1. Ugh!
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2. You okay?
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3. Been better.
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4. Ugh!
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5. We're in trouble.
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6. You think?
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7. How long before you can
change?
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8. Still need a few seconds.
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9. I'll see what I can do.
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10. Unh!
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11. Ben!
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12. Ugh!
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13. Running out of time here!
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14. Almost.
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15. Ugh!
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16. That's it, Ben!
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17. Ugh!
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18. Let him go!
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19. Uh-oh.
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20. It's okay.
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21. I'm back in business.
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22. You know who would be perfect
for this?
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23. The suspense
is killing me.
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24. Goop!
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25. Ew!
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26. You know this is cool.
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27. Hey.
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28. Uh, that's not gonna happen.
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29. Ben, get off of us.
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30. Sorry.
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31. You ought to be.
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32. That was pretty cool, though.
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33. Like the old days.
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34. Whatever.
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35. As long as we took care of this
thing for good.
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36. I swear there's still
Tennyson goo on here.
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37. No, there isn't.
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38. Nectarine smoothies for
everybody.
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39. Hey!
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40. Ohh.
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41. I should have said on everybody.
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42. Whoops.
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43. Hey, J.T., looks like somebody
had an accident.
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44. Yeah.
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45. Look at that mess, Cash.
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46. Need me to get you a sippy cup,
Ben?
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47. Or maybe a diaper?
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48. Okay. You got me.
Good one.
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49. Well?
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50. What are you gonna do about it,
huh?
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51. Egggh!
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52. Now look what you made me do!
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53. You know what?
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54. You two aren't even worth it.
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55. Huh?
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56. It's ridiculous.
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57. Could you at least try being
original, for a change?
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58. You've been doing the same old
bully routine
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59. since the second grade, Cash.
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60. It's tired.
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61. Spilling my drink... seriously?
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62. I can't believe I used to be
afraid of you.
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63. Look around, Cash.
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64. We've all grown up.
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65. But you're still the same
pathetic loser
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66. who has to torment others just
to feel good about himself.
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67. You're just sad.
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68. I'm proud of you, Ben.
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69. You could have totally gone
alien on that creep.
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70. I would have decked him.
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71. Man, he got you good, Cash.
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72. You should have seen your face
when... when he said...
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73. Nobody does that to me, J.T...
ever!
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74. Tennyson is gonna pay.
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75. I'll get him back.
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76. Then everybody will be laughing
at him!
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77. Hey. It's Kevin's car.
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78. Yeah? So?
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79. So, if it was me,
I'd go trash it.
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80. Leave Ben for later.
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81. You mess up Kevin's car,
and everybody will know
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82. you're bad...
the baddest in town.
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83. They'll be talking about it for
years.
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84. Unh!
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85. Dude, that's hard-core.
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86. Come on.
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87. Look at all this weird stuff.
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88. You think we could sell it?
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89. Hey!
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90. What did you do to my car?
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91. Grab something.
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92. Kevin.
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93. They won't get far.
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94. Don't, Ben.
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95. I can fly after them.
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96. I'll find them.
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97. Then what...
give up your secret?
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98. Like you said,
they're not worth it.
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99. Besides,
they can't hide forever.
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100. All that cool stuff,
and you grab an arm?
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101. Well, I think it's pretty cool.
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102. Kinda like a glove.
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103. Look.
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104. Behold the awesomeness of my
mighty robot arm!
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105. Aah!
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106. Whoo-hoo-hoo!
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107. All right!
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108. Give it!
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109. I found it.
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110. So?
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111. So it's my turn.
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112. Ow! Ow, ow!
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113. Aah!
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114. It ain't finders
keepers, J.T.
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115. It's mine.
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116. Cash... you okay?
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117. Oh, yeah.
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118. This will scare the juice out
of Tennyson.
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119. Last time he'll ever talk smack
to me.
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120. That'd be hilarious.
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121. You're not joking.
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122. Aah!
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123. I said...
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124. it's mine.
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125. Can't believe those
guys touched my car.
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126. Pushed it down a hill.
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127. Ohhh.
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128. You've been here all night?
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129. And I'm not leaving
until my ride is cherry.
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130. Want some help?
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131. You want to help me?
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132. Go away.
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133. Fine by me.
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134. No juice for you!
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135. I'm sorry about your car, Kevin,
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136. but you don't have
to be such a jerk to Ben.
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137. Ugh.
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138. I got some kind
of fruit bone in it.
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139. Yeah.
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140. Okay, I'll go get him.
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141. Where's Ben?
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142. I got to warn him.
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143. Something's wrong with Cash.
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144. The guy who messed
with my car?
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145. And weren't you with him?
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146. I-I-it was his idea...
really.
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147. Uh-huh.
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148. Cash is looking for Ben...
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149. says he's gonna teach him
a lesson.
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150. I wouldn't worry about Ben.
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151. I'd worry about your friend.
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152. Where is he?
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153. At... at the old
mannequin factory downtown.
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154. We hang there sometimes.
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155. Okay... all the time.
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156. Got it.
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157. Kevin, don't do
anything stupid.
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158. Unh!
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159. Waste of breath.
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160. What happened to you, J.T.?
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161. Back in first grade, you and Ben
used to eat paste together.
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162. You were nice.
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163. Then you started hanging with
Cash.
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164. Cash isn't so bad.
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165. I make him laugh.
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166. And he always has my back.
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167. Both of you act like
total jerks.
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168. Cash is Cash.
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169. What do you want from me?
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170. Seems to me you have a
lot of influence over him.
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171. Enough so I get to
watch him beat people up
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172. instead of getting beat up myself.
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173. Sounds like the basis
of a great friendship.
