Disclaimer: I don't own Ben 10.
A/N: Sorry that it took so long to update; this chapter refused to play ball. Quick note: some of the reviewers and PM's have already pointed it out, and I did imply it, but in case you missed it: while the episode 'Gwen 10' is the fourth episode of season two, I've pulled my Ben back from way later, from the end of summer. That's why he knows about Gwen's magic and why he remembers the wedding. That's why Ben is so 'different' compared to usual: the Gwen he lost was one that had gone through numerous life and death situations with him, who went through 'Secrets of the Omnitrix' with him. I felt it would be a much more impactful loss that way, and more interesting to write.
"What?" Ben asked, looking at his cousin with a bewildered expression. The pile of Plumber tech he had pulled out of a hidden compartment in the RV bedroom lay forgotten on the floor before him, gleaming in the afternoon sun.
Gwen, for her part, didn't look up from where she was fiddling with the Omnitrix on her bunk, surrounded by notebooks. Her handwritten notes on the watch were neat, even if her sketches of the device were… less flattering. It was always heartening to see that she didn't have a talent for everything.
Gwen tried very hard to look and sound casual, but he knew enough to catch the slight hints of anticipation in her body language. They'd once stayed up far too late to tease each other about their many tells, as well as picking favorites. Her favorite had been when he rubbed the back of his head and averted his eyes, smiling, because it told her that he was thinking about how cool she was, but didn't want her to know.
His had been the one where she swayed on the balls of her feet, making a happy sound in the back of her throat. It meant she was holding back the urge to glomp him. Not that they'd ever told each other the reasons behind their favorites. Ben kind of suspected that she'd known anyway. He knew he did.
"What was I like?" She asked again, trying very hard to sound relaxed, but instead coming off as vaguely constipated. He'd grown quite familiar with that strained way of speaking. They couldn't avoid grandpa's 'meals' forever, after all.
Focusing on the question at hand, Ben turned back to the tech he'd been sorting, attempting to sound equally relaxed. He liked to think that he pulled it off better, even if he knew he didn't.
"Why are you asking me? Just look in the mirror and listen to yourself talk and there you have it. Thought your big brain could've figured that out without my help."
It was an empty insult. His Gwen would've seen through it in an instant and probably find a more delicate way to approach this or drop the subject altogether, biding her time. This Gwen didn't. She scoffed, huffing out an angry breath. He could feel her gaze burn on the back of his head.
"You know what I mean, doofus! I wanna know about-" Gwen's demand was cut short by a green flash and a squeak, followed by the tell tale click of the Omnitrix locking up. Ben snickered.
"Told ya that would happen." He sang, putting down the long gun barrel he'd been inspecting. Good, but not quite thick enough. "You're gonna be stuck like that for a few hours at least..."
Turning to the bed, he slapped a hand over his mouth to hide his grin from the tiny Grey Matter Gwen sitting there, glaring daggers at him. At least it wasn't Stinkfly...
"Not. A. Word."
Suppressing the instinct to gloat more, to tease, even to just laugh, he merely mimed zipping his mouth shut before locking it with a key and throwing it away. Gwen relaxed slightly at the gesture, and he knew she was fighting back a grin- well, his Gwen would have been, at least. But he could pretend. Not rubbing it in her face when she did stuff like this was hard, because the Gwen from his timeline so rarely screwed anything up, apart from the occasional spell. It was almost cute, how comparatively clumsy this Gwen could be sometimes.
With the option of talking securely off the table for now, Ben turned back to his sorting, holding up a battery that he thought was still in good enough shape. Checking the charge, he noted that it was still full. Nodding to himself, he placed it on the pile of 'might be useful' items. Faintly, he heard the patter of small feet and saw gray and red in the corner of his eye.
"...what are you doing?" Gwen asked through grit teeth, sounding thoroughly pissed that she couldn't contain her inquisitive mind. He smiled to himself. Leave it to Grey Matter to be too curious to stay mad.
Ben turned to her with a cheery smile, making as if to answer, but instead his face morphed into frustration as his lips stayed glued together, unmoved by his prying fingers. After a few seconds, he gave up, shrugging. Still locked dweeb.
