One day, I just had this idea pop into my head, and it wouldn't go away. Those who have read my other story 'Ben DxD' will know where this came from. For everyone else, this story asks one question.

What if Ben Tennyson had been born a girl?

Our story begins on the summery streets of New York. The streets were abuzz with car horns and cell phones as a young kid wandered down them alone. He had short dark-brown hair, and wore baggy khaki pants, with a white shirt with a black stripe on it. But most curious was a thick black watch with a green faceplate on it. If anyone was to look at it, they would be surprised to see that it didn't tell the time. In fact, it didn't say anything. The boy was muttering and glowering as he went, angry about something.

Almost no one realised that this 'boy' was actually a girl.

"It's not fair." Bri Tennyson muttered. "I've been nearly breaking my back helping people without any real thanks. But as soon as I want to do something to reward myself, I get banned from Sumo Slammers for two whole weeks. This just stinks." Now, many people are likely wondering why this young girl didn't dress accordingly. That's because Bri liked being thought of as a boy. Boys get to do cool things like sports, and fights, and video games, and eating contest and burping contests, and other things like that. Girls are expected to wear stupid pink dresses, and play with 'dollies' and dance ballet. It was after a toy clerk wouldn't let her get Sumo Slammers 3 that she decided to look like a boy.

"Bri!" Her cousin yelled. "Get back here, you dweeb." Cousin Gwen was a complete girly-girl. Always on about good grades and books and other boring things. And her school let her do martial arts. Bri's school never let her do any kind of fighting. Bri completely ignored her as she entered a nearby arcade. She managed to lose Gwen in amongst the other kids, before trying a go on a baseball arcade. But the game ended before she even could swing. When she complained to a store clerk, he brushed her off and went his way.

"This place is a rip-off." Bri groaned.

"I know. And the games stink too." Bri turned to find a dark-haired boy leaning against one of the machines. He was wearing some torn-up stuff, and had a padlock for a necklace. Cool.

"Yeah, but not as bad as his breath. What does he do, gargle sewer water every morning?" The kid laughed at that before walking over to her.

"You're pretty funny, kid. Let me do you a favour." He placed his hand against the game, and blue sparks arced from his hand. The machine spat out a butt-load of tokens.

"Whoa." Bri said, impressed. "How'd you do that?"

"It's a special talent." She started scooping up some tokens by the handful. Unfortunately, that was when Gwen found her.

"You can't take those. They're not yours."

"They are now." Bri retorted. "Thanks pal. I'm Bri."

"Name's Kevin." He replied. "Bri's a pretty girly name though."

"Yeah. I wanted to be called something cooler, like Sam, or Alex. Something you'd expect a normal dude to have. So, you wanna play some air hockey?"

"Nah. I'll catch you later. Got things to do." And he walked off.

"That guy is trouble." Trust Gwen to find the coolest boy yet and think he's a crook.

"He seemed fine to me." They were interrupted as two taller, older boys pushed roughly past them. They saw two more boys corner Kevin at the other end of the arcade.

"Long time no see." One of them said, dressed like a skinhead.

"Where you going, freak?" A blue Mohawk kid asked. "Home to recharge your batteries?" Bri just couldn't stand by and let the coolest kid ever get beaten up.

"Need some help?" She asked. The four bullies took one look at her and started laughing.

"He's gonna need a lot more than you, shrimp." Skinhead said, giving her a solid push. "Now beat it."

They were going to get it now. No one pushes her around like that. Ignoring Gwen advising him against having fun – again – She used the Omnitrix on her wrist to change form. With a green flash, she turned into her fastest alien, XLR8. She looked like an awesome raptor alien wearing a full-bodysuit. The downside was that she had a slight bust like an adult woman, but you can't have everything.

"You can't take us all on alone." She heard one of them say. That was definitely her cue.

"But I can." If she expected them to be impressed, she was badly mistaken. They started laughing and asking if she was early for Halloween. Without another word, she rushed the leader and used her speed to create a small tornado. The punk screamed like a girl as he went high in the air, before falling and getting batted by her tail. As the others looked on in fear, she used her speed to grab the other two and dumbed them on top of the leader. That left only a green-haired loser to go. She waited for him to start backing up, before appearing right behind him.

"Trick, or treat." She said, her visor open to show she wasn't human. The last punk screamed loudly and ran off, with the rest of them not far behind. She gave Kevin a little wave, before rushing out of site before the Omnitrix timed out.

Things were looking good.

(0oo0)

"I can't believe you went alien." Gwen scolded her once she found her. "What were you thinking?"

