Ben 10 — An Omniverse of Choices and Consequences

"The second I left my mindscape, I knew I had to find you! The Omnitrix is mine! That's MY destiny! I WILL be the OMNIVERSE HERO!" The voice carried all the subtlety of a lightning strike.

"What the—" The air suddenly filled with the angry buzz of electricity as a taser came into his view.

Before it could reach him, Ben turned his wrist and slammed it against a nearby tree. A brilliant green light engulfed the surroundings.

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Transformation sequence — Duration: 0.00 seconds

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His fingers suddenly turned sharper before his arms and legs detached into several spider-like legs. His back arched as additional legs sprouted, giving him a total of thirty legs. Soon his back glowed green.

The skin on his torso darkened and hardened, forming a shiny exoskeleton.

On his face, green eyes multiplied, spreading across it, giving him a panoramic view of his surroundings. His mouth elongated into a sharp shape, perfect for grasping and tearing. His torso elongated and split into two distinct sections.

From underneath his exoskeleton, thick black hairs sprung from all over his body, hiding his shiny protection but barely concealing the green light emitting from his back, the dial ( 〉〈 ) was also there.

As the transformation completed, he stood on his numerous legs, his body expanding to the size of a car (human standard). The once human-sized figure now loomed over his surroundings, a colossal alien spider. Each of his thirty legs was as thick as a tree trunk, capable of crushing anything in its path, they were three meters long.

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The green light vanished. The car-sized spider, towering three meters high on its legs, cast an ominous shadow. The natural green glow from its back bathed the area in an unsettling, eerie light, and the Omnitrix dial was also present there.

All the eyes of the spider alien converged on an individual, no longer a shadow in the night, yet the person remained unfazed.

The figure was a man in orange power armor, bearing a prominent N logo on his chest.

'Him? He's a participant?! He was barely… no, he wasn't even relevant in the saga — he only appeared in three episodes!' Though this realization shocked Ben, his monstrous arachnid form betrayed no reaction.

"Let me guess, you're surprised that I'm considered worthy, Ten Bennyson? Or was it Ben Tennyson? Either way, you seem just as arrogant as your counterpart."

Ben considered this accusation (which, he had to admit, wasn't entirely wrong) before responding in a surprisingly raspy, synthetic voice. "Unless you chose the control path, Captain Nemesis, we have no reason to fight. What happened in the Saga stays there. This is our universe."

"I chose freedom! But there's only room for one hero — me!" The armored man's scream echoed through the night.

If a spider could blink, Ben would have already blinked several times.

"Me, wanting to be a hero? Yeah… no." Ben didn't elaborate further. "So… what would have happened if you had managed to—" He cut himself off. "You know what? I really don't want to know."

"...Huh?" This Ten Bennyson quickly dismissed the title of hero as if he wasn't interested in glory. It was obviously a lie to make him drop his guard!

Ben continued. "You are already my hero, Carl." Despite his strange voice, the sincerity behind these words was undeniable. "And you're a hero to many others. Nothing will change that, so please, just stop."

Carl had once been considered a superhero, but that glory had faded. After one remarkable moment years ago when he saved many lives, he had devolved into nothing more than an attention-seeker chasing fame, a mere shadow of his former self. In the prime universe, his counterpart had attempted to kill Ben Prime simply for stealing his spotlight which was already waning.

Who would have thought that it would repeat itself here?!

"Can't we discuss this like civilized people?" One of the spider creature's legs reached toward its back, attempting to touch the dial. Ben found it difficult to maintain a reasonable conversation in this monster-like form (he tried to think from Carl's perspective).

'Spider-beast?' Ben thought. 'No, I'll name this transformation once I'm clear about its powers.'

Carl paused. Had he really spent millions to hire this person to track down a mere child in order to harm him? Sure, Ben was technically a teenager, but to Carl, what difference did that make? Here was this kid, calling him his hero.

He waited for the shame to hit him… but it never came.

"No." Nemesis fired a blast from his gauntlet, confident it wouldn't miss given his target's massive size and their close proximity. 'Perfect! I'll retrieve the Omnitrix from his corpse.'

Ben's spider form compressed its legs and launched skyward, soaring dozens of meters into the air. His enormous shadow darkened the ground below as the missed blast ignited a nearby tree, sparking a wildfire.

'So that's why I felt so light. Despite my size, I don't feel sluggish at all.' He wasn't flying, but gliding. Ten of his legs secreted a sticky substance and folded like insect wings. The air resistance against the sticky fabric slowed his descent. All his eyes remained fixed on Carl.

