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34497a3fe0ef52949a1ba8e99894ed69 This article belongs to the Original Continuity.

Of Predators and Prey: Part 2 is the tenth episode of Ben 10: Omniverse.

Plot

The episode starts with Ben being held captive and hanging from the ceiling in Khyber's ship with Khyber and his dog. Khyber says that he is the ultimate predator, and that Ben is the ultimate prey before slicing off a piece of Ben's hoodie. Khyber then plans to cut off Ben's Omnitrix arm.

Ben starts telling Khyber that he won't succed, since so many other villains have failed. Khyber thinks that Ben is trying to buy time for Rook to find them, but he doubts it since he saw Ben's Plumber's badge being destroyed and that was the only way Rook would track them here. He then teases Ben about how his partners always leave him. Then Ben starts offending Khyber's method of sending his dog to do all the work and teases Khyber's pet through saying that it is the brains of the operation and calls it a "mutt". Khyber says that he is not a "mutt" and that he is a properly trained Anubian Baskurr. Ben states that Khyber's pet is wearing an Omntrix wannabe and Khyber states that the Nemetrix was created by Malware, which shocks Ben. Khyber then explains how Malware had created the Nemetrix with the aid of Dr. Psychobos. It was missing predator DNA so they hired Khyber to obtain the DNA, five years ago. Then they searched for a test subject in the Null Void and found and kidnapped Phil Billings in order to use him as a test subject for the Nemetrix. On that same day, Max, Ben, and Gwen were fishing. Gwen was practicing with her mana, so Ben transforms into Stinkfly and knocks Gwen off her mana and distracts her. Then Phil, who was watching from the bushes, transforms into Terroranchula attacks them. Stinkfly projects slime at Terroranchula and Gwen throws mana at him, but he breaks free of both and covers himself in an energy web. When Stinkfly stings Terroranchula with his tail, he is electrocuted and sent flying back and the Omnitrix times out, causing Stinkfly to revert back into Ben. Gwen manages to use her mana in order to catch Ben in order to prevent him from receiving an injury through falling onto the ground hard and he falls to ground softly. Ben then transforms into Feedback who absorbs Terroranchula's energy webs. Grandpa Max then drives the Rust Bucket into Terroranchula, who just pushes it over. Suddenly, Terroranchula begins to foam from the month and loses its mind and Feedback then grabs and wrestles with him until the Omnitrix times out, Terroranchula transformed back into Phil just as Feedback reverted back into Ben. After Ben, Gwen, and Max are surprised to learn about the fact that Phill was Terroranchula, Max had stated that Phill needs help, But Phil then disappears before their very eyes.

Back in Khyber's ship, Ben learns that Khyber was behind Phil's attack and it was just a test run for the Nemetrix. Khyber explains that since sentient beings were unable to withstand the savage mindset of the Nemetrix it was given to Khyber's Dog instead. Ben taunts Khyber and then uses Khyber's sword to free him of his bonds. Ben then attempts to transform into Humungousaur, but he transforms into Rath instead who battles Khyber's dog and then battled Khyber, but Khyber subdues Rath with a hephaestan neuro grip and Rath transforms back into Ben. Khyber then grabs Ben and prepares to cut off his Omnitrix. As he's about to do so Rook shocks him in the back. Khyber is shocked to realize that Rook found his ship. It turned out that Ben had his Plumber Badge with him the whole time and the one broken by the Proto-TRUK was a decoy. Ben and Rook explain that they faked their fight, using a soda can as a fake badge. As Ben and Rook start to argue about rescuing each other, Khyber then whistles to his dog who transforms into Crabdozer and pins Ben to a wall. Rook rushes to help Ben but is taken down by Khyber. After Crabdozer frees Khyber, Rook cautions Ben not to transform into Heatblast. Ben believes that since the Omnitrix never gives him the alien he asks for, he selects Heatblast, but he does transform into Heatblast. Crabdozer then eats Heatblast and spits Heatblast out as he transforms back into Ben.