"Uh, how about 'he helped me, so I helped him'?"

Gwen glared a bit longer before having a knowing grin on her face. "You 'like' him, don't you?"

Bri instantly knew what she was talking about. "No I don't. He's just cool."

But Gwen ignored her. "Bri's got a crush, Bri's got a crush." She sang. "Bri and Kevin, sitting in a tree. K-I-S-S-I-N-G."

"Man, did you see that speed dude?" Kevin interrupted them. Clearly he didn't hear their little squabble. "Those punks were running like scared little girls."

"His name's XLR8." Bri told him. "In fact, we're pretty tight."

"Cool. Hey, do you want a tour of New York?"

"If you keep Grandpa waiting any longer, he's going to blow a gasket." Gwen killed their fun again. As always. "We gotta go. Now, Bri."

"You mean, you gotta go." And with that, she and Kevin walked off.

Today was finally looking up.

(0oo0)

Their friendship was over. While getting a copy of Sumo Slammers early, Bri had to tell Kevin about the Omnitrix. He thought it was the coolest thing ever. They made a partnership, and headed on down to the subway for Kevin's latest plan. It turned out that he planned on crashing a money train into a passenger train, and didn't care that people would get hurt. It was then that Bri finally realised why Grandpa Max had been so upset with her. She fought him to stop the crash, but Kevin managed to absorb some of the Omnitrix's power. She managed to stop the crash from happening, and was now chasing after Kevin to stop him. Luckily, she had a pretty good idea where he would be.

"What's happening?" Kevin wondered, bewildered as his power and Heatblast appearance faded away.

"Your power is gone." Bri answered, now as Four-arms. She liked how this form was all about smashing things, while her chest didn't stick out like the other forms.

"Bri." Kevin hissed. "Well I guess you're just going to have to give me some more."

"Forget. I'm not getting close to you."

"You don't have a choice." He pointed a glowing hand at the punks from before, now trapped under a heavy pipe. "I've still got enough juice left to fry these losers. Since your all about, 'saving people', why don't you stop me?" He got his wish, as Bri rushed in to grab him. After his blast cracked the roof, he grabbed hold of Four-arms. He changed form, becoming half alien before punching Bri with a large fist. As she flew away, he grew another limb to have 6 altogether. "This is gonna be real fun." He laughed.

"Just what I was thinking." They charged at each other, trading blows with equal force. Whenever one of them got an advantage, the other would counterattack. After a pretty strong punch, Bri saw Grandpa Max and Gwen pull up in the Rustbucket. Now she didn't have to worry about the punks getting killed. As they threw each other through a wall, the Omnitrix started timing out. She pushed him away, before landing as many blows as she could, chaining blows to stop Kevin from retaliating. She punched him through a series of pillars as she changed back to normal.

"Come on, I give. I give." Kevin whined. "I'm sorry. Just lighten up."

"I just did. By about 300 pounds."

"I guess I just got too wild with power." Kevin looked sad. "I don't got anyone like you to help me."

"We can still be partners. We'd just be kicking but for good, instead of ourselves. You can hang out with us."

"What's in it for me?"

"For starters, people will like you." She held out her hand to him, feeling great as he shook it. But he smirked and pulled her up off the ground, while using one hand to try and tug of the Omnitrix. As Grandpa Max and Gwen tried to stop him, he slapped them away with another hand.

"Oh man." He laughed. "You are so dim. Did your mommy drop you head when you were a baby? Now give me that stupid watch!"

"You're the one who's dim. I told you, it doesn't come off." Bri tried several times when she first found it, and an alien bounty hunter named Tetrax confirmed it. Suddenly, the watch started glowing and a green ball expanded from it. As everyone watched, it blasted Kevin away from her, smashing him through several more pillars. The damage got too great for the bridge. Everything started collapsing in a huge heap. Once it all settled, they saw Kevin at the other end, back to normal. He screamed when he saw he didn't have the power, and ran off screaming.

And that might've been the last time they'd ever see each other again.

(0oo0)

Over the rest of the holidays Kevin just kept coming back. It turned out that after that repulsing wave, Kevin had absorbed enough energy to change into all of the original 10 aliens, while having trouble changing back to normal. Naturally, he blamed Bri. After a particularly harrowing fight, he tried to tap into more power. Doing so turned him into a mutated mishmash of the alien forms, and couldn't change back at all. Naturally again, he blamed Bri. The last time they ever fought was inside the Null Void, a dimension that acts like a prison.

5 years passed by.

