Mal looked gorgeous. She was a vision of mesh and leather, standing before him. She seemed anxious under his awestruck scrutiny.

"I finally understand the difference between pretty beautiful."

Her shy acceptance of his compliment was what thrust him from his slumber. He groaned at the loss of the dream. He was always seeing her when he closed his eyes, whether during a quick power nap during counsel meetings or when he was asleep in the comfort of his own bed. She was quickly invading all his senses, and he wasn't upset in the least.

He sighed, burying his head into his pillow, willing the pleasant vision to call him back. Unfortunately, his alarm clock blared from his nightstand. Growling, an odd reaction he'd been prone to use since his own Beast woke at the villain kids arrival, he sat up and shut it off.

"Prince Ben."

He huffed and flung back against his mattress. "Yes, Lumiere?" He dreaded the message the valet had brought. "Please don't tell me she's here, again?"

The older man made his way in with an unimpressed sniff. "She is your girlfriend, sir. Until that matter is put passed us, she is well within her rights to walk with you to class."

"I don't want to breakup with Audrey, Lumiere." He chewed his thumbnail in thought before asking, "do I? I mean, I still like her."

"Of course, your highness." He chuckled at Ben's clear frustration. "Shall I set out coffee and muffins?"

Ben threw his comforter off and swung around to set his feet on the floor. "No. Just have Mrs. Potts prepare me a thermos. I have to do some investigating. The head of the art department is bothering me to get the miscreant who's tagging lockers into the program."

"So, you will going out the back entrance to try to corner the fetching little dark fairy." The servant nodded and cocked a devious brow, flicking a hand lazily toward the laptop open on the desk. "I'm old, sir, not dead."

Ben blushed, immediately striding over to close the device and hide the ID photo on the schools website he'd left open the night before. Embarrassed and confused, he dismissed Lumiere to notify Audrey she'd missed him. He dressed quickly, thanked Mrs. Potts for his coffee and ducked out of the kitchen's service entrance. The sedan was waiting just outside the side entrance of the main gate and he was quick to slide into the back seat so they could be on their way.

The light blue limo Audrey's parents allowed her to have access to while at school was still idling at the main entrance as he chanced a glance up the drive. "Did we make it safely, sire?" The driver had quickly caught onto the prince's tactics, and seemed to find them as amusing as the rest of his father's staff. "Very good, sire."

"I'm not avoiding her." The driver hummed in understanding. "I'm not. I just have a lot on my mind right now and she doesn't need my problems in addition to her own."

"Of course, Prince Ben. But, if you will excuse my candour, what problems does a princess raised with all the comforts of Auradon have?"

"There's the inherent expectations of royalty and living up to the rolls set before us."

"Well, there is that." The driver was silent for a moment before adding, "has she ever really seemed burdened by such things, sir?"

"I suppose not."

Ben practically jogged onto the school grounds, having ducked out of the car before it could fully stop. "Jay!" The boy in question paused, apprehension in his eyes. "How are you doing, bro?"

Jay looked as uncomfortable at having been addressed by the term as Ben had felt using it. "Yeah, I'm good, I guess." He shifted the pack on his shoulder and tried to hide a rather large bolt of fabric from Ben's curious gaze. "Did you need something, your highness?"

"Ben is fine." The other boy snorted. "Can I ask why you're heading back in the direction of the dorms?"

Jay said, "sure." Turning around, despite having given consent to inquiry, he quickly moved down the hall and away from the prince.

"Huh." Ben squinted in the direction the boy from Isle had been coming from. "Isn't home economics in that wing?"

Jay was gone, though. Ben considered investigating further, twisting his Beast signet ring in thought. It hadn't felt right on his finger over the last week since the arrival of the villain kids. He found himself removing it every time he was feeling anxious under Audrey's ever increasing scrutiny.

Then there was Audrey. Apart from the change in him, the dreams and his confusion with how to manage his feelings towards Mal, she was almost an entirely different person. Her kind smiles all but soured when she would catch him observing the new members of the student body. Chad, fickle as he was, was even at odds with how to act around the girl.

"I don't understand your obsession with her." He was shaken out of his pondering by the very girl in question. "I understand that your mom faced the Beast and he turned out to be a handsome prince, but my parents? With my parents the evil fairy was just the evil fairy."

Ben was distracted momentarily, not sure what had caused Audrey's current dark mood before he realised where his wandering had lead him. He was standing in front of the "long live evil" defaced locker of the little fairy. He couldn't even imagine what the scene had riled up in the usually cheery daughter of Aurora.

"My fell in love with my dad. She didn't face him down." He wanted to expand on the slip, but felt it wasn't a battle worth fighting in retrospect. "Mal isn't Maleficent."

"Close enough." He squinted his eyes as the conversation happening now blurred and bled with one of the many dreams plaguing him. "Villains don't change."

He felt the corners of his lips pull up into a hopeful smile, "I think you're wrong about them." Subconsciously he pulled his signet ring off and put it in his pocket. "Especially about her. I think she's going to surprise everyone."

"But not you?"

He cocked his head curiously as she rolled her eyes. "Why would it surprise me? I'm the one who believes in her. I believe in them."

Audrey glowered at him before her face smoothed and the pretty smile he remembered graced her face. "Sure, Benny-Boo." She grasped his hand and pulled him toward their home room. "Maybe we should make it a wager?"

"Oh, really?"

"Really."

He furrowed his brow as if in thought before shaking his head. "Nope. Nothing to bet on. I'm right."

Audrey's hand felt like a foreign object in his the whole day. He found his own hand gravitating to his pocket, his signet ring, whenever he laid eyes on Mal. He attempted to engage her in conversation more than once throughout the day but Audrey had become familiar with the warning signs in the week that she'd been ditched so he could do just that.

"Chad!" He ushered the boy to the side of the lecture hall after their History of Knighthood and Chivalry class. "I need you to flirt with Audrey."

"I'm sorry, what?"

Ben knew the request should feel wrong and that he should definitely not be entertaining the thought. Still, there were many things appealing about passing Audrey off onto Chad, especially when one considered her ever maddening change in character. To his credit, Chad seemed sceptical of the request.

"Yes! Do that. Flirt with Audrey."

Ben was certain he looked like a loon. The smile on his face was so wide, it physically hurt but he couldn't contain it. The idea was so perfect, he felt like giving himself an award. Clapping Chad on the shoulder, he left the confused prince to ponder the task put before him and Ben made his way out of the room.

"You seem rather proud of yourself." His shoulders slumped as Lonnie fell into step beside him as soon as he entered the hallway. "Hey, no reason to fret. I'm not going to plead my case to tryout for Tourney. This time."

She cut him a sarcastically sweet smile. "You have enough on your plate. Audrey is on the warpath." She lightly grasped his arm, signalling him to stop. "Listen, do you really think the villain kids can change?"

Ben nodded and said, "yes. I think they're already vastly different from their parents. They seem more like family than simply gang mates. Of the history we've learned over the years, does that sound like villain behaviour to you?"

The thoughtful smile on Lonnie's face was enough to reassure him that he'd made the right decision. Audrey and the older royals could be as suspicious as they wanted. The majority of this generation, of his people, would adapt and accept. Change was possible.