Title: Breaking Point

By: Shadows59

Summary: Sequel to Little Moments. Ben and Gwen explore their new relationship and struggle to overcome the trauma of Vilgax's final attack while enemies old and new hunt for them.

Category: Ben/Gwen.

Rating: PG-13

Spoilers: Up to Secrets of the Omnitrix.

Disclaimer: Ben 10 is owned by Man of Action and Cartoon Network.

Notes: There is no Ken Tennyson. Gwen is an only child just like she is in every single episode except one. And I don't know why he is in that one.

Notes 2: I'm doing a revision on the story. So far I've added stuff to the first three chapters and cleaned up the fourth a bit.

Chapter 1: New Normals

August, 2000

The park was crowded even for a Saturday afternoon as everyone celebrated the last weekend of summer vacation. Kids were running around everywhere, laughing and screaming while the parents sat on the grass having picnics or walked around.

Not a single person paid any real attention to Ben as he slipped by, and he didn't think of them as anything more than a moving distraction. He'd learned a long time ago how to move through a crowd without being noticed when there was heroing going on. He might be retired, watch off and everything, but that didn't mean that all of his mad skills went away.

Which was good, because he'd need all of them to catch the girl he was following. He'd spotted her five minutes ago as she skulked around the tennis courts and had chased her ever since. He saw her tense up like she always did right before she checked out what was happening behind her, and he turned and pretended to join the Frisbee game that was going on next to him. When he turned back around a moment later she was moving again.

He followed as fast as he could. He could have run after her, no one in the park would notice one more kid running, but she would hear him and that would be bad.

Mega bad. He knew just how dangerous the girl was.

So he hurried, but he didn't run. He had closed half of the distance between them when she stopped to get a drink of water from the water fountain. She pushed her hair back as if she didn't want to get it wet, but he knew she was checking the area around her.

She was good.

He didn't turn, he didn't have to. He just stepped into the mob around the ice cream vendor. There were so many people pressed together that she wouldn't be able to recognize him even if she looked right at him. After she took the world's longest drink, she started walking again towards the grove of trees and he smiled just a little. He'd almost caught her there a few minutes ago. He would have if she hadn't decided to join a group of joggers who were circling the park.

Now he had a second chance.

She slowed down just a little as she looked over the grove, including the bush he'd hidden in before. So he ignored the trees and walked through the grass instead. There were a group of people flying kites and he hoped if she glanced up she'd think he was heading that way. She didn't, and finally they were only twenty feet apart. He eyed her and knew that if he ran now he could...

Get his butt handed to him because she had freaky good hearing. He looked at the trees that she was poking at and didn't even try to fight his grin. He bent down and made it look like he was tying his shoe even as he scooped up a rock that was about the size of his thumb. She shook her head and he knew she was just about to turn back to the trail when he threw the pebble over her head and into the bushes. The pebble barely made a sound when it hit the leaves, but she jumped back and settled on to the balls of her feet in a fighting stance.

She was good.

Today, he was better.

In the few seconds she spent looking, he hurried across the last few feet of grass that separated them. She heard him at the last second and tried to spin around with her fists up, but she was too slow. His fingers were already running down her sides.

"Stop it, you Doofus!" Gwen said with a squeal as she tried to hop away from him.

"Say I win!" Ben demanded as he followed after her and kept his fingers moving. He almost remembered their tickle fights from back when they were babies, but he'd forgotten just how much fun they were. He didn't know how he could have, not as he watched her face turn red as she batted at his hands, but he'd been making up for lost time over the last few weeks.

"Not on your-" she tried to say when his fingers slid up to just under her arms. He knew a couple of seconds there and she'd be rolling on the ground, and so did she. "You win!" Gwen said before he could even wiggle his fingers. He thought about doing it anyway, but he let his hands drop. She tried so hard to look mad when she spun around the face him, but no matter how much she fought to hide her grin she couldn't. Not from him anyway. It faded just a little when she glanced around and saw a few people staring at them. She let out a hiss of breath as she grabbed his hand and pulled him over to the grove of trees. Their blanket was still waiting there for them there and they stopped just on the edge of it. The moment they were out of sight she turned around and put her hands on her hips as she made a show of rolling her eyes. "I suppose you want your reward?"