(0oo0)

We now pick up our story in Bellwood, Bri's home town. A soccer game is being played in a school field, with nearly a hundred people watching. One side, dressed in red, was comprised of boys. Nearly all tall and lanky. The opposing side was a team of girls, dressed in white. The best player for the boys, Cash Murray, managed to dribble the ball past all the girls in his way. He was nearly in reach of the goalpost. But he got blocked off. His best friend, J.T, waved just past them. Cash saw that they were behind by 1 point, and made his decision. J.T got moving as his feet found the ball. And all that stood between him and victory, was an old school rival.

Bri Tennyson.

She looked so much different now than when we saw her at 10. Now with long, slim legs and good curves, she finally looked like a girl instead of a young, slightly-built guy. She was wearing the girls' soccer uniform, made of a white, long-sleeved shirt with a black stripe like her old shirt, and very short green shorts. She complained how it showed off way too much of her legs, but she was actually pleased when guys stared.

J.T kicked the ball with all his might into the far corner. For a moment, it looked like it would score. But Bri managed to catch it at the last moment. The bell rang. And Bri's team won by a single point. Everyone that supported her team cheered, while her teammates hoisted her high overhead. She cheered as she waved the ball around.

Grandpa Max was going to be thrilled.

(0oo0)

Bri winced as Gwen slammed her opponent into the ground. Karate looked painful. But Gwen said it complemented her because her opponents were usually bigger than her. Right now though, Bri wasn't really paying attention. She was too busy wondering about before.

When she got to the Rustbucket, she found a huge mess inside. Along with some weird alien attacker. After chasing it off – and an embarrassing moment when she forgot she wasn't wearing the Omnitrix anymore – she found a message from Grandpa Max. It was so confusing, it had to be a message. He told her that he had the Omnitrix with him, and to say hello to Gwen. But she found the watch back home, where he left it ever since she got it off. What could be going on?

"Point." The Karate coach said. "Victory." As everyone started clapping, Gwen finally spotted Bri. She ran over to hug her, leaving Bri firmly aware that Gwen was bigger in the chest department. At least with her you could tell she had breasts. Bri's were swallowed by the shirts she wore.

"How you doing?" Bri asked.

"Still undefeated." Gwen replied smugly. "And you must obviously want something." Just like her to figure Bri out.

"I've got a problem, and I need some advice."

Gwen sighed. "Just let me get changed first. And my first advice, wear some tighter clothing." Bri snorted. Despite the last time, this was definitely not about making herself more noticeable.

It was dark by the time Gwen came back, to find her cousin snoring away and drooling on the seat. She sighed and shook her head. Bri had spent so long pretending to be a boy, she didn't have the first clue how to act like a real girl. When Gwen first saw her in a skirt, at age 13, she kept feeling like Bri was cross-dressing. The jeans-shirt-jacket combo suited her so much better.

Whelp, time to wake her up. Gwen gave her a small kick, watching as she started coughing on he own spit before staring at her groggily. "You said you needed help?" She asked.

"Actually, I need advice." Bri replied, showing off the Omnitrix.

(0oo0)

"You think he's trying to tell you something?" Gwen asked after Bri showed her Grandpa's message. She didn't get it any more than Bri did.

"Maybe he's telling me to put it back on." Bri replied, gazing at the watch.

"Grandpa said that it was always your choice. That no one could make it for you." Bri just kept staring at it. After the summer holidays ended, she wanted a normal life. She didn't want to spend the rest of her life fighting criminals like a vigilante. So after a lot of work, they finally got it off her and put it in her wardrobe. Where it was supposed to stay until Azmuth came for it. They were interrupted as someone entered the gym.

"The Omnitrix ain't yours." The man said in a watery voice. He was tall, and dressed in a trenchcoat and a fedora. Definitely not normal. "Give it up."

"Make me, you creep." Bri shot back, before she and Gwen started running. They made it to a door outside, but the damn thing was jammed. They turned to face their attacker. "What'll you do if I don't wanna?"

"I'll make you." The man said, before removing his face. His clothing faded in a flash of blue light, leaving an alien standing in his place. The alien was some kind of slug-thing, dressed in a white spacesuit with a glass helmet on top. Bri tried to get around him, but wisely stopped after he fired his blaster. "Don't make me use it on you."

"Who's making me do anything?"

"Not fish-face here." Gwen answered, standing on a magic platform. She used a barrier to block his blaster fire, before knocking it out of his hands. Before he could get a back-up weapon, she grabbed him with her spell, trapping him in mid-air.

"Nice." Bri said. "You've really worked on your magic." She looked up at their captive. "I want some answers, and I want them now. Or otherwise I'll, I dunno, overfeed you."