Then, Ben realized he got what he chose, so he attempts to transform into Humungousaur again, but he transforms into Armodrillo instead. Khyber attacks Armodrillo who overpowers Khyber and punches him before defeating Crabdozer. Khyber then whistles to Crabdozer, who transforms into Slamworm and fights Armodrillo. They fall to a lower deck and Armodrillo runs from Slamworm. He then collapses the ceiling onto Slamworm. Armodrillo tells Rook to get Khyber's whistle. Khyber is on the bridge, taking the ship off and Rook then goes after Khyber and suggests to Armodrillo that he should transform into another alien form as Armodrillo transforms back into Ben. Ben attempts to transform into Humugousaur, but he transforms into Stinkfly instead, relieved that Slamworm is not Stinkfly's predator, and Slamworm tunnels out of the ship. Stinkfly follows it only to be grabbed by Buglizard, who crawls to the top of the ship. Rook bursts into the bridge and Stinkfly transforms back into Ben. Ben transforms into Crashhopper and frees himself from Buglizard's tail. He then falls away from the ship.

Predators and Prey part 2 (67)

Humungousaur's Omniverse debut

Crashhopper grabs a spike and starts kicking Buglizard in her face. Rook shoots at Khyber who deflects one of his blasts and knocks Rook out. Khyber sees Crahhopper kicking Buglizard and whistles to his dog, transforming Buglizard into Mucilator, which results in Grasshopper getting stuck. Meanwhile, Khyber and Rook duel with a sword and the Proto-Tool, but Rook shocks Khyber and starts to pilot the ship. After Crashhopper is released from the slime and transforms back into normal, Ben gives up and tells the Omnitrix to surprise him. He finally transforms into Humungousaur and punches Mucilator away. Humungousaur is delighted to see that he has finally transformed into Humungousaur and Humungousaur and Mucilator battle while Khyber eventually blasts Rook with some solid fumes, trapping him to the floor, and Rook realizes that Khyber is the whistle. Khyber whistles again and Mucilator transforms into Tyrannopede, Humungousaur's predator, and Humungousaur and Tyrannopede fight, which shakes the ship. Khyber tells Tyrannopede to kill Humungousaur, so Tyrannopede wraps Humungousaur in a cocoon and tears it apart. Inside of the cocoon, Ben is safe. He tries to transform into Way Big, but he transforms into Grey Matter instead. After observing the events that occurred outside of the ship through a screen, Khyber tries to whistle to transform Tyrannopede into Grey Matter's predator, but Rook stops him through blocking his whistle with goo and Khyber then wrestled with him. Grey Matter thinks for a minute and then climbs onto Tyrannopede. He performs a Feston Neuro-Grip, which causes Tyrannopede to faint. Grey Matter transforms back into Ben and the ship starts to fall and he was then sent flying.
DepreyPresa2P424-0

Big Chill's Omniverse debut

Ben hopes that the Omnitrix to transform him into something that could fly and he transforms into Big Chill. In the fight taking place inside of the ship, Khyber was about to deliver the final blow to Rook when Big Chill, while he was intangible, freezes Khyber and saves Rook. The ship falls, so Big Chill makes a hole in it and flies out of the ship with Rook.
Of Predator part2 119

Khyber and his dog having survived the crash

The ship crashes into a forest and Khyber and his dog stumble out of the ship's remains, having survived the crash, and fall to the ground and they were injured. Khyber curses Ben when Malware and Dr. Psychobos appeared. Malware said that Khyber should capture Ben again after his failure. When Big Chill transforms back to Ben, he and Rook start to fall but were caught by Grandpa Max's Plumber Ship. Ben said "not one word" and Rook said "What about two words - Told you!"

