weDisclaimer: I do not own Ben 10.

A/N: To 'Lost' (guest reviewer): Thanks for the kind words! And sorry for the mix of dialects, English is not my mother tongue at all. I kind of picked it up from TV and reading, so things from all over the English speaking world get tangled up in the way I write.

Ben made his way over to the front of the RV, bracing himself on the wall when the vehicle suddenly vibrated and started moving. Tuning out the faint sounds of Gwen arguing with the bird behind him, he made his way over to where his grandfather was driving the Rustbucket. Taking up residence in the passenger seat, Ben sagged into it with a sigh.

His grandfather shot him a tired look. "You went easy on her." He accused, sounding far sterner than he'd usually would. Ben winced, even as he knew that the man wasn't mad at him. "That's unlike you." He continued. "I was expecting to come into the RV to have to calm you down."

Ben winced again. Yeah, he'd so wanted to do that when he'd guided Gwen back into the RV and told her to go sit on the bed. He'd been holding onto his temper with both hands, because what sort of super smart dweeb did something this absolutely stupid?!

But the literal second he'd opened his mouth to tear into her, she'd looked back and he… couldn't. She'd looked even more miserable than she had when he'd reminded her she was friendless. Heck, it was right up there with when she'd thought, for a moment, that he was going to explode, back in the previous timeline.

It had cooled his anger to a manageable level and his first urge after it was to gather her up in his arms and be happy that she was okay because he'd almost lost her so many times already-

"I'm just glad she's alright." Ben confessed, softly. She was safe. That was all that mattered.

"You can be relieved and angry at the same time." The aging Plumber pointed out. Ben felt his eye twitch.

"Do you want me to be angry with her? I thought you wanted us to get along! Make up your mind already!" He snapped, immediately shrinking in on himself when grandpa quirked a brow at his tone.

Silence reigned for a few minutes before, on a left turn, the man sagged a little in his seat, sighing, giving Ben an apologetic look. "It's not that I want you to be angry, Ben. It's just that everything I know about you tells me that you should be angry. But you aren't, at least not in the way I know you would normally, and I want to understand why." He gave Ben a wry smile. "You'll have to forgive this old man, but I need some help figuring out how this handsome stranger in the passenger seat works." He teased.

Ben was torn between a snicker and a groan. "Now you sound like mom." He muttered, before turning to look out the window. Buildings drifted by, as well as cars, New York never quite becoming quiet like Bellwood did. Thankfully the hotel was not far. The traffic had been killing on their way to Gwen; the only reason that he hadn't jumped out of the car and ran was because he'd needed to run to the toilet to hurl instead. Twice. Thankfully, the heat was giving him a break, even as he could already feel warmth pooling in his stomach.

He considered his grandfather's question. It was fair, on more than one front. It was odd for him to be so… not angry about something like this. And even if it made sense to Ben on a gut level, he couldn't blame the old man for still being weary when Ben threw him for another loop. Being cautious had kept him alive for decades after all. "I guess I..." He started, feeling the other's eyes on him, but not meeting them. He wasn't too worried about grandpa hitting something with his attention diverted. The man could drive in his sleep, literally. Once, in the previous timeline, he'd sleepwalked into the drivers seat and drove them for ten miles perfectly before parking the vehicle and going back to bed.

"I want to do better than that this time. Be better." Ben finally decided. He'd been going out of his way to be better to Gwen for a while now, and he'd be lying if he said the results hadn't been amazing. She seemed to actually enjoy his company, and went out of her way to try to be nice, like how she helped him when the heat became too much. His own gut response to Gwen was a faint sense of caring that he couldn't quite put his finger on. He liked feeling that way about her; it was so much more rewarding than anger.

Sure, he was pissed at Gwen for how she handled it, but that was it. It was completely dwarfed by his relief at her being alright, or his pride that even in this terrible situation she'd managed to bring it to a good ending; or at least better than the previous timeline.

So no, he wasn't angry right now. Grandpa was, though. He bit his lip before speaking up. "Can you not tear into her for this tonight?"