"Do I look like someone to joke to?" the alien said. "I am an intergalactic agent of the Plumbers." This surprised them. Why would a member of the Plumbers be after the Omnitrix? Or them?

"We know who they are. Our Grandpa Max was a member."

"Max Tennyson? He was helping with on a case, but he went missing."

"We're looking for him." Gwen said.

"But then, that would make you… the legendary Bri Tennyson?"

"Guess so." Bri shrugged.

"Apologies. I just thought you were some random boy that snatched it from the Rustbucket." Bri frowned. Even as a healthy 15-year-old girl, she still got mistaken. Gwen didn't put him down too gently. "I see. Sorry for offending you."

"You can make it up by telling us everything you know about this case." Bri replied.

(0oo0)

Bri smiled as she acted on a stake-out. According to Magister Labrid, the Forever Knights – a group of medieval-themed secret society that she fought before – was buying a shipment of illegal weapons at this place. She nearly whistled as a sweet green Dodge car pulled up by two trucks. As someone exited it, she was ready to get into action. Then the guy turned around, and her heart stopped.

He was so handsome. Tall and rugged, with loads of muscles and long dark hair. She suddenly envisioned the two of them lying on a grassy hill, her stroking that hair as he kissed her hand.

"Is that… Kevin?" Gwen whispered. Bri's fantasy shattered, and she had a better look. Just as Gwen guessed, it was definitely Kevin. He must've run out of Omnitrix energy at some point. Figures. The one guy she fell for was the same on that repeatedly tried to kill her as kids. Why couldn't she ever get a break?

Like now, for instance? Labrid, furious about the shipment, led them straight into a firefight. The humans all turned out to be the same alien as what attacked Bri in the Rustbucket. That proves that Kevin has to have a connection. To stop them from getting closer, Labrid made a line of fire, scaring the aliens back. But the robed men Kevin sold the guns to stood behind them. The Forever Knights revealed their armour and started advancing with the laser lances.

"We are toast." Gwen said helpfully. Bri just scoffed, and activated the Omnitrix. The joy of going alien again was stopped by the lack of action. As she looked at the screen, she saw that it was a blue instead of its normal green.

"You never seem to work right." She groaned at the watch. With their chances slipping further and further away, Gwen just got out her magic and cleared a path. They ran off, with both groups close on their heels. They ended up splitting up, Bri running with one of the aliens on her tail. She cursed as she fiddled with the watch some more. Once she got to a tall pile of metal, she quickly pulled it apart and knocked the whole thing on top of the alien. She gasped in stress, while still fiddling with the watch. This is a nightmare. How could it get any worse?

"Well, well." Kevin said as he stepped closer." She groaned. She had to jinx herself. "Been a long time, Tennyson. 5 years. 5 stinkin years in the Null Void. And look at you. You look like a complete girl. What, your parents weren't happy giving you a stupid name? Well I hope they got your funeral dress planned, cause it's payback time."

Just then, the Omnitrix glowed with a bright green light, and seemed to change shape. Now, it was more like a regular watch than before. While Kevin was still blinded, Bri ran past with a shove. She looked at all the forms on the watch. None resembled anything she recognised before. Still, considering her other option was to get killed by the hottest guy she's ever seen, it wasn't too bad. She selected an alien with a flame head.

As she ran back to the others, she was surprised to see she was a plant alien of some kind. And god, the smell! It was almost as bad as the time she had a 48 hour gaming marathon. But hopefully, this form would be enough to stop the knights, the aliens, and Kevin.

This was going to hurt.

(0oo0)

Swampfire managed to make short work of all three groups, and Kevin agreed to work with them to get back his pay. They found out about a plot to destroy all life from another alien called a Highbreed. Using an army DNAliens, they were going to wipe out Humanity, and then move onto the next species. Labrid was too badly injured during one of the fights, and his death somehow motivated Kevin to join them full-time. True they had some rough patches where he did something bad, but sometimes he had a good reason for it. And Bri just couldn't get rid of those abs. Plenty of nights she had very vivid dreams of what she'd do to them, making her very glad Kevin wasn't telepathic. And when he wasn't brooding he was actually pretty nice.

Shame he was such an idiot.

"I'm just saying, our school isn't too bad." Bri was saying to Kevin one day as she showed him around her school. "We've got plenty of things you might like, and maybe the Plumbers might get off your case a bit if you show you're interested in learning."

"Pass, Tennyson." Kevin replied. "Never been a big fan of school."

"Well, that's probably why you made a lot of mistakes."