'I was eager to test my new forms in combat, but not like this — not against him. I'd hoped he would be different from his Prime counterpart.'

"HAH! You can't dodge in mid-air." Nemesis fired another blast.

"Is that a challenge?" Without the slightest problem, he performed a spinning maneuver worthy of the greatest aircraft pilots. "Dodged~"

Rage consumed Nemesis as he unleashed a barrage of shots. Ben evaded each one while approaching.

The spider thought, 'I don't know about power, but I'm far less experienced than him. Making him angry is the only solution to increase my chances. I'll attack him with my legs when I reach him.'

A smile etched on Captain Nemesis's face. His orange armor glowed red, signaling overheating. The surroundings transformed into an oven.

"Oh? You're approaching me? Then come closer. I've always wanted to try exotic dishes like grilled spiders." Despite his earlier fury, the armored man had regained his composure… or perhaps he'd merely feigned anger to lure Ben.

"!" The spider-creature's exoskeleton darkened and crisped (…fingerlicking good!) as he drew closer. 'Give me a break!'

Ben could dodge the blasts but couldn't quickly change his general direction; it was akin to a plane — it couldn't just go back like a car, it needed to advance while turning in order to go back. However, if he advanced further… in several seconds, the dish would be ready to be eaten on site!

'No! I can!' Despite his natural instinct not telling him what to do like before, he drew inspiration from birds. Soon, he pushed forward with his improvised leg-wings, stopping his momentum and making him recoil. The spider harmlessly fell to the ground; despite his large size, no noticeable noise was heard except for the twigs and leaves cracking under his weight.

'It's time to see what I can do.' The back of the spider turned greener as the alien instinct guided him. 'Interesting.'

They both faced each other; one couldn't hit the other, and the other only dodged — at least, that's what Ben thought.

"It's time to wrap things up. I guess I became lazy with only using the laser." Nemesis wasn't a great fighter, nor did he have any certificates, but he did know how to fight. Plus, his armor amplified his physique. He launched forward with a speed surpassing a peak athlete, crisping every tree in his path within seconds.

The spider leaped skyward just as Nemesis approached, narrowly escaping; seconds too late, and Ben would have been dead.

"I can jump too! Shall I join you?" As Nemesis was readying to jump and get rid of his enemy Ten Bennyson, the world around him changed before he could. "What—" A powerful, sharp spider leg pierced his torso, cracking that part of his armor before the insect leg turned black and reduced to black dust.

Dazed and suddenly in free fall, Captain Nemesis barely had time to think. 'Armor breached! At this rate, I'll be cooked alive in my own suit! I need to deactivate the overheat. Why… why won't this BRAT just accept to DIE?!' He landed on his feet with a loud thump, the impact cushioned by his armor, its hellish red glow gradually fading.

"SHOW YOURSELF, TEN BENNYSON!" His voice cracked with desperate fury as he spun wildly, seeing nothing but an inferno of burning trees and dancing shadows, making it nearly impossible to spot the oversized spider with a glowing green back despite the night. 'AND WHAT H—?!'

"Behind you." The raspy, synthetic voice slithered through the inferno like a nightmare made real. No shadow betrayed the massive arachnid's presence — the wildfire's blinding light drowned out any trace of darkness. Though Nemesis had no idea how such a colossal creature had suddenly appeared behind him, he charged his laser without daring to move. The predatory voice suddenly shifted to an unsettling mockery of mercy: "Last chance… wouldn't you rather talk this out?"

'As if I'd fall for such an obvious trap!' But before Captain Nemesis could turn, the spider unleashed a flurry of strikes. Twenty-five spider legs launched a devastating assault, while four remained anchored for stability. The flood of blows shattered Nemesis's armor, sending fragments scattering like confetti.

Three spider legs connected with Nemesis's charged arm — catastrophic collision. The resulting explosion obliterated Nemesis' limb, its intense heat instantly cauterizing what remained. The same blast vaporized Ben's three attacking legs into black dust. Yet despite his own missing limbs and the searing pain screaming through his brain, the Omnitrix wielder's onslaught continued without mercy.

For one moment, Ben stared at the "Nemesis" logo. Then, with a strike that carried all his disappointment, all his rage at lost innocence, he fully shattered both the armor and the last remnants of his childhood hero worship. As the broken armless form of his former idol spiraled upward, the spider launched after him — no longer a fan chasing an autograph, but a predator closing in on its prey.