Grandpa pulled up in the hotel parking lot, killing the engine before sitting back, staring ahead in silence for a long second. The man looked his age, for a change, and then some. "I can't exactly let this sort of recklessness go unmentioned..." He said, quietly, anger still in his voice but also a tiredness that Ben rarely heard in his voice.

"I know that!" Ben reassured, smiling what he hoped was an understanding smile. "I'm not saying you should let her off completely but… just wait, please?"

Grandpa Max turned to face him, leaning forward, giving the boy a questioning look, even if Ben could tell that the man was already persuaded. "Why?" He asked simply, eyes sharp despite is fatigue.

Ben rubbed his neck, averting his gaze."There's nothing you could say that's worse than what she's already telling herself." He whispered; knowing it to be the heartbreaking truth. No one was harder on Gwen than Gwen, no one pushed herself harder than Gwen. He used to think it was because her mother had pushed her to do so. Now, he wasn't so sure.

Grandpa Max looked back at him with an unreadable expression before he nodded. "Very well. I'll save it for tomorrow."

Ben nodded in return, satisfied. A night's sleep might cool them all off a bit. Much as a large part of him wanted to tear his hair out at the whole situation, he'd meant what he told Gwen. She had done better than he had, in the end, and she was right when she said that they couldn't leave 'problem Kevin' alone.

He was more pissed at himself for his inability to be there when she'd gone out to solve that problem, rather than at her. And sad that she hadn't trusted him enough to tell him what she wanted to do.

...ugh, having foresight and knowing someone well is supposed to make life easier. Why is this emotional crap even more complicated this time around?!

He took a deep breath, deciding to simplify. She'd done well, she deserved a break. That was it. Problem Kevin was solved… for now. The thought made him snap his head up and open his mouth, but no sound came out. Grandpa Max quirked a weary brow.

"I'm not going to like what's going to come out of your mouth, am I?"

Ben grinned sheepishly. "Err, depends." He admitted before soldiering on. "Isn't there anything we can do for Kevin?" He asked. "Like, they're not gonna keep him locked up forever. Isn't there anything we, anything you can do?" He asked, pointedly. Grandpa Max shifted uncomfortably in his seat, averting his gaze because it was so obvious that he knew.

"I may know of a… former coworker, that specializes in these sorts of things." He admitted, eyeing Ben again. "I can call him in the morning. He can take Kevin far away from here. Help him." Or contain him. Went unspoken. Ben heard it loud and clear. "Do you want to give him that chance?"

Ben didn't need to hesitate when he nodded in affirmation. Because Kevin was an ass and a semi-psychotic jerk that had tried to kill him several times over, at least once in just this timeline alone… but Ben had never known when to give up on anyone. He wasn't about to start now.

Grandpa looked at him with admiration, of all things. "I'll get on it tomorrow. Now then," he rose from his seat and walked to the kitchen area, leaning against the counter. Ben watched him, quirking a brow, before the man called out for Gwen. A few long seconds later, the girl came from the back, eyes to the ground and everything in her posture screaming that she was absolutely beat; her singed clothing didn't alleviate the bedraggled look in the slightest. It made Ben cringe. Yeah, she'd been taking pot shots at her ego alright.

As Gwen came to stand before her grandfather, Vilgax came flying from the backroom as well, momentarily stopping on Gwen's shoulder to give her a hug with his wings, before he flew over to where Ben was, perching on the headrest of his seat. Ben, for his part, made to get up with a glare, because he was pretty sure that grandpa had just promised he'd leave this for later-

Then the man picked her up in a bear hug, and Ben had to smile at Gwen's utterly gobsmacked expression. She looked to him for help, but he just shrugged. No clue, dweeb.

"Go to bed." Grandpa told the girl when he put her down, patting her on the head. "We'll discuss all this in the morning; both what you did wrong and what you did right." The old man smiled at her.