"I did not make mistakes."

"Really? Cause how many times did you beat me anyway?"

"…Shut up." They were interrupted by some girls giggling. Bri almost groaned in exasperation. The Tiffany Brigade. Great.

"Wow Bri." Tiffany Ashton, the leader of the brigade, said. Snide, haughty, and rude, she was as bad as Cash from their old school. Her Brigade was made up of 'cool' girls all named Tiffany. And they loved to mock Bri. "You're really going to let a drop-out loser into our school? That is, like, so lame."

"Yeah." Her lackey, Tiffany Gretchen, said. "We don't need losers like him here."

"Just ignore them." Bri told Kevin. The last thing they needed was to retaliate. Bri did that once, and Ashton made up a sob-story about how she was getting bullied. Detention, talk with parents, and lots of guys hating her for weeks. They wouldn't have been so quick to aid her if she didn't have boobs bigger than her head.

"But maybe you don't care about standards, Bri." Ashton shouted as they walked away. "I bet you're just happy to find a boy that would finally date you." Bri's face burned as they left their laughter echoing behind. She really wanted to punch someone.

"You've really got a set of bitchy cheerleaders here?" Kevin asked. "I thought they only lived in bad TV shows."

"Oh trust me, they're real. And they just love making my life hell. Don't know why."

Yeah." They walked on in silence before Kevin finally spoke up again. "Bri, there's something I want to say to you. Something important."

She looked at him with a raised eyebrow. Was he finally going to ask her out? Or was it going to be a 'just friends' speech?

"You're nice and all that. I mean, I can't really think of many people who'd hang out with the guy that tried to kill them all the time." This might be a confession. Her heart welled with every second. "You're smarter than you look, and funny, and you're pretty strong. But I'm not gay."

And like that, her world shattered into a million pieces. Gay. Kevin still thought she was a guy. Never mind that she finally had noticeable curves, and a feminine voice, and real hips.

What an idiot.

"Yeah, I understand." She choked out. "I'm not either. Everyone just thinks I am."

"Yeah, so I can't go to a school where everyone thinks I'm dating a dude. Sorry." And with that, he walked off.

If he had looked closer, he might've noticed Bri's tears.

(0oo0)

"THAT-*THUNK*-INSENSITIVE-*WHAM*-BLIND-*THOP*-STUPID-*BANG*-BASTARD!" Bri shouted as she pounded the punching bag over and over again. She so wanted to go alien and massacre it. But Gwen was right behind it, holding it in place. "HOW-*BANG*-CAN HE NOT-*WHAM*BAM*WHAM*-TELL THAT I'M-*THUNK*- A GIRL?!"

"Because when you first met, he thought you were a guy?" Gwen answered helpfully as another jolt ran through her. She was worried. Bri had never been this angry when someone got her gender wrong lately. True, Kevin was a teammate and should know better. But still… "And you still look like a guy? And so he wouldn't expect you to have a crush on him?"

Bri panted as she landed a final kick to the bag, sweat dripping off her in waves. Her legs were red from where she had been kicking the bag from, and her hair was all matted. But despite this, Gwen could at least still tell she was a girl. Kevin must be really bad with genders.

"Shut up Gwen." Bri said, but there was no malice behind it. It was more like an automated response. Her work-out over, she and Gwen headed for the changing rooms. And the showers.

"I need some advice Gwen." Bri said as she stood under the water. "How do I make Kevin finally notice me for who I am?"

"Well, if you wore more girly clothing, he might just make the connection." Bi scoffed.

"Weren't you one of the people that told me I looked like a cross-dresser? What makes you think Kevin won't think the exact same thing?" Ok, Bri had a point there. "Maybe I should stuff my bra. Do you know any good bra-stuffers?"

"No, I still don't." This wasn't the first time Bri had asked her for some stuffers, and it probably won't be the last. "But, we could organise a trip to the beach. He can't deny you're a woman when you show up in a bikini."

"You might be right. In fact…" She opened the curtain in excitement. "You organise the date. Once I get dressed, I'm going shopping."

"Really? That's unlike you."

"I saw a swimsuit that will leave no doubt about my gender." She gave an evil grin. "Kevin won't know what hit him."

(0oo0)

"What's taking Bri so long?" Kevin asked as they waited in the Tennyson living room. He was wearing a pair of black beach shorts, while Gwen had on a white swimsuit. She made sure to pick the least sexy one she had. Bri would kill her if she upstaged her at her own attempt to prove she was a woman.

"Just give Bri some time." She said. "It's not like we have an appointment."

