A Certain Powerful Omnitrix 2 ( とある パワ の Omnitrix 2)

Prologue

3 years earlier.........

"Grandpa! Ben won't stop messing around again!"

The shouts of the 13 year old Gwen Tennyson echoed throughout the interior of the RV. She had good reason to shout. Her cousin Ben Tennyson was once more up to some crazy stunt. And usually when the wearer of the most powerful device in the galaxy got up to some crazy stunt, then the stunt tended to be over the top weird. At the moment, Ben had changed into a giant no eyed, orange monster dog alien named Wildmutt, and was sticking his head out the window letting his tongue fly in the wind. The people driving by couldn't help but stare as they got a good look at Wildmutt. No one could blame them. What would you do if you saw something like that in a guy's RV?

"Grandpa, he's making people stare!!" Gwen said trying to get the point across.

The Grandfather in question, Max Tennyson, was currently trying to drive while following what looked like an outdated GPS.

"Ben, your cousin is right, you shouldn't be messing around with the Omnitrix, especially not where we are going." Max said to his currently alien attack dog grandson.

A crest on Wildmutt's shoulder that looked like an hourglass began to beep with a red light. A flash of light later, and Wildmutt was back to being the 13 year old adventurous Ben Tennyson.

"Come on Grandpa." Ben said. "I thought you said it was normal to be weird where we were going."

"I said it was normal for people with psychic abilities, not people who can change into aliens." Max said patiently.

"You better behave this time dweeb!" Gwen said. "If I'm gonna get into this school, then I'm going to have to look good. Which means no GreyMatter in the lockers, no Goop in the toilets, and definitely no going FourArms just because you feel like freaking out some girls, GOT IT?"

Ben looked offended. "I didn't go FourArms that one time because I wanted to freak those stupid girls out, I did it because that one guy from the tour told me I was short."

"Ben." Max said in an attempt to reason with his grandson. "Academy City is the last place you want to go alien in. There are cameras everywhere, plus the scientific community there would just love to get something like the Omnitrix."

Ben only pretended to listen. "Yeah, sure. Whatever."

"Now I know you've been learning to better keep your powers hidden lately, and I'm proud of you for that, but now is the time you're going to need to double your self control, absolutely no aliens whatsoever once we get in the city." Max said seriously.

Max didn't say everything. He knew if he explained the true reasons for Ben not going alien in the city, he probably wouldn't understand.

"Hey Grandpa! I see it " Ben pointed excitedly at the giant metropolis outside.

They drove into the city. Academy City was a ginormous treasure trove of technology. The buses were fully automated and the streets were full of automated cleaning robots. Giant blimps flew across the skyline with screens showing the weather and different city wide events. Everywhere, kids of all ages walked through the streets. Academy City, the city devoted to students and espers.

"This place is AWESOME!!" Ben said staring out the windows.

"Oh no!!" Gwen said sternly. "You are not enrolling in here too. Relatives have to share the same dorms and I am not going to deal with you for all of middle school and high school."

Ben shrugged. "Isn't that school you're interested in, like, for all girls? I don't think they would let me stay in one of those dorms."

Max sighed. Thinking about Ben running around in Academy City, freely using the Omnitrix without self control was a little more then he could take. Suddenly Max's thoughts were interrupted by a sound of panic. People out on the street were screaming and pointing at what appeared to be a news helicopter spiraling out of control.

"That's my cue!" Ben said suddenly fiddling with his watch.

"Ben wait!"

But before Max could stop him, Ben turned into the giant thin moth winged form of Big Chill, phased through the RV roof like a ghost, and was gone. Big Chill flew towards the helecopter which appeared to be heading towards a group of young girls. Taking a deep breath, Big Chill blew out a cold freezing wind that immediately caused the helicopter to become stuck in pillars of ice that stuck themselves to the surrounding buildings. As the crowd cheered for the mysterious creature that had saved them, a small 11 year old girl named Misaka Mikoto watched in wonder, not knowing that one day, she and the creature would meet again. Meanwhile back in the RV, Max Tennyson looked up at the Academy City skyline as if challenging somebody.

"No you don't Aleister," Max said sternly. "Don't even think of trying to use this one."

Present day, in a cloaked Vilgaxian battle cruiser, several thousand feet outside of Earth's Atmosphere.

Impulser sat in the briefing room brooding, his thoughts constantly coming back to blood and violence. Next to him sat a slender black haired girl, an esper who merely went by the name HeartBreaker. Across the room sat another esper, a blonde haired girl with pig tails and goth clothes named StoneHalf. The most interesting one in the room, however, was giant of an alien named Vilgax. Vilgax resembled a powerfully muscular alien with dark metallic armor and bulging muscles. His head resembled a multi tentacled octopus with glowing red eyes.

When is this meeting going to start? Thought Impulser. I can't stand not killing someone for so long.

"It appears that all of you are present." Vilgax said in his monstrous voice. "I will proceed to the plan then."

"Whatever." StoneHalf said blowing some bubble gum. "Just make sure whoever I kill this time is actually a challenge this time, okay?"

"StoneHalf.." HeartBreaker said with a sniffle, "why do you always have to be so unenthusiastic?"

"Well it's the same thing every day." StoneHalf said in a bored voice. "We find somebody, usually an alien, then we kill them all. End of story."

"Wwwaaaaaaaahhhhhhhh." HeartBreaker started to cry. "Why do you always make everything sound so dull StoneHalf-sempai!!"

"Both of you stop bickering before I rip your skulls out." Impulser spat. "Jeez, why do you guys always have to do this whenever we have a meeting?"

"Quiet all of you." Vilgax growled.

The three espers immediately went quiet, sensing the dangerous tone in Vilgax's voice.

"Now,"Vilgax said. "I know I have said numerous times that it is the ultimate displeasure for me to work with humans, but now that we are so close to our goal I do not believe it is time for us to part ways just yet."

A giant hologram appeared in the middle of the black round table in the room. The hologram showed the image of Academy City.

"As I said the previous week, our goal is to gain control of the city from the inside. It will be your jobs to take out the organizations known as Antiskill and Judgement."

"And what of the boy you said was sure to interfere?" Impulser spat. "What should we do about him?"

"You leave that boy to me." Vilgax's eyes glowed with malice. "I plan to deal with Ben Tennyson personally."

"Jeez."StoneHalf muttered. "You intergalactic conquering types can really hold a grudge."

Impulser sighed. "I was actually hoping to fight that kid myself, he sounds so strong.....it really gets my blood lust pumping. Oh well. At least there is still my main objective. I want to see if that Accelerator guy really has gone soft or not."

HeartBreaker just sniffled and wiped a tear out of her eye.

"Then it's settled." Vilgax said. "Let us commence the operation. And should I find Aleister on this little excursion, he had better have good doctor."