I do not own the Ben Ten franchise.

We've come to the point where there's one chapter left. I was thinking of making the final chapter have different characters (like Gwen, Max, Kevin etc.) speculating on the relationship between Ben and Azmuth and the influence the two have on each other, from their perspective. If you have a character you'd like me to include, let me know and I'll see what I can do.


Guardian Angel

Sneakers sloshing in the soaked, well-kept grass lawn of Bellwood Cemetery, Ben 23 did not need to pay attention to his surroundings. He knew the way to his destination by heart and could make the trip blindfolded if he had to. There was little light, the sky covered by a grey clouds, a steady downpour of rain hindering visibility.

Ben brushed aside his bangs for a moment, squinting through the mist. He had reached a familiar row of gravestones, and the one he was seeking already had a swell of colourful flowers laid gently against the marble grave. It was a comforting splash of colour against the drab atmosphere.

Maxwell Tennyson
1945-2005
Father, Grandfather, and Our Hero

A lump growing in his throat, Ben hastily reached up to scrub at the tears forming in his eyes. It had been a few years since the passing of his grandfather and the raw emotions were still there. It had been easier to deal with when he had flung himself into his arrogant wielding of his Hero Watch. Now that he and his attitude had calmed, the repressed feelings arose more often.

"Hey, Grandpa Max," he greeted in a soft voice.

He lowered himself to the muddy ground, his yellow plastic rain poncho offering little protection against the dampness. The coldness seeped through the material of his skinny jeans, causing more goosebumps to prickle along his flesh underneath the fabric of his clothes.

"It's been a while," he continued, tucking his knees against his chest. "I'm sorry I haven't come around as often as I should. It's just difficult, sometimes."

His words caught on a sob and he screwed his eyes shut. His throat burned with tears and the ache in his chest was almost unbearable. It was if invisible claws were tearing at him from the inside, relentless and ruthless. He took a few shuddering breaths, his small frame shaking from the effort.

A rush of memories overtook him, flashes of colour behind his eyelids. Along with the mental pictures came the distant remembrance of senses that accompanied each recollection. Warm hands around his waist, lifting him in the air when he was a toddler. The crinkle between Max's dark eyes whenever he smiled or laughed, a warm, vibrating sound. The scent of fish on the waterfront, a worn pole gripped between his hands on one of their fishing trips. The enthusiastic wave of Max's arms as he told one of his many stories, Ben seated securely in his lap.

The wave of nostalgia started to fade out and Ben slowly opened his eyes. His dark lashes wet from lingering tears and rainwater, Ben tuged the hood of his plastic rain poncho lower to try and guard his face from the cold drops. His fingers were numb and he was shivering, but he did not move. He let the frigidness wash over him and take the edge off of his emotions, a relieving distraction.

"I'm doing fine," he finally said. "I'm getting better with the Hero Watch. Not just using it, but I think I'm not so arrogant and selfish as I used to be. You probably weren't happy with me when I first became Ben 23."

He grimaced as he remembered his first two years as the hero of Bellwood, with his cheesy catchphrases and sponsorships and media-driven routine. His cool, aloof personality and single-minded purpose to destroy any evil aliens that entered his town. Though his change of character happened only recently, it seemed like who he used to be was another, completely separate person.

"It's actually called the Omnitrix, but I think Hero Watch sounds way better. I found it during the camping trip. The one we were supposed to take together." He bit his bottom lip against the swell of sadness. "Mom and Dad took me anyway, after your funeral. They hoped it would cheer me up. Gwen was too upset to join us. It felt like I was alone. Mom and Dad never really knew how to talk to me. You were always good at that.

"Once I found the Hero Watch and realized what it could do, I said I wanted to come home. They were relieved. They didn't really like camping. The first few days we were back in Bellwood, there was someone trying to rob a bank. I used the Hero Watch to stop them and…well, I guess the rest is history."

Ben rubbed the back of his neck, a soft smile curling across his lips. "You probably know all this. You're always watching, after all. I sometimes…"

He trailed off for a moment, tilting his head back to stare up at the dark grey sky. Rain water pelted his cheeks, leaving wet streaks when they dripped slowly down his skin. "I sometimes think," he continued, blue eyes now locked on never-ending sky, "that you're the one who guided me to the Hero Watch so that one day, Azmuth and I would meet."

The twelve-year-old remembered how he felt the day he found the Omnitrix. It was as if an invisible force was pulling him in a certain direction, urging him through the dense trees and towards the sizable crater that seemed to be days old. He remembered staring down at the odd device, a magnetic sensation pulling him towards it. Even if he wanted to walk away, he didn't think he would have been able to.