"Unless you want to go all Dweeb and back out."

"Maybe I do. What are you going to do about it?"

"I'll make you carry your stuff home." It was a lame threat. The only thing that they brought to the park was a blanket to sit on, a bottle of sunscreen because she insisted and some money to buy food if they got hungry. It wasn't anything she couldn't carry a couple of blocks.

"Well, can't have that." And then she leaned in and put her arms around his shoulders. She always acted so confident, but he could see the split second of doubt in her eyes as if she thought he'd shove her away. And he could feel his heart pound harder in his chest at her touch as his hands went to her waist. He felt them shake just a little. They'd never done that in any of his fights, but somehow touching her was...

His face still heated up when they kissed, even though they had done it easily a few dozen times by now. The voice in the back of his head that was still ten said gross when their lips touched. That voice was only a whisper these days. The part that grumbled about having to stand on his tiptoes just a little to reach her was a lot louder. It was completely unfair that she was still taller than him.

The rest of him just enjoyed it. Enjoyed her.

And so did she, or at least he assumed she did from her smile when they pulled apart.

"Do," he started to say when his voice cracked. He felt his cheeks burn at the horrible high-pitched noise. It was bad enough when it happened at home and he was sure he'd never live it down if it happened at school, but in front of his Dweeb? He closed his eyes and waited for the jokes to start, the put downs. He could think of a dozen, and he knew she knew more.

"So cute," she whispered instead as she kissed him on the cheek.

That word was worse than any joke. If anyone ever heard her say he was cute... The whole Hero to Heroes thing would be done, he knew that, and every bit of street cred he had would be gone. Cute. She thought he was cute. He shivered. "Do you want to play tag again?" Their version of it anyway. The kind that only karate masters and ex-superheros could play.

She shook her head and sniffed. "No. I'll let you pretend that you won today."

"Because I did win," he said as he moved his hands up from her hips to her ribs in a threat.

"Fine, because you won. For today, anyway," she said with a roll of her eyes. He grinned and let his hands slip back down. She took him by the right hand his hand and pulled him down to their blanket. It was up against the trunk of a big oak tree. They sat down with their backs against it and the bark only scratched a little. She let go of his hand and hugged her knees while his arm went around her shoulder. "School's starting next week."

"I know. Nine hours of nap time here I come."

He waited for her to hit him, or at least lecture him about how important school was. As if. Instead she stared down at her lap and said in a very small voice, "I don't want to go."

Ben's heart started pounding. She'd never said that anything like that before. He was sure that there was way too much nerd in her to ever even think those words. He felt his heart pound as he stared at her and he wondered if her hair looked a little longer than it should. At least he didn't see any freckles this time. He still didn't know why those aliens thought she'd have freckles all the sudden when they- "What... what was the name you wanted to give to Furface?"

She sat up and gave him a confused look. "Fleabag."

"And what was the first thing I did when I got the watch?"

"You set a forest on fire. Why?" she asked. Then her eyes lit up with understanding. Understanding followed by annoyance as she swatted his leg. "I'm not a robot, Doofus. I just don't want to go to school."

"Please. You love school so much that you'd marry it if you could."

"It would be a better boyfriend anyway," she said as she swatted him again. Then she leaned over and put her head on his shoulder. "A few hours on Fridays won't be enough."


"At least during the summer I got to see you every few days. Once school starts I'll only be able to see you for a few hours on Fridays and I can't believe I'm saying this, but I need more."

Ben had spent the last month trying very hard not to think about that. Now that he had to, he hugged her a little closer. "We can still talk."

