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Scared Silly is the thirty-second episode of Ben 10.
When the Rust Bucket runs out of gas on a foggy East Coast road, Ben, Gwen and Max are forced to stay at a hotel being menaced by Creepy Carl, a local folklore expert, who may actually be a ghost!
- Karl (first appearance)
- Ben saying "zoinks" is a reference to Shaggy from the Scooby-Doo franchise.
- The line where Carl says "And I would have too, if it wasn't for that kid turning into aliens" is a homage to the popular Scooby-Doo quote "And I would have gotten away with it too, if it weren't for you meddling kids".
- The Upgraded suit of armor bears a resemblance to Chromastone's Omniverse design.