Gwen just sort of stared for a long moment before she nodded, dazed, and turned around to walk out of the RV. Ben followed at a more sedate pace, giving his grandfather a thumbs-up (earning him an amused chuckle). Coming to stand outside as grandpa set about making sure Vilgax was set-up for another night alone, and to clear up the tech Ben had left scattered all over the place. He'd left a hand grenade on the dashboard a few days ago. Gwen and grandpa had had some choice words to say about that little oopsie.

Now, Gwen didn't seem to have anything to say at all, just standing in the middle of the parking lot with an adorably bewildered expression. Ben had to suppress a snicker. It was so hard to pull anything on the Gwen from his timeline; to see her be this confused was a rare treat. When he passed her by, she fell into step beside him as they walked back to the hotel at a relaxed pace.

"Penny for your thoughts, brainiac?" Ben asked into the ensuing silence, because he could always tell when Gwen was going into water boiler mode. Better get her to pop sooner rather than later, when she'd kick him awake in the middle of the night to rave. He knew his Gwen had, often enough.

Gwen threw up her hands, confused frustration lacing her voice. "I don't get it! First you, now grandpa, is everybody losing their minds?!"

"Nah, just you. And don't get ahead of yourself, he said we'd talk about it tomorrow." Not that grandpa had a bone in his body that could stay angry for long enough that he'd still be harsh about it by that time. Ben knew it. Grandpa knew it. Gwen knew it.

He looked at the girl from the corner of his eye, the cool evening air chilling him pleasantly (he'd take being a block of ice over being overheated again, thank you), noting that yeah, she still looked singed around the edges, dead tired, and biting her lip in confusion, brain clearly crunching overtime still-

And then her face cleared in understanding and she turned to him with a glowing smile. Ben averted his eyes, rubbing the back of his neck. Busted…?

"Thanks, Ben." She said, earnestly, and he felt a flush creep up his face. Yup, busted.

"I'm sure I have no idea what you're talking about." He muttered. She already knew that he thought she was awesome, she didn't need to know he'd gone any softer. She'd walk all over him at that rate. Heck, he had no idea why she wasn't already-

Gwen just smiled before darting forward for a quick hug. Ben inwardly patted himself on the back, even if he grumbled outwardly about girl cooties. Gwen just giggled. Pulling back, she smirked at him, raising her hand to-

Dangle their room key in front of his face, the one that was supposed to be in the back pocket of his jeans-

"Last one to the room sleeps outside!" She informed him before darting off.

Crap. "Get back here, dweeb!" She just laughed as he pursued her and he couldn't quite fight down a grin himself.

"This is so bogus." Gwen grumbled, looking up at the tall glass building in front of her; the mall. Beside her, Ben shrugged, looking a tiny bit woozy from the renewed heat build up. Fortunately, it was nowhere near as bad as yesterday. Whether that was a permanent thing or if it just meant he hadn't built up enough mana yet was up for debate.

"You're telling me. Five bucks for a hotdog? Rip-off if ever I saw one."

"Not that, you dolt! I mean grandpa's punishment! I don't need to be babysat!" Gwen yelled at him. Grandpa had decided, in his great wisdom, that if Gwen couldn't be trusted to not do anything stupid when she went out alone, she wouldn't be going out alone at all. "I let you, a ten year old girl, loose in one of the biggest cities in the world because I trusted you to be able to handle that responsibility. If you want me to let you go off on your own again, you'll have to earn it." He'd said.

"You go convince grandpa of that. I'll watch." The boy suggested cheerily. Turning her glare from the world in general onto the boy, she fought down the urge to throttle him.

"Whose side are you on?!" She snarled, knowing her eyes were spitting fire.

"Yours, dweeb. Duh. Always yours." Ben replied with a roll of his eyes, as if it was the most obvious thing in the world and not a pretty significant statement of loyalty that still threw her. Before she could linger on it though, he cocked his head, looking at her with a slightly hurt expression. "I didn't think you'd hate having me tag along with you that much." What? Oh no that was absolutely not what she was saying-

It was exactly what she was saying. Sorta. Crapbaskets. "I don't mind that you moron!" She snapped. "You're awesome, I just don't like the idea of being babysat by someone who's twenty minutes younger than I am!"

