Toughest guy in the galaxy.
[ Grunts ]
Humongousaur: [ Grunts ]
Toughest guy in the galaxy?
That would be me!
[ Grunting ]
Ultimate Humongousaur:
Ultimate Humongousaur!
[ Roars ]
[ Groans ]
Ultimate Humongousaur:
[ Roars ]
Gwen: Ben! Stop it!
Kevin: Dude, what are you
doing?!
I-I give up.
Ultimate Humongousaur: Not...
An option.
Gwen: Ben, calm down!
Ultimate Humongousaur: My...
Name's...Not...
Ben!
Gwen: Aah!
Kevin: Aah!
[ Grunts ]
[ Footsteps thumping ]
Gwen: Ben, whatever's wrong,
let us help you.
Ultimate Humongousaur: Stop
calling me that!
I told you -- my name isn't Ben!
Gwen: [ Grunts ]
Kevin: Somebody sh*t the dots
off his dice.
Gwen: Maybe not.
Look at his eyes.
They're red.
Kevin: So?
Gwen: Normally his eyes are
green.
Gwen: I don't think so.
He may be under Albedo's
control.
Ultimate Humongousaur:
[ Roars ]
Ben: What's happening to...
Ultimate Humongousaur: What's
happening is that I'm taking
back what you stole!
Ben: [ Grunts ]
You can't hit me with my own
fist!
Ultimate Humongousaur:
[ Grunts ]
It's not yours! It's mine!
Ben: No, it's mine!
Gwen: We've got to stop this
before he hurts himself.
Kevin: On it.
Ultimate Humongousaur: Mine!
Ben: Mine!
Gwen: Enjoyed that?
Kevin: Maybe a little.
Now what?
Gwen: Now I see if I can come
up with a spell that will allow
Ben's personality to take
control again.
Got it!
Probably.
Imperium in mentem!
Kevin: Nice!
Gwen: Ben!
Ultimate Humongousaur: Don't
call me that!
Ben: It's...It's okay, Gwen.
It's me.
It's...
Ultimate Humongousaur: Me.
Ben: Me!
Ultimate Humongousaur: Me!
Me!
Ben: Me!
Ultimate Humongousaur: Me!
Kevin: Okay, not funny
anymore.
How do we help him?
Gwen: Maybe a sleeping spell?
Somnus!
Kevin: Weird. Even for him.
What now?
Gwen: Now we get him some
help.
This is highly unusual.
Gwen: Dr. borges, my aunt
Sandra said you're the best
psychiatrist in town -- and she
would know.
Kevin: Look, doc, can you
help him or not?
Ultimate Humongousaur:
[ Grunting ]
[ Metal creaking ]
Let me go!
Ben: Hold it down, will you?
That sleep spell gave me a
headache.
Well, it would certainly put
a shine on my résumé.
It's always good to begin at the
psychological roots.
Tell me something about your
relationship with your mother.
Ultimate Humongousaur: My
mother tried to eat me before I
even hatched!
Okay.
There are probably some issues
around that.
You're Ben now, right?
Was your childhood marred by any
traumatic events?
Ben: Well, when I was , a
clown at the circus scared me.
Not really what we're looking
for, Ben.
Any unusual dreams lately?
Ultimate Humongousaur: I
dream of freedom from
Ben Tennyson!
Ah, but you are Ben Tennyson.
Ultimate Humongousaur: I am
not a part of him!
I am alive!
I think! I feel!
I'm sick of being held c*ptive
within this -- this disgusting
human!
Ben: Who's calling who
disgusting?
You ever get a whiff of your own
breath?
Ultimate Humongousaur:
[ Grunting ]
I loathe you!
[ Grunting ]
Ben: [ Grunts ]
Let go, doofus!
You'll strangle us both!
I've seen cases of multiple
personality disorder before, but
nothing this pronounced.
The fact that he shares DNA with
this...Creature only complicates
matters.
Gwen: Are you saying that
he's stuck that way?
Perhaps if I tried a hypnotic
trance as a way to get the two
warring sides of his psyche to
make peace.
Ultimate Humongousaur:
Hypnotic trance! Ha!
Like you could hypnotize me!
And you're floating down a
river in a boat, lying back,
rocked by the gentle waters.
Ultimate Humongousaur: Aah!
