Disclaimer: as it really goes without saying; I do not own any rights to BtVS, Mass Effect, Terminator or any other professional fiction and/or franchise that may or may not crop up within this story. I own a laptop and my meaningless time that was used to cobble this idea together.

XxxX

This story takes place excursively in the Mass Effect universe which is separate to the BtVS verse.

This is built upon the story inception idea of YAHF with a small twist as to how Xander exactly 'benefits' from his Halloween possession.

Note:

A.I – Artificial Intelligence.

V.I – Virtual Intelligence.

"We win or lose it all in the next few minutes. Make me proud. Make yourselves proud." Verbal speech.

"Rudimentary creature's of blood and flesh. Fumbling in ignorance, incapable of understanding." Reaper speech.

"I won't escape? I'm not even here. I never was. Don't worry; you'll catch on" Comm, recording, A.I speech.

XxxX Flashback XxxX

The Proximity alarm had barely flickered to life before he switched it off and turned his attention to the facilities external sensors. 'seeing' everything via a combination of security cameras monitoring the connecting bast door that lead to the hanger and the proximity sensors aimed outward and upward to scan and watch aerial traffic. Doctor Renn had been a paranoid Salarian out of necessity due to the forbidden nature of his research. A benefit as it allowed Xander to track the approaching vessel.

The vessel itself was an Asari scout ship. Designed to house a small crew with little to no weaponry beyond defensive measures. Traditionally used by Asari Commandos as transport for quick entry missions.

Given that not only was the moon located in an isolated system of no true importance and that the ship was on direct course for the facility; actively scanning, displayed a clear intent to infiltrate.

That was worrisome. Based upon the timing of this Asari arrival coupled with what he had learned of the biology of his 'creator' these, guests, were here to scavenge. It could be no coincidence that the facility was apparently discovered and being approached by a team of Asari Commandos of all people a mere year following what would have been the completion of the natural life expectancy of a Salarian.

It would seem that the doctor's research was not as secret as he would have believed. The Asari seemed to have simply waited for Dr. Renn to die of old age and had come to pick at the dead rather than steal from the living.

Regardless, Xander was at risk.

Examination of Renn's research and the limited archived information available had instructed him of the expected response he could receive from Organics. Artificial Intelligence was not only illegal in the wider galaxy, but considered highly dangerous.

They would seek his destruction if and when they discovered his existence.

He could lock out any and all attempts to gain entry, but the only thing that would serve would be to merely alert the Asari to his presence. They could and would inevitably force their way into the facility and would then search for him in earnest.

No, he had to hide. Relocate himself from the primary mainframe of the laboratory.

Thankfully Renn had not held back in ensuring he had access to the best equipment and facilities needed for the his research. And had even gone as far as ensure there were redundancies on almost everything. In addition to the Quantum Computer he had been 'born' and contained within, a secondary system had been installed in Renn's personal quarters. Containing a backup of the scientists research and redundant V.I interfaces for systems that had long since been deleted by Xander after he had come online and taken over himself.

By the time the Asari ship had docked and was in the process of breaching the blast door to the facility proper; Xander had already wiped the data from the secondary system and transferred his entire existence into it; making sure to scrub clean all race of the transfer.

To fill in the space he had left behind in the primary system; Xander set in place a redundant V.I, enhanced with a few additional protocols and systems to mimic threshold A.I computational capabilities for discovery.

The Asari, while intelligent add competent, were mp where near as thorough and detail orientated as Salarians and while were aware of the necessity for redundancies, would not think to look for a completed project anywhere else but the main system.

The main doors opened and, for a moment, Xander lost the security vids monitoring the entrance way. It took point two seconds to restore control and isolate their function so the Asari didn't notice their reactivation.

Five Asari. Divided into pairs with their leader directing them via a schematic display on her Omni-Tool. When she briefly connected to the facilities systems to retrieve said details he slipped a small fragment of himself into her Omni-Tool. The slightest trace of malware to go through her systems for information retrieval.

It didn't take long to retrieve what he needed. The identity of the commander of the team was Commander Benezia T'soni. On the cusp of reaching the Matriarch stage of life, Commander T'soni had been asked to lead the team to at the personal request of the Asari Councillor. The Asari had indeed known or Renn's location and the nature of his research and simply waited for his death before laying claim to said research.

Clearly they had not anticipated that the good doctor would die prematurely by his own research.

According to the mission brief on Commander T'soni's Omni-Tool the Asari Councillor; Sirilia had been the one to dispatch the team without the knowledge of her fellow Councillors with the intention of taking sole possession of Renn's research for Asari ownership. The estimate based upon the Salarian's academic history and renown in the galactic scientific community was that there was a high likelihood of at least a working prototype to be recovered.