Gwen hid a grin behind her small hand. "You're so lame." She giggled, and Ben wanted to snicker as well (and to cheer, because every laugh he got out of her was a small victory) but he had a role to play here. He gave Gwen his best puppy-eyed look, clasping his hand in front of him. She merely smirked evilly in the face of it, inspecting her (nonexistent) fingernails. "Nope, I think I like the quiet."
He mimed clutching his heart as he fell over dramatically. This time Gwen didn't even bother to hide her laughter. "Consider it a challenge." She continued, cheekily. "Let's see if you can explain it without using words."
Ben put a hand to his chin, miming thinking, before he snapped his fingers, jumped up (nearly tripping, to Gwen's ever mounting amusement it seemed, as she snickered at his clumsiness), before moving over to his bunk and pulling out a comic book, holding up the cover for her to see. Even as a Galvan, she somehow managed to quirk that sardonic eyebrow, eyes shooting back and forth between the tech and the comic.
"You want to build a Megaman Blaster?"
Ben nodded enthusiastically. He was going to need some way to not be useless, and he might as well look cool doing it.
"You don't have the brains to make that."
He pouted, eyes growing huge. She scoffed, before falling silent, thinking.
"...fine, I'll help you build one, if you turn me back to normal afterwards and tell me what I want to know."
Ben considered that for a second. Turning her back to normal was the easy part of that bargain. It was the 'telling' part that gave him pause. It still hurt to think about, and talking about her with, well, her was its own bag of cats that could blow up in his face.
But, he had to concede, grandpa knowing more about the situation had only helped him, as the old man had gone out of his way to give Ben plenty of opportunities to better his relationship with Gwen, usually putting them in positions where Ben had a chance to do something nice for her. That improvement was probably the reason she was bargaining with him at all, rather than just running off to grandpa and demand he tell Ben to change her back.
That, and he knew he couldn't make this blaster on his own. He was going to need either grandpa's or Grey Matter's help in this, and he wasn't too sure on grandpa being on board with him building weapons…
Sighing he plopped down next to her in front of the equipment, nodding. Gwen grinned, her little form cheerfully jumping onto his crossed legs. "Alright, lets get this show on the road! Chop chop, assistant freakazoid! And start talking!"
Ben snorted, pulling the pile of useful items closer so she could reach them. "Does that mean I'm an assistant called freakazoid, or assistant to a freakazoid?"
"Question for the philosophers." She deadpanned. "Less sass, more answers." Snarky as her comments where, there was a smile in her voice.
Ben leaned back on his hands, grimacing, glad that she couldn't see it. He didn't want to answer anything, really, especially against Grey Matter, of all aliens. Gwen's brain was already terrifying under normal circumstances. But- He sighed. He'd promised.
"What do you want to know?" He asked, slightly weary. Gwen didn't pause from where she was piling the needed items together, tapping his leg when she needed extra reach for something, such as one of the barrels he'd discarded.
"Hold that up for me." She directed distractedly. "Well, you're pretty different from how you used to be. Not ridiculously, but still noticeable. And you said that I'm 'ten times crazier' than you by the end of summer. Am I really that different?"
Deeming the barrel satisfactory, she gave him a thumbs up and he placed it on the pile of items she wanted to use before she directed him at another thing to reach for.
"Yes and no." He answered, dropping the two Plumber guns she directed him to in front of them, snickering as she spun around and crossed her arms, glaring. The message was clear: if he wasn't talking, she wasn't working. Annoying, but fair. He held up his hands placatingly, grinning sheepishly.
She glared for a second longer before turning back to her work. Crisis averted, Ben tried to elaborate.
"You were kind of the same as you're now." He mused. "But you were more confident, less of a scaredy cat-" She pinched his leg, hard. He backtracked. "I mean you still have common sense now!"
"Example. Now." He had to wonder how she could still be intimidating when she was literally smaller than his head and seated on lap, but it really wasn't a surprise. It was still Gwen after all.
Ben thought for a second before he answered. "Remember that racoon that tried to eat you when you first turned into Grey Matter?" Maybe, he realized belatedly, not the most tactful thing to remind her off, as it had been him who'd put her in that situation.
"Yes." She hissed, still not looking at him but he could feel the glare all the same. He was so, so glad that she was a Galvan right now, because he was pretty sure she'd try to rip his head off if she wasn't.