The boy just looked at her with a shocked expression before his face twisted into a grin. Gwen's brain caught up to her mouth and she facepalmed. "Can we pretend I didn't say that?"

"Not a chance. But I guess you have a point, I'd be pretty pissed too-" Ben cut himself off, freezing so perfectly that Gwen was worried that he'd straight up stopped working, before he smiled, slowly. It was a sweet, happy smile, accompanied by cheerful, laughing green eyes.

It made a lump of ice form in Gwen's stomach. "What?" She asked, warily, eyes darting around for a prank set-up she might have missed. But for all his talent in the art of being annoying, not even Ben could make something in the blink of an eye-

"I'm from the future." Ben said, smile expanding into a grin. "Three months, give or take a day. Which means..." He trailed off, eyeing her with far too much amusement.

Gwen felt her blood run cold, eyes widening and a drop of sweat roll down her back. No. No way. No flipping way-! "Don't say it!" She squeaked, but it was too late.

"Which means I'm older than you." Ben finished, the biggest shit eating grin in the western hemisphere on his face. He reached out and pinched her cheek, cooing. "But don't wowwy, I'll take good care of my wittle baby of a cousin."

Gwen groaned, batting the offending hand away, fighting down a rising sense of dread. "I'm still physically older, so you're not really older-"

"Funny that," grandpa started as he came up beside them with one of the ridiculously expensive hotdogs in his hand, munching happily. "because I recall a rant or two over the years about how 'teachers always treat you like you're a kid' while mentally, you're older and that people should 'totally' be treated based on their mental age instead." The man recounted, eyeing her with an odious twinkle of amusement. The absolute monster.

Gwen buried her face in her hands. Great. Now she was the youngest. The least experienced in fighting monsters and aliens, it seemed, if what Ben had hinted about their grandfather over the weeks was anything to go by. And on top of that? She was being minded, not trusted to go out on her own. It was official.

"I'm the baby of the group." She moaned and that was so not cool. Beside her Ben snickered while grandpa patted her on her back comfortingly before the man moved into the building.

"C'mon! We're not getting any younger!"

"Yikes, if Gwen gets any younger, she'll need a diaper again." Ben muttered.

"I will hurt you for this, Tennyson."

"Sounds like someone didn't get her afternoon nap in."

Following her grandfather into the mall with the doofus beside her, Gwen glared at him. He grinned back. "I'm so proving that I'm the more mature one." She grumbled. Ben shrugged.

"Sure you will," Ben started as they came to a stop in the middle of the mall's ground floor, in front of grandpa Max. "kitten."

Gwen felt her face flush beet red. "I am not a baby cat!" She yelled, loud even in the crowded mall. Feeling herself flush an even deeper crimson, she ducked her head, glaring at Ben as he snickered at her expense. How had she ever thought this brat was cool?

"If both of you are done demonstrating your childishness," Grandpa Max started, quirking a brow at them, "I'd like to explain to you how today is going to go." The man handed a credit card to Gwen. "Both of you are out of clothes." He remarked, bluntly, and Gwen winced. That much was true. She'd discovered on their third day on the road that she'd forgotten to pack most of her clothing other than underwear, so she was about as limited as Ben was in that regard, even if she washed them more often than he did. Or at all, for that matter.

But now… she looked morosely at her singed shirt, and her formerly white pants covered in black sooth stains. She hoped she ran into Kevin again someday. Because really, attempting to kill some bullies is bad. Attempting to kill her cousin was terrible. But destroying her only outfit for the summer?

He was going to suffer for that.

Ben was in a similar state, what with his shirt being busted… again. At least his new shoes were still intact. His jeans, miraculously, only had one tear on the left thigh. It could be passed off as fashion.

