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Marvel's Omnitrix - Chapter 109
🕑 Added 2025-09-02 16:25:28 +0000 UTCChapter 109: When Paradise Burns
—
Genosha writhed in its death throes.
Above the crystal spires, now shattered like broken teeth, Storm wrestled with the sky itself. Her white hair whipped as she summoned hurricane winds to deflect Sentinel beams, but for every attack she stopped, three more found their targets. Lightning forked from her fingers, splitting a descending Sentinel in half, its molten remains raining onto evacuating families below.
In the financial district, Iceman had transformed into living glacier, his ice form stretching stories high as he shielded a hospital full of patients.
The Sentinel beams turned his frozen barriers to steam, forcing him to constantly regenerate, each reformation taking more from him. Blood seeped through the ice where his human form was failing.
Jean Grey floated above the ruins of a school, her telekinetic shields flickering like dying stars. Children huddled beneath her protection, their tears mixing with ash as she held back debris from three collapsed buildings. Her nose bled freely, every psychic exertion drawing from reserves already depleted by feeling thousands die.
And through it all, the mechanical chorus continued.
[PURGE PROTOCOL ACTIVE.]
[GENETIC CLEANSING 27% COMPLETE.]
The paradise that took so long to build was dying in minutes.
Everybody wondered where had Ben Tennyson vanished? His interventions that had saved the lives of thousand, no, millions, earlier was suddenly gone. In this island of dying screams, the current resistance failed to slow things down properly.
****
My Upgrade form hung suspended in Cassandra Nova's invisible grip like a puppet with cut strings. The liquid metal of my body rippled and sparked, trying to reshape itself, to flow out of her grasp, but her telekinesis wasn't just holding me. It was containing me, creating a psychic prison that my alien form couldn't slip through.
"Fascinating," Cassandra murmured, walking through the air toward me with the casual grace of someone strolling through a garden.
Behind her, the city burned, but not a single ash flake dared touch her pristine white outfit. It pissed me off despite my fear that she was taking this so casually. "Your consciousness isn't human at all in this form. It's something... other. Machine, yet Alien, and yet familiar. Like looking at evolution's next draft."
"Lady, I don't know what you're talking about," I managed to gurgle out, my mechanical voice distorting under the pressure.
Playing dumb was my only card here. If she knew I recognized her, knew what she was capable of, she might skip the monologue and go straight to the execution. Since she couldn’t read my mind, and since my Upgrade face wasn’t human, she couldn’t see through my lies.
Above us, salvation and disaster arrived simultaneously.
Plumber ships, their blue-silver hulls gleaming with energy shields, descended from the clouds. Grandpa Max's backup had arrived.
I felt hopeful for a moment. But. Cassandra didn't even look up. She simply raised one hand, fingers splaying elegantly, and three ships crumpled like paper balls. Metal screamed as the vessels compressed into nothing, their crews... I couldn't think about their crews.
"Insects," she said dismissively. "Though I suppose even insects serve a purpose in the ecosystem."
I felt anger surge through my blood.
Unfortunately, I couldn’t even move my hand to switch to something else.
That's when I saw him. A shadow moving through smoke and flame, approaching with the careful calculation of someone who'd spent a lifetime navigating danger. Yellow eyes glowed in the darkness, and I caught the faint scent of sulfur even through my alien form's limited olfactory sensors.
Kurt Wagner. Nightcrawler.
Our eyes met for a fraction of a second. I tried to shake my head, to warn him off, but Cassandra was still talking, still gloating about genetic superiority and evolutionary dead ends.
"You see, Benjamin," she continued, and how did she know my name? "The problem with your kind, with all these lesser beings, is that you think power makes you special. But power without purpose is just noise."
BAMF!
The world exploded in sulfur and shadows. One moment I was suspended in the air, the next Kurt's arms wrapped around my form and reality folded in on itself. The sensation of teleportation felt wrong through Upgrade's consciousness, like being forced through a digital filter that kept glitching.
We materialized fifty feet away, my form crashing to the ground as Kurt immediately grabbed me again.
BAMF!
Another jump. This time onto a rooftop.
BAMF!
Into an alley.
BAMF!
Behind a collapsed building.
Each of his teleportations was desperate, unplanned, Kurt pushing his power to its limit as Cassandra's psychic screams followed us like guided missiles. Buildings exploded where we'd been microseconds before, her rage manifesting as pure destructive force.