"If I'd done that to the Gwen from my timeline, she would've beaten the crap out of that racoon. And then zapped me with a lightning bolt." He finished, not quite capable of keeping the note of fond reminiscence out of his voice, smiling despite an ache in his chest. He really did miss her...
A happy laugh tore him from his thoughts. "That's awesome!" Gwen cheered, jumping up. "I'm gonna be awesome!" Ben's smile turned into a grin. He wasn't going to point out that she already was, she just hadn't spent an entire summer proving that to herself, even if she'd already proven it to him. The small alien cocked her head. "Wait," She spun around, eyeing him oddly. "a lightning bolt? How would I do that? A taser?"
"Say, weren't you supposed to do something in return for this, squirt?" He asked, quirking a brow, feeling slightly better about the talk.
Gwen grumbled at his, but did sit back down. She directed him to grab a metal box and place it before them, put on the heat resistant gloves he'd left next to the toolbox at his side and to hold up one of the barrels for her. As he did, she pulled out a haphazardly made miniature blowtorch and started shaping the barrel so that it became shorter and thicker. As she worked, she spoke up again.
"Lightning. How?"
"Magic."
"I'm serious, doofus."
"So am I, dweeb."
She paused momentarily in reshaping the barrel, the process strangely not causing any sparks that would've required a mask. Gwen clearly wanted to turn around to look at him again, but instead proceeded to work. "What's next; werewolves are real too?"
Ben grinned sheepishly. "Actually..."
"I don't think I wanna know." Quite a feat for a Galvan.
Ben stopped himself from shrugging, as that would move the barrel. He settled for doing it mentally. "Suit yourself."
Comfortable silence descended as she finished reshaping the initially long muzzle into a shorter, thicker one. She pointed at a larger canister, about the size of his head, and he reached forward to grab it, nearly knocking her over, but she managed to cling onto his shirt. Pulling it to them, he held it to her for inspection.
"Strong enough… odd material though… probably a melting point of about… hmm." She trailed off before turning to look him in the eye. "Does it have to have a bulbous shape like the comic, or can I take some artistic license with the design?"
Ben shook his head. "No, as long as it fits well and works, I don't mind the changes."
"How very pragmatic of you." She droned. He grinned sunnily and she snorted with suppressed laughter. After a brief second of silence, she spoke up again. "What I don't get though, is why you didn't learn magic."
Ben startled at the sudden change in subject, but he chalked it up to Grey Matter's brain. It was always more interested in sating passing curiosity than to maintain a consistent line of questioning.
He grimaced. "I couldn't. You need to tap into this thing called 'mana' to use spells at all. You taught me how to do that once, but it didn't mix with the watch. All it did was shock me with green lightning that made my teeth taste funny." And that had not been fun, amusing as his static hair had been to Gwen. It had gotten fun for him after he gave her an electric noogie though; she'd looked like a lit torch when her hair turned static like his.
Gwen turned around on his legs, giving him a considering look. "But you do know how to do it, right?"
Ben shrugged. "Yeah, but I'm telling you dweeb, you don't want to try it-"
"You're not wearing the watch anymore." She interrupted, eyeing him with a look that clearly said 'use your brain doofus or, so help me, I will smack you', despite her being gray and small at the moment. It was a look every version of Gwen knew. Heck, even Gwendolyn had leveled it at him, twenty years in the future.
So he did, and approximately two second later he smacked his forehead. The sound wasn't very satisfying with the gloves on though. Gwen made an amused sound.
"So you do have something going up there. That, if nothing else, tells me that you're not from this timeline."
"Rub it in, bainiac..." Ben muttered. "I'll try it later. Alone." He told her. Eager as he was to do so, he was quite comfortable where he was. And if he accidentally zapped himself again, at least she wouldn't be there to laugh at him.
She poked out her tongue at him, but seemed satisfied overall with her small victory. Turning away again, she grabbed one of the regular Plumber guns he'd pulled over, before discarding it in favor of the one with a shorter barrel and a much tougher look to it. And a larger battery capacity, Ben noted. Nodding, Gwen put it to the side, clearly intending to meld the three items she'd gathered later.
First she had to figure out the wiring it seemed, as she reached for a lot of things that Ben didn't even know the name off and started disassembling them. They'd reached the point where he couldn't keep up anymore, so he just leaned back on his hands, contend to watch her work.