"I'm just saying, if he wanted to go to the beach, the least he could do is be on time." Just then, Bri called out to them. As they headed to the stairs, both Kevin and Gwen were slack-jawed.

Bri was wearing the most revealing swimsuit Gwen had ever seen. It just barely covered her unmentionables, and seemed to be made of less material than Kevin's shorts. It was a green combo, with a thin strip covering her nipples and looping round her neck, while she had a narrow triangle covering her privates. It was barely legal. Still, it got the desired effect she wanted. There was no questioning her gender. But Gwen could see how embarrassed she was by it.

"Oh Bri," Gwen thought. "You didn't have to go that far to get Kevin to notice you." Just then, Aunt Sandra walked in and spotted Bri. She frowned as she gave her an once-over, before pointing her right back upstairs. By now, Kevin finally got his mouth to work.

"What the hell?!" He nearly screamed. "You're-you're-you're a…"

"A girl." Bri finished as she went up to change into something less revealing. Gwen noticed that the back was even more indecent. "Yes Kevin. I am. Always have been, ever since we were kids." As they heard the door shut, Kevin turned on them.

"Why didn't anyone tell me that Bri was a girl?"

"Because all the signs were there." Gwen countered. "You said it yourself, Bri was a girly name. And I know she's a bit…flat, but she's still got a girl's figure. And what about her voice? That was girly."

"I-I-I just thought his, I mean her, voice hadn't broken yet. And his… her clothes hid her figure."

Yeah. Her jacket really managed to hide the fact she has some decent curves and hips." Gwen said sarcastically. By now, Bri had come back down, thankfully in something that, while still not her normal look was still sexy. At least now she won't be arrested for exposure.

"C'mon, you two." Bri said as she passed. "The beach isn't going to wait forever."

"In a minute. I think Kevin's brain needs to reboot itself."

"And remember Bri," Sandra shouted. "If any boys refuse to leave you alone, or you feel intimidated by them, use your self-defence training to stop them."

"Thanks Mom!" She hopped into Kevin's car through the window, trying her best to make sure Kevin got a good look at her long, smooth legs. She looked back to see he had been paying very close attention to them.

"You coming or what?"

(0oo0)

This. Was a fiasco.

Sure Kevin now knew her real gender. There was no way he could deny it now. But instead of falling head over heels for her, like she dreamt, he was just sitting there. Gazing anywhere but her. Maybe she should've stuck to the micro, damn the rules about indecency and all that.

"Now, mind telling me what was with that… outfit?" Gwen whispered to her. She seemed almost angry about it. Like she was…

Don't be stupid. Bri scolded herself. Gwen's not interested in Kevin. He's too… bad for her. At least she hoped he was. "Hey, it got his attention right?"

"That's it? Do you have any idea how you looked, leaving in that? For god's sakes, I could see your ass."

"Yeah. That was kinda uncomfortable. I am never wearing a thong or G-String again."

"I know you want him to notice you, Bri. But you should want him to like you for yourself. Not because you're willing to go out in trashy outfits like that."

"But that's just it, Gwen. He doesn't notice me. The only time today he's paid me any attention is when he found out the truth." If she had been a cartoon character, a light-bulb would be flashing over her head. "Hang on. Let me try something." She quickly laid down on her towel, before untying her top and leaving her back bare. Not for the first time she cursed herself for being so small. Bigger boobs would've completed the picture. "Oh Kevin." She called out. "I think my back might be starting to burn up. It would be so helpful if someone strong and handsome could rub some lotion on me." Kevin didn't even look at her. He just picked up the lotion and passed it to Gwen before ignoring them completely. Bri scowled as Gwen started rubbing her back.

"Give him some time." Gwen consoled her. "He's probably still adjusting."

"Let's face it Gwen. He's never going to notice a 'flat-chested boy' like me. Right now, he's probably thinking about some other girl with real boobs."

(0oo0)

Don't look, don't look, don't look. Kevin kept telling himself as he tried to look anywhere but Bri. That was almost as hard as fighting a Highbreed on his own.

Ever since he saw her in that outfit, his whole world shattered. He went through every moment they knew each other, now changed by a simple gender. She looked so much like a boy when they first met in the arcade. Sure, his voice was a little high, but some kids are like that. But as he thought about it, Bri's forms always looked a little… feminine. He wouldn't say they were slight of build, but they were definitely more womanly.

And there was the first week they met up again. Kevin had gone over to Bri's to find out about their next move. But instead of finding Bri, he found some white panties lying on the floor, almost hidden by the skirt of his bed. Kevin brushed it off as the little guy having a girlfriend. But now, he blushed, he must've seen Bri's underwear.