[ Grunting ]
[ Roars ]
I-I'll send you my bill!
Ultimate Humongousaur: My
head!
My head! It hurts!
It hurts!
Why won't you get out?!
Why won't you leave me alone?!
Why?!
[ Groans ]
[ Energy pulsating ]
Ben: [ Groans ]
That's the weirdest dream I
ever --
not a dream.
[ Echoing ] Gwen?
Kevin?
Anybody?
If I could just remember what
happened, I...
I exploded or...Imploded or
something.
Blew me right apart, and I --
wait a minute.
Am I dead?
Kevin: You think he's dead?
Gwen: Don't say that.
I'd know if he was.
Kevin: How?
Gwen: I just would.
Kevin: Then where is he?
Gwen: In there, I-I think.
I can feel it -- feel him.
And...
Kevin: And?
Gwen: Something else in there
with him.
Something dangerous.
Ben: I'm too young to die
and too famous.
Not to mention handsome and
smart and talented.
And charming -- let's not forget
that.
But if I dead, chances are
the place with the fiery red
light would be not where I want
to go.
[ Rumbling ]
Great.
I'm dead and I'm in an
earthquake.
[ Grunts ]
Ultimate Humongousaur: It's
not an earthquake, and you're
not dead.
Yet.
Kevin: Go inside some crazy
cosmic-watch thingy we don't
even understand?
Yeah. No.
Gwen: But Ben's in there.
Kevin: Even if he is, it's
busted.
We go in there, we may never
come out again.
Gwen: You have a better idea?
Kevin: You want to fix a
watch, you go to the watchmaker.
Gwen: It'll take too much
time.
And you're talking about Azmuth.
Who knows if he'll even help?
Ben needs us now.
Kevin: How's this?
You try your way, I'll try it
mine.
But you be careful in there,
okay?
Gwen: You too.
Ben: You're not real.
You're just parts of me!
Ultimate echo echo: Liar!
Ultimate Spidermonkey:
[ Growls ]
Ben: [ Grunts ]
Ultimate Humongousaur: When
are you gonna get it through
that thick skull that we're not
part of you?!
Ultimate Swampfire: We're
individuals with our own hearts
and minds and will.
Ultimate big chill: And we're
sick of being trapped here in
the Ultimatrix.
Ben: Wait. Wait.
This is the Ultimatrix?
Ultimate Humongousaur:
You've been our jailer,
Tennyson!
But now you're our ticket out.
Your mind controls this place.
No more you, no more prison.
[ Beeping ]
Ghostfreak: Ghostfreak!
Now you're under control.
Ultimate Humongousaur:
[ Laughs ]
You don't understand anything,
do you, Tennyson?
You can't control us -- not ever
again.
Heatblast: Heatblast!
Brainstorm: Brainstorm!
Listen!
Whatever is going on here, I
didn't do it to you!
I'm one of the good guys,
remember?
I'm a hero!
Ultimate Humongousaur: Hero?!
You treat us like slaves!
Diamondhead: [ Grunting ]
Ben: [ Grunts ]
[ Groans ]
Ultimate Humongousaur: Time
to pay for your sins, Tennyson.
Gwen: Hey!
Nobody picks on Ben but me!
That's the way it works in
families, right?
You are encroaching Galvan
planetary territory.
As you are demonstrably of low
intelligence, I offer this
warning -- turn back
immediately or a*t*matic
security systems will destroy
your vessel.
Kevin: Azmuth, it's me --
Kevin.
You are encroaching Galvan
planetary territory...
Kevin: I hate recordings.
Almost as much as I hate people
telling me what to do.
]] ...Turn back immediately or
a*t*matic security systems will
destroy your vessel.
Kevin: I'm so good, I impress
myself.
[ Alarm beeping ]
Kevin: [ Grunts ]
Wonder if there's bus service
back to earth.
Hope he's home.
Halt!
Kevin: Secondary security
system?
That is correct.
Kevin: And you're not gonna
let me walk up and ring the
doorbell, are you?
Also correct.
Kevin: Just making sure.
Hyah!
[ Rumbling ]
Gwen: I knew you were alive!
Ben: Don't think I'm not
happy to see you, cuz...
But this isn't the time.
Enough's enough!
Way big: Way big!
Ultimate Humongousaur:
Retreat!
Ultimate big chill: Retreat?