He took the opportunity to just enjoy the company. His memories were a bit fuzzy around the edges, things from the last weeks of their trip being a bit more 'snapshot' while things earlier in their journey seemed to gain more clarity as he approached them in this timeline. But even if he was not entirely sure of some of the things that had happened in the last few weeks, he knew that by that time, he and Gwen had often sat together like this. Working on her magic, fiddling with the watch, just hanging out-
He'd missed that. He was glad to have it back, if only for a while.
Gwen's voice stirred him from his musings some ten minutes later. "So, aside from awesome and magic, what was I like?. I mean, you're pretty… different towards me these days." Was that a hint of happiness he detected in her voice? Sweet. "What was I like to you?"
Ben shrugged. "I guess you kind of acted like how you act with your friends around me." Ben figured that was the closest thing they had to a reference point here. Not that he had much of an idea of how she acted around her friends-
Gwen's small back stiffened, however, shoulders hunching, mood shifting abruptly. But she didn't speak, didn't turn around. She just continued to work but Ben knew he'd stepped in something. Big time.
...maybe she didn't like the idea of being friendly with him? He winced. It stung to think that, but it wasn't impossible either. This Gwen had only started warming up after their visit to the museum, four days ago, after all. He might as well be a familiar stranger.
But every cell in his body was screaming that that wasn't it. He knew the signs of Gwen's discomfort, of her distaste, as well as he knew the signs of her happiness. This wasn't any of those, but he couldn't quite pinpoint it...
Taking off the gloves, he reached into the utility case to pull out a thin screwdriver. Gently grabbing hold of her with one hand, he tapped the Omnitrix mark on her back on three precise locations before, on the last tap, he kept it pressed to the mark, slowly dragging it in a full circle, clicking sounds following it around until he reached the top of the circle again. Gwen dropped the tech she'd been working with, still taut, but she didn't struggle or comment.
That was worrying in and of itself. With a final tap, the Omnitrix flashed and he had regular Gwen sitting in his lap. Whereas he'd held her tiny shoulder to keep her steady as he unlocked the alien device, at their current height difference his hand rested on her waist, close to her hip. He paid it no mind. With Gwen being herself again, she was immediately easier to read to him.
Hurt. The emotion he'd been looking for was hurt.
"Gwen?" He asked, tentatively.
Silence reigned for a moment longer before she muttered "I doubt that.", before standing up and walking around her to walk to her bunk with stiff movements, throwing all of her notebooks off it with a rough, angry movement, before she flopped down on it, burying her face in her pillow.
Ben watched her for a moment, but she didn't start shaking. Didn't cry, though he knew it was a near thing. Momentarily, he considered leaving. It's what he would have done in the past… which was probably a good idea to do the opposite. At least for now.
He stood, legs popping from sitting in the same position for so long, and slowly made his way over to her cot, sitting down on it, facing outward but still next to her. He felt the mattress shift as she grew stiff, and heard her groan into her pillow. "Leave me alone, Ben."
He knew he should. Gwen wasn't up for it, he wouldn't be getting anywhere. Heck, he'd probably make her madder at him. But he needed to try, even if only to show that he wanted to. So that she knew that, when she calmed down, she could come to him, if she wanted to. Mind made up, he placed a hand on her back.
"What's the matter, dweeb?"
She reared up to glare in his face, a tearful glare, at that. "I don't have any friends, happy?!" She snapped and Ben froze, sure he'd misheard.
"What?" He asked, slightly dazed, because it was ridiculous. Gwen was the smart one, the athletic one, the won all the trophies, that-
The one that had never had a birthday party that wasn't crowded with family.
"So I doubt I acted like I do 'with my friends', around you, got it?" She finished, with no small amount of bitterness. "Now will you please leave. Me. Alone?!"
His ears rang, not from her shout, but from the realization that, had he been his past self, he would have laughed right now. He would've teased, would have gloated because hadn't he always said no one liked her? He wouldn't have cared that he was hurting her. And he certainly wouldn't have known Gwen well enough to see that, under all the anger in her eyes, there was a loneliness that felt achingly familiar to him.