"I'm glad that my Plumber pension is good..." Grandpa Max muttered. "Alright, here's how we're going to do this. I am going to the buffet over there, so you know where to find me. You" He pointed at the kids. "are going to buy yourselves some new clothes."

Ben seemed miffed. "Hey, why does the baby get to handle the card?" He protested. Gwen smirked at him.

"Jealous, shorty?" Because even is she couldn't revel in being the older one she could darn well lord her height over him. She was rewarded by Ben screaming in frustration.

"I'm giving Gwen the card because if someone tries to mug her, I pity the fool." Grandpa deadpanned before quirking a brow at Ben. "Right now, the worst you can do is blow steam."

"That hurts, grandpa. That's hurtful."

"But not inaccurate." Gwen beamed at her cousin, reveling in his sullen glare. Oh yeah, payback felt good. She grabbed his wrist to drag him along. "C'mon freakazoid, follow the leader-"

"Hold up." Grandpa raised a hand, causing both children to look at him in confusion. There was a twinkle in his eyes that made Gwen's stomach tie into an uncomfortable knot. "I've had an extra night to think about a proper punishment for Gwen aside from her not going out alone, and for a way to teach Ben to be more careful with his clothes and not rush into an energy barrage like a reckless child."

"It worked out fine-"

"You got lucky." Max interrupted. "Maybe you'll be less eager to do so if you have an incentive not to. You two will go shopping." Grandpa declared, look simultaneously stern and amused. "But Gwen will pick what Ben wears, and vice versa. And yes, you have to buy it. And wear it. Have fun." He waved cheerfully before walking off, leaving the children to watch him go with dropped jaws. They looked around the enormous, crowded mall, before turning to each other.

"…"

"…"

"...I'm putting you in a dress."

"But Gweeeeeen!"

Pulling a green dress out of the rack, Gwen snickered, holding it up for the doofus to see. "I think this is totally your color!"

The growl that answered her was music to her ears. She snickered before putting it back. Much as she'd love to put the doofus in a dress, he was picking for her. She had to give him some incentive not to pick something absolutely ridiculous. Let's see… lame, lame, too good, wait-

Reaching into the rack, she pulled out a plain white t-shirt Ben's size, with a black stripe down the front, looping around the collar, with another black stripe down the back. Close enough to the one he lost… She mused, feeling the material. Way better stuff though. Honestly, it's too good for him.

...ah, what the heck.

She took the shirt and walked over to where Ben was piling things in his arms. She spotted some cargo pants, and was that leather jacket with spikes-?!

"Are you trying to turn me into a Mad-Max reject?!"

"Wouldn't I be piling Hawaiian shirts than...?"

"Not grandpa Max you uncultured swine! The movies!"

"...darn. Missed opportunity- wait what's that?" Ben eyed the shirt in her hand with huge eyes. She rolled her own before holding it up for him and the way his pupils got huge was both totally weird and kinda like a puppy seeing something they liked. She could almost imagine him wagging his tail.

She scoffed. "So I was thinking of getting this one for you, but with what you're getting me..."

He tossed the articles to the side and whistled innocently. She snickered. "You really want this one, don't you?" She teased and Ben sighed, looking down at his torn black t-shirt.

"Black just ain't my style, man."

Gwen nodded in agreement. "Yeah, it doesn't do anything for you. At least white sort of has a complimentary contrast going with your hair. Black is more my speed."

"...who's complimenting what now?"

Gwen groaned, eyes rolling skyward. "I thought you were smarter now, doofus."

"Oh c'mon Gwen, you know how I use a dictionary."

"By slamming them shut hard to startle people?"

"Yes! Wait, no… actually, yes. Carry on."

Gwen groaned, though she had to grin as well. Absolute doofus. "Tell you what," she purred, gleefully watching suspicion creep into his eyes. "you get this shirt, I get to pick what I wear."

He eyed her through narrowed eyes for a long moment before nodding. "Alright, but I get final say."

