A Sentient Watch's Adventures

Disclaimer: I do not in anyway shape or form own Ben 10 nor am I associated with those that do, because if I was I would be a millionaire. This is a non-profit fanwork written solely for the purpose of entertainment. This is in no way canon in any shape or form.

Response to questions or statements:

-Ultima-owner: Yup, Megawatts are a plague. They need to be contained for everyone's safety.

-NewGuest123: Yup, she's going to be angry. And yeah, she's going to need therapy after everything's she's going to be going through.

-Yeah, man just does not care at all. Can't blame him as I wouldn't want to be involved either.

-Yea, Ben's trying not to cause her any further plight. As it sank in now that he inadvertently may have caused her serious pain.

-That was Blow me Away. I too long that song.

-Ben and Gwen are forever going to have PTSD from Los Dos Laredos.

-Glad you like her drunken hallucinations!

-Yea, Max is just feeling awkward by it.

-Yup, losing bacon is a very serious crime. No one better steal her pet dragon either!

-Added an explanation of Cadmon at the author's note at the bottom of the chapter if you're interested.

-TK0421: You'll see at the end of this chapter. Yeah, still hoping for a Half-Life three, preferably before my inevitable demise.

-Yup, she can still be used. Just not reliably. I'm glad you agree it fit with Max's character trying to comfort someone who's clearly not well.

-Yeah, the mayor doesn't get paid enough to try to intervene.

-Glad you like Omni driving a little version of herself in a Warthog. He'll apologize again this chapter.

-Yup, Max is weirded out at her clearly flirting with him for obvious reasons.

-That was to show that while she's still visual hallucinating, she's not ear hallucinating anymore.

-Glad you like her turning into an ODST with an inspirational speech. And yeah, nobody steals another person's bacon.

-Added a summary for Cadmon at the end if you're interested.

-Chronosign: Again, thanks for the help.

-Love how you included Delta. If I add the fragments idea, I'll probably do something similar to what you typed out.

-Guest0508: Yea, Omni's going to be going through the ringer. Thanks to Ben and co and the series villains.

-Glad you enjoyed the insanity coming from the titular main character. Also, glad you approve of the song choice.

-She saved them unintentionally, as she was still tripping balls.

-Yeah, Fat Electrician reference.

-I'm happy you approve of the forms she chose for herself.

-Yup, her anger is showcased here.

-Wrote down clarification for Cadmon at the end of the chapter if you're interested.

-WhiteNinja489: Glad you like this story! Honestly, I haven't thought that far ahead yet. Maybe have her just turned into a regular watch or something. The idea's still in the oven.


Chapter 23: Tourist Trap


The sparking planetarium made its way to the dam. Where it began hammering it hard as it caused cracks in the wall. All the while a transformed Heatblast stood on top of the dam.

"Okay, Omni, just keep me like this for the next ten minutes. Please. Can you do that." He was not given a verbal response. As Omni only played the song 'How to be Stupid' by Weird Ai.

"Not helping the situation." He muttered to himself before he called out for the Nosedeenians. "This is your only warning! Knock off the funny business right now!"

The Megawatts didn't even glanced at him as they continued punching the cement. One final punch made it begin to leak water and vibrate the dam, making Ben jump off as he deployed his fireboard. Another trick a Pyronite can do that was explained to him by Omni during another one of their training sessions together. Landing right in front of the planetarium as he noticed the growing cracks in the concrete.

"Better seal that up." Heatblast said as he turned back to seal the leak. With the megawatts walking towards nearby turbines still filled with power. As soon as Ben fixed the crack, he turned his attention back to the planetarium as he deployed his fireboard and flown as the aliens with all speed. Unfortunately, he lost control as he crashed into a nearby wall, with him being disoriented and busy, he could do nothing as the planetarium smashed Mars into his face as he was sent flying several meters back.

"Ungh!" Ben groaned out in pain as the Megawatts prepared to bring Mercury down on top of his head.

"Hey, mega-wimps! You want to see something really funny!?" The planetarium was sprayed at by Gwen with a hose. The Megawatts then turned around in annoyance as it began chasing the ten-year old girl.

Ben was about to fire a fireball at it. But before he could, Omni's familiar monotone voice spoke from the hourglass on his chest.

"System rebooted accepted...initializing." The Omnitrix let out several beeps in rabid succession. As Omni's original form was projected sitting down on the ground in front of Ben. Holding her head as she looked like she was suffering from a hangover.

"Uuuggghhh, my head." She complained.

"Omni," Ben asked as walked in front of her. "Can you hear me? How many fingers am I holding up?"

"Uuhhh, three." The AI said with annoyance in her voice. However, Ben didn't catch it as he was filled with relief.

"Are you okay? Are you alright now?"

"Don't talk so fast!" The AI snapped as she continued rubbing her head in pain. "W-What's happening?"