"We didn't really get off to the best start," muttered Ben sheepishly. "I was kind of a jerk and nearly killed him. But we're cool now. Most of the time, anyway. We argue a lot and he drives me crazy. I don't know what I'd do without him. He's helping me become a better hero…a better person. Ever since I met him, it's like a void has been filled.

"I tried to use my fame to cover up my grief. The stress was getting to me, I could feel it. But I ignored it. I don't know how close I was to the edge. I'm glad I didn't get the chance to find out. Azmuth pretty much yanked me away from it. I had to face my emotions and suddenly I felt so much lighter, like I could just float away. I can honestly say I'm happy."

Ben ran his fingers through his damp brown hair, regarding his grandfather's grave. "I miss you. I miss you every day. But I'm probably one of the luckiest kids out there. I've got a guardian angel watching me from above, and a guardian angel right here beside me. Thank you, for everything. I'll do my best to make you and Azmuth proud."

He sat in silence for a long while, watching the clear raindrops splatter against the smooth surface of the gravestone, curling gently on the petals of the flowers. The contented peace was broken by a soft voice that always managed to retain a great degree of power.

"Ben."

Surprised, the boy looked over his shoulder to see the Galvan standing a short distance away. "Azmuth."

His rain poncho and clothes stuck to his skin, his hair weighing heavy from the moisture. He was shivering and pale and his pants were covered in mud. Giving his head a slight shake, Azmuth said, "You're going to catch pneumonia."

"Probably." Ben brushed his fingers through his bangs, eyeing his mentor hesitantly. "How long have you been here?"

"I just arrived."

"Oh."

Ben did not ask how Azmuth had found him, for he knew the Galvan kept close tabs on the Omnitrix's signal. He was immensely grateful that he had come looking for him, that he cared enough to check and see if he was all right. He wondered if Azmuth had heard what he had said, but kept the question to himself. He was sure if confronted, Azmuth would deny it. While Ben had difficulty dealing with anger and grief, Azmuth struggled to handle feelings of affection and attachment.

"It's the anniversary, is it not?"

Ben glanced at Azmuth, giving a nod. "Yeah," he said quietly. "Two years. It doesn't feel that long."

"Max was a great man. He was also a fantastic Plumber." Azmuth stared at the inscription on the stone, an ache in his heart. "Sometimes good people are taken away too soon. But if I had any belief in the workings of fate, I would say that one hero was taken and another was born, no doubt influenced by Max himself."

Ben's blue widened at this, and a smile broke across his face. "You think I can do as good a job as Grandpa did?"

"Well, if you learn to listen, I don't see why not."

The boy gave a playful roll of his eyes. "Whatever."

"Come. Let's get out of the rain."

Ben did not protest, for he could feel the chill in his bones. He stood to his feet, wincing as the mud made an uncomfortable squelch as the material of his jeans pried away from the substance. He cast one more glance at his grandfather's grave, making a silent promise to visit more often.

"I love you," he directed at the gravestone. He walked over to Azmuth, pausing to bend and gather the Galvan into his arms, before continuing through the dark cemetery towards the iron gates. I love you too, he thought, though he was not yet courageous enough to speak these words aloud to Azmuth.

But Azmuth knew. Though he had played oblivious, he had heard the boy's emotional words, the warmth and affection in his chest threatened to consume him. To know that Ben held him in such regard, considered him his saviour, was the highest compliment he would ever receive.

When he truly thought about it, he wondered why he fought so hard to retrieve his Omnitrix. He hadn't cared about anything or anyone at that point in his life two years ago. Max Tennyson had passed away and his only hope was gone. So a ten-year-old had taken possession of his invention. Weaponization of a child was far from the worst thing he had done, however unintentionally. But there was a tug in his gut, in his very soul, and no matter how hard he tried he could not ignore it. He gathered a team and set out to take back the Omnitrix from the arrogant, reckless boy.

If Azmuth believed in higher powers, he would think Max had a hand in bringing him towards his grandson. And if he did happen to believe this (and some days he admittedly did), he was greatly honoured.

The rain increased, coating the landscape in a heavy mist. Ben hunched his shoulders and his shivers grew more frequent. Azmuth unconsciously ran his thumb against the inside of Ben's wrist, a soothing motion that caused his muscles to ease. When they reached the outside perimeter of the cemetery, Azmuth reached into his robe pocket and removed his teleportation remote.

"W-w-why didn't y-y-you use t-t-that earlier?" asked Ben, his words stammering as his body shook from the cold.

"It seems disrespectful to be able to pop in and out of such a sacred place with ease. The dead deserve the effort and respect of people walking along the path to mourn their losses."

Ben made a hum of agreement. Azmuth pressed the button, and before they vanished completely he closed his eyes and thought sincerely, The world, nor my life, is not the same without you, Max. But thank you, for bringing me to Ben. You seemed to know what we both needed. You truly are a guardian angel if there ever was one.