Noteworthy Events

Major Events

Omnitrix Alien Debuts

Nemetrix Alien Debut

Characters

Present Characters

Flashback Characters

Villains

Present Villains

Flashback Villains

Aliens Used

By 11 year old Ben

By 16 year old Ben

By Zed

By Phil

Quotes

Quotes


Rook: (after electrocuting Khyber) Surprise!
Ben: Took you long enough! I had this guy tell me his whole life story trying to buy time till you decided to waltz in!
Rook: (handcuffing Khyber) I do not know how to waltz. However, my Earth's culture text did make mention of a dance called...
Ben: Skip it!
Rook: I do not know how to skip either. Oh! Earth expression.
Ben: (touches his nose) Bingo!
Rook: (also touches his nose, confused)
Ben: Also an expression.


Quotes Right

Quotes


Rath: Lemme tell ya' somethin', self-proclaimed greatest huntsman in the galaxy: Rath is not Humungousaur. But Rath... is gonna make you... HUMUNGOU-SORRY!


Quotes Right

Quotes


Ben: Forget the ship, find the whistle! (Mucilator runs toward Ben)
Ben: You know what, Omnitrix. I give up. Surprise me. (hits Omnitrix)
Humungousaur: (punches Mucilator) Humungousaur! For real! Yeah!! Who's the predator now, Tiny?! (Humungousaur begins fighting Mucilator)


Quotes Right

Quotes


Khyber: Excellent work, old friend.

Rook: (destroys the door) It would appear, Khyber, that the hunter has become the hunted! (to Khyber) That is not a bad entrance line, is it? (to Ben)


Quotes Right

Quotes


Big Chill: (Flying away with Rook) This should finally prove, beyond a shadow of a doubt, that Ben Tennyson can survive JUST FINE without anyone's help! (Omnitrix times out, Ben and Rook fall out of the sky)


Quotes Right

Quotes


Crashhopper: Crashhopper? I'll take it! (Jumps,but falls down) Woah! Bad idea!


Quotes Right

Naming and Translations

Language Name Origin
Hungarian Ragadozók és zsákmányaik, Második rész Predators and Their Preys, Part 2
Polish Drapieżniki I Ofiary Cz.2 Predators And Victims Part 2
Portuguese (Br) Predadores e Presas, 2ª Parte Predators and Preys, 2st Part
Spanish (HA) Depredadores y Presa, Segunda Parte Predators and Prey, Second Part
Spanish (Spain) Presa y Depredador, Parte 2 Prey and Predator, Part 2