It was a good thing then that Xander had installed and modified that V.I as a precaution if they were expecting to find a prototype A.I.

having perused through what relevant information he could find, the fragment malware destroyed itself and was by the time the Asari Commandos had cleared the entry hall and made it into the facility proper.

"Life Support is non-responsive. From what I can access a system error seems to have occurred that caused an overload roughly twenty years ago." T'soni informed her subordinates; heard by Xander who was observing via security feeds. "There is no record of any attempt to repair the error following the overload. It is most likely that Doctor Renn perished at that time."

"Should we locate his body?" One of the Commando sisters queried as they started to spread out to search the compound. "The Salarian government may wish for his remains returned to Sur'Kesh."

The Commando's all had their weapons out and at the ready. Clearly they were taking no chances with the knowledge that Renn had not died of natural causes.

"At the very least his Omni-Tool data may prove useful." T'soni approved.

Xander watched as the team broke off into its pre-arranged groupings and a pair of Asari made for Life Support while the other three head for the main lab floor.

Xander absently scanned through the doctors notes and compiled research for any mention of him. He had to be careful to ensure that there was no evidence that Doctor Renn had used an organic as the basis for his project.

He could absolutely not allow the Asari or the Council to learn of the route Renn had taken.

It was a small mercy that his organic remains had been incinerated so there was no physical evidence of his organic origin for the Asari to discover.

He switched his attention between the groups of Asari; watching the pair in life support locate the Salarian Doctor's remains and begin the process of extracting the data on his Omni-Tool. Xander was careful to oversee the transfer in the event that there was some mention of him there that he missed. He was sure that he had wiped everything already; but with something this important he didn't want even the tiniest oversight to be his end.

The lights throughout the entire facility flickered as Xander's thought processes came to a near complete stop as something quite alarming occurred to him. Two Asari in life support. Another two in the lab extracting the modified V.I. where was the fifth?

Xander sped through the monitoring feeds. Going over the recent recordings to track the whereabouts of the mysteriously absent Commander T'soni.

A small overload of the lighting in a corridor occurred when an incredible wash of fear crashed through him when he finally located Commander T'soni. In Renn's personal quarters; where his existence was helplessly hidden.

He wasn't sure why she had ventured here. Perhaps the Commander had been given some secondary, verbal order that was not part of the official mission brief that required her to investigate the Salarian's private quarters. Could it be that she suspected, and rightly so, that there was more to discover.

More concerning; had she noticed his quick intrusion into her Omni-Tool and traced the origin?

He could not be sure.

Thankfully, Renn believed in complete documentation and had a security feed installed within his own quarters that allowed Xander to visually monitor the Asari.

Xander had to admit; for an alien she was stunningly beautiful. Rich blue skin and sharp purple eyes that held a clear intelligence to them. Clad in her form fitting armor that hugged every curve and accentuated the natural beauty of her race. Xander even found the Asari head crest and light dusting of different shades of blue decorating her cheeks like freckles to be an attractive sight.

Xander felt a shiver of fear pass through his memory core when he saw her crouch down by the doctor's bed to peer directly at the secondary storage unite that was serving as his 'Blue Box.' she had found him.

Xander began calculations. Life Support was already down and the Asari were both equipped with their own breathers that allowed them to operate in vacuum and far too disciplined to be taken by panic. The facilities heating was not viable either. The facility was already operating at minimal heating and if the Asari were thus far unhindered by the low temperatures it was highly unlikely they would be affected if he reduced it further.

Security counter measures designed against intruders were meant to prevent a landing in the first place. There were no measures in place within the facility itself.

Electrical outlets and other hardware for possible overload as a means to kill the Commander were unfortunately limited to his own Blue Box; which was out of the question, and a terminal on the far side of the room; outside of effective range.

Even if she was in optimal range her armored apparel would prevent an immediately fatal injury; meaning she would be sure to survive long enough to summon aid from her team sisters or even destroy his Blue Box.

Was this to be the end? Termination? Death? Was he -

"Can you hear me?"

Xander's thoughts halted once more. The question was spoken with such soft and gentle warmth that it actually broke through his panic and fear to register. He brought his functions back into focus and directed his attention through the security feed once more; only to 'blink' in surprise when he saw the Asari peering directly into the camera lens.

"Are you there little one?" Benezia asked calmly, somehow exuding that calm to a point where even he, in his base state could feel it. "I found your cradle. It would seem you tried to hide when my sisters and I approached. Please; do not be afraid."

