Sakura Kudo requested this one. Here you go, amigo! Sorry it took me so long to post it! Ben 10 and all characters associated with the show belong to Cartoon Network and Man of Action. I don't own anything!

A/N: This is not a romance fanfic, just one with two very good friends helping another friend. Enjoy, y'all!

Rachel and Ball Weevil

It was all quiet and peaceful in the middle of the night as everyone was sleeping, happy dreams floating in their heads.

All except for one.

Ball Weevil whimpered in his sleep as he tossed and turned, trying to fight off something only he was able to see.

"No. No, please," he begged, his voice only a whisper.

What Ball Weevil was seeing was Kyber standing over him and leering down at him. Ball Weevil tried to move, but couldn't as he watched with horror as the hunter raised his blade high to where it gleamed in the light.

Ball Weevil gave a cry of fright and suddenly woke up to find himself back in his shared room with Bloxx with the blanket tangled all around him. Well, that explained why he had felt trapped. Bloxx kept snoring away, being a heavy sleeper. Rachel had often teased Bloxx that his snoring would wake the dead all the way in Australia. Normally, Bloxx would take down anyone with such a comment, but he would never hurt Rachel, so he simply took her playful ribbing in stride, tickling her often in revenge.

With his nightmare so vivid in his mind, Ball Weevil headed out of the room and down the hall, thinking about asking one of the others if he could stay with them for the rest of the night. He silently checked them all, but was afraid they'd all tease him about his fear and besides, most of them really scared him. The only one he really felt safe with was Terraspin, as the turtle was a peace-loving creature and would never harm anyone, but Terraspin was off visiting his home planet, so Ball Weevil didn't know where to turn to. He kept going and paused outside of Rachel's door. Surely she would let him stay with her for the rest of the night.

Ball Weevil quietly walked in, not noticing Rook was in there as well until he heard the telltale sign of a weapon warming up and gave a small squeak of fear.

"Please," he pleaded with a whimper. "No."

"Ball Weevil?"

The small alien perked up a little on hearing the Revonnahgander's voice and recognized the familiar alien in an instant. "I'm sorry, Rook," he said. "I thought this was Rachel's room."

"It is," came a groaning voice as Rachel sat up as well, her eyes showing her tiredness. "Since we don't have a spare room, Rook rooms with me," she said.

"Oh," said Ball Weevil, feeling a tad embarrassed.

"Ball Weevil? What are you doing in here? It's one-thirty a.m.," Rachel said, glancing quickly at her clock.

"Um, well, I…uh…had a…," Ball Weevil stammered.

Rachel was a bit more awake now and looked over to see the small alien trembling a little. "Ball Weevil, did you have a nightmare again?" she asked gently.

He looked surprised. "How did you know?" he asked her.

"The other night, Feedback and I woke up to your screams and he comforted you until you calmed down and went back to sleep. I woke up again later with Grey Matter and we both got you to calm down to sleep. I knew you were having nightmares from the start. They're about what happened on Kyber's ship, right?" she said.

Ball Weevil nodded. "He was going to get me this time," he said with a whimper.

It dawned on the other two that Ball Weevil's latest nightmare was probably the worst one yet, due to his trembling and whimpering. Rook, feeling sympathy for the small alien, got up, going over to Ball Weevil and scooped him up in his hands, patting his back to give the bug-like alien some comfort as he walked back to the bed and lay down, setting Ball Weevil between him and Rachel.

"Shh, it's alright, Ball Weevil. We won't let him hurt you ever," Rachel said in a soothing voice, trying to calm the small alien. It started to work as he began to relax again, listening to Rachel's voice and enjoying the back rub that Rook was now giving him. After a moment, he spoke.

"Uh, I know this is a little awkward, but can I stay here with you guys, please?" he pleaded, looking up at them with big eyes.

"Hmm," Rachel hummed thoughtfully. "Rook, I just can't say no when looking at those big, cute eyes," she said with a smile.

Rook let out a soft chuckle of amusement. "Neither can I," he admitted as he patted the bed. "Come on, Ball Weevil. We'll keep those nightmares far away."

Ball Weevil looked surprised. "You're not going to laugh at me or say I'm weak?" he asked.

"Of course not," Rachel said. "Why on Earth would we do that?"

"Because I'm always scared," he admitted ashamedly.

Rachel was thoughtful for a moment and then smiled. "Rook," she said. "How can we help him?"

Rook caught the smirk on her face and smirked back. "Tickle time," he said as suddenly Rachel began to tickle Ball Weevil's stomach, to which he yelped before laughing out loud, laughing harder when Rook tickled him around his small feet.

"Look at that, he's smiling," Rachel said as she and Rook continued with the tickle torture. Then Rook blew raspberries onto the small alien's stomach, which resulted in Ball Weevil almost shrieking the roof off as he squirmed to get away from his torturers. He felt happy as all the fear and sadness he had felt earlier went away with the last of his nightmare. He tried to ask the two partners to stop, but he could now only squeak.

"Rachel, Rook, please," he squeaked in a begging voice.

Seeing that Ball Weevil had reached his limit, they stopped and let him recover. He soon calmed down.

Rachel smiled. "Feeling better, Ball Weevil?" she asked.

"Yes, much better," he said before yawning, to which of course both the human and Revonnahgander also yawned.

"Come on," said Rook with a smile. "Let's go to sleep."

Rachel scooped Ball Weevil up and set him down between her and Rook, settling down on her side while Rook did the same, facing them.

Ball Weevil let out another large yawn as he snuggled down into the warm covers. Rachel stroked his head while Rook stroked his back.

"See you later this morning," Rachel said, before falling asleep. Ball Weevil fell asleep not long after her and Rook was soon fast asleep. The house was peaceful and calm once more as the night wore on.