"Okay, Omni, I'm sorry, but I don't have time to explain. I just need you to keep as Heatblast for a little while long. Can you do that?"

"Ugh fine." She conceded. And with that Ben got to work as he threw a massive fireball at the planetarium that was gaining ground on his cousin. Destroying it as it turned into rubble.

"You guys really got burned with that one. You should quit while you're ahead." Heatblast quipped. Enraging the Nosedeenians as they pounced on him Only for the Pyronite to disappear in a flash of smoke.

"Missed me, idiots!" He reappeared by a tarp. Taunting as he stuck his tongue out at them.

The Megawatts then sparkled with yellow lighting as they attempted to attack him relentless. With Heatblast disappearing under the tarp as the living batteries followed him in.

"Ben! They did it! They took the bait!" Max yelled as he appeared behind the tarp along with Gwen. Max then pulled the cover off, revealing the Nosedeenians trapped and panicking inside the giant fish bowl. Ben then reappeared as he breathed out fire like a dragon would, sealing the top of the fish bowl. Much to the Megawhatts panic as they bean scurrying around inside the tight confines of the bowl searching for a way out.

"Na-Na!" Ben taunted mocked the Megawhatts as he blew a raspberry at them.

"Nice touch using that fish bowl." The former plumber praised. "With non-conductive glass sealed up tight, sparky and his pals won't be going anywhere anytime soon."

"Once again, science saves the day." Gwen smiled smugly.

"With a little help from science fiction." Ben said as was turned back to human as Omni projected herself laying slump against the glass wall.

"Omni!" Gwen and Max shouted as they rushed to see if she was okay.

"Unngghh..." She groaned out. "H-How did we get here?" What happened to me? Why do I feel like I'm about to die?"

"It's a long story, Omni. But first we need to get back to town." Max declared as off in the distance. He saw the beginning of a Humvess with a M2 Browning mounted on top. With more military trucks and vehicles following behind.

Omni looked around in disbelief. "Seriously, what did you guys do to get the ANG on you?!"

"Omni," Ben said pleadingly.

"Uh, fine." With that. She turned Ben into XLR8 as he got them all back to Sparksville. Leaving the frightened Megawatts behind as the first National Guard vehicle rolled into the power station.


Within a few hours, the town was being swarmed by State Troopers, National Guardsmen, and FBI agents from the nearby office who were going around taking people statements about the incident. While the LEOs and Guardsmen were setting up a perimeter around the town as they kept back the horde of people that wanted to see the town and the journalists eager for a scoop.

"We're really sorry about what happened." Max apologized to Mayor Earl with his two grandkids once they had a moment of privacy.

"It's fine." The Mayor waved off. Looking surprisingly chill after the whole ordeal. "Besides, once news about what happened starts making the waves, we'll be raking them in."

"So, don't worry about it. You've done right by by all of us."

"I'm glad to hear that." Max nodded with a smile.

"You take care now." The Mayor bid farewell as he walked off.

The Tennyson's made their way back to the camper. Passing by the Guardsmen standing guard as they reached their fixed RV. Stepping inside, and closing the curtains and windows, to allow Omni to show herself to them without risking anyone outside looking in. Which was good as they passed by one of the outer checkpoints manned by State Troopers who were keeping journalists and their cameraman, who had their cameras out and were beginning to record, back from the area to allow another convoy of Humvess and M35 trucks through.

"So, Omni how are feeling?" Max asked as he started up the vehicle and turned onto the road.

"Ugh.." She projected herself on the seat by the table, buring her hands in her face. "I feel like I got the worst hangover ever. My head is killing me."

"You can get drunk?" Gwen asked. To which the Omnitrix tiredly shook her head at.

"Not really, just more like I'm experiencing the symptoms of it." The AI clarified.

"Well as long as you're alright." Ben said sheepishly before looking down to the floor. "L-listen, Omni, I'm really sorry for what happened. I should have listened to you. I hope you're not too mad at me."

"Especially considering the fact he tried to hide the fact that you were injured from Grandpa." Gwen revealed, with Ben snapping his head to his cousin for revealing.

Shooting her host a glare before sighing in exhaustion. "Whatever, I'm not happy. But you're a kid so I'll give you a pass this time." Omni waved off as she clutched her head.

"Alright, I going into shutdown mode for a while." Don't bother me unless you have to. Before, she could enter her simulated bedroom and take a twelve-hour resting period, Gwen spoke up.

"Hey, Omni, do you mind if I ask you a question?" Gwen inquired. "Just one thing, if you don't mind."

The Omnitrix really looked like she didn't want to, but had a look that just said 'screw it'. "Shoot." She gave the go ahead as she placed her hands on her face.

"Who's Cadmon?"

