Disclaimer: I do not own Ben 10 characters but I do, however, use them because I think they make a cute couple.

I want to thank all those who have been reading this story so far. Thanks for all the support.

Happy Reading~

Date #2

After the Rust bucket broke down a couple miles away from civilization Ben had to transform into Upgrade to get it to the nearest city. Though Ben was never one to remember the names of the various states in the U.S he could have swore he was in Colorado. Because of the Rust Bucket's untimely 'death' this left the two with lots of free time while Max took it to the Auto shop.

"Well this old girl is down…for now at least." Max wiped his hands on the wash cloth he picked up inside. According to what he could tell it would be a few more hours until he could fix it with the available parts.

"Well what are we going to do now? We're stuck here until you can fix it." Ben kicked the rocks at his feet. While Gwen was busy reading up on her spell books, Ben rolled around on the fuzzy carpet of the Rust bucket for entertainment. He was bored in every sense of the word. He much rather be kicking some random bad guy's butt.

"Well, why don't the two of you go on a patrol around the city in the meanwhile? I should be done repairing the Rust bucket by night fall. Just be back before then."

"Really? Sweet!" Ben exclaimed as he rushed back into the RV for his stuff.

"Gwen I can trust you to keep an eye on Ben so that he doesn't get into trouble right?"

"Of course."

Grandpa said that the two should 'patrol' the city for crime but Gwen saw it as something else. Since her last attempt at it was a bust this time she would listen to Ben's advice and just enjoy their time together. This date was going to be an enjoyable one. After Ben exited the RV she rushed back inside.

"Don't you dare leave without me! I'm just going to change!" Ben had little choice in the matter. He'd never hear the end of it if he left without her. After a few minutes (which felt like hours to Ben) Gwen came out with a brand new outfit which literally left Ben speechless. Her small slender body was covered with a sleeveless Ivory blouse with a cute black ribbon that stuck out in the front which hung over the medium length onyx skirt that she wore.

"Well what do you think?" She asked bashfully.

"…"

Ben just continued to stare at her with his mouth slightly ajar. She smiled brightly before she leaped down and grabbed Ben's arm.

"Thank you! Now come on!" She dragged him along. As they ran through the streets, for some reason, Ben could have felt his heart beating in his chest.

...

Eventually, the two came across an accessory shop named 'Boutique La Ruby.'

"Wow, what a cute brooch!" Gwen squealed as she saw a little heart-shaped brooch the size of two of Ben's thumb.

"Jeez, look at what it costs…" It had so many zeros. One, two, three, four…

"It would go so well with my watch."

"Your watch is a bit weird though." The dial was elliptic and there weren't any symbols on it "I can't even tell the time on that thing."

"This watch is mostly for fashion's sake. I can read it so there is no problem."

"Right…" Ben really needed to do his homework on these things. He never really paid attention to accessories anyway. Fashion wasn't his best point.

"Let's go to the next shop."

"Huh? I thought you wanted to go inside."

"Nope. We're only window shopping…unless you want to buy the brooch for me?"

"Next shop it is."

...

Next on the non-existent list was 'Teen shop Rowine. A fashion shop for girls.'

"That silk blouse is so pretty, no matter how long I look at it."

"I like…er, nothing really." They inspected the mannequins that were wearing all sorts of clothes. Ben didn't really see the big deal with the clothing. They were just clothes. There was no reason to go gaga over it like half the women in the shop were.

"I don't think I'd ever want to wear that one…it's a bit too bold…" Gwen's gaze was fixed on a skirt with a slit in it on the side. To go with it there was a jacket that was designed to show some skin when you moved in it. Next there was a mannequin on the other side of the glass, as rigid as a tree.

"What about this? I think it would look good on you." The mannequin was wearing a cream jacket and chocolate colored trousers.

"Ehhh…I don't really like it…"

"What? Why?"

"It's a bit short around the waist."

"Really…?" Ben looked at the mannequin then he looked back to her. Ben thought it looked perfect.

"Don't look at me like that." Gwen wrapped her around herself and turned away "Pervert."

"Wait what?"

"Nothing! Let's go." Gwen couldn't help but blush as she trotted down the street.

...

Then the two came across a small 'Pet shop'.