And now she was still glaring at him, holding back tears, asking him to leave while outright expecting him to mock her instead. It made him want to learn magic for the sole purpose of traveling back in time again so he could strangle the little twerp he used to be.
So he didn't mock, but he didn't leave either. Not yet. Instead, he reached over and pulled her into a hug. It was awkward because she was still lying down and because she tensed so much that he thought she might burst, but he didn't let that deter him from giving her a tight squeeze.
He pulled back just as quickly though, smiling sheepishly at her shocked expression. Yeah, you and me both dweeb. There was a myriad of emotions swirling around in her eyes, confusion having replaced loneliness as the dominant one. Not good, by any stretch, but still an improvement, and he'd count it as a personal victory.
"Thanks for the help on the blaster, dweeb." He told her, hoping his smile was enough to convey that it wasn't an insult, not to him, not anymore. "And I'm sorry." Not just for accidentally spoiling her mood, but for throwing the tangled bag of cats that was well, him at her, and for years of calling her unlikable when he knew better than anyone that she was amazing.
He hoped she understood all that. His Gwen would have. But he didn't stick around to find out as he quickly made his way out of the backroom. He'd bothered her enough for one afternoon.
"Not that I don't appreciate the help," grandpa Max started from where he was stirring pasta, two hours later, smiling that annoyingly understanding smile. "but why are you helping me prepare dinner? Did Gwen kick you out again?"
Ben snorted from where he was minding the worms in the pan. "I'm here to ensure that the worms are actually dead and crispy before you serve them. And no, she didn't kick me out; why do you always assume that?"
On grandpa's shoulder, Vilgax squawked sceptically.
"No she didn't, I left because I wanted to!"
Another squawk.
"Okay, so maybe she asked me to leave-"
Smug feather rustling.
Ben pointed a threatening finger at the parrot, glaring daggers. "Watch it bird, or I'm mixing you with the worms." He only got a distinctly unimpressed look from the avian for his trouble. Grandpa laughed. Traitor.
"So, what did you do to make her angry with you?"
Ben winced. Was it really that obvious? Because he liked to think he was better at hiding things than Gwen was, at least. Then again, when had he ever beaten Gwen at anything, other than being awesome? "I may have accidentally reminded her that she's basically friendless. She didn't take it well."
Vilgax squawked indignantly, but Ben waved him off. "You don't count."
In response, the bird flew from grandpa's shoulder to the back of the RV. Ben sighed, pinching the bridge of his nose. It was a habit he'd picked up from Gwen, and he had a feeling he'd be doing it a lot this summer. "Did you know?" He asked his grandfather.
Max absently added some salt to the pasta. "I know everything. That's the point of being a grandpa." He remarked, simply. Ben scoffed.
"Well, I didn't. Bit of a shocker to find out that all those years of calling her a 'boring teacher's pet that no one likes', I was actually hurting her." He stirred the worms with a wooden spoon. They were starting to look pretty good, kinda like meaty french fries...
"I thought the point of both your insult sprees was to hurt." Grandpa responded, mildly. Ben winced. That... wasn't wrong.
"...alright, I regret that, and I don't want to do it anymore. Happy now?" He responded, grumpily.
Grandpa Max smiled to himself. Ben couldn't blame him. The man had been trying to get them to play nice for years, so he was probably having a blast right now. "Why are you so surprised that she has difficulty making friends?" The old man asked, giving him a hesitant look. "You're… not too good at that yourself, after all."
"That's just it!" Ben yelled, throwing up his arms in exasperation, turning to his startled grandfather in full. "People don't like me because I'm rude, impulsive and grow bored of them in three seconds. I get that! But Gwen's smart, polite, patient, and actually knows what she's doing most of the time!" And pretty nice to hang with, he had to admit, recalling their day at the museum. Ben crossed his arms with a huff. "I thought that school of hers was supposed to be full of really smart dweebs like her, but they must be really stupid if they manage to miss all of that." He grumbled.
Grandpa eyed him with a strange mix of pride and bemusement, a smile back on his face. "You didn't used to like those things about her." He pointed out, and Ben was struck again that while this might all make sense to him, both grandpa and Gwen were still figuring out who he even was. He squelched the feeling of loneliness that spawned- he had better things to worry about.