"More than we do now? How?" Gwen said. It was true. It took them two months to start talking again after Vilgax's attack. Two months that he'd wasted thinking that she hated him for getting her hurt; two months she'd wasted thinking he hated her for letting him down. They'd been trying to make up for it ever since. If he hadn't made some adjustments to their phones while he was still a hero, they could have worked until they were a hundred and never make enough money to pay the cell bills.

"We'll figure something out." Ben lifted his left arm and looked at his wrist. There was still a patch of pale skin there, like a ghost of the Omnitrix. If he still had it on...

She saw where he was looking and covered the spot with her hand. He shivered just a little. He still wasn't used to anything touching him where the alien device had been for so long. "No."


"No. Not just - It isn't worth it."

"Is too."

Her hand went from his wrist to his fingers and she squeezed down. "You don't have to put it on again just because I've gone crazy enough to miss you."

"I'm not going to do it for you. Ego, much?"

She shook her head, and her long red hair tickled at his nose. "You know that if you ever put it on again, normal is gone."

It annoyed him, just a bit, when she said things like that. "Normal isn't that great." His life didn't get good until normal went away. Normal was just school and parents and... Normal meant that they'd still be fighting, probably. That he'd still think that she was just a know-it-all girl and that he was just a jerk.

"Do you miss the watch that much?"

He sat and blinked a few times. "I still reach for it sometimes." And he was still surprised when he felt bare skin instead of the alien device.

"But do you miss it?"

"Some of it. I still dream about my adoring public," he said with a smirk and she shook her head. "But..." Most of the time he just dreamed about he cameras and the cheers and helping people. Then the cheers turned to screams as Vilgax appeared. "Not the fighting," he said in a low whisper. He blinked to try to force the alien monster out of his head.

And he saw the Rust Bucket go up in flames as Vilgax made him watch. Made him watch Gwen and Grandpa...

He saw the monster being torn apart by diamonds that glowed in the fire and he tried to breathe, but - She was gone, and he knew it was all his fault.

"Ben? Ben, I'm right here!" He heard the words, but they didn't seem real. He'd heard them so many times in his nightmares and when he opened his eyes he was all alone. He closed his eyes tighter just in case they were a lie again. At least then he'd still have-

Then he felt her fingers slip between his. They were a little rough. They always were after all the karate, no matter how much moisturizer she used. She said it was worth it if that was the price for breaking boards. He liked it because it gave him so many things to mock her for, or at least it used to. Now it was the one thing about her that his dreams never got right. "Ben, I'm right here. It's okay. You can feel my hands, right? Just focus on my hands. I'm not going to let you go again. I swear I won't."

He forced himself to open his eyes and finally sucked in some air when he saw her. He never even felt her move, but now she was kneeling in front of him with her face just inches away from his. Her eyes glistened with tears as she squeezed down so hard that his hands ached. Her voice broke with a whispered, "I won't."

"I know," he said even though he didn't remember her letting go to begin with. Neither said another word for a long time and when they finally pulled apart their hands immediately found each other again. She wiped her eyes with her free hand while he brushed pollen away from his. He didn't look at her again, not right away. Instead his eyes went to the trees around them and he laughed just a little even as he shivered. "This spot is cursed. I should have figured it out after you taught me MATH here."

"That must have been a REAL nightmare," Gwen said as she shook her head and rubbed at her eyes again. "You LEARNING things. The horror."

"You have no idea," Ben said as he glanced down at their joined hands. It was two years ago, but he remembered the whole night. Her freaking out over a little bruise, and the hour she spent with him as she tried to make math make sense. He kept waiting for her to give up like his math teacher did. She didn't. She looked ready to strangle him a few times and he would have taken off if it wasn't for the whole unfair cheating charge hanging over his head, but they kept going. When it finally started to sink in Gwen's whole face lit up with pride and she squeezed his hand. She'd only held on for a second, but... "It should be. It so should be..." He shook his head as he remembered her smile. "Fractions. You teaching me FRACTIONS is a good memory. If I didn't know you were a witch already..."

"That's not magic," Gwen said as she turned and he saw that grin again. "I'm just a miracle worker."