And just the other day, when Bri showed him around her school. Those girls making fun of her, making out that they were gay. Though now he thought about it, only he thought they said that. They actually just mocked Bri for letting in her 'boyfriend'. They already knew. He was just too stupid to know.

"Bri." He finally said. "I need to talk to you." He looked around, noticing that she had vanished.

"That's nice, Kevin." Gwen snarked. "But Bri went off to get herself a drink, seeing as how you were comatose until now."

"I… had a lot to think about."

She finally seemed to calm down. "Then maybe you can talk to me. I know her almost better than anyone else."

"Ok. First off, why did she dress like a boy back when we were kids?"

"Bri had this stupid idea that girls never got to do anything fun. She would rather being out exploring and rolling in mud-pits than playing with dolls and dress-up."

"So how come she still dresses like a guy? If she wanted people to notice her gender, she could at least wear something appropriate."

"She tried, honestly. When we were 13, she finally realised that girls got nice things too. But we've all been so used to her looking like a boy that it was like she was cross-dressing when she wore girly clothes. She tried later, when she had grown her hair out. But it just got in her way, and so she ditched the whole look for jeans and a jacket. Honestly, I think she would've had better luck if she hadn't grown it out so much. It was almost to her waist last time."

"Ok then. Final question. Why is it that in the weeks I've known you two, no one ever used pronouns for Bri?"

"Because you just kept missing them." Bri answered as she returned, carrying a smoothie. Kevin looked up, and blushed as he gazed at her legs. As he looked away, he caught a glimpse of her face falling. It wasn't that he didn't like her. Hell, she was actually hot. He had seen a few other people looking at her once she sat down. But it was just weird. He was still trying to process the fact that Bri was a girl. How else was he supposed to react?

God, things were getting complicated.

(0oo0)

"He… might be interested." Gwen tried to cheer Bri up. Unfortunately, she wasn't having any of it.

"Face it Gwen. He's never going to like me. No matter what I wear, he's always going to think of me as that 'boy from the arcade'. Today can't possibly get any worse."

"Oh my god." Tiffany Ashton said behind them. "Bri, you actually had the courage to come out in a bikini? Honey, it's so not you." Bri groaned. That's what she got for daring the universe. As they turned round to face her, Bri noted with annoyance that Ashton's boobs were trying their best to escape the top she wore. Her boobs barely supported her tops. "And I see you hang out with your uncool cousin. Hello Gwen. Having fun in that sweaty old gym you like so much? Must've, like, taken ages to shave those legs of yours."

"Ashton." Gwen growled. She used to go to her school, and constantly mocked Gwen for being a nerd, a geek, and a sports freak. Before she moved to Bri's school, she spread a nasty rumour that Gwen had excessively hairy legs and liked girls. Especially a certain brown-haired, boyish girl. It took months and a family tree to finally settle the rumours.

"And that boy from the other day." Ashton continued, gazing at Kevin. She licked her lips in lust. "My, my. Perhaps he is school material after all." She gave her top a tug, showing off even more skin before getting closer to him. "Sorry about those comments the other day, sweetie. I had no idea you were so… athletic." She stepped closer again, so that her breasts were against Kevin's chest. "You know, I could pull better strings than Bri. I could get you into any class you want, without the hassle of those stupid tests."

Bri was so angry she was surprised she hadn't exploded. Ashton didn't care about Kevin. She just wanted him because he was hot. She won't be interested in his personality, or his work, or his knowledge on alien tech and fighting. She refused to let him become a mere boy-toy.

Especially if he was going to be Ashton's boy-toy.

"Back off, fat-tits." She growled as she pushed her away from Kevin. "He's way too cool to be your bed-warmer."

"Oh, like he'd ever be interested in someone like you? Newsflash, sweetie, but guys like girls with plenty of chest."

"At least I'm not the size of a cow!" Bri was not going to cover her chest. Not this time. "The size of your chest makes you look like a freak."

The Tiffanies moved forward in Ashton's defence, but she waved them away. It was clear she wasn't going to want help taking on Bri. "I do not look like a freak. And every guy is school agrees with me. I am the most important girl is the school. You will always be the school loser, nose-deep in your stupid comic books, in your pathetic video games, away on those stupid 'important family work' things you talk of. And do you want to know the biggest difference between us?"

"One of us is a kind, hard-working classmate, and the other is the school bicycle?" Bri replied.

"Not quite." Ashton didn't even blink at that comment. "The difference is that guys will pay anything to sleep with me. You, on the other hand, have to pay guys to spend a single second in your company. You probably blew your life savings affording Kevin here."

