buff, and put a nice base coat..." "[ Grunts ] [ Cheers and applause ]" "[ Cheers and applause ] [ Car alarm wailing ]" "[ Car alarm wailing ] [ Elephant trumpets ]" "[ Muffled ] Uh..." "I-I'm all right." "[ Cheers and applause ] [ Hisses ]" "Hey, mysterious green cloud of painful acidic gas that's eating away at Rath's nasal passages even as we speak!" "Lewodan elbow drop!" "Whoa!" "[ Cheers and applause ]" "Whoa!" "Whoa!" "Ah, Rath is not gonna..." "[ Boing ] One thing's for sure, mister..." "[ Boing ] [ Retches ] Yogurt!" "[ Hisses ] You think this is over?" "!" "Not by a long shot!" "Aaaaaaah!" "[ Cheers and applause ]" "[ Audience screaming ]" "[ Dazed ] I do not recommend landing on the ring toss." "[ Screaming continues ]" "[ Monotone ] Come one... come all." "Oh, come on!" "[ Screaming continues ]" "See, this is just the kind of thing that makes people hate clowns." "[ Audience screaming ]" "[ Chattering ] [ Chomp ]" "[ Chomp ]" "Aaaaaaaaaaah!" "It's working!" "Where's Ditto?" "Or Echo Echo?" "Somebody that can take on a whole crowd at once!" "[ Beep ]" "Huh?" "Frankenstrike?" "Against a whole mob of zombie clowns?" "Yeah, okay." "[ Zombie clowns hissing ] [ Grunting ]" "[ Zombie clowns moaning ]" "Really?" "Grandpa!" "Ben!" "It's a good thing you aren't afraid of clowns anymore." "I never was!" "Aaaaah!" "[ Grunts angrily ] Gah!" "I need everyone's fear to regain my full power!" "Aaah!" "[ Groans ]" "You really should do something about those split ends." "Hey, bolt boy." "Ssshow me whatcha got." "[ Gagging ] Ohh." "Smells almost as bad as grandpa Max's cooking." "Hey!" "Open wide and say "ah!"" "That's two down, one to... unh!" "Ungh!" "[ Chuckles ]" "[ Shouts ]" "Boss needs everyone's fear." "Especially yours, Ben 10." "[ Bell clangs ] Oof!" "[ Chuckles ]" "Unless you've got a colorful bird with a crazy tail around, your boss out of luck getting any fear from me!" "[ Chomp ] [ Gasps ] Grandpa!" "[Monotone] Come one, come all aaaaaaaa..." "[ Omnitrix powers down ]" "Ahhhhhhh grandpa?" "Grandpa!" "Ready for your very first trip to the circus, Ben?" "[ Gasps ] Aaaaaaaaa..." "...Aaaaaaaaaaaaaah!" "[ Whirring ]" "Yes!" "Come one... come all." " Miss me?" " [ Shrieks ] Aaaaaaaah!" "[ Laughs evilly ] Eye eye-yi-yi!" "So many zombozos!" "[ Wails ] Too many clowns!" "[ Wailing]" "Ooooh." "Your fear is delicious!" "[ Laughs evilly ]" "[ Hissing ] [Roars]" "Stay away from me!" "You stay away from me!" "No!" "No!" "N-o-o-o-o-o-o-o-o-o-o!" "[ Indistinct chattering ]" "Wha... what happened?" "You were infected by a fear pathogen, that turned you into a clown." " A sad clown." " A sad zombie clown." " More tragic than sad, all things considered." " I do not think I like the circus." "[ Breathes shakily ]" "[ Whimpers ]" "No fair defeating your fear with my fear!" "Cheater!" "Heh?" "[ Hisses ]" "[ Laughs evilly ]" "[Guns cock ]" "Aaaaaaaaaaaaaaah!" "Grandpa!" "You're okay!" " Never were afraid of clowns, huh?" " Maybe just a little bit." "Sync and corrections by masaca"