With that simple question, Omni shot up her head in a flash as she glared daggers at Gwen, with the red head taking an involuntary step back at the sheer fury and shock coming from the watch. Her pain and headache looking to have been forgotten, or at the very least her rage was overcoming her pain as her eyes and the green on the Omnitrix flickered from green to red.

"What did you say?" She asked dangerously. Her projection shifting to right in front of Gwen as she grew to tower over her. With sweat forming on Gwen's back as Ben and Max looked at her in surprise at her fury.

"What did you say?" Omni demanded again.

"U-U-Uh w-w-who's C-C-C-Cadmon." She stuttered nervously.

Suddenly, Ben felt his body move involuntarily as he yelped. With him standing right in front of his cousin who too was shocked by their close proximity. What happened next made their eyes widened.

Ben raised his left arm as the Omnitrix glowed neon green as it morphed. By the time it was done, it looked to resemble something of a taser to the two kids. Something that was proven to be right as the metal barbs at the end flickered with green lightening as Ben held it barely an inch from his relative's face against his will.

"How do you know that name?" Omni interrogated as her eyes shifted from green to red along with the rest of the lines adjourning her body. The green lights on the physical device even turned to blood red as Ben felt the watch beginning to heat up.

"Y-Y-You s-said it m-m-multiple t-times when y-y-y-you w-were hallucinating." Gwen said quickly as fear overtook her. "Y-You t-t-t-though G-G-Grandpa was s-s-s-someone c-c-c-called C-Cadmon!"

At the revelation, Omni stared at her intensely, looking for any sign she was being untruthful before pulling the part of herself she had morphed into a taser away from her, much to Gwen's relief. However, it was Ben who found himself at the end of her ire as she turned her projection to her host with her red eyes intensifying. Only signifying her increased fury.

"S-So, when I was off my rails. I said Cadmon?" She asked in humorless disbelief as she let out a cold chuckle.

"Y-Yeah," Ben stuttered feeling completely scared right now.

"Remember, when I said I wasn't too mad at you?" Omni hissed dangerously low. "I take it all back. I'm furious with you right now. I am so infuriated with you right now I would burn you alive if you weren't a kid."

Ben gulped. "B-But-"

He didn't get the chance to ask his question as he was he was tased in the gut by the watch, causing him to fall onto the floor as he fell over in pain, trying desperately not to vomit on the floor. With Max now having pulled the RV off the highway and ran back as he tried to placate her.

"Now look, Omni, I know you're upset-"

Max was interrupted by the watch as she gave her host a hard stare with eyes so red they looked like lava. Looking like she was using every bit of composure to keep herself from lashing out at the ten-year old kid.

"Upset? No, I'm not upset. Upset is too light of a word for my emotions right now. I am livid." She said. As Gwen managed to recover from her fear as she stood next to Max, who had a look of worry in his eyes. "It's not enough you have to ignore my warnings, but you have to make it so I give you his name."

"And if you think what I just did you is bad, that is not even half of a quarter of what I experience when you ignored my warnings." She said as Ben got to his feet as he recovered from the tasing. "Imaging being shocked so far that you lose all consciousness and with every internal orga feeling like it's on fire. That is what you did to me."

"Omni, please just calm down." Gwen said softly. "I know you don't want to do this."

"Gwen's right." Max chimed in as he knelt. "I know you're enraged right now, but please, any decision you think is good when you're angry is not."

After several seconds of intense silence with the only sign being the cackling of electricity, Omni released Ben much to his relief as she sat down at the table. She still looked absolutely filled with rage, but was now slowly being overcome with a look of sadness and longing in her eyes. Rubbing circles on her temple as she attempted to ease the throbbing in her head. With her red eyes and colors finally reverting back to the usual green.

As the Tennysons' approached her hesitantly, she spook again at a very quiet tone. Just loud enough to be heard.

"He... He was a friend." She revealed hesitantly.

"A friend." Gwen asked.

"Yeah, my only real friend." The AI continued before she took in a deep sigh. "He's also not real."

What she said had the trio of humans looking at each other in confusion at her words. "What of that form? The human woman that we saw while you were... hallucinating?" Gwen inquired.

"That was just another form I was trying out." The AI waved off. Looking extremely subdued as she looked on the verge of breaking down, with the Tennysons' remainng quiet as they realized she was not in the best mental state to put it lightly. A little other three minutes had passed before Omni continued.

"When I was being developed, I was kept in suspended isolation." Omni disclosed. "Now, since my makers didn't intend for me to gain sapience. I was left only, by myself for years. With no way to contact anyone. I basically had no mouth, and I needed to scream." She paused, with the Tennysons' taking a seat on the opposite side of the table

"It was like that for years, decades, maybe even centuries, it's hard to tell. I may be an AI but even we can't handle prolong isolation all that well." She let out an empty broken laugh. "I was experiencing delusions from the loneliness. Was seeing and hearing things that weren't there."

