To be honest, I'm so obsessed with Gwevin that I never seriously thought about writing a fic for Manny/Helen. Watching a vid on Youtube about Gwevin, Benlie, and Manny/Helen sparked my interest. I mean, they're so like Gwevin and yet so different! Plus, Fanfiction is low on Manny/Helen fics. …You know what? I'm going to refer to this pairing as Manlen from now on. All Ben 10 Alien Force canon pairings deserve a name in my opinion and this one is now Manlen. Enjoy!

Manny let out a yawn and stretched his four limbs as he stepped out of the Rustbucket. They had run a late night last night. Not to mention, he had done all of the heavy lifting. What time was it? He glanced at the clock back inside the Rustbucket. 'Noon…whew I slept in! Then again, everyone else is still asleep except…' He blinked. Where was Helen? He smiled calmly to himself. She was probably running around somewhere. That girl could never sit still! Chuckling softly, he walked into the woods, where he knew no humans would be. The last thing he needed was to scare anyone.

Helen smiled indulgently as the wind brushed by at blinding speeds. Her legs moved in a blur, showing her sheer speed and power. The morning air filled her lungs rapidly before going back out and then back in again. What a feeling! A familiar shape caught her eye in the distance and she skidded to a halt. What was Manny doing in the woods?

Manny sat down on the edge of the creek and listened to the rippling water. It was good to be alone at last. Glancing warily over his shoulder, he reached into his pocket and pulled out a notebook and an iron pen. (a pencil snaps too easily between his fingers) He flipped open his book to a blank page and began to write. He thought of what would happen if Pierce got his hands on this thing and snorted in contempt. That would bring an official end to his reputation!

Helen moved among the trees slowly despite her urges to start running again. She peered through the bushes at Manny. He was sitting on the edge of the creek…with a notebook? What was he writing? Instinctively, she felt her own pocket. Good. Her notebook was safe. The last thing she needed was for Pierce or especially Manny to find it! That would be totally humiliating! She flipped through the pages quietly, silently counting how many poems she had written. Twenty? Phew! She clearly had too much free time…like now… Moving back a little, she found a tree stump to sit on and began to write.

Manny thought of Helen when she was running. That was when she was the most happy, after all. She reminded him of the wind. She could be gentle one moment and fierce the next. He twirled his pen a little before beginning to write. This would be a good one…

Manny's soft side…that part of him that Helen barely saw but cherished when she did. That would be the subject of her literary talent today. She thought of when Manny had comforted her when she had thought Pierce had died. She thought of how he always came to her aid when she was in trouble. A soft smile came to her face at these thoughts and her pencil began flying.

Manny smiled in self-satisfaction as he finished his poem. Sure, some people took hours to write one stinking verse. But for Manny, when words came, they came. He didn't bother modifying or prettying anything up. These were his thoughts fresh from his mind and heart. As he started to close the notebook, his fingers ripped the paper of his newest work off. He made a grab for it but a wind swept by and blew it away. Manny couldn't help but grin. How fitting! He shook his head and slipped his notebook back into his pocket without another thought.

As Helen added the last stanza to her poem, she noticed a piece of paper fluttering by. With lightning reflexes, she snatched it out of the air. 'What's this?' She recognized Manny's messy handwriting. She started to read.

Living Wind

She moves so fast

She brushes by

Will her presence last?

Or will she fly?

My arms shall open

My heart shall hope

I see her and then,

It's the end of the rope

Caress my soul

Touch my heart

Make two halves whole

Blow me apart

So fierce, so pure

My dearest friend

My love endures

I see no end

Through storm and strife

Through the gentle breeze

She is my life

Puts my soul at ease

Helen's heart skipped a beat as she finished.

Helen, my heart,

My love, my friend

Stay fast, run hard

My living wind

She held the poem close to her heart and took a moment to gain her bearings before standing on her suddenly shaky legs and turning toward where Many still sat.

Manny continued staring at the running water of the creek, his eyes slightly droopy. He was shocked out of his stupor by the sudden sound of wind whistling by his ear. Before he could blink, Helen was standing in front of him. He grinned. "Hey, Helen! What's-" He stopped speaking when he noticed the strange soft look in Helen's eye. He slowly looked toward the item clutched in her hand and felt his heart freeze. That was the poem alright! "Um, um, um, um, um…"

Helen smiled a little. He noticed that she had the poem.

"Um, um, um, um, um, um, um…" Helen held up a hand.

"Manny, if all you're going to say is "um", maybe I should do the talking."

"Uh…"

"Okay, that's a change in one consonant at least…" She muttered before sitting next to him.

Manny was glad beyond belief that his face was naturally red. If he was human, he'd be blushing like crazy by this point! Was Helen sitting a little closer to him than usual? Was that a good sign? Or is she going to be all sympathetic, letting him down easy. Oh jeez, he hoped not! She was smiling at him at least...

