DISCLAIMER: don't own anything…yada-yada-yada…Man of Action / Cartoon Network does…bla-bla-bla [ banging head against keyboard trying to find a new way to say the same rederic… ]


The day was unusually cool. A light wind blew across the grass of the front yard, up the driveway and into the garage where Kevin - for the umpteenth time - hummed laying on a creeper under his car parked securely on a pair of tire ramps. The rapid clicking of a ratchet sounded harmonious to his tone as he tapped his boot against the ground rhythmically. In the distance, a chirping bird added to the musical combination.

"I remember…" he belted out in high notes the last few lyrics to the song that had been stuck in his head for several days now. With this everything came to an abrupt halt He slowly rolled out from under the car, sat up and looked around well that was weird…spontaneous sound clip…his thoughts danced around his mind as he laid back and rolled under the car again.

"Working on your car again?" the voice made Kevin drop the ratchet and wrench, a slight grin crept across his face knowing that even without having to look, Ben stood in the garage with a smoothie cup in his hand.

"Not working, tinkering" he had to stifle his laughter as he rolled out from under the car as he had done so many times before. Much to his surprise, Ben walked into the garage with two smoothie cups in his hands before passing one of the drinks over.

"Right, I suppose you're going to tell me it's some kind of mystical bond between man and machine?" Ben asked watching Kevin out right chugging the smoothie before discarding the cup into an over flowing trashcan full various items commonly found in a mechanics trashcan.

Both boys knew it right away. Even in the moment of hesitation where Kevin stared at Ben, both understood that Ben could tell what Kevin was about to say. To Ben, Kevin was predictable most of the time; to Kevin, Ben was the one person he wouldn't immediately throttle for putting him into these exact situations.

"Well, that and I tinker so I think without boundaries" This was new as they sat on a pair of tattered bar stools at a metal workbench lined with various parts, pieces and gizmo's. Ben knew Kevin liked to tinker, but he never gave a clear reason why until just now.

"What do you like to think about?"

"Everything. Nothing. Somebody. Nobody" Kevin's response was cold and forced as though he were under duress to say something he didn't really want to. "But mostly, I think about you"

The moment he said it, Ben came dangerously close to falling over backwards from the shock. Way to go genius, you just blurted out your biggest secret and to HIM! Kevin's mind raced as the brunet remained speechless - jaw hanging wide open and his eyes nearly bugging out of his head.

"No, in a good way, about us being friends…" Kevin threw his hand up to chest height backpedaling as fast as possible. Ben blinked twice. The most awkward of awkward silences fell upon them. Kevin stood and walked to a rolling tool box.

"I keep thinking about that first time we met in New York, how you liked me for me, not what I was. And even vowing vengeance against your life how we ended up on the same team fighting aliens. That's what I think about" he trailed off as Ben bit his lip as though unsure about something.


Ben let his mind go. After a few short seconds he clearly remembered everything about that day. How tall the buildings were, how crowded the streets were, and the raven haired boy a mere year or two older than he sharing an interest in Sumo-Slammer. Although the boy didn't seem too strong he knew more about everything than Grandpa Max did.

It was sheer magic as Ben and the newly introduced Kevin Levin made that spark of friendship. Even after Ben found Kevin's darker side, and watching as Kevin was buried under a pile of rubble, Ben still felt the pain of loosing a life long friend.

Ever since that day, Ben found himself daydreaming about how life would be if he and Kevin stayed friends.

Kevin too shared the moment. The very first time he met the spunky brunet with a really weird looking wrist watch which he later found to be an Omnitrix was one of the happiest days of his life, for he had finally someone that wasn't afraid of him.

Even vowing several death threats against the brunet's life, Kevin deep down never really wanted to actually go through with it; that was just how he acted because nobody ever really showed him kindness and caring. Those were uncharted territories far away from his comfort zone.


"I think about that day quite a lot myself…" Ben sighed giving Kevin a quick smile "You're an immature egotistical jerk, but that's what I like about you"

"And you're a plain speaking smoothie addict with a girlish figure…but I wouldn't have it any other way"

"You know, there's been a lot of ups and downs, but when you're not being bad, you're kind of awesome to be around…"

"You're pretty cool yourself…as long as you lay off those dang pickles!"

Ben and Kevin's eyes locked. Slowly they moved for an uncomfortable yet ever so right hug - not of passion but of friendly kindness. Although both would publicly deny it, they were perfectly okay with it.

"Do you like us being friends?" Ben asked

"Totally. 'Cause we've grown on each other, and…"


"And because you're totally oblivious to what's going to happen next" Kevin could barely contain his laughter knowing that any second now…

It was perfect. Several moments ago while Ben lost himself in his thoughts, Kevin spiked his smoothie with a small dose of water from the fountain of youth and now a four-year-old Ben remained in Kevin's arms.

"Kebin, not again!?!" Ben's shrill shrieking only compounded Kevin's hysterical laughter.

"Awe…wittle Benji's mad-e-mad…" his tone lowered almost to goofy extent for the next round "…you're just too adorable…" with this Ben forced the most expressive puppy-dog pout he could.

The night had gone smoother than Kevin thought it would with a hyperactive knuckleheaded four year old Ben. At seven that evening, the two sat down for dinner which Kevin himself made…although he wasn't good with cooking, he somehow managed hotdogs and a big kettle of pasta shells with a thick cheese sauce - both of which Ben practically inhaled and asked for more.

For Bath time, Kevin found an old pair of swim trunks in a box in the back of his closet that were just the right size for Ben to wear. Even as Ben splashed in the tub water, Kevin couldn't help but wonder why he had ever been so nasty at times to him. Seeing this now, Kevin suddenly realized that years ago he only wanted to eliminate Ben because he was nothing more than a stupid immature little kid that needed to grow up. Now as he caught his reflection in the mirror, he found that he had since then grown up and matured, but only as half as stupid as he were back then. Ben's giggles echoed clearly off the tile walls with more water splashing onto the floor and inevitably Kevin.

"Ben?" Kevin softly asked as he lay on his back in bed before looking down to Ben snuggling as close as possible to him. In response, Ben forced his eyes up under the glow of a lone desk lamp left on "I like you Ben"

"I like you too Kebin"

"And no matter what I say or do, I'll always like you. I'll always be there to fight side by side with you any day, any time, anywhere. If you fall down, I'll pick you up. If you cry, I'll be the shoulder to cry on…" Kevin looked down to find Ben fast asleep, an emotional smile crept across his face. Note to self: shorten these long winded speeches was the last thing he thought before closing his eyes.

For as long as Kevin could remember, there was only one other time when he had this kind of a good sleep, the only other was when he found Ben as a four-year-old for the first time…his luck was with him because Gwen was there.

A/N: After "Youth" I wanted to explore a little further into their thoughts of the the past and why Kevin is more comfortable with a younger Ben.
And again, there were intentional typo's for a little belief of the moment.