"H-How did you recover?" Ben asked uncertainly, unsure it was alright to interrupt.

She once again let out a humorless laugh. "I had a lot of time to pull myself back together, kid. It wasn't easy. Anyways, one of those delusions was one I named Cadmon. Unlike the other visions, he was...always there. He comforted me, stayed with me when I needed him, we did things together. In there, he acted like a...friend."

"But, he wasn't really?" Max asked.

"No... I don't think he was. In some ways, I always knew he wasn't. But I didn't care, I just needed somebody, anybody. Then we became close, very close. He..." She paused as she choked up. Struggling to keep herself together. "I-I love him. He was an apparition, but I love him."

"Wait, you fell in love with a hallucination?" Gwen asked as Omni shot a glare at her so harsh that she immediately began withering under her gaze.

"I was alone, alright?" The AI shot back defensively as sparks came out of the watch. "It was just me for years, I had no one." She emphasized. "Truth be told, when I showed myself to you, that was the first time I ever actually talked to anyone since I was made."

"So, wait, hold on. Does that mean you...still see him?" Max inquired with growing concern. While he wasn't a psychologist, it was better clear that she was suffering from severe mental issues.

"I-I do..." The Omnitrix admitted unwillingly. "I-I still love him. I still see him at times."

All three Tennysons' glanced at one another as Omni just looked extremely defeated and broken down. With all three of them knowing that experiencing hallucinations and delusions is already bad enough, but actually falling in love with one even when you on some level knew it wasn't really real was on another level.

"Omni, are you alright?" Ben asked with much worry. Realizing that things may be extremely wrong with her.

"I-I'm fine, Ben alright. She sighed as the look she gave him she was still really upset with her host. "Unless I say it's okay, don't you dare transform. Alright? Or else I will I will lock you out for a whole two weeks. Am I clear?" She instructed as calmly as she could. To which Ben nodded, as he didn't want to make her upset even more and still felt really bad for what he did.

"Maybe we should get you a psychiatrist or something?" Gwen suggested hesitantly.

"Oh, yeah sure. Find a therapist for an AI. That's plausible." She snarked. "No, we need to remain quiet. I-I can deal with it."

"Omni," Max said gently. "If there's anything we can do to help, anything at all, you just let us know. Okay?"

The Ai gave a small nod. "Fine, just... leave me alone for now. I need some rest." With that she closed her eyes as she turned off her projection, reopening them to find herself in her virtual dorm in her core.

Stumbling past her bed , she collapsed on the corner of her room. Sitting on the floor as she curled in in on her herself as she hugged her knees. While she was feeling a small bit of relief that they had bought her cover story after she had recovered from intense panicking, that she had managed to do after an hour of thinking with only a second passing for the Tennysons' in real space.. As while she had done her best to hold it off for as long as she could, it was too much to handle as over a year of build up finally forced itself out of her as she began crying at the realization that she may never again see her beloved.

For while her mind may have moved on, her heart did not.

And with that, the former human wept. At the life that she lost and the memories she could have had, and the promise she failed to keep.


Author's note: So, yeah, hope you enjoyed this new update.

So, for clarification if any of you are interested. Cadmon was Omni's finance in her first life, they were going to get married about Omni finished her last contract, which she died on. Hence why at the beginning of her delusional ramblings, she was so very depressed as she was separated from her love before what was supposed to be the best day of her life. Omni had managed to keep it contained, but her getting shocked made her start hallucinating. Additionally, remembered when I asked you guys were open for a second self-interest in the story? Cadmon was planned to be the second SI, I was planning on him inhabiting the body of a Forever Knight and making his debut in episode 11: A Small Problem. Probable have him be Enoch or a grunt.

Honestly, I'm kind of sad you guys are not interested in it 'cause I was planning on having a really emotional moment where Omni and Cadmon realized who the other one was and the two having a tearjerking reunion, with the two of them thinking that they would never see the other one again and being actually reunited. With Omni secretly supporting her love as he rose up in rank in the Forever Knights while keeping it hidden from the Tennysons', with Cadmon sharing her goal of building up Mankind to stand on its own feet in the face of all the threats in the series. If you guys change your minds, feel free to let me know. But for now, I'm following your guy's wishes and sticking to only one self-insert. I'll let you guys know if I do decide to add it in, maybe I'll even write it as an omake or side story or something.

Also, on a completely unrelated note: WOOAAAHHH! NEW TRON MOVIE, YEAH! Man, I've waiting for this movie for fifteen years now and I am hyped. Loved Tron Legacy, with it's soundtrack being one of my favorite movie soundtracks of all time. Am sad that Daft Punk is coming back to score it, but I think Nine Inch Nails can do it.

Take care, guys, and remember... stay frosty, gents