Authors note: Thank you for the reviews!

Disclaimer: I do not own Ben 10 alien force.

Matthew awoke and thought about his two new friends he made yesterday at his old school he only had one friend anyways he wasn't excactly a popular student people picked on him and some thought they were to good for him. Matthew always thought that he was a loser he'd keep his feeling bottled up and never let them out. Also his parents were never there for him they always had a meeting or an important party to go to.

Matthew curled up in a ball and thought about the bad memories like the last time when he had a baseball game, his parents didn't show up and some kids teased him when he was picthing also they lost the game and some kids blamed it on Matthew and they got his backpack and threw it in the lake.

Then he thought about the girl he met yesterday Gwen everytime he thought about her all the horrible memories faded away. " Why am I thinking about her? It's not like I like her... right?" he thought about her again it was relaxing him.

" Well better get ready... don't want to be late again" he slowly got up and dragged himself downstairs.

" Mom!... dad!" no answer he didn't care if they weren't there this is the third time they done this to him still curious at where they had gone to Matthew searched the living room for a note well he found one but all it said was ' Be back soon ' frustrated he stormed to his room slamed the door and cried for a little while he despised them for a moment and felt like someone just stabbed his chest.

He wanted to run away at the moment and leave his miserable life and start a new one.

oooo

Matthew was longing to see Gwen he searched for her while it was lunch he found her with her cousin and her cousin's girlfriend. They were talking and laughing as usually.

" Hey, guys "

" Hi "

Matthew took a seat besides Gwen she didn't seem to pay attention to him when he sat beside her. Anyhoo Matthew listen to their conversation they were talking about somebody whose name is Kevin " Kevin?"

" I remember when Kevin first started flirting with Gwen "

" Gwen let me ask you something... do you like it when Kevin flirts with you?"

Gwen blushed and turned her head away she pretended to ignore Ben. She saw Matthew quietly eating his lunch, he was thinking about something but what?

"Kevin flirts with Gwen? Oh, man I hope he's not a bad boy that would really mess up my chances to be with her."

" Matthew what your thinking about?" Gwen asked.

" Um... m-my homework!"

" Oh well do you need help because... well not to brag or anything am really good at helping people with homework"

" No thank you I could figure it out. "

Gwen tried to study his face but she couldn't see any emotions... well except nervousness.

" Um... so whose Kevin?"

" Oh, that's easy he's Gwen's boy"

" He's our friend! "

Matthew was still curious about this 'Kevin' he wonders if that's the guy who said ' Are you ready?' those words creep Matthew out.

" Well better not be late for class. " Matthew mumbled with that he left.

" But the bell hasn't rang ye"

" Never mind "

After School

Matthew watched Ben as he too entered the green car " What?!... Ben travels with them too?"

" Matthew! "

He turned it was Gwen his heart beated faster and faster the closer she came near him.

" W-What?"

" Um... I was wondering if you want to hang out with me Ben and Kevin... we could use the company. "

Matthew nodded and headed toward the green car he was nervous very nervous, when he got in he studied the car he had to admit it was nice he had never seen anything like it " Where did he get this car? " Matthew was truly impressed by Kevin's car " This ain't no ordainary car! " trying not to show that he really liked the car Matthew took a seat by Ben.

" Kevin... I brought a friend if you don't mind. "

" Wait... is he a plumber? "

" What... plumber? I ain't no plumber am fifteen years old!"

" No "

Kevin glared at Matthew through the mirror for a second.

" Ok fine... I guess we won't be doing what we always do then. "

Matthew got a strange idea when Kevin said that was he just talking to Gwen or Ben and Gwen? Matthew heard the car start and really wasn't in the mood for talking but he had to it would be to awkward if he didn't.

" Sooo... what's your name kid? "

" Matthew " he replied coldly.

"..."

" So, babe I-I mean Gwen where you want to go to? "

"Well first of all my name's not babe and second of all how about to Mr. Smoothie? "

" Sure thing... babe "

Gwen smiled she didn't mind him calling her babe she actually thought it was cute on the other hand Matthew was quite disturbed by that little conversation they had he was glad that she defended herself the first time he called her babe but when he called her babe again she smiled.

The drive to Mr. Smoothie was silent nobody talked except Kevin when he flirted with Gwen about ' how good she looked '.

" Well... here we are " said Ben anxiously then got out of his seat nearly running over Matthew.

" Aren't you coming Gwen? "

" No... trust me I been here with Ben a million of times. "

" Okay Matthew you can do it... just bring up a conversation... it's not that hard to think of something. "

" Wow, Ben really does enjoy their smoothies... "

" yup... "

" S-So what are y-you doing? "

" Looking at Kevin and Ben you know they really get along well sometimes. "

" S-So do you enjoy being around with..."

" With who? "

" K-Kevin "

He hoped that she'd say 'no' and that she enjoys being around him instead of Kevin and that she'd admit that she has feeling for him and not Kevin... she didn't.

Gwen paused for a bit she really does enjoys Kevin's presence it just makes her feel safe and protected... and maybe even loved. But she can't tell Matthew that nor Ben she can't tell nobody that... it'll be strange that you have feeling for the guy who tried to kill your cousin multiple times.

" W-Well... I-I might. "

Authors note: Yay am done with the second chapter! Reviews are highly appreciated even critisim I'll like to see where I did my mistakes... just don't be too mean! :)