AN: So this is my first BTR fic. I am a little new to the fandom and I hope you can help me out on any mistakes I make. I openly welcome criticism. I have written fics for other fandoms but those are on separate account because my Star Trek readers don't really care for this kind of thing. I intend for this to be cute and fluffy. The T rating is for future language. Please enjoy and I hope you like it. Feedback is deeply loved.

Disclaimer: Don't own and I make no money from this.

"I can't believe Gustavo let us go to this carnival instead of rehearsal." Carlos yelled excitedly as the band walked around in the prize booth area.

"Well we do have Kelly to thank for that." Kendall said thoughtfully as he looked for any big prizes worth winning. So far he saw giant blue dragons and pink kittens that, for some strange reason, held a bloody, plastic knife in their paw while smiling sweetly.

He noticed that Logan was looking at a white tent that was sitting behind a sign saying "Palm Reader, Fortune Teller." He saw an old lady walk into it and turn briefly to scowl at them before disappearing inside.

James suddenly started getting excited when he spotted the giant rollercoaster and demanded that they go ride it immediately. Kendall saw Carlos jump for joy and put his helmet on.

Logan took one look at the ride and went pale. "W-well I uh sort of wanted to look around before I killed myself so-" Logan tried walking in the opposite direction but Carlos and James grabbed his arms and dragged him towards the rides. Logan tried to yank away but it was no use and he gave a pleading look to Kendall for help.

"Hey." Kendall said, stopping James and Carlos though their grip on Logan did not relent. "I kinda wanted to check out the stuff around here so why don't you two go a long and-" Kendall glanced at Logan who looked like he had just been saved from certain death. "Logan can stay with me." Carlos and James seemed to think about it before James let go and nodded.

"But he has to join us later for the Octopus!" James said as he pointed to another ride that looked equally terrifying. Carlos's enthusiasm showed as he nodded in agreement after he let go of Logan's other arm. Logan ran and hid behind Kendall who smiled warmly and said "deal!"

Logan looked even more terrified than before as they watched Carlos and James run off. Kendall turned to Logan and smiled as if to say "what's the problem?"

"DUDE!" Logan whined. "I don't like those kinds of rides!"

Kendall laughed and shook his head the way he usually does when he's underestimated. Of course he always has a plan. "Logie, Logie, Logie." Kendall chanted as he pinched Logan's cheeks. "They can't make you ride anything if you eat a lot of food! You'll get sick!" Logan grimaced as his cheeks were pinched but sighed and agreed.

"But the food here is so high in calories and I don't even know if half of it is safe to eat!" Logan pleaded as he watched various people passing by with greasy pizza and corndogs. Kendall glanced around above the crowd in hopes of finding something Logan would like. "I bet they have some Thai food or maybe we'll find a slushy stand. We'll find something!" Kendall said as he urged Logan forward to start walking. Logan sighed and mumbled "ok".

While they walked around more prize booths, Kendall glanced at Logan to see if he was eyeing anything. Should he declare he found something 'cool' or even 'cute', Kendall was determined to win it for him in a heartbeat. Though, the thought of simply winning Logan a prize to get his affection was a crazy idea to him. It would take more than that and Kendall was starting to think it might never happen.

In truth, Kendall cared very deeply for Logan. More than he was sure Logan would be comfortable knowing. Of course, Kendall felt like he would be holding onto these feelings for a long time without ever telling Logan. Logan liked girls and went to insane measures to please them. Kendall liked girls too but he loved Logan and as much as that meant to him, he didn't want to risk losing his friend. Still, that didn't stop Kendall from making sure he was safe and happy, even if Logan would never know the deeper meaning behind his actions.

"Hey!" Logan pointed to a big stuffed alligator. "He looks cool."

Kendall looked toward the booth the alligator was in and saw that it was a baseball throwing game. The two boys approached it and Kendall put down four dollars before being handed three balls. He was instructed to knock down three bowling pins that were sitting lined up on a shelf and they hand to fall off completely.

Kendall glanced at Logan and gripped the first ball, a fire of determination burning in his chest. He raised his arm and threw the ball with precision and felt his heart warm at Logan's cheering when he knocked a pin down. The second ball was also a solid hit and he looked to the third and final pin as if it was his worst enemy. He threw the ball and knew it was going to hit but the pin only wobbled over. The man running the game booth frowned and said "better luck next time" before handing Kendall one of the scary pink kittens.

Logan clapped him on the shoulder and pulled him away. Kendall looked down at the kitten and wanted to punch its smiling face for his total failure.

"It's cool. You tried. I appreciate it." Logan said smiling. Kendall suddenly felt immensely better and handed Logan the kitten.

"Maybe you could win yourself a cute girl with that." Kendall mumbled as he stared at the ground. As they kept walking, Logan turned the kitten over in his hands and frowned.

"Maybe not a cute girl, but a psychopathic one, I'm sure." Logan said with a skeptical look at the scary object the kitten held. Kendall smiled and felt his stomach growl.

"I'm hungry." He said as he pulled Logan to the food court in search of something decent to eat. Logan spotted a fruit stand that had the shortest line in the whole place.

"Kendall, I'm going to go get a fruit cup." Logan said as he took off to the fruit stand. Kendall watched as Logan stood in line until he decided he was being too overprotective and went for a hot dog and an elephant ear.

Once both boys had their food, they found an empty bench and sat down to eat. Logan had a large, clear plastic cup full of sliced strawberries, watermelon and cantaloupe. He ate the fresh fruit happily but then looked sick when he was the greasy hot dog Kendall was having.

"What? I need my protein." Kendall justified before taking a bite. Logan focused on his own food until it was gone. He threw the plastic cup and fork in the trash and turned to see Kendall offering him half of the elephant ear.