"If you were a miracle worker, I would've gotten a 100 on that test," Ben said and he smirked at the mock glare she gave him. They both faded just a bit as he admitted, "I don't miss the fighting, but there were cool things. Like the flying. And being able to bug you when I wanted." He paused and looked away. "And I liked feeling like there was something that made me special."

He knew that she wouldn't understand that. How could she? He was always the normal one. The one that no one really expected anything from, while she was the star of the family. He heard about how great she was until he couldn't take it anymore, until he couldn't stand to look at her. He didn't even want to be in the same room with her, but even back then there was always a part of him that wished he could do something to impress her.

And he did when he had the watch. Then she was the one who had to pay attention to him. If he hadn't found the watch, would she have ever... ?

"Yeah, the watch is the only reason thing that makes you-" She saw something on his face that made her blink. She sounded hurt when she said, "You think it was the watch, don't you? That it's the only reason that we're..."

He looked away. "No."

"You are such a Doofus," Gwen muttered. "It wasn't the watch that made me... It wasn't the watch that made you brave enough to risk your life for strangers. It wasn't the watch that made you be there for me when I needed you, or that made you stay no matter how often I acted like I didn't. It wasn't the watch that made you my hero. That made me lo-" she blushed and looked away. "That made me like-like you."

Ben couldn't help blushing, too.

"Was it the magic that made you...?"


"Then what was it? Was it just because I'm pretty?"

"You are?"

She smirked a little because she knew better. He had told her so months ago, back when this was still a kind of game between them. Back before they decided it wasn't. "Is it my personality?"

"What personality?" He asked. He was only teasing, but this time she winced and he knew he went too far. If he stayed quiet, this would blow over. She knew it was a joke, she had to know. If he stayed quiet he wouldn't have to talk about feelings any more. The ten-year-old in him was getting over the whole kissing-being-gross, but feelings would always be sick. But he remembered the nightmare moments when he thought he lost her, and all the stuff he wished he had told her. If it ever happened again he couldn't regret that twice. He had to look down as he said the words, because if he looked at her he would never be able to say them.

So he took a deep breath and let it all spill out in a rush. "You are the only one who ever looked at me and saw someone worth anything. No matter how obnoxious you might have gotten about it, you were the only one who never gave up, who never let me give up. You make me want to be better, and that's so annoying. You make me want to do it. Not just because I wanted you to be proud of me, but because I want to be what you saw. I know you will always have my back, even when I turn into the biggest jerk on the planet."

"You aren't going to turn into Ben 10,000," Gwen said. "I won't let you."

Ben shrugged at that. He wanted to believe her, but...but he kept hearing his older self say, 'The last time I saw Vilgax, I tore him to pieces,' and he did just that three months ago.

Gwen went on, she must not have noticed his attention wander. "-it wasn't just me. Grandpa was there, too."

"Grandpa pushed a little, to keep me safe. You... you followed me into fights when all you had was some martial arts just to watch my back, and you think I'm a hero? You can get so annoying, but you are never boring. I can talk to you and..." He stopped. "And I think I'm hooked on your lip gloss. That might be some kind of spell, though."

Gwen blinked fast. "What was that? I wasn't paying attention."

Ben shook his head. "Too bad. I'm never saying it again."

"Never?" She asked, and she kissed him. They'd kissed quite a bit by now. Most of them were playful, like it was still a game. Their first was so quick that he only realized what he'd done when it was over. Their second had been just a need to know that she was alive and had felt so desperate that he didn't like to think about it. It just too much...

This one, though. This one made him wonder if this was what kisses were supposed to feel like. It was the first one that didn't feel like a game. It wasn't the first one he didn't want to end, but it was the first time he ever felt disappointed when it did.

"I've always been proud of you, Ben. And I'm proud to be with you, which is why..." Gwen reached up and brushed her hand over his cheek and then her face crumpled and she hid it in his chest. "I hate this. I hate feeling like this is something we have to hide."

