A/N: This is what happens when I watch "Absolute Power" for like the billionth time. I hated it the first time, but I've come to respect it so much now… It's definitely my favorite, no question.

Disclaimer: I own nothing.

Greatest Memories

"You don't think I've been over this a hundred times?" he asked, voice raised over the purring engine of his car as they sat in the parking lot, just the two of them, sitting there stuck in their usual debate just as Bellicus and Serena were. "You think I want to kill Kevin?"

She almost spat out something smart and snarky until her cousin cut her off.

"He's my best friend, Gwen! He's the only real friend I've ever had!" Ben's green eyes blazed; they almost threatened tears. "Don't you think I want to save him? I care just as much as you do. We fixed him, finally, and then he goes and destroys the world again, do you get how much that hurts me? He's too far gone to bring back!" The smoothie in his hand was long forgotten. The hurt in his heart was becoming a fresh wound. "If we had another choice, I'd take it, no doubt."

"Ben, there's always another choice."

The hero put his elbow against the car door and looked out to the stars that twinkled into the blackening sky as the sun completely disappeared and the moon began to glow, a crescent against the darkness. "Not this time, Gwen."

There was a frustrated breath and Gwen's door swung open, her drink being thrown on the ground. The clicking of her heels was the last thing he heard of his cousin's leaving.

He was hurting just as badly as she was, couldn't she see that? She loved him deeply, but he was Ben's best friend. They were the real kind of friends. All the memories he had of Kevin... He had always been a friend.

"Tennyson, if you don't come now, I'm not buyin' you those Sumo Slammer DVDs for your birthday."

Ben hustled out of his room and jumped in the green and black striped car, remembering only twenty minutes into the drive out to Los Soledad that he'd left his jacket (of all things, the famous jacket) back at home.

Getting to the desert base fifteen minutes later, shivering as the cold grip of night put goosebumps on his skin and made his teeth chatter, it was Kevin who spoke up, the voice of annoyance. "Jacket, trunk, go get it, rip it and I kill you." Keys were tossed in Ben's general direction.

The brunette scrambled for them in the sand and bolted back to the car and popped the trunk, swiping the jacket and heading back after locking the vehicle again. A second after he'd put his best friend's keys back in the raven-haired con-artist's hand, he got a good headslap. "Remember next time."

He did remember. Headslaps could be such a learning tool sometimes.

"If I ever hurt her, I'm blaming you." Kevin put the car into drive after watching his beloved redhead get safely inside her house and lock the door behind her. The seventeen-year-old floored the gas and felt the car shoot forward, adrenaline instantly surging through his system.

"What?" asked Ben, suddenly wide-eyed in the backseat like a deer in headlights. "Why? I didn't do anything! What did I do?" His voice as a little gasping, definitely confused, and almost desperate. What had he done wrong to deserve this punishment?

"Because it's your job as her cousin to keep an eye on her. Ken ain't here much, and you're more like her brother than her cousin anyways." Kevin led the car around a tight turn to head towards the brunette's house; the car went up on two wheels for a moment before dropping safely again. "Therefore, you're the guy watchin' out for her."

Ben was about to ask something more until he gave up and decided to just listen for once instead of protesting every other sentence. He'd save his breath that way.

"She trusts you to watch her back, and that means from me too, okay? If I ever do anythin' stupid, I want you to take care of it, no questions asked." Kevin pulled another tight corner. The car didn't go up on two wheels this time. "You take care of her just as much as I do. It's our job to watch over her."

Ben said nothing. He just watched stop signs flash by as the driver didn't bother to notice them and/or care.

"If anythin' goes wrong, if we break up or if I lose it or somethin', you're takin' care of her. And if you don't deal with me and I hurt her, it's on you."

Ben said nothing on the subject. He didn't want to think about any of that. This life was too good to lose. "Can we run by Mr. Smoothy on the way back to my place?"

"You payin'?"

The two sat outside of Mr. Smoothy in the empty parking lot sitting in the car but with their feet on the ground outside of it, both hunched over as they drank their smoothies. Kevin was smirking to himself about something as they sat in the silence on either side of the car.

Ben was taking a sip of his smoothie when he heard Kevin's voice through the car from the driver's side. "I made sure they put extra peanut oil in yours."

Devious? Kevin? No, of course not.

Ben was spitting out the drink all over the parking lot and trying to wipe it off his tongue with the sleeve of his jacket and then with the front of his shirt and then with his hands when he figured the other two weren't working well enough. "Kevin!" His green eyes were wide with panic that mirrored that of a wounded zebra staring into the eyes of a lion. "I'm allergic to peanuts! What were you thinking?"

With a quick check of looking through the car to make sure the hero had dropped his drink and spilled it everywhere, Kevin's smirk grew a tad more devious. "I was thinkin' it'd be hilarious to make you think I'd just practically poisoned you." Obsidian orbs glinted victoriously. "Looks like I was right."

Ben glared through the car and wiped a bit of slobber off his face. "You are a sick, sick person."

And Kevin just laughed.

Kevin had appeared on his doorstep near two in the morning with a pillowcase in hand. No pillow inside though. Only the case and what Ben could make out to be some miscellaneous items inside. The older teen looked a little tired and quite frustrated. "Can I crash here for the night?" he asked in a quiet voice, hating to sound weak or desperate. Gwen's house was off-limits because of her parents being strict with his visiting hours and such. The Osmosian could only hope that his second-favorite Tennyson would take him in...

Ben opened the door a little wider and rubbed the lingering sleep out of his eyes. "Sure." He fought off a yawn. "You know where the couch is."

