|This article belongs to the Classic Continuity|
Of Predators and Prey: Part 1 is the ninth episode of Ben 10: Omniverse.
The episode begins in the middle of the same flashback as The More Things Change: Part 1, in when Malware fights and defeats Four Arms and he deactivates and drains the original Omnitrix and copied it to his hand.
Five years later, Ben and Rook are playing a Sumo Slammers video game until Crabdozer comes out through the wall. Ben tries to transform into Humungousaur, but he transforms into Stinkfly instead. Stinkfly spits goo on Crabdozer's legs, sticking them to the floor. Crabdozer transforms into Buglizard and breathes gas onto the goo, causing it to melt away. Buglizard grabs Stinkfly and throws him around, while Rook shoots the predator. The Omnitrix times out and Stinkfly transforms back into Ben and he is covered in saliva. Ben tries to transform into Humungousaur again, but transforms into Wildmutt instead. Wildmutt attacks Buglizard and they end up fighting in the parking lot. Khyber, watching over the battle from a close by building, whistles and causes Wildmutt to be stunned by the noise and he transforms back into normal. As Buglizard was about to bite Ben, Rook arrives and attacks Buglizard. Ben asks about whether Rook was able to hear the noise, but Rook didn't hear the noise. As Rook shoots at Buglizard with his Proto-Tool, Buglizard flees and transforms back into Khyber's Pet.
While driving the Proto-TRUK, Rook says that they should go searching for Khyber's pet and notes how the dog immediately transformed into Stinkfly's natural predator, Buglizard. Ben remembers that Khyber's pet had a symbol resembling the Omnitrix. Ben thinks that he sees Khyber's Pet, but it is only just a stray dog. Ben wonders if Khyber's Pet was able to hear the sound Wildmutt did.
They then head over to the Plumbers base, where Max is trying to recapture an alien scorpion-like thing. Rook helps Max, and Max reveals that the alien was for a meal he was cooking, and gives some to Rook. Ben tells Max about Khyber's Pet, who is hunting him. Max asks Ben what he thinks they should do. Ben tries to tell Max an idea that Rook told him earlier, but can't talk due to having food in his mouth and becomes irritated towards Ben.
Later, Ben and Rook head to Undertown to find Khyber's pet. After Rook harasses a citizen in order to check to be Khyber's pet in disguise, Ben and Rook have a fight over what they should do. Then Rook decides to leave, leaving Ben with his hoodie, hoverboard, and his broken Plumbers badge (after Rook broke it, saying that he doesn't deserve one) Khyber watches, satisfied, and his pet begins to growl.
Five years ago in a flashback, Malware is traveling to the lair of Dr. Psychobos on Encephalonus IV. Malware presents Pychobos the Omnitrix he absorbed, and Psychobos approves it as a partial blueprint. Malware tells Psychobos to use it to build him an Omnitrix. Psychobos agrees, but says that he needs DNA.
Back in the present, Psychobos calls Khyber and asks him why he is taking so long to obtain the DNA from Ben. The call ends and Khyber sends his pet after Ben. Ben tries to get information about Khyber's Pet from the citizens of Undertown, but has no luck. He sees a pet store and gets an idea. Pakmar, who is the operator of the shop, tries to get rid of Ben before realizing that he is a customer. Ben tells Pakmar to demonstrate dog whisltes to him and he transforms into Wildmutt again. Pakmar demonstrates whistles, but none are right. Khyber's Pet approaches the shop as Khyber watches. Khyber whistles and Wildmutt, satisfied and having heard the whistle, transforms back into Ben. Khyber's pet roars, which frees all of Pakmar's pets, and then attacks Ben. Khyber's pet brings Ben to Khyber. Ben is happy that his plan worked, but Khyber attacks and pins Ben to the wall. Ben manages escapes Khyber, but Khyber whistles and Khyber's pet attacks and fights Ben.