"Can't... keep this... up," Kurt gasped between jumps, his blue fur matted with sweat. Blood trickled from a gash on his temple where debris had caught him.
BAMF!
This time we landed hard, Kurt's legs buckling as we materialized in what used to be a park. Now it was a crater garden, decorated with crystallized sand where intense heat had transformed the playground.
I was quick to shift back to human form in a flash of green, immediately reaching for the Omnitrix. While looking for the Alien I wanted, I spoke. "Thanks for saving me, man, I was in deep shit. But you okay? You saved my..."
"Ja, I am good, I am good," he panted, his German accent thicker with exhaustion. "But she is not far behind. You need your help, Ben!! You must..."
"There you are."
The voice came from directly above us. Cassandra Nova descended like an angel of death, her bald head reflecting the fires around us. But she wasn't looking at me anymore. Her attention had fixed entirely on Kurt.
"A teleporter," she mused. "How quaint. You know, I've always wondered what would happen if someone's molecules were scattered during transit."
She raised her hand, fingers curling into a claw, and Kurt screamed.
I watched, hand frozen by her telekinesis for a short second, while Kurt's skin began to peel away like old paint. Not torn, not ripped, but removed, layer by layer, with surgical precision. His blue fur fell away in sheets, revealing raw muscle that glistened in the firelight.
"Stop!" I screamed, but my hand was still hovering over the Omnitrix, so close, and yet unable to move because of this bitch’s telekinetic force.
Kurt's yellow eyes found mine even as his body came apart. Through the agony, through the impossibility of still being conscious, he managed two words. "Run... Ben..."
Then he collapsed. Dead, with a mass of exposed tissue and visible bone, his nervous system laid bare to the ash-filled air. Every pain receptor must have fired at once at the moment of his death, making him go through a torture that was impossible to survive.
It was more painful than most deaths, and he’d faced it because he tried to save me.
Cassandra smiled, examining her work like an artist admiring a painting. "Interesting. I thought his healing factor will try to compensate, but without skin to protect the exposed tissue… guess it gave up. A dead devil." She turned to me. "Would you like to be next? Or should I get more creative?"
Rage.
Not the hot rage I'd felt watching the city burn. Not the desperate anger of failing to save everyone. This was something colder, deeper. The kind of rage that burns so pure it feels like clarity.
Somehow my hand slammed down on the Omnitrix. Was it because she’d let her control slip for a moment at my expression? Or did I simply push through?
No, that didn’t matter.
The transformation hit different this time. Usually, becoming Feedback felt like plugging into the universe's power grid, all sparks and energy and electric joy. This time it felt like becoming a living weapon. Every circuit in my body hummed with lethal intent, and for the first time since I'd gained this form, Feedback wasn't smiling.
"Cassandra Nova," I said, and my voice crackled with barely contained lightning. "You just made the last mistake of your life."
She tilted her head, amused. "Oh? The boy knows my name somehow. How delightful."
Thunder rumbled overhead, but it wasn't from Storm's weather manipulation. It was me, my rage manifesting as atmospheric disturbance. Every piece of metal in a hundred-foot radius began to vibrate, responding to the electromagnetic field I was unconsciously generating.
"You want to see power without purpose?" Electricity arced between my antenna and fingers, each bolt carving gouges in the ground. "Let me show you what happens when purpose finds its power."
I blitzed forward.
The first exchange nearly killed me.
Cassandra didn't just rely on telepathy and telekinesis. She was a master combatant who'd studied every form of violence across centuries. When I lunged forward, channeling electricity through my fists, she sidestepped and grabbed a chunk of building the size of a bus, hurling it at speeds that broke the sound barrier.
I absorbed the kinetic energy at the last second, converting it to electricity, but the strain made my form flicker. Before I could recover, she was already attacking again, this time with a barrage of steel beams she'd turned into improvised spears.
"Disappointing," she said as I desperately dodged and absorbed what I could. "All that power and you fight like a child throwing tantrums."
She was right. I was fighting angry, not smart. In my defence, she didn’t use attacks that’d allow me to absorb more power, so I wasn’t at my strongest right now. And… Kurt's destroyed form lay twenty feet away, in a horrible sight that made my rage spike higher.
That's when Anna Marie arrived.
