Ben 10 Third Season

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Ben 10, created by Men of Action [a group which consists of Duncan Rouleau, Joe Casey, Joe Kelly, and Steven T. Seagle], is an original series from Cartoon Network Studios that aired as part of Cartoon Network's Sneak Peek Week on December 27, 2005. On a camping trip with his cousin and grandfather, a boy named Benjamin "Ben" Tennyson finds a device called the Omnitrix, which looks similar to a watch. The Omnitrix attatches to Ben's wrist and allows him to transform into alien heroes that have different powers.

This article contains quotes from the third season of Ben 10. For more quotes, see:

Ben 10 First Season
Ben 10 Second Season

Ben 10,000[edit]

Gwen: [to future Grandpa Max] It's good to see you too. But the same shirt? Grandpa, it was 20 years out of style 20 years ago.
Grandpa Max: Hey, when you find a look that works...

Gwen: He [Ben 10,000] said not to touch anything!
Ben: Why should I listen to me? You never do.

Future Diamondhead: Get out of here!
Upgrade: When are you gonna get it through your thick skull? If this is your fight it's my fight too.

Cannonbolt: [to Future Fourarms about Vilgax] He may know how all your aliens fight, but does he know what Ben Tennyson can do? I just hope after all this time, you haven't forgotten too.

Diamondhead: Hey, what do you call this guy?
Arcticguana: I don't name... uh, I don't know. Absolute Zero?
Diamondhead: Bo-ring. How about "Arctic-guana?"
Arcticguana: Cool.

Gwen: See ya!
Ben: And I guess we're gonna be ya.

Midnight Madness[edit]

Max: When people fall asleep, they go into what's called a "hyper-dream state". Nothing makes sense in a dream. We'll need to keep you awake and aware, to stop your midnight strolls.
[Ben falls asleep on the bench where everyone is sitting; Gwen splashes Ben in the face with a glass of ice water.]
Ben: [coughing and sputtering] Hey! What was that for!?
Gwen: (with a smug look) Just doin' my job.

Ben: [Ben, exhausted, jumps onto the bed and starts to fall asleep (see above). Gwen pulls the covers out from under him, causing him to fall off.] Yaaa!! [hits floor] Hey! You're enjoying this, aren't you?
[Gwen pulls out a soccer horn, and blows it in Ben's face.]
Gwen: [innocent smile] Now why would you think that?

(Showing Ben her video of Grey Matter hypnotized)

Gwen: Wait, wait, this is my favorite part!
Grey Matter on video: (Blankly) Your grapes, Master.

A Change of Face[edit]

Ben: [Trapped in Gwen's body] Like being you isn't punishment enough, (smacks lips) peach lip balm? Strawberry hand lotion? Who wants to smell like a fruit salad?

(after telling Grandpa Max her plan)
Charmcaster: Oh, and your cooking STINKS.
Grandpa Max: It does?

(in the sewer)
Gwen:[trapped in Charmcaster's body] So, I don't suppose you guys are going to change your ways and give up crime, are you?
Missy: (laughs) Yeah right! We gotta make up for lost time. (Pinky and Missy approach Gwen)
Gwen: [trapped in Charmcaster's body] I thought you were gonna say that. (she throws two eggs at them and the eggs hatch into stone statues and Pinky and Missy become scared out of their wits as the two stone statues grow large and roar at Pinky and Missy. Pinky and Missy run into the cops and the stone statues leave)
Pinky: If I ever see you again, princess, I'm gonna introduce you to ALL ten of my friends here!

(at the seafood store, while some thieves are stealing a truck)
Ben: Looks like a job for XLR8. (activates the Omnitrix, but instead turns into Diamondhead) Diamondhead? Oh, man. I have a need for speed!

Merry Christmas[edit]

(XLR8 running with Gwen on his back)(Catches Candy Cane in his mouth)
XLR8: Mmm! Peppermint!

(faced with an army of robotic nutcracker soldiers, XLR8 gathers a bunch of snowballs)
Gwen: This is no time for a snowball fight!
XLR8: I was thinking more of a snowball slaughterfest.


Ben: Can this get any...[On seeing Kai doing a native dance] Cooler.

Ben: Goin' Ripjaws! [Nothing happens]
Ben: [Irritably] Okay, goin' by myself!

Kai:(after thanking him) But can I...
Ben: (interupts) Repay me? Forget it! I'm one of those "leap first, look second" kind of guys
Kai: That's nice. What I meant was, 'can I have my hand back now?' (blushing ben lets go)

Ben: Kai seems bummed. Maybe I could cheer her up.
Gwen: Since when do you care about what girls care a...[Realisation, hits her] bout? [Smiles wickedly] Unless you like her!
Gwen: That's it! Like, you so, like, like her!
Gwen: [In a sing-song voice] Ben's got a crush, Ben's got a crush!
Ben: So not!
Gwen: So do!
Ben: So don't! But if you're hanging around Kai or something, could you do me a favor? Sort of let it slip how cool I am, you know, that you're lucky to have me for a cousin.
Gwen: [Put off] So basically, you want me to totally lie?
Ben: [Shrugs] Well, when you put it that way...sure!

Ben and Kai: [To each other] Be careful
Gwen: [Disgusted] I think I'm gonna puke!

Ben: Gwen, could you scratch my back for a second?
Gwen: My fingers? On your back? I'd rather have my fingernails pulled out one at a time!

Kai: [Reasuring Ben] The Navajo believes that the Yenaldooshi is a god.
Ben: [On his current Benwolf appearence] I guess a little back hair isn't so bad.

[Ben, as Benwolf, dumps raw eggs in a bowl and pours milk, then dives face first into the bowl, splattering raw egg all over the place.]
[holds a napkin in his mouth in front of Kai]
Ben: Uh... napkin?
Gwen: [Her computer finds a picture of a cactus] The Arbol del Matrimonio cactus.
[Ben gets out of his seat and runs on all fours to the refrigerator, to get more food.]
Ben: Let's see what else I can wolf down! Hah! Get it? Get it??

Benwolf: Aww, man!
Max: What?
Benwolf: Well if I had known I could go different aliens if they just touched the watch, I'd have them scratch it a long time ago. I'd be an awesome Vilgax!

Kai: (To Ben) The alien stuff is cool but not as cool when you were a Yenaldooshi. I figured I could train you, tame you... You know.
Gwen: Train him? Tame him?? He's a person, not a pet! You can't talk to my cousin like that!
Ben: Oh, thanks Gwen!
Gwen: Only I can talk to my cousin like that.

[Kai had just broken up with Ben, because Ben could not stay a werewolf forever.]
Gwen: Two little words are all you need to know!
Ben: What are they? Come on! Tell me! GWEN!
Gwen: [scoffs] Boys.
Ben: [scoffs] Girls.