Ben tries to use the Omnitrix in order to transform, but the Omnitrix would not allow him due to having to recharge. Ben manages to use his hoverboard in order to escape from Khyber and his pet, but Khyber manages to climb onto the top of a building and he uses an energy gun in order to shoot the strings that are holding the build boards which causes them to fall to the ground and block Ben's path. Ben changes his direction and continues to ride on his hoverboard and dodges the attempt made by Khyber's Pet to knock him off of the hoverboard. But Khyber shoots another group of the strings that are holding the build boards which causes them to fall to the ground and block Ben's path again. Khyber then manages to shoot and destroy Ben's hoverboard, causing Ben to fall off of his hoverboard. After the Omnitrix recharges, Ben transforms into Crashhopper and leaps away, but Khyber's pet then jumps into the air and transforms into Mucilator and falls on Crashhopper. Crashhopper then transforms into Armodrillo and throws Mucilator into the air. Mucilator then transforms into Slamworm, goes underground ,and burrows beneath Armodrillo. Slamworm then comes up under Armodrillo and knocks him away. Armodrillo is sent flying and transforms into Heatblast through slamming the Omnitrix. Heatblast then chases after Khyber by flying in the air via propulsion, After discovering him, Heatblast gloats to Khyber, but Crabdozer rams him from behind, sending him flying into a wall that was located inside of Pakmar's shop. Heatblast tries to transform into Humungousaur again through slamming the Omnitrix just as it begins to time out, but he transforms into Ball Weevil instead.
At first, Ball Weevil doesn't know how to use his powers, but then spits a ball and rolls around uncontrollably before seeing that the ball can explode. Crabdozer and Khyber arrive, and Khyber shoots at Ball Weevil. Ball Weevil spits out a ball and kicks it at Khyber. It explodes. Ball Weevil kicks one at Crabdozer, who transforms into Terroranchula and blocks it with an energy web. Ball Weevil kicks balls at Terroranchula, who blocks them all and attacks Ball Weevil. Ball Weevil blows a whistle dropped by Pakmar, which irritates Terroranchula. Khyber shoots the whistle and Ball Weevil flees up a pipe while wishing for Rook to show up. The combatants emerge on the street. Terroranchula transforms back into Khyber's pet and Ball Weevil projects some at Khyber and its pet, but Khyber knocked Ball Weevil's ball back at him with a weapon. The Omnitrix then times out and Ball Weevil transforms back into Ben. Ben falls down saying "No." and faints. Khyber then picks up Ben and says "Yes." and laughs evilly as he has finally caught his prey.
- Dr. Psychobos makes his debut, and it's revealed that he hired Khyber to collect Omnitrix DNA samples for Malware.
- Ball Weevil gets unlocked and makes his first appearance.
- Terroranchula makes her first appearance.
- The origin of the Nemetrix is revealed.
- Stinkfly makes his Omniverse debut by 16-year-old Ben.
- Ben and Rook have their first argument with each other.
- Rook tells Ben that he never saved the world by himself, since he always had help.
Omnitrix Aliens Debuts
Nemetrix Aliens Debut
- Terroranchula (first appearance)
- Ben Tennyson
- Rook Blonko
- Max Tennyson
- Kineceleran Kids
- Green-Worst (cameo)
- Lillimusha DiForestini (cameo)
- Tentacle Vendor (cameo)
By 11 year old Ben
By 16 year old Ben
- Stinkfly (first re-appearance by 16 year old Ben; intended alien was Humungousaur)
- Wildmutt (x2; first time intended alien was Humungousaur)
- Ball Weevil (first appearance; intended alien was Humungousaur)
Naming and Translations
|Hungarian||Ragadozók és zsákmányaik, Első rész||Predators and Their Preys, Part 1|
|Polish||Drapieżniki I Ofiary Cz.1||Predators And Victims Part 1|
|Portuguese (Br)||Predadores e Presas, 1ª Parte||Predators and Preys, 1st Part|
|Spanish (HA)||Depredadores y Presa, Primera Parte||Predators and Prey, First Part|
|Spanish (Spain)||Presa y Depredador, Parte 1||Prey and Predator, Part 1|
The title of this episode is a play on Of Mice and Men, a novella written by author John Steinbeck.
- Khyber's "Yes" quote at the end of the episode is a reference to how Megatron from Transformers: Beast Wars always trolls on the word "yes". Coincidentally, they are both voiced by David Kaye.
- Ben's "Make like a tree and get out of here" quote was similar to what Biff Tannen usually says in the Back to the Future trilogy.