She came from above, having apparently launched herself from a nearby building, her fist already cocked back. The punch connected with Cassandra's jaw with enough force to crater the ground beneath them. Cassandra flew backward, but caught herself telekinetically, floating upright with blood trickling from her split lip.
"You," Anna snarled, and I'd never heard such venom in her voice. She'd seen Kurt. Her adopted brother through Mystique, the one person who'd never been afraid of her touch, reduced to exposed meat. "You did that… to him?"
"Another insect joins the feast," Cassandra said, wiping blood from her mouth. "Though you're slightly more interesting. All that borrowed power, but still just a parasite."
Anna charged again, but this time Cassandra was ready. She caught Anna mid-leap with telekinesis, trying to compress her like she had the Plumber ships. But Anna's enhanced durability, courtesy of permanently absorbed Captain Marvel powers, held firm.
"That's the thing about parasites," Anna growled through gritted teeth. "We're hard to kill."
She broke free through sheer strength, landing in a crouch that cracked the pavement. I took the opening, firing a concentrated beam of electricity at Cassandra's back. She deflected it with a psychic shield, but the effort of fighting both of us began to show over time.
As minutes passed, Anna looked at me, and something passed between us. Not words, just understanding. We'd fought each other before, and we knew each other's rhythms. Time to use that.
We moved in perfect synchronization. When Anna went high, I went low. When I fired electricity to force Cassandra's shields up, Anna would attack from behind. It was a deadly dance, and for a moment, I thought we had her.
Rogue threw her gloves away and jumped, trying to touch her. But Cassandra caught Anna with her telekinesis, this time by the throat, lifting her into the air. "Enough games."
Anna's hands clawed at the invisible grip, her face turning purple.
This is the worst. I realized. Rogue wasn’t capable of absorbing psychic energy like Feedback, so this was troublesome for her. She might die.
I fired everything I had at Cassandra, but her shields held. In desperation, I did something stupid. My antanae absorbed the telekinetic energy holding Anna, while my right hand grabbed her hand and yanked her free of the hold.
Only then did I remember the mistake.
The contact should have killed me. Anna's power absorption was involuntary, unstoppable. She'd drained everyone she'd ever touched. But that’s when I was surprised. Feedback's energy absorption created a bizarre feedback loop.
She pulled at my energy, and I felt it. So I pulled it right back, creating a circuit between us.
I could… I could touch her in this form, without her killing me. It also went the other way around, too. Wait, this is perfect. I suddenly had an idea. I allowed her to absorb some of my powers, just a little.
"W-what?" Anna gasped as her fingers began to change, taking on Feedback's distinctive blue-white coloring. Energy coursed between us, and suddenly she wasn't just super strong. She could feel the energy in the air, in the ground, in everything.
"You know what this means…" I said, and she nodded. Since she only had the fingers and not the entire body of a Conductoid, she wouldn’t be as good, but her body was made for absorbing stuff. She’d be fine.
We turned toward Cassandra in unison, and her smug expression faltered. Anna's hands crackled with newfound electrical power while mine hummed with her absorbed strength. We were sharing power, something that should have been impossible.
"Fascinating, you–" Cassandra began, but that's when Emma Frost arrived.
The White Queen materialized from diamond form directly behind Cassandra, and then immediately returned to her human form. Her dress was torn, showing skin and blood. I didn’t get to worry for her, though. The next situation happened in a matter of seconds. She launched a psychic assault on the bald woman that made the air itself ripple.
"Did you really think you were the only telepath here, darling?" Emma asked, and I felt electricity ripple across my skin. Like goosebumps. Emma had used the fact that her diamond form was impossible to detect for telepaths, and flanked her.
If it’s the three of us, then…
“BEN, NOW!” Emma called.
Cassandra screamed, not in pain but in rage. Two telepaths of their caliber fighting created psychic shockwaves that shattered every piece of glass for blocks. Normal humans would have been comatose instantly, but Emma's assault gave us our opening.
Anna and I moved as one. Her energy-enhanced fist connected with Cassandra's ribs while my electrified punch struck her jaw. The combined force sent her flying through three buildings, each impact weakening her psychic defenses as both Rogue and I sapped off her power in the brief contact during our punches.
"You… You insects!" Cassandra roared, blood streaming from her nose as she fought Emma's mental intrusion while trying to block our physical assault. "I am evolution! I am the future!"