"You…" Carl Nesmith managed to utter before losing consciousness. A sharp leg pierced through his black bodysuit at the shoulder, lifting him as the spider glided to the ground. Ben unceremoniously dropped Nemesis like discarded trash.

He felt no particular moral resistance to killing his former idol, but he'd never directly taken a life before. Starting now just because he could? He would rather avoid it until he was sure about taking that step.

A grim satisfaction settled over him — his childhood naivety was already withered, and now Nemesis and the saga had shattered his final illusions about superheroes. He'd help where he could, but there would be limits. If forced to choose between someone else's life and his own? He'd choose himself no matter the context.

And seeking fame? Fame seemed nothing but a cursed path — an endless cycle of fighting twisted people like Nemesis while watching your life become public property.

'Never meet your heroes…' Ben mused, then felt his mood lighten slightly. 'Anyway… what should I call this form? How about… Webwarp!'

[Database updated] The AI sounded in his head.

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4. Webwarp

A car-sized spider alien with thirty legs, each three meters long and thick as tree trunks. While capable of producing normal webbing, it's only efficient enough for basic structures and gliding maneuvers.

The alien's most distinctive feature is its glowing green back, which produces a unique web-like substance. Though appearing more efficient than regular webbing, this material is extremely fragile and serves a specialized purpose: creating web portals. While two portals can be used, adding more makes destinations random unless actively controlled. The bioluminescent back serves as camouflage, making the glowing portal webs less conspicuous in comparison.

And no, this alien can't shoot webs… No web-swinging stunts here. Sometimes reality is disappointing.

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[Your idea about creating portal-webs in mid-air has merit. While these webs won't stay suspended forever, they fall slowly enough due to air resistance to be useful. The same goes for using your brain instead of only the alien instinct when maneuvering mid-air.]

[However… have you considered the implications of sacrificing your limbs? Why choose to become a soon-to-be quadruple amputee in your human form?]

Webwarp froze; he would have stared at his Omnitrix dial if his current anatomy allowed it. '...wait, what?!'

[To clarify: the Omnitrix will relocate to your neck if you turn back to human. With sufficient training, you may operate it via chin movement or, perhaps more practically, a specialized stick held between your teeth.]

Ben shuddered, desperately trying to banish that mental image.

"But I only lost four spider legs, not thirty! That should mean just losing a few fingers at most in human form… right?! TELL ME YOU'RE JOKING?!" He exclaimed, forgetting the AI could read his thoughts.

[No.] The AI's response was crisp and definitive.

"Really?!"

[The life equation doesn't accommodate such convenient interpretations. However, given that you've just survived your first assassination attempt — though it began as a mere kidnapping before its impressive escalation — I'll grant you a special treatment. After all, this is merely the first of many attempts on your life. The future ones will obviously be far more… planned.]

[Tweak unlocked — Life equation link mode toggle enabled.]

[No need for technical details. This tweak lets you use aliens with regeneration abilities. When the toggle is active, you can't regenerate wounds from previous transformations — your bodies treats those specific injuries as permanent. To enable regeneration, think 'deactivate life equation link' while transforming.]

[Given this enhancement, I expect significant improvement from you. Don't anticipate further contact for a long time.]

'How long?' The AI's silence answered. 'Just dumps all this on me and leaves—'

[Final note: when possible, hold the Omnitrix button in human form to access system functions and software. I recommend doing this soon.]

'That would've been useful to know earlier.' More silence.

'Operating system… it mentioned that before… But that'll have to wait — got a wildfire to contain… again…'

One of Webwarp's legs struggled to reach his back.

'Something's off about this AI… it seems to sidestep direct truth without outright lying… This tweak feels less like an achievement and more like… something else. And what exactly is this life equation? The saga never mentioned anything like it.'

With difficulty, he finally managed to touch his dial. A green light engulfed him and his surroundings.

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Another shadow slipped from the Rust Bucket.

"Finally, some quiet practice time…" Gwen's words died in her throat as she spotted the distant glow of a wildfire.

…

'No, he wouldn't.'

…

…

Quietly, she returned to the RV and made her way to the back, climbing up to the top bunk where her cousin should have been sleeping. One pull of the bedcover revealed what she'd expected — just pillows arranged to mimic a sleeping form.

…

"IS HE DOING THIS ON PURPOSE?!" Her outburst jolted Max awake, sending him into an instinctive combat stance. As awareness returned, he lowered his fists and stared at his granddaughter, bewildered by her fury.