Allusions

Lockdownhook

Lockdown's hook

  • When Rath begins fighting Khyber, he tells him it's "Khyber the Huntsman Season" to which Khyber replies back that it's "Appoplexian Season". While fighting, the two go back and forth with "Khyber Season!" and "Rath Season!" which alludes to the Bugs Bunny and Daffy Duck's "Duck Season/Rabbit Season" gag in Looney Tunes.
  • Ben says the names of Humungousaur and Big Chill after transforming, which is similar to how he had the tendency of shouting out the names of his aliens after he transformed into them in Alien Force and Ultimate Alien. However, in context of this episode, it's due to the pleasant surprise at having them back.
  • Ben makes a mention of the events from Singlehanded, where he states that his hand was crawling around in the Null Void without him.
  • The hook hand of Lockdown from Transformers Animated cameos in Khyber's ship again.
Ben 10: Omniverse Episodes in Production Order
Arc 1
The More Things Change: Part 1 · The More Things Change: Part 2 · A Jolt from the Past · So Long, and Thanks for All the Smoothies · It Was Them · Trouble Helix · Hot Stretch · Have I Got a Deal for You · Of Predators and Prey: Part 1 · Of Predators and Prey: Part 2
Arc 2
Many Happy Returns · Gone Fishin' · Outbreak · Blukic and Driba Go to Mr. Smoothy's · Malefactor · Bros in Space · Arrested Development · Rules of Engagement · Showdown: Part 1 · Showdown: Part 2
Arc 3
T.G.I.S. · Tummy Trouble · Store 23 · Vilgax Must Croak · Ben Again · Special Delivery · Rad · While You Were Away · The Frogs of War: Part 1 · The Frogs of War: Part 2
Arc 4
Food Around the Corner · The Ultimate Heist · O Mother, Where Art Thou? · Max's Monster · Evil's Encore · Return to Forever · Mud Is Thicker Than Water · OTTO Motives · A Fistful of Brains · For a Few Brains More
Arc 5 - Galactic Monsters
Something Zombozo This Way Comes · Mystery, Incorporeal · Bengeance Is Mine · An American Benwolf in London · Animo Crackers · Rad Monster Party · Charmed, I'm Sure · The Vampire Strikes Back · And Then There Were None · And Then There Was Ben
Arc 6
Catfight · Collect This · The Vengers · Cough It Up · The Rooters of All Evil · Blukic and Driba Go to Area 51 · No Honor Among Bros · Universe vs. Tennyson · Weapon XI: Part 1 · Weapon XI: Part 2
Arc 7
Clyde Five · Rook Tales · Charm School · The Ballad of Mr. Baumann · Fight at the Museum · Breakpoint · The Color of Monkey · Vreedlemania · It's a Mad, Mad, Mad Ben World: Part 1 · It's a Mad, Mad, Mad Ben World: Part 2
Arc 8
From Hedorium to Eternity · Stuck on You · Let's Do the Time War Again · Secret of Dos Santos · Third Time's a Charm · The Final Countdown · Malgax Attacks · The Most Dangerous Game Show · The End of an Era · A New Dawn
Ben 10: Omniverse Episodes in U.S. Airing Order
Season 1
The More Things Change: Part 1 · The More Things Change: Part 2 · A Jolt from the Past · Trouble Helix · Have I Got a Deal for You · It Was Them · So Long, and Thanks for All the Smoothies · Hot Stretch · Of Predators and Prey: Part 1 · Of Predators and Prey: Part 2
Season 2
Outbreak · Many Happy Returns · Gone Fishin' · Blukic and Driba Go to Mr. Smoothy's · Malefactor · Arrested Development · Bros in Space · Ben Again · Store 23 · Special Delivery
Season 3
Showdown: Part 1 · Showdown: Part 2 · Tummy Trouble · Vilgax Must Croak · While You Were Away · The Frogs of War: Part 1 · The Frogs of War: Part 2 · Rules of Engagement · Rad · Evil's Encore
Season 4
T.G.I.S. · Food Around the Corner · O Mother, Where Art Thou? · Return to Forever · Mud Is Thicker Than Water · OTTO Motives · The Ultimate Heist · A Fistful of Brains · For a Few Brains More · Max's Monster
Season 5
Something Zombozo This Way Comes · Mystery, Incorporeal · Bengeance Is Mine · An American Benwolf in London · Animo Crackers · Rad Monster Party · Charmed, I'm Sure · The Vampire Strikes Back · Catfight · Collect This
Season 6
And Then There Were None · And Then There Was Ben · The Vengers · Cough It Up · The Rooters of All Evil · Blukic and Driba Go to Area 51 · No Honor Among Bros · Universe vs. Tennyson · Weapon XI: Part 1 · Weapon XI: Part 2
Season 7
Clyde Five · Rook Tales · Charm School · The Ballad of Mr. Baumann · Fight at the Museum · Breakpoint · The Color of Monkey · Vreedlemania · It's a Mad, Mad, Mad Ben World: Part 1 · It's a Mad, Mad, Mad Ben World: Part 2
Season 8
From Hedorium to Eternity · Stuck on You · Let's Do the Time War Again · Secret of Dos Santos · Third Time's a Charm · The Final Countdown · Malgax Attacks · The Most Dangerous Game Show · The End of an Era · A New Dawn