"No," I said, catching her next telekinetic attack and converting it to raw electricity. "You're just another genocidal psychopath who thinks power makes you right."
The fight became brutal. Not heroic, not clean, but desperate and ugly. Anna and I took turns pummeling Cassandra while Emma kept her mentally off-balance. Every time Cassandra tried to remove our skin like she had Kurt's, one of us would disrupt her concentration with a lightning bolt or superhuman punch.
Around us, I was peripherally aware of the larger battle continuing.
Plumber ships fired precision strikes at Sentinels while Magneto tore them apart with their own metal frames. Jean and Madelyne worked in tandem, their combined telekinesis evacuating hundreds at a time. Storm and Cyclops had formed a lethal combination, her winds carrying his optic blasts to strike multiple targets.
But our fight with Cassandra carved its own swath of destruction. Our missed attacks leveled buildings. Cassandra's desperate counters vaporized entire blocks. We were so focused on killing each other that we didn't notice the collateral damage until it was too late.
A shelter full of mutant families, crushed when Cassandra threw a parking garage at us. A medical station, vaporized when I redirected one of her psychic blasts. Hundreds, maybe thousands, dying because we'd turned their refuge into a battlefield.
Finally, through blood and lightning and sheer determination, Anna got behind Cassandra while I held her attention. Anna’s hands were burned black from channeling so much electricity, and I was panting, but we had one chance.
Anna's hands found Cassandra's head, one on her jaw, one on her skull. My antennas were plugged into her neck, absorbing her power in real-time to stop her struggles. Our eyes met over Cassandra's shoulder.
"Do it," I said.
The crack was audible even over the sounds of battle.
Cassandra Nova's neck snapped cleanly, her body going limp in Anna's grip.
But I didn't stop there. I couldn't take the risk with someone like this. I didn’t want her to become some cheap recurring villain. Kurt's destroyed form, the murdered families, the crushed shelter, they all demanded more than just death.
– Bzzztt.
Electricity crackled at the tip of my fingers. Then I pressed both hands to Cassandra's corpse and channeled everything. Every volt I'd absorbed, every joule of energy, all of it poured into her body until it glowed white-hot. The corpse didn't just burn; it disintegrated at the molecular level, becoming less than ash, less than memory.
When it was over, Anna and I stood in a circle of glass where the sand had melted from the heat. Around us, the battle was winding down.
The Sentinels were falling back or falling apart; the combined might of the X-Men, Brotherhood, and Plumbers finally overwhelmed them. Mostly the Plumbers, with their advanced weapons, cut down the casualties by a long shot.
But the city...
Genosha was broken. Entire districts had been leveled. The crystal spires that had touched the clouds were stumps of melted silicon. The gardens were ash. The carefully maintained micro-climates had collapsed, leaving only smoke and fire.
And the bodies...
"We won," Anna said, her voice hollow. The shared power had faded, leaving her normal again, but her eyes remained fixed on the destruction we'd caused. "Didn't we?"
I couldn't answer. Because looking at Kurt's still form, at the crushed shelter, at the thousands who'd died while we fought our battles, I wasn't sure there was such a thing as winning anymore.
The paradise was saved, but paradise was dead.
And amid my fight with Cassandra… I'd helped kill it.
**
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Author Note: The Tragedy of Genosha. Truly impossible to avoid in every reality?
Comments
Daniel Reis
I would be kinda cool if the alien he gets is clockwork or alien x and he uses them to revive all the mutants who died but at the same time I feel like he wouldn’t do it even if Azmuth gave him one of those aliens as I feel like there’s got to be more drawbacks in reviving people with those aliens in this mixed universe than there was in canon Ben 10 universe. With all those death gods and death herself in marvel.
Master4thWall
There's a whole scene of her trying to and failing, earlier. Unless you're talking about at the end when she grabbed Cassandra's head to snap it. It might not the smartest to try and absorb a telepath that much. Rogue absorbs memories too after all
destructoballs !
Couldn't she have touched cassandra and killed her?
Rez
I guess the question is what alien did he give him access too, if cable is saying he is evil then it has to be something really strong
Robert Stevens
I'm surprised as much didn't give him access to clockwork. Pretty sure he's the only alien he has that could help here
Master4thWall
I am removing a comment 😂 that's crazy spoiler for anyone reading in the website since its right there at the face!