Ben shrugged. It bugged him a little, but they had to hide so much of their lives over the years that it felt normal. "It's no different from the heroing."

"It's completely different. I want people to know that my Doofus of a cousin has used some kind of evil mind ray to make me like-like him."

"I didn't need a mind ray for that," Ben scoffed. "I'm just so awesome that you didn't have a chance."

Gwen let out a laugh and pushed away from him. "You aren't that awesome."

"I am even more awesome than that."

"So not."

"Are too."

"Prove it."

"When has Gwen Tennyson ever settled for anything but the best?"

Gwen opened her mouth to argue, but he knew he'd won. She rolled her eyes and he just smirked back. A win was a win and she knew it. Finally she shifted over and laid down. She used his leg as a pillow as she looked out over the park. "I just want to tell my parents. For the last month, I've just wanted to tell them."

"We could." Ben said, but he winced when he thought of the fight that would follow. His mom was iffy. It depended on her mood, she might be thrilled or she might lose it. And his Dad, his dad kept watching the two of them when Gwen came over now. Like he knew something.

If he did, though, he never said anything.

Gwen shook her head and sounded so sad that he kissed the top of her head when she said, "My mom would freak. So would my Dad. We could probably tell them we were superheroes right after that and they wouldn't even care about us risking our lives. They have my whole life planned out for me. They never even asked... You're the only person who ever asked what I wanted."

"I did?" Ben teased even as he looked up to the sky. He couldn't see any stars now, but he knew that they were out there. That one day the two of them would go and see them. "Doesn't sound like me. What was it? I forgot."

"No, you didn't," she said. "I just wish I could tell someone. I just want one person to know, to be happy for us. Because I am."

"Grandpa knows." Ben said, but Gwen shrugged.

"He doesn't count. He's Grandpa."

She didn't say anything else, but he had a bad feeling. He knew her. She wouldn't have brought this up unless she had someone in mind. "Who?"

"I wanna tell Michelle. She kind of figured it out already, but I want to tell her."

Ben groaned at the mention of the black-haired girl. "Not her. She's always giving me the evil eye."

"She is not. Trust me on that. Please? She's my friend."

Ben closed his eyes, but in the end he said, "Fine."

It only took the girl twenty minutes to get there after Gwen called. Ben and Gwen passed the time talking about school, which classes Ben planned to sleep through and which Gwen was looking forward to, but it was just nervous blabber and they both knew it. When Michelle got there, Gwen jumped to her feet and ran over to hug her.

Michelle hugged her back, but something was wrong. Ben had only seen the girl a few times over the last few months. Usually she was all attitude. She talked back to Gwen, and no one but him did that. Today... today she just looked small. As if she was trying to shrink into herself. The whole time she hugged Gwen, she had her eyes on Ben. Something about the look made Ben nervous. Not Vilgax level nervous, more like Charmcaster nervous.

"Michelle," Gwen began as took her friend by the hand and pulled her over to stand in front of Ben. Gwen was grinning ear to ear. Michelle wasn't. "You've met Ben, but I wanted to tell you. He's my... boyfriend now." The word caught in her throat for just a second. They had never used the words before now, but she beamed when she finished.

Ben grinned back at her as he let himself think of her as his girlfriend. It was a nice word, but he still preferred to think of her as his Dweeb. That word just covered everything about her. He stood up and gave Michelle a nervous, "Hi."

Michelle crossed her arms and looked at Ben. She smiled for a split second, but the look washed away as she wrapped her arms around her stomach. She looked like she wanted to scream, or was going to be sick. Ben took a step back, just in case.

"I kind of figured this happened when my Crazy came back last month," Michelle said. Her tone was just as mixed up as her expression. "When you actually remembered how to smile."

Gwen blinked and seemed hurt. "I thought... I thought that you would be happy. You helped me pick out the make up. It was a disaster, but that wasn't..."

Michelle nodded. "I was. I did." She stopped then and glanced between Ben and Gwen. Then her shoulders slumped and her voice broke. "I'm glad he's here for smooch time now, but where was he the first two months you were back?"