A half-smile rose to Kevin's lips. "Thanks, Tennyson."

The brunette gave a stretch and muttered, still fighting off that yawn, "Lemme get you some blankets or something..."

Ten minutes later, when Ben came in, he found Kevin sprawled out on the couch, staring up at the ceiling, silent for the longest time Ben could ever remember. "Is it better if I don't ask questions?" he commented, tossing a blue blanket to the dark-haired teen.

It landed on Kevin's chest. "Yeah."

"Alright." Ben flicked off the lights and headed back to his own room.

The next morning, Ben found his friend curled up on his bedroom floor with a few crumpled up newspapers coming out of his pillowcase and the blanket curled tightly around him, black hair shadowing his pale face. Because sometimes Kevin felt better with another person in the room. A reminder that he wasn't alone.

"It is definitely more logical to be afraid of alligators."

"Clowns are creepy!"

"Just like the elves?"

"Hey, that was a bad time! Elves kidnapped Grandpa Max! How am I not going to be afraid of them after that?"

Kevin smirked to himself. He and Ben shone flashlights down the sewer pipes, watching out for any signs of the alleged Sewer Monster in the city of Marada. "I'm just sayin' that alligators are actual killers. Really big teeth and all, ya know?"

"Zombozo." Ben's flashlight flickered for a moment. He slammed the base of it into his palm and watched as the beam reluctantly flickered back on. He pointed it ahead. "He's a killer. And a clown."

"He's a psychopath." Kevin's beam flashed down another tunnel. No signs of any Sewer Monster. "It's completely different."

"Uh-huh." Ben's tone showed his obvious disagreement with Kevin's statement. He thought he saw movement ahead. A Sewer Monster... maybe... "And you were never a sociopath." Sarcasm had become his best friend. Of course, Kevin was almost always sarcastic, so what was the difference between the language and the person?

"Touché."

Twenty yards down the tunnel, they ran into an alligator. Ben would never forget the sheer terror on Kevin's face. He'd only seen it a few times before. Whenever the word "insanity" was mentioned.

"Be careful, you two," scolded Gwen as she lay out in the sun with just a white bikini covering her flawless body and a spell book in hand, one eye on the two boys of her life. "Don't hurt each other, please. I don't want to have to explain to Aunt Sandra why Ben keeps getting black eyes even when he's not on missions."

The two shot her angelic looks and batted their eyes, black and green showing her their innocent eyes.

"Don't be stupid." And she gave a soft sigh before diving into her book, the Latin and Greek and other foreign languages blurring together in her mind to create information.

"Betcha I can cannonball better than you." Kevin's devilish eyes were watching the younger boy. The sun beat overhead as the lake glimmered below. The days of sun and swim... The days that could never last forever...

"You're on!" Ben checked over his shoulder to see who was going to go first only to find Kevin shoving a hand into his back and pushing him off the edge of the rock that loomed over the lake. Ben didn't even get out a yelp of surprise before Kevin was laughing and he was falling and flailing into the cold, sparkling water below.

"I hate you, Levin!" he shouted up after emerging from the water, brown hair mopped into his eyes and his skin prickling from the touch of the cold.

The sound of Kevin's laughing touched his ears. "Get in line!"

They usually were never silent for so long. The three had sprawled out on Gwen's rooftop until the girl had gone inside to get some sleep. Even then, the two boys sat there and counted the planets and the stars as they orbited overhead in the bleak darkness of night.

"What would you do if I died?"

Ben always knew Kevin had tendencies to say stupid things and ask stupid questions, but he'd never heard his friend speak in such a serious tone and without even cracking so much as a grin. "I don't know."

Silence. Clearly Ben needed to say something more before the Osmosian would be satisfied.

"We'd be down a man for the team, that's for sure. Gwen would miss you like crazy." Ben wasn't sure what he'd do. Kevin was his friend. His best friend, really. His only friend. "I don't know what I'd do. I'd probably be lonely without you here to harass me all the time. Maybe a bit more peaceful, but definitely lonely."

That same stoned silence hung around them.

"It's nothing we need to worry about anyways," reassured Ben, his brave face put on as he watched a few more stars twinkle their way into the sky. "You won't die for a long time yet. Not if Gwen and I can help it." Realistically, he knew it was something they should be worried about. In their line of work, death wasn't an uncommon thing.

Kevin wasn't reassured, but he still gave a cocky smile and said, "I'm capable of takin' care of myself, thank you very much."

The hero gave a short laugh. "You'd be lost without us, Kev. What are you talking about?"

"You wanna bet, Tennyson?"

If Gwen couldn't understand how hurt Ben was that he had to kill his best friend, then there was something wrong with her. She may not have seen all of the time they spent together, but if she had, she would've understood the raw pain that ate away at his innards and how he couldn't sleep at night because he had to plan on how to kill Kevin. She didn't know how much it hurt her cousin to have to do it to the only one he could ever even think about calling a brother.

He'd even fought her on it. More than once. With physical violence. Because she wasn't getting it. He didn't want to do this. He didn't even want to think about it. Best friends weren't supposed to kill each other.

And each night, when he lay in bed trying to sleep while the memories of his now insane best friend floated in his head, he was trying to forget how much it would hurt when he lost the only brother he would ever had.

But all Ben could do as his cousin left in her clicking heels was reach across the passenger seat and pull the door closed. The door to the car his best friend had built him. And he could only try to forget.

A/N: There. That's what came out of my head after too many cartoons and a lot of love towards "Absolute Power". So leave a review?

~Sky