"Yeah, well," He rubbed the back of his head, smiling faintly. "you learn to like those things more when they save your life a hundred times."
Grandpa smiled widely before looking past Ben. "So what do you make of all that, pumpkin?" He asked, eyes twinkling mischievously and Ben felt his blood run cold. Sneaky son of a- He spun around and spotted Gwen standing just a few feet behind him. She wasn't looking nearly as smug as his Gwen would've, though. No, the look on her face was… touched? The bird on her shoulder was compensating for her lack of smugness by giving him the smuggest look in the galaxy though.
Ben smacked a fist into his open palm, cracking the knuckles, glaring at the bird, because he knew the blasted chicken had brought her here on purpose. "Oh it's on now, bird-brain."
The evil bird merely ruffled its feathers imperiously. Grandpa laughed, heartily, before he patted Ben on the shoulder as he moved past him. Vilgax hopped off of Gwen's shoulder and onto grandpa's. "C'mon Vil, let's give these two some privacy." He snickered as he merrily toddled off to the back of the Rustbucket. Ben watched them retreat with a glare.
"We should never have named him 'Vilgax.' I'm pretty sure the squiface's soul has taken up residence in there. I say we off the bird before he kills us in our sleep." Gwen didn't respond, so he reluctantly pulled his gaze from the empty passageway to focus on the dweeb's face. It still held that strangely tender expression. Ben felt his face heat up and he averted his gaze to the floor again, rubbing his flushed neck.
"...how much did you hear?" He mumbled.
He could hear Gwen shift on her feet. "I came rushing over when the bird came to get me." She confessed, sounding slightly sheepish. Ben swore inwardly. That meant… yeah. She'd heard all of it. Peachy. How was he ever going to snark at her if she knew he didn't mean it?
Two small feet entered his field of vision, and he slowly inched his gaze up to meet hers. She looked kind of nervous, biting her lip, but also kind of happy. Now it was her turn to avert her gaze from his stare, though. "I… I always kind of assumed that you were the popular kid at your school." She confessed.
What-? Ah. He'd mentioned that too, hadn't he? Odd, that she'd focus on that topic, but perhaps she just didn't want to risk him denying what he said if she pressed him about the flattery. Ben grinned cheekily, hiding his discomfort. "What can I say, I just have one of those faces that make people say 'bet he's popular.' But nah, those boring losers at school can't keep up with this much awesome." He asserted, jabbing a thumb at himself and Gwen rolled her eyes. She wasn't buying it. Had he always been this easy to read?
A moment of silence later, she spoke up softly. "I guess we both suck at people, huh."
Ben laughed, humorlessly. "Yeah, we kinda do." He waved her off. "Ah, who needs em? We're way cooler than they are; I mean, we're super heroes!." He declared, striking a heroic pose, fists on his hips and puffing out his chest. Gwen didn't allow herself to laugh, but he could see her shoulders shake from the effort to suppress it. He grinned, shrugging. "Besides, you get used to being alone. It's not that bad."
Gwen eyed him for a long moment, cocking her head. It was a look he knew; she was putting a puzzle together in her head. Strange. That puzzle had rarely been him. "I guess that's true." She agreed, slowly. "You do get used to being on your own."
She said that, but he could hear in her voice that she really rather wouldn't be. And he kinda got that. Ben enjoyed company, but he was pretty great at being on his own. Most of his hobbies were easy to do by himself for just that reason. It still stung a little, when everyone at school was just having fun together and he felt like he was just tagging along, but he got by.
But ever since coming back, he felt that loneliness pretty acutely. If Gwen felt like this all the time, it was little wonder that she was so tense about it. The silence stretched and Ben wet his lips, mouth moving for a few seconds before he managed to find words again. Because maybe, he could at least help them a little with that.
"Wanna be..." He swallowed. "Wanna be on our own together?"
Gwen looked at him oddly for a second before face-palming, probably at the paradoxical words. But she was smiling and the eye he could vaguely see peeking from behind her hand was happy. He was even charitable enough not to point out the tear shining in it.
She swayed on the balls of her feet, a happy sound coming from the back of her throat. "Yeah," She responded softly. "I'd like that."
A/N: I'm gonna earn that friendship tag before I earn that romance tag, fair warning. Hope you all liked it. Sorry for any mistakes I've missed.