And then there were 10:

School was out for the summer! The sound of that last bell had been the sweetest sound in the world. Unfortunately the year had to end on a low note. With his failed attempt to help a class mate when JT and Cash were forcing one of his classmates to hand over his money. They had both ended up in a tree.

But all of that would soon be forgotten. He would be on a summer long road trip with his Grandpa Max. He was the coolest grown up Ben knew.

Then he found out that his cousin Gwen would be along to. Miss know it all would be a buzz kill for sure.

They had gotten along well once but then she had to decide that anything fun was "immature" and start trying to impress everyone with how smart she was. The truth was that Ben resented losing his best friend.

For her part Gwen enjoyed the feeling that academic accomplishment gave her, and she reveled in the praise it won her from her parents. Ben had chosen a different approach. When he didn't get the approval of his parents or teachers or the other kids he hid from it. He masked it with defiance. Gwen became frustrated and angry, with Ben himself but mostly with the way he had chosen to deal with his problems: and she felt grief, for the loss of the closest friendship she had ever had. Well she would try to make the best of the situation anyway.

Then they had found the object that would change both of their lives forever. The watch that changed Ben into different kinds of monsters; aliens, grandpa had been adamant about that, strangely so. This summer would be more exciting than any of them could have imagined.

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Washington BC:

The scariest thing about Dr. Animo was how much of himself Ben saw in the scientist. "I deserve" and "Pay attention to me; it's all about me" ME, ME, ME. His fight with Animo was not so much to save others but just a contest between them. As Animo was taken away Ben felt like he was looking in a mirror, and he didn't like what he saw. He didn't sleep well that night.

Gwen didn't think he would learn anything from this, but she held out some hope that she might be wrong.

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The Krakken:

Gwen teased Ben a lot about having been caught as Ripjaws, but latter she had thought some about several times now that Ben had come to her rescue. He had been so focused on saving her. Maybe the old relationship they had once had might yet be revived.

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Permanent Retirement:

You know Gwen and I make a pretty good team, she's even learning to understand me as wildmutt. But what's up with Aunt Vera? Was that a joke or does she know more than she's letting on?

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Hunted:

Gwen got so angry at him sometimes. He was too over confident. He thought that powering through any problem was enough. She would get immense satisfaction in seeing him knocked down a notch or two.

Then she got her chance. Three bounty hunters came to get the watch. He had to learn the hard way that it was more important to out think your enemy than over power him.

She was proud that he had learned to do that, and had impressed Tetrax enough to keep the watch and get that hover board. She was relieved that he had survived; she was ashamed of herself for wanting to see him fail.

But most of all she was afraid. Ben wasn't the only one to get hit by a harsh reality. She had realized that she could lose him and, to her surprise, that frightened her.

That night as they settled down in their bunks…

"Good night Ben."

"Good night Gwen."

After a short silence…"Ben, please be careful."

Another silence, Ben was about to come up with some quip but something in Gwen's tone stopped him.

"I will Gwen, I promise."

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Tourist Trap:

It was the most fun they had had so far. Here, in this lame, cheesy town. They had played together like they used to. And, when they found the world's largest rubber band ball they had gotten in some trouble together. She had to admit it was fun. She began to hold out hope that they could be best friends again.

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Once again Ben had gotten a look at the kind of guy he could be, and didn't want to be. Kevin was not at fault for his past but he had decided to respond with anger and revenge. At first having no one to answer to sounded great. But that meant no one who cares either. He and Kevin had a lot in common. They had the conflicting traits of a big ego and low self-esteem. They both had a need to prove themselves and they were both picked on a lot. And they both had the power so they didn't have to take that anymore.

Ben learned that there can be a very fine line between hero and villain, a line all too easy to cross. He vowed to himself to be aware of that and not let himself cross it. But he also worried that he might cross it anyway someday.

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The Alliance:

The thing that made this fight tough was the fact that he had to hit a girl. His father had been very clear that a man was NEVER to hit a woman. In the end though he had no choice, you have to hit back when someone is trying to kill you.

Then there was this Vilgax, whatever he was. He meant it when he said that he was coming. And that he would have the omnitrix.

Ben left the people he loved to keep them safe. He may never see home again. He may never see Gwen again, funny that that bothered him so much. Then Gwen found him and max helped him to stop Rojo. He went back with Gwen. They really were stronger as a team.

Gwen was at once angry, touched and worried. Ben had left to keep them from danger. He would face all of these enemies alone to make sure that they were safe. Didn't he realize that they needed each other, that she needed him (had she just thought that?). She had to find him and bring him back. Don't you ever leave me again, I would never do that to you, she thought. Latter she thought she should have said it out loud.

That evening as they were cleaning the dishes…

"Gwen, Grandpa said not to worry about this Vilgax, right."