"Manny, don't freak out on me." Helen said, noticing how panicked he was. She reached into her pocket and pulled out a page of her notebook. "I figured that since I read one of yours, you should read one of mine." She handed the sheet to him.

Manny looked down at the piece of paper, covered with Helen's eloquent styled writing. He nervously began reading.

Gentle Heart

You melt my heart

You sew my seams

You are set apart

From my other dreams

Hardened without

Softened within

I hear you shout

Yet, your anger is dim

Your other side

Which you keep hidden

You try to hide

Yet, it comes unbidden

You comfort me

When sadness leers

You clearly see

My deepest fears

Sweet and caring

Gentle and kind

Brave and daring

With a one-track mind

Manny felt warmth flood through his veins at the last stanza.

Manny, my love

Don't drift apart

Don't rise above

That gentle heart

Helen waited, her face turning redder and redder by the second. Finally, Manny let out a sigh. She watched him fold the paper with uncharacteristic tenderness before handing it back to her. He gazed at her with an expression of mingled curiosity and…affection? Love?

"What did that last stanza mean, Helen?" He asked in a soft voice.

Helen felt a tiny shiver run down her spine at his caressing tone. "Well…it means that I don't want you to drown in that tough guy attitude you always put up. I don't want you to lose the side of you that comforted me when I thought Pierce was dead, that gave me courage when we were in the Null Void, that made me feel as if I was worth something for all of these years." She looked up at Manny's face. "What about you? What did your poem mean?"

"Well…it just spoke of you in general. You're always moving around so fast. You're always in a hurry but when I actually have you with me, I feel so…I dunno… I guess it's about how inconsistent you always are. You could be yelling at me one moment, then making me feel better the next." He smiled. "You're unpredictable! That's one of the things I love most about you!"

Helen was about to ponder this when she noticed the intense look on Manny's face. Their eyes locked and she couldn't look away.

"So…" Manny murmured. "You say that you like that more…gentle side of me…?"

Helen felt her heart begin to beat faster and nodded, not trusting herself to speak. She trembled a little as Manny scooted closer to her.

"Alright then…" He breathed quietly, leaning close and softly kissing Helen's cheek. He heard her breath a soft sigh. Her eyes were closed and there was a smile on her face. "You know…" He whispered, kissing her again gently, "You have a really pretty smile…" Her smile widened at that comment and her eyes opened a little.

Helen gazed into Manny's misty orange eyes. He leaned close and pressed his forehead against hers, gazing at her in such a loving way, that she felt herself melt. Feeling this, he opened his arms and brought her closer to his chest. She closed her eyes and listened to his rapidly beating heart. Unconsciously, she reached out and placed a hand over his pounding chest. One of Manny's hands moved on top of hers, holding it tightly but not too tightly. She tilted her head up toward him. They were so close… She felt him wrap another hand around her other hand and hold both of her hands close to his heart. His other two arms reached forward and rested on each cheek. He was leaning closer… She closed the distance between them, giving Manny the sweetest kiss she could muster.

Manny felt a haze moving over his mind. Nothing else existed except for Helen. Nothing else mattered. He felt Helen free her hands from his own and move around his shoulders. He wrapped his now free arms around her waist and pulled her closer. One of Helen's hands lightly gripped his shoulder while the other began to stroke the back of his neck. Shivers ran down his spine and he began to caress her with all four of his hands. The hands that held her face began to carefully explore, one lightly stroking her cheek, the other brushing tentatively against her neck. His other pair of hands began slowly rubbing her back and pulling her ever closer to him.

Helen felt as if she was flying. Every inch of her body tingled at Manny's tender touch. Finally, they broke the kiss. Manny's lips moved over to her cheek for a moment before he drew back. She cuddled against him and nestled her head in the crook of his neck. She felt his arms wrap around her. His head rested on top of hers. For awhile, the only sounds that they heard was their steady breathing…

"HEY! LOVE BIRDS!" Both Manny and Helen quickly jumped up at the sound of Pierce's voice. "Come on! Time for breakfast! Early love bird gets the worm, you know!" He shouted, laughing.

Manny clenched his fists and let out an angry growl as Pierce ran off. Did that little fruitcake have to ruin everything?! His anger subsided as Helen wrapped her hand around his and captured his lips in another quick kiss. He smiled, his expression softening. Helen leaned close and whispered in his ear.

"Love you." Helen whispered. She heard Manny breathe an almost inaudible sigh.

"Love you more…"

"HURRY UP! JUST BECAUSE YOU'RE DOWN WITH LOVESICKNESS DOESN'T MEAN WE'LL WAIT FOR YOU!"

Well? Okay for a first Manlen fic? Yes? No? Well, rate and review! This fic turned out better than I expected! Now that I think about it, my description of Manny is totally accurate. Manny's set of four arms makes him twice as huggable! Helen is one lucky gal! ^_^