Ben and Gwen want something from the vending machine. When Ben's snack doesn't come out of it, he plans to retrieve it as Grey Matter. The plan was that Ben transforms into Grey Matter and retrieve his snack. Gwen finds a sock full of money. In the process, however, the Omnitrix times out while Grey Matter was still inside and he reverts back into Ben. When Gwen comes out she finds Ben stuck in the vending machine. She finds it silly but Ben is really mad about this. Ben's snack bar falls out and Gwen takes it angering Ben even more. Then Gwen gets into the Rust Bucket leaving Ben in the machine.