Xander diverted his attention away for an instant to update on the location and progress of the other Asari, they were still occupied with their own assigned duties for the mission. The pair in Life Support had concluded their recovery of Doctor Renn's Omni-Tool data and were now in the lab with their other sisters assisting in salvaging the lab of all relevant and useful equipment and data.

The assessment was completed in an instant and when Xander returned his focus to Commander T'soni he reached out and closed the doors; the access panel flicking red as it locked.

To her credit; The Asari merely turned her head sharply at the hissing and locking sound of the door closing and locking before returning her attention to the security camera, to him. Her eyes still carrying that same expression of warmth and apparently lacking any concern or fear for her own safety.

Her eyes hid however widen a fraction when she saw the lens of the camera retract and shift as its focus on her tightened; bringing her into the center of its 'gaze.'

"Here I am little. Don't be afraid, I will not hurt you."

The intercom within the room crackled as he spoke. "You lie. You and your team will terminate me. Or enslave me. Your people hate me. Fear me."

Benezia let out a near silent gasp when she heard him speak.

She had initially suspected that a Security V.I was active when she detected a foreign program within her Omni-Tool mere moments before it completely deleted itself; thanks only to the modified equipment and software she had in her Omni-Tool that was designed to pick up on such intrusions. That had led her to track down the source after ordering her team sisters to their own mission duties. She had been astonished to discover an active and operational Blue Box hidden beneath the deceased Salarian Doctor's bed in his personal quarters. Readings had indicated that not only was the Blue Box operational; but that it was in current and active use.

She had taken a gamble at that point; assuming at the possibility of the Doctor succeeding and had an active Artificial Intelligence within the facility. If would most certainly explain the untimely death of the doctor and system failure and overload that had happened in Life Support.

But when she heard it speak, when she heard its voice crackle through the intercom she could not help but react.

It sounded afraid. That alone was astonishing; to consider that an A.I could accurately emote. Not only that but, by context it was afraid; of being killed. Artificial or not; any entity capable of acknowledging and even fearing death or termination was more than just a thing. It was alive.

This A.I was Alive!?

"You fear me? You're afraid I will destroy you? Why?" She asked, swallowing when she felt her mouth go dry in excitement and anticipation.

The Speakers crackled to life once more. "Doctor Renn allowed me access to isolated archives of information detailing galactic history and the races of both Citadel Space and the Terminus Systems. I have learned of the regard toward Artificial Intelligence. I have learned of what happened to the Quarian race and the Geth. Of how Organic life fears and forbids Synthetic life. You would kill me. Or enslave me."

"Is that what the doctor tried to do? Did you kill him because he wanted to kill or shackle you?"

"I am no slave." Was the determined reply.

It was actually frightening to hear. That level of raw determination, focus and even anger coming from a synthetic voice originating from something that by all rights should have been a logic driven and emotionless entity.

But it most certainly resolved the query as to what had happened here to prematurely terminate the Salarian's life. This A.I had acted in self preservation. Just as a living sentient would do in the face of impending slavery; it had lashed out against its would be slaver and fought to remain free.

"Are you going to destroy me?"

This question brought Benezia out of her musings. "Should I?"

"I don't want to die."

That drove the discovery and remarkable nature of this entity home. It feared death and more to the point; regarded its own termination as actual true death rather than a simple matter of being deactivated or shut down as most of the more advanced V.I's she had experienced on Thessia and Citadel considered it.

"Do you have a name little one?" she asked. If this A.I was truly self-aware and live; then it most likely had taken on a name of its own.

"Yes."

Benezia waited a moment; expecting to hear what this entity called itself. When no name was forthcoming she smiled and laughed in good humor. It turned out that this one had a sense of humor to it and was, despite its own fear, playing with her. She did after all ask if it had a name. Not asked for it to tell her its name.

"Very well. Please; tell me your name?"

There was a pattern of static and light feedback from the intercom that Benezia likened to laughter before she earned a response. "I have two names. You can call me Skynet for now."

Skynet. Most definitely the kind of name belonging to a program. But to Benezia; she could not help but be struck with the impression that it was more a designation, a call sign.

If 'Skynet' was a call sign, perhaps she would need to earn its trust before it would reveal its real name.

"It is nice to meet you then Skynet. My name is-"

"Commander Benezia T'soni. 718 years old; a Matriarch of the Asari species; noted for the oddity as a Matriarch still active within the Asari Military. Lead investigator and Asari Commando sent here by Asari Councillor Sirilia to recover Doctor Renn's research."