"You know, doofus, this isn't half bad." Gwen remarked, eyeing her new outfit in the mirror. The pants were basically just a tan version of her regular white ones, but the black tank top was new. And the white cat face print on the chest was way cooler than her old one.

Try as they might, it was surprisingly hard to find a shirt that had wide enough sleeves to let the Omnitrix through, while still looking good on the rest of her. One of the reasons she could've ditched her own shirt anyway was because the left sleeve was loosened so much that it looked weird.

However, Ben's suggestion of a tank top to circumvent that wasn't a bad idea. And the pants had more stretch in it too, which meant…

dropping into a fighting stance, she went for a high kick, stopping it mid-air and reveled in not having to feel like she was going to tear her pants and the crotch area. Beside her, Ben got up from the chair he'd been waiting for her in and whistled. "Not bad dweeb. I'd bust a loin doing that."

"Don't I know it." She remarked before turning to face him and repeating the kick, stopping it right beside his head and laying her foot on his shoulder, tapping the side of his head gently. He hadn't even flinched, though he did roll his eyes at the tap with a smirk.

"Show off."

She smirked back. "Don't lie; you're impressed. You gonna try your shirt on?"

"I would, but there's a foot in my neck." He returned dryly before shoving it off his shoulder. Then he pulled his shirt off and Gwen facepalmed.

"Thanks for sharing yourself with the world, Ben. It's not like there's stalls right behind us for that or anything."

He shrugged, uncaring. "You're showing off, I might as well." He teased with a grin. Gwen snorted.

"Not much to show." Gwen remarked. Ben opened his mouth to protest before he seemed to spot himself in the mirror. He slumped.

"Aww man, I miss my abs."

What? Gwen quirked a brow. "You had abs?"

"Eh, more like pretty decent muscle definition. I did spent nearly all of three months being busy." Ben reminded her, poking at his belly morosely. Gwen laughed at him, even if her mind gave an internal thumbs up at what he was describing. She was not going to linger on that though, even in her head. She was pretty sure the blasted bird would manage to pick up on it be smug about it.

"You're welcome to join me for morning workout whenever, doofus." She teased.

"You're just looking for an excuse to beat me up."

"I'm just taking grandpa's words to heart. You're about as threatening as a puppy with a fever right now; blaster notwithstanding." She defended, giving him her most innocent smile. It did precisely nothing other than earn her a flat stare. Well. She guessed some things never changed with Ben. She decided to drop the conversation, instead giving herself a once over in the mirror. It was weird, seeing so much arm on her, but the weather allowed it most of the time this hot summer, and she at least had the Omnitrix to break up the monotony.

She turned to Ben. "So, Mr. 'I-have-final-say', can we get these?" She asked, striking a pose, cocking her hips with her hands on them, indicating to herself.

He eyed her critically for a long moment, and she tried not to flush under the scrutiny before he snapped his fingers and pulled something from the chair behind him. "Found these while you were changing." He muttered, handing her a pair of finger-less gloves; well, finger-less from the knuckle upward. She took them with a questioning look. Did Ben's inner fashionista just rear its head or…?

He rubbed the back of his his neck, looking embarrassed. "You, well, other you, you used be fine if you kicked someone, but you tore your knuckles a lot bashing faces in- and this time you can't heal yourself so- I guess it's stupid, give them back-"

She put them on, turning to the mirror with a gleeful smirk. Really. This Ben could be such a sweetheart sometimes. And they did kind of pull the look together, not too sweet, not too tough either. "I like it!" She decided, grinning at her cousin.

She thought he took slightly longer than normal to respond, but it might just have been her imagination.

The streets of New York were still crowded after dinner time, even if they were somewhat more manageable to navigate in the part of town that they were. The air was pleasantly warm, even if it still felt weird on her exposed shoulders. She'd get used to it, she was sure. The light was the same as yesterday, basking every other spot on the pavement in a soothing orange glow.

Her digital camera clicked, catching the monoliths basked in the light of sunset just right so that it reflected off their glass surface without obscuring the entire picture. Looking at the display, she smiled. Nailed it. She couldn't draw to save her life, but at least she could photograph things decently.