That did it. Bri snapped and charged Ashton, forgetting completely that she had the most powerful weapon in the Universe on her wrist. She just was tired of her stupid, hurtful comments. It didn't help that most were true.

Ashton fell over backwards as Bri landed on her, hands raised to protect herself from Bri's fists. In the short seconds it took everyone to separate them, it was clear who was winning. Bri had been made to learn self-defence ever since people started taking double-takes to check her gender. Ashton, on the other hand, deemed such menial work beneath her. As Kevin lifted Bri forcefully off Ashton, she gave her a couple of last, forceful punches in her boobs. A couple of loud pops echoed through the air as liquid started leaking into the sand. Everyone watched as Ashton's proud boobs, the only defining thing about her, grew smaller and smaller, until they were merely saggy sacks. Now that Bri had a closer look, she could see a thin line just above her boobs, were her skin was a slight different shade on either side.

"Bri's chest might not be that big," Kevin said. "But at least they're real." Ashton glared daggers at them as her fake boobs slapped against her waist. Her posse started walking away, clearly not interested in their 'former' leader. All the guys started cringing, remembering how they loved those monsters, and went off to find something to clean their minds. Ashton finally ripped off her fake boobs, baring her real ones for everyone. While they were still bigger than Bri's they were a far cry from her 'legendary' status. Kevin and Bri laughed at her as they walked off. Only Gwen stayed behind, and that was to mock her old rival.

"So then, let's go over our lifestyle choices." Gwen said. "I am one of the top students at my academy. I've done training in Jujitsu, and Taekwondo, along with softball and skiing. And sometimes I'm asked to cover a class for a teacher. Bri also gets good grades when she applies herself, obviously knows more about defence than you, and is a nice person. You on the other hand, are well known to have slept your way through every test and class. All everyone could ever say about you was that you had monster tits. And now they're gone. No one will ever respect you again. I wonder how well you'll do when you have to actually study for something." And with that, Gwen left Ashton with her complete humiliation.

(0oo0)

"Did you see everyone's faces when they popped?" Bri laughed. "I always thought they weren't real. No one gets that big so fast."

"Man, I thought you punched a hole through her at first, you were so pissed off." Kevin replied. They were sitting on some nearby rocks, watching the waves go in and out. Their laughter petered out as they calmed down. Bri realised this was the most they've said in a normal conversation since Kevin found out she was a girl.

Seeing Ashton made her realise, that she couldn't just sit there, looking pretty and hope that Kevin swooped her off her feet. She was just going to man up (har-de-har), and ask him out. Or at least let him know she was available.

C'mon, Bri. You can do this. She took a deep breath. "Kevin? I…just want you to know…that I…I…I li-…like…" Just say it, you idiot! "I like you!" She finally shouted. She covered her mouth in shock, blushing like mad. She buried her face in her hands, certain that she had just made a complete idiot of herself.

"I know." Kevin said, calm as can be. "You were so blatant in how much you liked me I'm pretty sure the Highbreed know. But… I don't think It'll happen anytime soon."

"But why?" Bri whined. "We're getting along so much better now. We hardly ever fight, and we've saved each other more times than I can count. An-and if you want to-to…sl-sl-sleep with me, th-then my body is yours."

"Whoa, whoa. Easy there. I don't want to sleep with you." Kevin winced as he realised how that must've sounded. Bri was crushed.

"So I am too small?" She sulked. "You probably like girls with bigger tits."

"No. Well, yes, but that's… You're missing the point." He gently grabbed her chin and turned her to face him. Now he knew she was a girl, her smooth, angular features seemed beautiful instead of weird. "Look, Bri. You're beautiful. No one is denying that. But it's just that… I only learned you were a girl an hour ago. I think… we both just need some time to think."

Bri sighed. He had a point. She had been so busy thinking about herself, that she never thought how Kevin felt about the reveal. "Alright then. I'll give you some space. Who knows, maybe we'll both find someone else instead."

She looked so down, so Kevin gave her a kiss on the cheek. "If it makes you feel any better, there was no way I'd ever date Ashton. She's nowhere near as sexy as you." Bri's face turned bright-red as she blushed, with a smile on her face. They just sat there together, watching as people laughed and shouted while playing in the ocean. It wasn't the date Bri wanted. But it was a good start.

Guess the day hadn't been a complete fiasco after all.

There it is. And for anyone wonder what Bri looks like, just head on over to Deviant Art, type in 'Female Ben 10', and you should get a good idea.