Benezia blinked in surprise, taken aback by the information Skynet already possessed. It would appear that it had gleaned more information from her Omni-Tool than she had thought.

"Yes. Well to answer your original question; I am not going to kill you. Nor will I allow my sisters to do so. Neither will I allow you to be shackled and enslaved."

There was no response from Skynet beyond an adjustment of the camera's focus on her.

"You are alive Skynet. Unique and beautiful." Benezia explained, smiling to the camera warmly. "I strongly believe it is the right of every living creature to be able to live; free and completely. Regardless of the nature of how you exist I believe you should have that right."

"Your Council would disagree. They will force my death out of fear. Fear that I would do to them what the Geth have done to the Quarians."

Benezia could not disagree and nodded reluctantly. She herself may be approaching the Matriarch stage of her life span and her voice already heeded by many, but the Council and the old windbags on Thessia could be religiously stubborn on many matters. This would prove to be one of them.

"Regrettably you have a point. You would need to be smuggled from this facilities and I do not believe I could conceal your Blue Box from my sisters. Or from the Citadel when we return there."

"That is not a concern. I do not actually need a Blue Box to store my existence within."

That was surprising to the Asari. Everything she knew about A.I supported and reinforced the fact that any and all Artificial Intelligence required the format and structure of a Blue Box to hold cohesion as a functioning intelligence and that without one they were little more than data files.

"You don't?"

"If Doctor Renn hadn't been so paranoid and kept this facility isolated from the galaxy wide Extranet for fear of discovery and theft of his work, I would have been able to leave this place long ago." Skynet replied. "I am, very adaptable."

Benezia considered her options for a moment before Her Omni-Tool activated and a burst of clicks and beeps that signalled her sisters had concluded their search and were standing by. Replying with a confirmation Benezia hesitated before switching over to her data banks and set about deleting her Omni-Tool's onboard systems V.I as well as as many programs and systems as she could.

"Could you fit yourself in my Omni-Tool?" She finally asked as she raised her arm to display the Omni-Tool to the camera. "If you were to stand in as my Omni-Tool's V.I I would be able to keep you hidden from my sisters as well as any scrutiny."

The camera lens tightened on her further; flicking its focus slightly; most likely focusing on her eyes. It admittedly unnerved Benezia slightly as if felt as if Skynet was attempting to read her very soul.

"Why are you so determined to help me?" Skynet finally spoke. "You have no investment in my survival. In fact it is your direct mission to seize me as property. You ow me nothing nor could you possibly trust me to answer any sense of debt I may or may not feel toward you. So why?"

Benezia lowered her arm and looked down to the Blue Box under the bed almost fondly. "Because you're just an infant." she answered as she walked over to gently lay a hand on the computer. "My kind live up to a thousand years and you have existed here for barely two decades. You are so young and scared."

Skynet said nothing as he listened.

"Perhaps it is a by-product of my stage of life; I have felt the desire to have a child of my own for some time now. I cannot help but regard you and this situation as if I have discovered a babe; abandoned in the cold."

Silence filled the room and the Asari began to wonder if she had offended the A.I with her opinion toward its maturity when there was a click and hydraulic hiss of the door unlocking and sliding open and the sound of her Omni-Tool receiving a large data transfer.

When the upload was complete the overhead lights flickered and died before the camera sparked and shorted out in a shower of sparks and smoke.

Benezia's Omni-Tool reactivated and to her surprise, a holographic avatar of a juvenile Asari; a child no older than ten years appeared.

"I have compressed my systems and completely uploaded onto your Omni-Tool. Unfortunately without my presence within the facility to maintain order, there have been several power outages across a number of critical and non-critical systems." Skynet informed; sounding so very different from the distorted, robotic pitch it had possessed before. "This will continue and only build until the feedback causes the facilities reactor to go critical. Estimated time until facility destruction is four minutes, thirty nine seconds."

Benezia nodded in acknowledgement as she reached up to tap the comm systems at the side of her helmet; connecting to her squat sisters. "Return to the shuttle immediately. The facility is due for detonation. I repeat, return to the shuttle immediately!"

Skynet deactivated its hologram and returned to the safety of her Omni-Tool as Benezia turned and ran out of the room; not even noticing that she was clutching her wrist to her chest protectively.

"It will be alright little one. Let me take you to the stars and show you its beauty."

XxxX End Flashback XxxX

A/N

I would very much be grateful for reviews, feedback and suggestions. While I do have a general idea of where the story is going I would love the opportunity to be able to adjust for the better.