Ultimate Humongousaur: You
heard me.
Gwen: Kind of liberal with
the transformations.
Way big: Trying to run down
the battery.
I figured if I timed out, it
would send me back to the real
world.
But no such luck.
So, uh, what's with the glowy
body?
Gwen: It's my astral
projection.
Guess I'm more Anodite than I
thought.
Way big: The Ultimates say
they're really alive and trapped
in here.
Crazy, huh?
Gwen: Of course it is.
Transformations are just blank
slates for your mind to inhabit.
Way big: They don't act like
blank slates.
Gwen: Even if is true, you
didn't know it was happening.
And what can you do stop it,
anyway?
Ben?
What are you -- [ Grunts ]
Way big: Where'd Spidermonkey
go?
Ultimate Spidermonkey: Guess
you got me...
Right where we want you!
Way big: You lured me here!
Ultimate Humongousaur: Got
that right!
[ Grunts ]
Now, Tennyson, you burn, and we
live!
Ultimates: [ Chanting ] Burn!
Burn! Burn! Burn!
Way big: Don't think so.
[ Beeping ]
Ben: On second thought...
Gwen: Aah!
Ultimate Humongousaur: It's
over, Tennyson.
Ultimate big chill: Why don't
you just do what's right?
Gwen: That's enough!
Ben: Gwen, don't.
If you use that power for too
long...
Gwen: I risk losing my
humanity.
That's why I'm not wasting any
more time.
I'm destroying these
transformations, Ben.
Ben: No, Gwen.
Stand down.
Gwen: But...
Ben: Stand down.
Ultimate Humongousaur: If
this is some kind of trick...
Ben: No tricks.
There's only one way out of
this.
In order for the Ultimates to
live...
I have to die.
Kevin: [ Grunts ]
Tennyson may have messed up the
Ultimatrix, but he's put himself
on the line again and again!
He's risked his life a hundred
times for people he didn't even
know -- for slobs like me, for
jerks like you!
[ Grunts ]
He's a hero.
And more important...
He's my best friend.
[ Groans ]
Halt, Mechamorph!
You could have called first.
Kevin: I didn't have your
number.
You, Kevin Levin, are
evolving.
Perhaps there's the tiniest
speck of hope for this universe
after all.
Ultimates: [ Chanting ] Burn!
Burn! Burn! Burn!
Burn! Burn! Burn! Burn!
Ben: Wait.
Before you...
Let me say goodbye to Gwen.
Ultimate big chill: Do you
think we're fools?
Ultimate Humongousaur: No.
Let him say his goodbyes.
He deserves that much at least.
Gwen: What's the plan?
Ben: No plan.
I don't know why they branched
off and became individuals, but
I know that they deserve to live
free.
Gwen: So do you.
Ben: Goodbye, Gwen.
You probably won't believe this,
but I never meant for you to
suffer -- any of you -- and I'm
sorry.
What happened?
Your sacrifice reset the
Ultimatrix.
The flaw that generated the
self-actualized Ultimates has
been corrected.
Any Ultimates generated from
this moment forth will simply be
reflections of you, as was
always intended.
Ben: But I jumped into the
pit.
Why am I still alive?
Not that I'm complaining, mind
you.
Your intention was what
mattered to the Ultimatrix --
the fact that you were willing
to sacrifice everything in order
to set them free.
Genuine self-sacrifice -- more
rare than astatine or francium.
That's twice today I have found
a small measure of hope -- a
very disturbing pattern.
Ultimate Humongousaur: Glad
you're all happy, but where do
we go when the only home we've
ever known...Is in that device?
Kevin: You can always go back
in.
[ Thud ]
Or not.
Ben: Somewhere out there is a
planet where you can be free.
And I can take you there.
Ultimate Humongousaur: We
were wrong about you.
I was wrong.
Ben: Given the circumstances,
I can't say I blame you.
I don't know about you guys, but
I'm starving.
Burgers?
Kevin: My treat.
Gwen: Your treat?
Kevin: Hey, it's the least I
can do for my best girl.
And my best friend.
03x07 - Ultimate Sacrifice
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A year after Ben defeated Vilgax, he's known the world over as a hero and must learn to master the powers of the Ultimatrix.
A year after Ben defeated Vilgax, he's known the world over as a hero and must learn to master the powers of the Ultimatrix.