"I know it's high in calories and sugar but it's good and I will be offended if you don't have some!" Kendall said as he gave Logan the piece of sugary bread. "Plus, the more food you eat, the less likely Carlos and James are going to make you ride anything scary." Logan took that as reason enough before he started scarfing down the elephant ear. Kendall looked slightly frightened before suddenly his piece was taken and eaten as well.

"More?" Logan mumbled as he finished swallowing. Kendall smiled and shook his head.

"Alright, let's get in line." Just then, Carlos and James spotted them and started running towards them. Logan quickly hid behind Kendall who wasn't paying attention until suddenly James was playfully tackling him.

"HEY! Grab Logan, it's time for you guys to get on some awesome rides!" James said as he gave Logan a look that said "you aint getting away this time!" Logan panicked, threw the pink kitten at James and ran away. Kendall pushed James off, picked up the kitten and chased after Logan. It was getting dark and it would be easy for Logan to get lost in the carnival with the floods of people still coming in.

Logan ran as fast as he could without knowing where he would go. All he knew is that he had to hide from his crazy friends. He faintly hears Kendall yelling for him to stop but he knows that James and Carlos must be following Kendall and runs faster. He glances back to see if anyone is behind him but ends up crashing into someone. He falls to the ground and looks to see who he knocked down.

"OH MY GOSH!" He quickly gets up to help the elder woman he's knocked over. She grumbles and slaps his hand away and stands on her own. She was short and chubby with a scary black mole over her left eye. She growls are Logan who notices that she must be the fortune teller they had seen earlier.

"Look, I'm so sorry and it won't happen again!" Logan pleads as she gives him an angrier look while raising her left hand to point a crooked finger at him.

"You did not learn manners as a child. Perhaps it would do you some good to try again." Logan looked confused at her statement before Kendall caught up to him and pulled him away.

"I saw what happened and I am so sorry." Kendal apologized to the woman before guiding Logan away.

"That was weird." Logan said as he and Kendall walked toward the carnival exits. He had forgotten completely about James and Carlos and simply allowed himself to be guided away.

"Well you scared me. I was worried you would crash into some motorcycle stud and he would beat the crap out of you." Kendall admitted that his imagination sometimes got the better of him. His mind would cook up the scariest scenario and then convince him that this could very well become reality.

Logan replied with an unintelligible "huh?" as they made their way to the parking lot.

"I called mom and she said she would come pick us up." Kendall said in an attempt to change the subject.

"What about Carlos and James?" Logan asked when Kendall sat him down on a bench to wait for their ride.

"They decided to go on one more ride. They'll meet us out here."

"They gave up that easy?" Logan asked in amazement.

"With some persuasion." Kendall said though didn't go into detail on how he promised Carlos he would never see his helmet again or how James looked frightened for his life at the thought of Kendall cutting his hair while he slept.

Later, when they were back in their apartment, Carlos was sitting on the couch, hugging his helmet for dear life while James nervously combed his hair.

"Guys, no harm done. I won't do it." Kendall said with a sigh. He walked away and headed to his room. "I'm going to bed." Logan got up from the couch to follow him.

"Hey, can I talk to you?" Logan said while rubbing his neck. Kendall thought he looked nervous for a moment and internally fought to tell himself that it wasn't going to be love confessions from Logan.

"Sure." Kendall said as he and Logan walked into Kendall's room. "So what's up?" He asked as he sat down on his bed. Logan took a seat next to him and fidgeted, something Kendall thought made him look adorable.

"That lady said something to me before you saved me." Logan mumbled.

"Was she threatening you?" Kendall asked as he wondered how an old lady would intimidate a teenager.

"She told me I didn't learn manners as a kid and that I should 'try again.'" Logan quoted. "Do you think she was like…cursing me or something?"

Kendall laughed and patted Logan on the back. "She's just crazy. She didn't mean anything by it. Just a bunch of hocus pocus!"

Logan smiled and his shoulders slackened as if some unknown weight had been lifted.

"Thanks Kendall. I was worried for a bit. I'm glad I have you to make me feel better. I mean, Carlos and James are cool but…you know. They're not too good with advice and such." Kendall nodded and watched Logan leave the room. Once the door shut, Kendall fell back on his bed and let out a tired sigh.

The next morning Kendall groggily rose from his bed and went to the kitchen. Mrs. Knight was serving pancakes to Carlos, Katie and James. Kendall looked confused when he didn't see Logan.

"Is Logan in the bathroom?" Kendall asked as he looked around.

"I think he's still asleep. I haven't seen him." Katie said as she poured syrup on her pancakes. Carlos and James shrugged, a sign that they hadn't see Logan either. Kendall frowned and went to find Logan. He knocked on his door but no one answered.

"Logan?" He said as he opened the door. He looked at the bed but found it empty. As he walked towards the bed he heard someone whimper. "Logan?" He asked again, now a bit panicked. He didn't want Logan to be hurting. Kendall looked around for where the sound came from before looking under the bed. There he found a little boy; he looked around three or four years old.

"Who are you?" Kendall asked. He was still worried about Logan but this kid might be lost. Never mind how he got here.

"M-my name is Logan."

Kendall froze as his blood ran cold. He swallowed thickly before looking around the room in case Logan would jump out and laugh because this was all a joke. A terribly horrible-

"Kendall?" The little boy asked as he crawled out from under the bed.

"You know who I am?" Kendall asked in both confusion and fear. There was no way this was happening. With the boy out from under the bed, Kendall could see he had the same dark eyes and dark hair as Logan. The boy hugged him and gave him the same lopsided grin Logan would.

"You're my friend."

Kendall picked up the boy and held him an arm's length away to further examine him. Then he came to a horrible conclusion. One he feared most.

"Oh crap."

Thanks for reading!