"Yeah, he did…so?'

"Did he sound to you like he even believed what he was saying?"

"No."

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Last Laugh:

CLOWNS! What was it that made them so creepy? Was it the face paint, was it having a stranger that thought nothing of getting right in your face? Maybe it was just that you couldn't see the real face of the person behind the makeup.

Grandpa and Gwen had dismissed Ben's doubts about Zombozo as part of his clown phobia. They should have listened.

In the end Ben had faced his fears because it was that or let him have Gwen. He couldn't do that. And, in the end he also concerned his fear. He never had another clown nightmare. This spring maybe he'll take Gwen to the circus.

Gwen new it was mean but she couldn't help it. It was fun to tease Ben about his clown phobia. Zombozo was one of the funniest clowns she had ever seen. By the time she realized, kind of, what was happening it was too late, she couldn't do anything about it, she didn't even care. Later; when she had recovered enough to realize what had happened, she was in awe that Ben had faced and beaten his fear FOR HER. She was starting to realize what she meant to him. It made her feel…Good.

Of course she had to try one more time with the clown mask…yeah, he'd beaten it. That one will never work on him again.

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Lucky Girl:

Gwen was right, it had been blatant grandstanding. That whole "Whooo's your hero bit was way over the top. And he had not saved all of those people alone. He felt like a grade A jackass when she said that she just wanted a little appreciation.

So from among the souvenirs of the battle he gave her something that she might like. She really did deserve it; he just didn't want to let her know that.

He just thought it might make a nice necklace or something; he had no idea that it carried a power of its own.

She thought that his reaction to "Lucky Girl" was resentment over not being the only hero any more, jealousy that someone else was getting all of the applause, and it did sting a little. But that was not the main reason that it bothered him; well, maybe it was at first.

Latter he realized that he was worried that she wouldn't need him anymore. Why did that bother him? Did he just need her to acknowledge him as a hero...? Did he need for her to see him as her hero? …WHY?

Gwen, for her part, was angry about Bens posturing and taking all of the credit. She had helped to, can't she get some appreciation.

She would never admit it but she admired Ben for helping people and she wanted to do the same. She wanted to be his partner; and, she realized, she wanted him to acknowledge her contribution to their efforts. She played off the thing with the tape recorder as a prank but it really felt good to have him say "Gwen, you did a good job".

Funny thing, he didn't complain about that as much as she had expected.

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A Small Problem:

It wasn't fair! Why did he have to be so short? Why did so many things have to remind him of it? Why did she have to rub it in?

In school it made him a target for every playground bully. Why couldn't he get a little support from her? Well, he wasn't going to let on that it bothered him. And he didn't have to just sit there and think about how, well, small it made him feel. But, ironically, the key to get what he wanted was to be smaller, gray matter.

That had not worked out so well, and for some reason the omnitrix wasn't timing out. He was trying to do what Grandpa had told him to and think of creative solutions but it wasn't working. He was starting to think that he'd never get out of here. An odd thought came to him; how will Grandpa explain his disappearance to his parents.

Then, he found that being in a jar for the rest of his life was not his only problem. They were going to dissect him; while he's still alive…He'd do anything to see her now, before he dies.

She almost couldn't hold back the tears. Even in the alien face she could still see Ben, her Ben; so sad, so scared. She hid it from Grandpa and herself with the joke she and Ben used so often; only I can treat my cousin like that. It was really a way to say 'I care about you' without getting too sappy.

Later after it was over they were in their bunks. As he slept she just looked at him and said a silent prayer of thanks that he was there.

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So many times this watch has not given him the alien he wanted, but in the end it has worked out. It forced him to think his way out of a problem. He had learned a lot form it and it occurred to him, could this thing have an intelligence of its own.

Gwen sat looking out of the window of the rustbucket. Bugs are gross, and sick aliens or even more gross! At least there weren't any spiders.

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Secrets:

This had all suddenly gotten a lot bigger than he'd ever thought it would. At 10 years old his personal nemesis was not the playground bully but the most feared being in the galaxy. And he had almost died at the hands of Vilgax. He had been forced to make a choice. If it had just been Grandpa he might have done as he had been told and not surrendered. The galaxy was more important than either Max or himself. But he when he had no time to think about it he made his choice, he couldn't lose Gwen. Hopefully squidface was gone for good, but Ben wasn't counting on it.

He had given up his life for hers. To him she took priority over his life and the whole galaxy. Logically a dumb choice but it touched her anyway. A tear came to her eye when she thought about it.

She looked at him differently now. She was sure that they would still argue and get on each other's nerves, but there was no doubt about how much she meant to him, or that he loved her. She would never forget that.

Well, Max thought, it's time for some explanations.