Ben flinched and backed up. He was at home, too terrified to talk to Gwen because every time he saw her, all he could think of was how badly she'd gotten hurt because of him. "I..."

"NO!" Michelle shouted as she marched up to Ben. "No! I've never seen her like that. She was hurt, she was hurt so bad and you never called. You act like her boyfriend now, but where were you then?" Her face broke and tears ran from her eyes as she looked at Gwen. "I'm sorry, Crazy. I know you like him, and that he was hurt in the wreck, too, but he didn't even try to talk to you. He's supposedly your boyfriend, your family, and he didn't care."

Ben wanted to say something. He knew he screwed up. He did. He'd tried to make up for it ever since, but...

"She's right," Gwen said as she nodded to herself. She looked at Ben and wiped her eyes. "She's right, Ben."


Gwen walked up to him and hugged him so hard it hurt. "I"m so sorry. She's right, I should have called. I knew that you were hurt. It didn't matter how mad I thought you were, I should have called."

"I tried," Ben said into her shoulder. He spent so many nights staring at his phone. "I swear I did."

"I know, Doofus," Gwen said. "I did, too. Next time, no matter what?"

"No matter what, Dweeb."

Gwen pulled away from the hug and Ben looked away. "And as for you," Gwen said as she turned on her friend.

"I was just..." Michelle blinked and held up her hands. The anger was gone, and all that was left was the stomach turning fear that had hidden under it. She'd expected their friendship to end over this, Ben knew that just by looking at her. She expected it the whole walk over, but she said it anyway because she thought she had to protect her friend. "I... Crazy, I'm sorry. I was just... he should have called. I was so scared for you and he..."

"You're sorry?" Gwen asked as she marched up and poked her in the shoulder. "You better be. The next time you see me doing something stupid, you tell me. You're the sane one in all of this remember?"

"You're not mad?" Michelle asked, and the last bit of her control broke as Gwen hugged her.

"Very. Your sense of timing sucks," Gwen said as she held the crying girl close. "and no one yells at my Ben but me."

Michelle nodded and hiccupped when she pulled away.

"Ben, are you?" Gwen asked, and there was some doubt in her eyes, and a lot of worry in Michelle's.

Ben never liked the girl, and he realized right then that if he threw a big enough fit, he would never have to see her or her evil eye again. If he made Gwen choose right now, she would choose him and Michelle would be gone. It would be so easy. He knew it. Michelle knew it. Even Gwen knew it. Gwen would never forgive him, but she would do it.

One word.

"You were there for my Dweeb?" Ben asked, and Michelle nodded and Gwen gave him a small smile. "Thank you."

Michelle blinked and looked down at the ground. "I-I didn't do it for you."

"I know." Ben stood there and scratched at the back of his head. It seemed like he should do something more, but... Well, if Michelle was a guy this would be so much easier. He knew what he'd do if one of his friends did something for him. Or Gw-. No, not like Gwen. Like his friends. He reached up and gave her a soft punch to the arm. "Thanks anyway."

"Boys," Gwen said with a shake of her head.

Michelle sucked in a breath and she looked up at him with bloodshot eyes. "Was... When you were, was there...?"

Tom and the guys came over a few times during the two months after Phoenix. They played games and they were thrilled by the stories he made up about what he saw. Not a single one asked if he was okay. He didn't really expect them to. It wasn't how things worked. "No, but I was fine."

For some reason, that word made Michelle jump like he'd slapped her before she pulled him into a hug. Ben looked over her shoulder at Gwen, who mouthed 'later' at him. "I'm sorry, Ben." Michelle said as she pulled away with a little squeak. She took a few steps back and looked at Ben and Gwen again. This time, she managed a small smile. "Why don't you tell me a bit about your new boyfriend, Crazy? If you still want to?"

Gwen nodded before she could finish the question and the three sat down on the blanket. "You have to understand, he's been a pain in the butt since he stole my birthday."

"You stole it. I was born first."

"Was not."