Ben's new room, in his new home didn't look that different from his old one, except there were no Kangaroo Commando posters. In fact there were no posters at all. On his desk, instead of comic books, was a plumbers training manual, a laptop that his parents gave him for Christmas and a couple of pictures of Gwen and himself.

Of course having a plumber's manual is kind of outdated now. Everyone knows about aliens now. There was no longer any need to hide behind such euphemisms any more. Wow, he thought, just a few months ago he never would have even though in words like 'euphemism'.

Gwen would be proud of his new found maturity; of course ten year old Ben would have ripped on him for geeking out to please his girlfriend. Well, maybe both have a point, or so the now eleven year old Ben reasoned.

As for the pictures, well most boys have pictures of their girlfriends, but you have to be careful about which pictures you choose when your girlfriend is your cousin, and you haven't told your family yet. His litmus test for the pictures was to ask himself if it would look okay if, instead of Gwen, it was Lucy or Eddy with him

Thinking about Gwen, as he usually was, reminded him, there was a carnival in town, not coincidently just in time for the end of school. It would be a perfect date for him and Gwen. If they were carful, it wouldn't look at all strange. So he called.

"Tennyson residence. "Said the voice on the other end of the line.

"Hi aunt Lili, is Gwen there?"

"Oh hi Ben, yes she is, I'll get her."

"Thanks."

At the other Tennyson residence Lili went upstairs to get her daughter. The bedroom door was half open. That was a change since her in-laws and her nephew had moved out. Gwen and Ben were usually in that room together and usually kept the door closed. Lilly often wondered what those too were up to but she kept her theories to herself. She knocked on the door.

"Gwen honey, Ben is on the phone for you…again."

"Thanks mom." Gwen went downstairs to take the call. She and Ben often spoke on their cell phones when they wanted some privacy, there was no chance someone might listen in on another phone, but they decided that, if it was about something that didn't have to be private, making some of their calls on the house phones would raise less suspicion.

"Hi Ben, what's up?"

"Oh, just thought that I might invite my cousin, partner and best friend to the carnival tomorrow."

"That's a lot of people, can you afford that?"

"I see your point, so do you want to go instead?"

"Ha, ha well I suppose I could make some time."

"Great, I'll meet you at your place about nine and we can walk from there."

"Sounds good to me, see you then." With that she hung up the phone and headed back up stairs. A minute later her mother was at the door.

"So, what did Ben want?"

"Oh, he just invited me to go to the carnival with him tomorrow. He'll be here about nine."

"That's nice. You too sure are spending a lot of time together. I wouldn't have seen that coming a year ago."

Gwen couldn't tell if that comment was just an innocent observation or a probing one. Did her mom suspected something? Gwen couldn't tell. Her mom should go to Vegas with that poker face of hers.

"Just remember," Lili continued. "Your grandpa will be here to pick you guys up for another summer road trip tomorrow evening. And, uh, try not to come home with any more surprises. That's not the way I want to get the house remodeled." She said with a laugh.

"Yeah, I remember, we'll be back in time for supper."

The next day Ben was right on time at nine o'clock. He knocked at the door and Gwen answered.
"Hi Ben." She looked down to see that he had brought his bags. "Well, that answers my question; you remembered that Grandpa is coming."

"Yep, Shure did." He said setting his bags inside. "So, you ready to go… to the carnival I mean."

"Yes I am."

And with that they were off. After they got far enough Gwen said. "Ben, do you ever think you're parents suspect anything, about us I mean."

"Yeah, sometimes, other times I think I'm just being paranoid."

"Yeah," Gwen said "me too. I wish we could just go ahead and tell them."

"We'll have to be very careful if we try to tell them before we're eighteen, if they don't take it well we won't see each other again until we are eighteen."

"I know, I guess we should stick to the plan and wait to see if Grandpa is on our side. Maybe we can talk to him this summer."

"Maybe, for now what ride do you want to go on first?"

They went rode the roller-coaster first, then the gravitron and then the haunted house. As they got out of the haunted house car Ben turned to Gwen and asked. "Do all of these 'thrill' rides seem kind of lame to you?"