Looking up, she spotted Ben a bit further ahead, talking to Vilgax on his shoulder. A heated debate, by the looks of it, even if Gwen wasn't exactly paying attention to what he was saying. They walked into a patch of light and stopped, Ben gesticulating while the bird flapped his wings in response, and Gwen noted again that the bird's plumage looked gorgeous. Gwen grinned, raising her camera and calling out. "Hey doofus!"

He turned around, a curious expression on his face, open where she knew, she knew, there should have been irritation. Snapping the picture, she immortalized the improbable image. Glancing at the display, she walked over and held it out to him. "Aunt Sandra is going to love this one." She remarked. He took the camera and grinned cockily.

"Of course, I'm in it. But this looks pretty cool, it's like my hair is on fire!" He waggled his brows at her. "This flame theme is getting out of control." He teased, snickering. Gwen rolled her eyes, but couldn't deny it. The orange sunset light made Ben's hair look like a pool of lava, what with it lending his brown mane a distinctly reddish tint.

At least she had the answer to the question of how Ben looked in that light. He looked-

The bird shot her a look and she flushed, turning away. The smug feather rustling made her grumble. The click of a camera made her turn back to Ben, who was looking at the display, grinning. "Wow, this light makes you red all over, dweeb." Then he slid over beside her and raised the camera a little above their head, angling it so that the shadow his arm cast did not fall over them.

And then he put an arm around her bared one and she was not hyper aware of the touch at all. Soldiering past her discomfort (it was discomfort, darn it! Nothing else!) she placed her own arm around Ben's waist and she smiled at the camera and- nothing. Glancing over at Ben, she found him looking straight at the camera, pinched expression on his face. The bird looked unbearably satisfied. "I think Vil crapped on my shirt again." Ben forced out.

She couldn't help it as she burst into giggles and she would have fallen over if the snickering Ben hadn't held her up, pulling her to his side-

Click

Bringing the camera down, Ben looked at the display and grinned, angling it so she could see. "Now there's a happy little kitten." He enthused. The picture was of him holding her close to his side while she thought to get her giggles under control, him snickering at her and Vilgax poking his head in from where he perched on Ben's shoulder. Their heads were so close that they nearly brushed and their green eyes were dancing with mirth.

She took the camera from him before she looked up to see Ben and Vilgax exchanging the equivalent of a high-five, his shirt utterly devoid of any bird feces. She wanted to be mad at being played but…

She looked down at the picture and smiled. She'd let it slide.

"Hey, Gwen?" She turned her gaze to her doofus of a cousin, who'd stepped forward. He grinned, warmly, no hint of the cheek he'd just had in it. "Thanks." He said, before he raised an arm to rub the back of his neck, averting his gaze to the side, smiling still. "Even with, you know, the 'heat' and the total stress fest that was yesterday, I-" He swallowed, turning to look her in the eye again, the sunlight glinting off of his green orbs. "I had a way better time here than last time around, and that's totally on you. Thanks for that." He finished, partly shy, but mostly so heartbreakingly sincere and she could jump for joy at the rare praise alone but to receive it so tenderly-

She froze, mouth agape, lips working soundlessly and- crap.

His brow furrowed slightly in worry and he stepped forward. "Gwen? You okay? You're turning red. All over." He leaned in and raised a hand to her forehead, looking concerned as he took her temprature.

Crap crap crap crap crap crap-

"We- We should get back to the RV before grandpa leaves without us!" She stammered out, stepping away. Ben looked even more confused.

"Why would he do that-?"

"Reasons!" She squeaked, before spinning on her heel and marching back the way they came. Behind her she could hear the bird laugh uproariously.

A/N: Bit of filler before we move on from New York. Hope I didn't bore you to tears with the shopping trip. I'm having when to much fun with Gwen's crush. Sorry if I missed any errors or of things got messed up in transferring this to fanfiction; it's two o'clock here and I just wanted to get this out.