"Oh how cute a kitty!"

"You do know I'm more of a dog person right?"

"I know I know but that doesn't mean this cat isn't any less cute." Gwen seemed to be fascinated by the feline "I'd love to have one of my own but my dad's allergic." She sighed.

"Then get something else."

"Maybe a fox?"

A fox? Where'd that come from? Sometimes she said the weirdest stuff. Ben didn't think she realized it.

"What's with that look? Is it weird to want to keep a fox?"

"Yes." Ben answered immediately. Gwen ignored him and spaced out for a quick minute. She really seemed taken in by the idea of raising a baby fox. Ben left her in her own little world and walked ahead. Gwen woke up to the real world and closely followed him.

Along the way, Gwen nuzzled against Ben as if she was trying to get his attention but he dodged her by reflex. Gwen sighed. She looked down for a moment and her next target came into vision. Just then an idea came to mind. Ben shouldn't have a problem with holding hands right? But how do I tell him without embarrassing myself…Oh!

"Uh…it's so cold today isn't it? So…"

"Gwen it's the middle of summer."

"I, I mean when it's cold, you know what's good…?"

"All right, why don't we go eat something to warm you up?"

Gwen was acting weird. It didn't take a genius to notice that. It may have been a little on the cloudy side but it wasn't that cold.

"I'm not really hungry…" She replied.

"Okay…we can always wait until lunch."

"Yeah! I'd prefer it that way. You know, there's something else that we can appreciate more in this cold weather." Ben noticed how lightly she was dressed. Maybe she was cold.

"Do you want to get a warm jacket?"

"Arrgh!"

"What? Now that I think about it you do look cold…"

"It's a warm day. I don't feel cold! Uh…"

"Huh? You're not cold? But you just said you were."

"You…I didn't say anything!" She muffled her own mouth with her hand and blushed. Why won't this idiot get it? She shook her head and left Ben behind.

"Hey Gwen!" Ben rushed up to her and held her hand "What's wrong with you?"

Gwen who was silently blushing shook her head and held his hand tightly.

"Weirdo…" Ben muttered as shook his head.

"Hey Ben?"

"Yeah?"

"Don't let go of my hand." Then she tightened her grip even more.

"Sure."

"By the way, I'm starving." She spoke sweetly. Her voice could melt anybody with a thing for cute girls. Her voice was such a sweet temptation, anyone would give in. However, Ben refused. Ben watched a T.V show the night before and it talked about couples spoiling each other. Nowadays, a boyfriend's job wasn't to spoil his girlfriend but be firm with her. 'The era of spoiling girlfriends had ended!' according to the show. So Ben spoke with firm volition.

"Sorry Gwen, I am a normal American citizen who can say 'no' when needed to…" Said Ben trying to repeat what the show said. But unfortunately for him, Gwen had watched the entire show as well.

"B-e-n feed-me-please?"

…

"What do you want?" Ben replied. Damn that voice of hers… It was a total defeat on Ben's half. He hated himself for giving in.

"Yoghurt! I saw a sign saying that there was a Yoghurt shop somewhere around the park! Let's go!" She turned around, and started walking without waiting for Ben's respond. Ben should have known that this was how she was going to act.

Gwen wore an expression of bliss beside him as she enjoyed her sweet treat. Just watching her being happy made Ben feel content.

Pfft, yeah right.

"Don't eat too much. You won't be able to eat dinner later."

"Don't worry. Sweets have their own spot in a girl's stomach."

"You'll get fat."

"Don't worry about that. I never get fat."

If those women who were having a hard time trying to lose weight (like my mom) heard her, she would have been in so much trouble.

"Aren't you going to eat anything?" Gwen asked.

"What and how do you want me to eat?"

Ben held up his hands and of course there was nothing there. On the other hand, Gwen had Yoghurt in each hand - Raspberry on the right and Strawberry on the left. Both were financed by Ben's wallet and both were being eaten by her.

"I mean a certain someone is eating my share."

"Hey it's not my fault you lost at rock-paper-scissors."

"Bah." He couldn't say anything. Like a howling wolf up on a hilltop, he looked up to the sky. Ben's wallet was feeling sad as well. It was already getting late and the sun was going down. The wind felt colder. If Gwen complained about getting cold, now he would understand.