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174. I...
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175. Why are you still here,
anyway?
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176. If Cash is such a good guy, why
don't you go hang out with him?
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177. Look, I just wanted
to warn Ben.
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178. Don't.
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179. It's not like when we were little.
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180. Ben can take care of himself.
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181. Well what about me?
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182. Cash is seriously bent.
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183. I mean, something's wrong.
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184. And if he finds out I told...
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185. Nothing will happen to
you, J.T.
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186. Knock, knock.
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187. Don't bother hiding.
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188. Your weasel friend already told
me you were here.
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189. Levin, I don't
have any beef with you.
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190. That's where we differ.
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191. You trashed my car.
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192. Okay. That's a surprise.
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193. Pretty cool, huh?
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194. I can also do this!
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195. You were just about to leave,
right?
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196. No.
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197. This is good.
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198. This is really good.
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199. What are you talking about?
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200. See, now that you're
all jacked up,
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201. I don't have to
hold back.
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202. That didn't even hurt.
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203. Yeah?
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204. How about this?
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205. No way!
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206. Unh!
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207. Aaah!
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208. Unh!
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209. Unh! Unh! Unh!
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210. Unh!
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211. Take your best shot.
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212. Unh!
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213. Okay.
That was pretty good.
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214. Guess this means
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215. you're not the coolest kid in
town anymore, Levin.
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216. And you are?
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217. Not on your best day.
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218. You don't have to
worry, Levin.
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219. This isn't about you.
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220. Ben Tennyson...
that's who this is about.
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221. You tell him... 3:00,
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222. Mr. Smoothy parking lot.
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223. If he doesn't show,
I'm coming for him.
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224. There you are!
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225. I've been looking everywhere
for...
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226. How many of those things have
you had today?
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227. Let me put it this way...
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228. enough to know carrot and
chocolate
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229. aren't two great tastes that
taste great toge...
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230. Oh.
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231. Hey.
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232. Why is he here?
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233. He came to warn you.
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234. It's Cash.
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235. I wasn't worried at first,
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236. but Kevin went after him
hours ago.
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237. You're worried about Kevin?
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238. Kevin's going to destroy him.
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239. Kevin's not like that, Ben.
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240. He's changed.
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241. A little.
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242. Okay, maybe this is bad.
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243. We should go.
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244. I'll show you.
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245. We're not far.
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246. It's all messed up,
like there was a fight.
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247. It's abandoned.
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248. It probably always looked like this.
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249. These holes in the wall
are new,
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250. but the garbage has been there
forever.
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251. And there,
by the loading dock...
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252. Kevin?
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253. Ugh.
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254. Bet you're loving this.
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255. Kevin, what happened?
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256. Are you hurt?
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257. Mm.
Not as bad as it looks.
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258. Hold on a minute.
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259. Cash did this to you?
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260. Right. Stopping now.
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261. He must have got a hold
of some alien tech.
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262. He kind of looks like that robot
we fought yesterday.
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263. J.T., is there anything
you forgot to tell us?
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264. Uh... maybe.
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265. When we... I mean,
Cash trashed your car
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266. and all that stuff fell out,
we grabbed something...
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267. a big metal glove.
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268. It shoots lasers.
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269. I tried to get it back,
but he wouldn't give it up.
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270. It's like it possessed him.
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271. I'm telling you...
he's not himself.
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272. He called you out,
bro... 3:00, the Mr. Smoothy.
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273. Okay.
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274. This is gonna end... now.
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275. More like in 15 minutes.
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276. Doesn't tell time.
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277. Go. I'll be okay.
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278. I'll come back for you after.
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279. Wait up!
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280. Run!
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281. You guys thought I was
so funny.
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282. Who's laughing now?
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283. Hey!
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284. What is your problem?
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285. You're my problem,
Tennyson.
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286. But now I've got power,
and no one can stop me...
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287. not even your friend Kevin.
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288. That's right.
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289. I kicked Kevin Levin's butt.
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290. And you're next, Tennyson.
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291. I'm not gonna fight you, Cash.
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292. Well, then, this should
be over pretty quick.
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293. Cash!
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294. Look, this is messed up.
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295. We were supposed to be having fun.
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296. This ain't you, man.
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297. You ratted me out!
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298. Nice friend you got there.
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299. Unh!
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300. Unh! Unh! Unh!
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301. Unh!
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302. Cash, listen to me.
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303. You don't want to do this.
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304. You can't beat me, Cash.
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305. You think just because
you're some kind of freak,
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306. I'm gonna stop?
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307. I'm never gonna stop... ever!
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308. Aah!
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309. Why are you doing this?
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310. Why me?
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311. Why... not?
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312. I'll show you why not.
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313. It doesn't have to be this way,
Cash.
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314. Neither of us wins anything
by fighting.
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315. Just stop!
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316. I can't.
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317. Yeah, you can.
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318. No.
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319. The machine wants to fight.
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320. Look...
it's fixing itself already.
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321. The Cash I know isn't
gonna let a pile of scrap metal
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322. tell him what to do.
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323. You're the toughest kid in
school.
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324. Fight it!
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325. How?
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326. That thing doesn't control you...
you control it.
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327. Maybe.
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328. Get... off... me!
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329. Thanks.
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330. You too.
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331. We should get together sometime
and eat paste.
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332. Huh?
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333. Come on, Cash.
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334. Let's go.
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335. I feel like I'm
forgetting something.
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336. You did.
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337. We have to lock that robot glove
up someplace
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338. where it can't take
control of anyone else.
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339. True.
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340. But that's not it.
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341. You forgot to buy me
another smoothy?
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342. No.
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343. Hello?
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344. Anybody?
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345. Hello?
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