"Yeah, I guess when you've been in real spaceships and to other planets and fought aliens, witches and mutants carnival rides seem dull."

"Guess so. But there is one more I'd like to try."

"All right, what do I have to lose?"

Ben led her to the 'Tilt-a –whorl' and she soon found out why Ben wanted to ride this one. Ben insisted on sitting on the outside and she had the inside place. When the ride started going fast enough centripetal force pressed her up against Ben, who had a very satisfied grin on his face as he put an arm around her and said "guess we'd better hold on."

"Sneaky Ben." She said as they got off.

"As though you didn't like it."

She just lightly slapped him on the shoulder. "Now there's one more thing I want to do. I want my boyfriend to win a stuffed animal for me."

"Well, that is traditional." They went to the shooting gallery. The barker was calling out "Step right up ladies and gents. All you have to do is get three hits and you win a prize." The barker saw them and said. "Want to win a prize for the little lady. Just hit three of the moving targets… and I'll give you four shots to do it."

Ben stepped up to the counter and took the gun; he took his aim and knocked over a bottle that had popped up. He then took his aim again and hit a duck 'running' across the backdrop. Then, with a sly grin that Gwen knew all too well, Ben pointed his gun well below any of the targets and pulled the trigger.

"Ben!" Gwen said," You just wasted a shot, why did you do that?"

"For dramatic effect."

"Uh, I take back everything I said about you growing up."

Ben laughed as he prepared to shoot. If he did miss he'd hear about it all summer. He lined up his shot, waiting for the right timing. Then he fired at one of the flying ducks. He heard the ping and watched it go over.

"Nice shooting young man, which of the animals would the little lady like?"

"The tiger is kind of cute." She said. And the barker handed it to her.

As they walked away from the shooting game Gwen turned to Ben and, in a chastising tone said "Haven't you learned anything?"

"Yes I have, I wouldn't take chances like that in battle like I used to. But if I'd missed I would have played again and won the prize for you."

She just shook her head and smiled. Then Ben said. "Well it's late, we should get going."

"It's not all that late."

"Yeah, but there's one more attraction before we go home."

"And what is that?"

"It's at our training ground." He said as he dialed in the omnitrix.

"Okay." She said and got on after Ben changed to stinkfly.

They flew to their spot and Gwen got off. Ben then changed back and Gwen turned around to face him. "So, what attraction did you have in mind? She said feigning ignorance.

He answered her by pulling her into a kiss.

After they separated Gwen said "Now this beats any carnival." And she went in for another kiss.

After about an hour of their cuddle and kiss session they decide that it really was time to go. So Ben changed again and took them home. When they reached an appropriate distance he reverted back to human and they walked back to Gwen's house.

They got back home and Gwen called out "Mom, Dad, we're back."

"Just come on into the kitchen, dinners ready."

They sat down to eat and talked about Frank's day at work and about what the kids did at the carnival. Then Frank asked "So are you two anxious about another summer road trip?"

"Yeah, although I hope it'll be a little less exciting that the last one." Gwen responded.

Then Lili interjected "Ben, are you sure that you don't mind spending a whole summer with your cousin? I mean with all of the attention you've gotten this year there must be a lot of girls chasing you."

"Uh, well, the thing is they're just interested in fourarms or heatblast or one of the others, not, you know, Ben."

"Well, there must be one who likes just plain old Ben." Lili then hears her daughter cough a little.

"Sweetheart, chew your food or you'll choke."

"Lili, stop teasing him, boys are a little shy about that kind of thing at his age."

They then hear a sound that could only be the rustbucket. Saved by the bell Gwen thought.

Ben and Gwen grabbed their things and ran out to meet Grandpa, Both launching themselves at him with a hug.

"Hey, you guys ready to get going."

"Oh man, I can't wait." To get away from that conversation back there.

"By the way, I've got a special surprise for you inside."

"Let's see." Gwen said and she and Ben went inside the rustbucket. Then they saw, siting at the table there surprise.

"Ken!"