"Oh fine…here." The sweet smell of Strawberry Yoghurt reached his nose. "You can take it, you poor loser."

"That's okay."

"Don't be shy and just take it."

"But-"

Before Ben could finish his sentence, Gwen shoved the half eaten yoghurt into his mouth. The strawberry sweetness spread through his taste buds in his mouth.

"Delicious isn't it?" Gwen looked into his face with satisfaction.

"Yeah but now I have Yoghurt all over my face!"

"What do you want me to do about it? Lick it off?"

"Not a bad idea." Gwen instantly blushed. That's when she noticed the large grin that Ben wore on his face. He was teasing her.

Well two can play at that game…

"Fine."

"What?" Ben's entire face flushed when Gwen licked the Yoghurt off the edges of his lips. Ben was as stiff as a stone but he felt hotter than any flame Heatblast could cook up. As a way of teasing him, Gwen swirled her tongue around the edges of Ben's mouth and cheeks with her tongue causing him to cringe and squirm when he felt Gwen's tongue tickle him. When Ben's face was clean Gwen turned away from him unable to look him in the eye.

Ben who was still petrified couldn't think of anything to say at the moment. He believed that if this was a cartoon smoke would be coming from his ears. Gwen took short glimpses at her shocked boyfriend her cheeks still raging red. To break the tension Gwen had to say something.

"You really aren't a good rock-paper-scissors player you know."

"H-huh? W-what are you talking about? I lost on purpose. I did it because…I'm a good…boyfriend."

"Really? So you always throw 'scissors' on purpose, huh?"

"Well yeah…" That was news to Ben. He had to rethink this whole 'Rock-paper-scissors' thing…He thought about it for a while and he finally realized that he always lost with 'scissors'. Dammit!

"Then don't lose on purpose next time." Gwen smiled at him provokingly.

"With the way things turned out…I should lose more often…" Both of their faces colored crimson once more.

"Why'd you have to go and say that? ...you dweeb."

They walked slowly down the dim tree lined walk way in park. They heard kid's voices here and there as they played in the wide park area. Eventually they came up to an empty park bench and so they decided to have a short break. They didn't talk. They just enjoyed each other's presence as they watched all the people gather, talk and play with each other. While Gwen watched she noticed that Ben yawned more and more as time went on. It wasn't long until he fell asleep. Gwen giggled as she stared at his sleeping face.

After Gwen made sure there was nobody around, she put Ben to lay down on her. He was quietly sleeping on her lap. Gwen thought that it was a guy's dream to have a girl sleep on his lap, but she never thought that it would be the other way around. I guess that makes me and him special. She gently brushed his hair and occasionally wiped the drool of his face - a sure sign that he was sleeping peacefully.

But as luck would have it, after thirty minutes Ben finally woke up.

"What where am I?"

"Good morning sleepy head. It's rude to fall asleep on a date you know."

"Oh, sorry. I couldn't help it."

"It's ok."

"By the way why are you grinning?" Gwen didn't even notice that she was.

"Oh, it's nothing…" Gwen couldn't tell him that he looked cute when he was asleep.

"I bet you were thinking about using a spell on me while I was asleep…" As he spoke, Ben tried to get up. He tried but he was still dazed and fell right back down.

"Just stay there."

"What's wrong with me?"

"You're still dazed. Give it a few more minutes. Besides is my lap really that uncomfortable?"

"Well no but…"

"Then stay." And so he did. He was being surprisingly obedient. Gwen continued to stroke his hair. Ben didn't mind, it was relaxing. Her lap was also surprisingly warm and soft.

"You know you were right." Gwen lowered her head until she was looking directly into his eyes.

"About what?"

"About the whole date thing. Rather than plan, just relax and enjoy the time we spend together." Gwen smiled "Thanks for today Ben, it was perfect."

"Not yet it isn't."

"What do you mean-" without hesitation Ben raised his head in the blink of an eye and kissed Gwen gingerly on the lips.

"Now it's perfect." Gwen blushed profusely as she put her finger where Ben's lips had been.

"You dweeb…" Gwen muttered under her breath before she lowered her head to kiss Ben again.

Cute. Nuff said.