Benson sighed heavily as he stepped out of the Parkside Lux Ballroom, taking in the cool breeze that hit his body. His gaze fell on a familiar blue jay that was standing a few feet away from the entrance, back against the wall and shoulders slumped. He raised an eyebrow, "What are you doing out here?" he asked, carefully walking over to him.

Mordecai turned to look down at his boss, "Oh, hey, Benson," he gave a small shrug, turning to look off in the distance, "Just taking a break," he explained, pulling off his mask to rub at his eyes, "Found out my date was just trying to make her boyfriend jealous," he muttered, carefully replacing the mask.

"Oh..." the gumball machine offered his employee a sympathetic look, "Sorry to hear that," he quietly replied, reaching into his pants pocket.

"It's fine," Mordecai sighed, "What are you doing out here?" he smiled lightly, glancing over to his boss, who had made himself comfortable beside him.

"Oh, you know," Benson shrugged, opening the small carton he held in his hand, "Just thought I'd get some air," he pulled out one of the cigarettes, holding it between his lips and offering the box to his employee out of courtesy.

"You... smoke?" Mordecai slowly asked, eyeing the pack of cigarettes with some surprise. He silently wanted to make a joke about Rigby and himself being too stressful to handle, but thought better of it.

"Eh, not really," Benson admitted, closing the pack and putting it away, "I'm actually planning to quite soon," he explained, pulling out his lighter and grumbling under his breath as he tried to light the cigarette in his mouth, "Just thought I'd have one more before I give it all up, ya know?"

Mordecai nodded, "Do you want help?" he asked, reaching for the lighter.

Benson didn't protest as Mordecai's hands brushed against his, taking the lighter from him and lighting it after one struggle. The two were close—as close as they'd ever been to each other, actually. The gumball mechain tried to ignore how hot his face felt under his mask.

"Thanks..." he quietly replied, taking a drag from it and turning to blow the smoke away from the blue jay's direction.

"No problem," Mordecai handed back the lighter, turning his focus back on the distance.

The two remained quiet for several seconds, just listening to the muffled music and loud chatter of party goers occupying the building.

"Where's Rigby?" Benson asked, shooting Mordecai a questioning glance. If anyone else would be out here with him, he'd have thought his best friend would be.

"Oh, uh..." Mordecai rubbed the back of his neck, "I sort of locked him in the bathroom..."

Benson blinked, "Why...?"

"He was being annoying," he shrugged, giving the gumball machine a sheepish grin.

The statement earned him a light laugh, followed by the faintest of smiles, "Well, it all makes sense now," he replied sarcastically.

Mordecai gave a small laugh, feeling a ping in his chest at how content Benson's face was. It was rare to see his boss smile, but when he did, he couldn't help but admire how nice it was.

His face suddenly grew somber as he took a drag from his cigarette, blowing the smoke away from the blue jay, "You're not a bad guy, you know that, right?" Benson's gaze was on the grass, thoughts trying to collect themselves.

Mordecai blinked at the sudden change in mood, his stomach churning with nerves. Where exactly was this conversation going?

"What I wanted to say, is..." a sigh, "What I'm trying to say, is..." he looked up at his employee, heart ponding in his ears. He felt the words in his throat, desperate to finally be heard instead of being stuck in his mouth like so many times before, "You're a lot of things, Mordecai, but one of your best traits is that you're really kind-hearted," he paused, hesitating for only a moment, "And anyone would be lucky to have you in their life."

It took a second for the words to process, and during that time, Mordecai kept his eyes locked with Benson's, trying to ignore how hot his face felt and the smell of cigarette smoke that lingered in the crisp night air. He opened his mouth it speak, but no words were able to push themselves out. Why had Benson said that to him? It felt so out of place, but he couldn't help the flutter in his chest as the words seemed to loop in the back of his head.

Before either of them had the chance to process what just happen, Mordecai was already taking a step back, eyes wide with a mix of fear and shock.

"I—I'm sorry!" he spoke quickly, holding his hands up, feeling his face grow even more hot than it had been before, "I'll just—I mean—" he stuttered out, "I better go let Rigby out!" he quickly walked passed Benson, head in his hands, muttering quietly about how much of an idiot he is, and how fired he's going to be.

Benson stood still, face flushed. He swallowed, the touch of his lips on Mordecai's still linger, along with the wing that cupped the side of his face. It was only a second, at most, but it still felt like a lifetime. He sighed, glancing down at his half finished cigarette and moving to put it out in the grass, "That idiot," his voice was quiet, "Just when I stopped thinking about you..."