Disclaimer: I do not own Ben 10 Alien Force or any of its characters. Sad day.

Those of you who frequent the Kevin and Ben character section of this site have already seen a couple of fics involving Gwen reading minds, with files and images and whatnot. Well, I figured it was about time I showed you what got that started. Enjoy. :3

Gwen led her cousin into her living room with an enthusiasm equivalent to her ten-year-old self at a museum. He knew what that was like. He'd seen it. Right now her face was beaming like the glow of a tractor beam; her arms were raised up next to her face in that weird happy pose girls had sometimes; and as she plopped down cross-legged onto her couch, she giggled. Ben sat down next to her slowly, vaguely wondering if she was going to suddenly jump up and drag him to the mall to try on dresses. He knew what that was like, too. She'd done it. For reasons that to this day he still could not figure out.

"Um…so…what did you want to show me, Gwen?"

Gwen clapped a little and giggled again. She really needed to stop doing that. "I just learned how to read minds!" she announced proudly.

Ben gave her a wary look. "Oh…uh, great. Then you know how terrified you're making me right now."

"No, no, I have to show you!" Gwen told him, stretching out her arms. "Watch!"

Ben was confused. 'Watch…? How do you watch someone read minds?'

A moment later, his question was answered as Gwen's eyes glowed, and before her outstretched hands there appeared what looked like rows of files, like on a computer. Ben gaped at the sight.

"Wow!" He had to admit, he really was impressed. "Gwen, this is amazing! Who's mind is this anyway?"

Gwen smiled and clapped. "This is your mind—I decided to go with you since you're right next to me. Now, do you want to view by documents or images?"

Ben blinked. "You can do that?"

"Mmhmm. And after that we can sort by memories, daydreams; specific thoughts, like on people or things; even emotions."

Ben thought about this. "Can we find something I'm thinking about right now?"

"Front of the mind…I'll see what I can do." Gwen concentrated, and suddenly the number of files went down to one. Smiling, Gwen plucked it out of the air and looked through it. "Aww, you're thinking about that time we were in Washington five years ago. That was a good vacation, even with all the alien attacks. And Vilgax." She flipped to another page. "Yup, there he is. I swear his hands were smaller than that."

Ben looked at the image in the folder. "Yeah, well, those hands were never wrapped around your throat." He paused. "This is weird, looking at my own memories like this. Try someone else."

Gwen closed the folder and it disappeared as she looked at Ben. "Like who?"

Ben shrugged. "I dunno. Kevin, maybe?"

Gwen thought about it. "I have been wondering why he won't ask me out. All right, let's take a look." She stretched her arms out in front of her again and focused. This time took a little longer, since Kevin wasn't right next to her like Ben was. She had to locate him first before she could dip into his mind. But, after a few minutes, a new set of folders appeared in front of her.

She and Ben scanned the rows of files. Gwen ran her fingers over them until her name jumped out at her. She pulled that file out of the air and Ben leaned over her shoulder as she began to leaf through it.

"Come on, feelings…feelings…gotta be in here somewhere…aha!" She pulled out a single document labeled, Relationship.

Ben frowned at it. "It's not very long," he said. Gwen frowned too.

"'Finds attractive, but can only think of as a sister or a best friend,'" she read aloud. "Aww, no wonder. Why doesn't he just say that?"

Ben pointed to something at the bottom of the page. "Hey, what's that under 'sources'? There's a source for these feelings about you?"

"Well, I would assume so," Gwen said. "There's always a foundation for any thought a person has. Let's see…it says, 'see: Ben Tennyson.' Well, that's odd."

"Take a look," Ben urged her. Now he was curious. Gwen replaced her file and sifted through Kevin's mind again for Ben's. When she found it, she noted that it was much thicker than hers.

She scanned the documents in the file for another of those Relationship documents. The thing was a full three pages long; most of it full of opinions from five years ago. Out of the corner of her eye, she saw Ben gaping at the document.

Near the end of the final page, there was one simple line of text that caught Gwen's attention. She read it aloud to a completely baffled Ben. "'Current opinion of Ben Tennyson: Unrequited love.'"

Silence for a moment. Ben continued to gape at the document. Gwen frowned at it contemplatively.

"Well," she said finally, "that explains a whole lot." Ben looked at her incredulously.

"It does?"

"It at least explains why he doesn't like me," she replied, shrugging. "If he's gay for you, how could he possibly like me that way?"

"This can't be true. It's not true. There's got to be some mistake; you're reading it wrong."

"Shall I go to images, then?" Gwen asked, frustrated with her cousin. "I'm sure we'll find a nice, tasty daydream of the two of you naked in bed together—"

"Ahhh! No! Don't put those images into my head!"

Gwen smirked. This was becoming terribly amusing to her. "Why not? What if I want to look at them later?"

"Gwen!"

"All right, I'm going to images." A short moment of concentration, and Gwen found herself looking at an image file of Ben. There was a caption under it. "Ooh, look Ben!" she said excitedly. "There's commentary by Kevin! It's like a bonus feature!"

"I don't want to hear it!"

"Too bad, I'm playing it."

Ben groaned and tried to hide his face, but for some reason he couldn't resist peeking through his fingers at the scene. The whole of the file was him moaning and writhing against Kevin while the older boy ground his body against Ben's, licking and kissing trails down his jaw and neck. All the while the commentary (which consisted mainly of Kevin obviously thinking, "Damn it, I'm such a pervert…but oh, God, if I could only have him…") kept going in the background.

Gwen was kind of enjoying herself. Ben was slowly turning into a tomato.

Then the door opened. "Hey, Gwen, your mom let me…" Kevin's voice trailed off as he looked at the scene before him.

Gwen waved at him cheerfully. "Sorry, Kevin; I was practicing my mind-reading and I kind of wandered into one of your daydreams."

Ben looked at Kevin through his fingers. "Hi…"

Kevin stared at them both blankly for a moment. He was really at a loss for words. Gwen was so astoundingly nonchalant about the whole thing that for some reason he forgot to be angry that she was in his mind in the first place. Plus he was also fascinated that she got that particular daydream to play right in front of her like that. And Ben was blushing. That was cute.

He finally got enough words together to ask, "Which one're you watching?"

Ben's eyes got comically wide. "There's more?!"

Gwen brought up more files around the still-playing daydream. "Yup. There's a separate file for them."

Ben stared at Kevin. Kevin shrugged. "I've got a lot of fantasies, Benji."

"We're watching the 'first time' one," Gwen interjected. "Taking Ben's virginity, are we, Kevin?"

Kevin grinned. "That's a particular favorite of mine."

Ben groaned. "I'm not hearing this…"

"Wanna turn it into a memory?" Gwen asked. Ben stared at her now.

"What?!"

Kevin shrugged again. "Okay." He walked over and grabbed Ben, throwing the boy over his shoulder and heading for a bedroom.

"Spare bedroom's next to mine!" Gwen said helpfully. Or not helpfully, if you were asking Ben.

Kevin made a saluting gesture and went into the bedroom, Ben kicking and screaming the whole way.

Gwen just kept watching the daydream, smiling to herself.

This mind-reading power was quite useful.

END. Poor Benji.