I got this idea after watching the Disney movie "Halloweentown". I watched it when it first came out years ago and found it on DVD fairly recently to enjoy it again. Anyway, this story bloomed from it.

Halloweentown belongs to Disney. I own nothing. Contains some spoilers for Halloweentown and Halloweentown II: Calabar's Revenge, which also belongs to Disney.

Watchful Over Them

Benny the skeleton breathed in the cool air of the human world. Ever since Marnie had found a way to open the portal between the two worlds without having to wait for Halloween, some of the monsters had come to visit the human world and he was one of them, though when he came, he always went for one house.

The Cromwell house.

He pulled his yellow cab up to the house, which was decorated for the holiday, and found Dylan sitting on the steps, but the boy looked a bit worried. Curious, Benny honked the horn in a friendly manner, making the boy look up and blink in surprise. "Benny?" He asked, going over to the cab, seeing the friendly skeleton give him a smile. "What are you doing here?"

"Gotta keep an eye on my favorite family," the skeleton said, pointing to his eye socket with a laugh.

Dylan chuckled. "Still got those jokes, huh?" He asked with a smile.

"You bet your funny bone I do," Benny said, laughing again before sobering. "Anyway, what's got you looking like your powers went on the fritz?"

The boy now looked worried. "I'm worried about Marnie," he admitted. "She's got a date tonight, but...I don't trust the guy."

"Unsavory character?" The skeleton asked, hopping out of the cab and coming around to talk to him.

"That's one way to put it," Dylan said. "I think he just wants to see her powers and claim he's dated a witch just for that fifteen minutes of fame."

Benny actually looked a little angry at that. "No punk does that to one of my favorite nieces and gets away with it," he said, startling Dylan at how angry he sounded.

"That's how I feel," the boy answered. "Marnie deserves more respect than that. I'd go with them, but I don't want to be the meddling brother."

The skeleton nodded and turned to him. "Don't worry, I'll keep an eye on her," he promised.

"Dude, that joke's old," Dylan said with a grin.

Benny playfully caught him and gave him a noogie. "No sassing your uncle, kid," he said without heat so the boy knew he was only teasing.

The boy nodded, grateful to the skeleton. "Thanks, Uncle Benny," he said. "I better get back inside. I promised Mom I'd take Sophie to the movies while Marnie was on her date."

"Okay," said the skeleton. "Just curious, where did Marnie and her date go?"

"She said they were going to get pizza and head for the carnival," Dylan said.

Nodding, Benny got in his cab and had an idea. "Hey, how about I give you and Sophie a ride to the movies?" He suggested. "I'll pick you guys up later too."

"Sounds good to me."

When Sophie heard that her favorite skeleton uncle was going to drive her and Dylan to the movies, she was excited and Gwen smiled, greeting the skeleton with a hug. "You sure you don't mind, Ben?" She asked.

"Not at all, Gwen," he said with a smile before lowering his voice. "And don't worry about Marnie. She's a big girl and knows how to take care of herself."

"I know," Gwen replied. "But...Mother's intuition."

He nodded before seeing Sophie running towards him and he scooped her up in a big hug, making her giggle happily. "Alright, let's get you two to the movies," he said as they said goodbye to Gwen and headed out.

Dropping off his nephew and younger niece at the movies, the skeleton then headed for the carnival, finding it on the outskirts of town and glancing around for his older niece. As he was doing so, he remembered back before Gwen came to the human world.

Years ago...

Gwen had just returned from her date with Calabar and was smiling, but she wanted to explore the human world she had heard so much about. "Benny, I'm going to see what it's like," she said. "I like Calabar, but...I want something he can't give me."

"What's that, Gwen?" Benny asked her.

"I guess adventure," she replied. "Is that a bad thing?"

He chuckled. "Nah, you've got a curious nature, Gwen, something your mom's always encouraged," he said. "Just be careful, okay?"

"Okay, brother," she said playfully, knowing he was just looking out for her.

"Hey, we're bone siblings," he said with a laugh.

She laughed when she realized he had replaced the word 'born' with 'bone'. "Okay," she said, taking her broom and zooming off.

A few hours later, she returned and she was laughing. Benny found her and caught her as she stumbled a bit getting off her broom. "Well, what's tickling your funny bone?" He asked with a chuckle.

"Benny, you're not going to believe it. I just met the most amazing man," she said breathlessly. "And he's mortal."

The skeleton was surprised, but then he noticed something. Gwen was happier, laughing like she hadn't laughed before. She had never been that way with Calabar. "Must be quite guy if he put a love spell on you," he said, his voice teasing.

Gwen smiled. "That's just it, Benny. He didn't," she said. "I think...I think it's real."

She then sobered. "But...Calabar," she said softly.

Benny shook his head. "Gwen, who makes your heart skip a beat?" He asked seriously.

She was quiet and realized what he was saying. "Him," she said, indicating the mortal man she had met.

The skeleton nodded. "Then go to him," he said encouragingly. "We'll all miss you here, but you should go be with him."

Gwen looked at him. "Do you think I should?" She asked.

He nodded. "I haven't met this mortal, but if he puts that smile on your face and makes you laugh like you've never laughed before, then he's the one for you," he said.

She gave him a hug. "Thanks, Benny," she said.

"Anytime, sis. And I mean it," he said. "Just come visit if you can."

She nodded before she headed back for the mortal world, just before the portal closed for another year.

Present time...

Benny nodded. Gwen hadn't been able to return after Marnie was born, but Agatha would go and visit and tell him about how Gwen was doing and when she had returned and he had seen her again, they had embraced and now Gwen visited every now and then, bringing the kids with her as the residents loved having them visit.

He now spotted Marnie marching towards the entrance of the carnival and she looked very upset. A teenage boy was following her. "Come on, Marnie! It was a joke!" The boy said.

She turned sharply to him. "No, it wasn't," she said. "That was just plain mean. I thought you really liked me."

He scoffed. "Come on, you're a witch," he said. "Who would like you?"

Benny had heard enough and he came up behind the boy. "Someone with more brains than you, punk," he growled, making the boy turn and scream as he grabbed the boy's jacket and held him up with no effort. He grinned at the boy, his eye sockets looking angry. "Scram," he said, letting the boy drop the short way to the ground.

The punk took off and Marnie turned to Benny, looking at him in surprise, but also gratefulness. "Thanks, Uncle Benny," she said softly before sighing.

"Hey, don't listen to that punk," he said, placing an arm around her shoulders. "Come on. Let Uncle Benny give you a ride home."

They got in his cab and he let her sit up front with him. As he drove, he heard Marnie sniffling and saw her crying a little. "Aw, kiddo," he said in sympathy, handing her a hankerchief, which she accepted, wiping her eyes. "Hey, that punk didn't deserve you if he was mean to you."

She nodded. "I know, but...it was my first real date and I was hoping...," she trailed off before looking at him. "How did you know I was here? And why are you here anyway?" She asked.

"Well, ever since you found a way to keep the portal open, I keep tabs on my favorite family," he said, gently tapping a knuckle to her chin. "Also, Dylan was worried about you. He didn't think your date deserved you either."

Marnie made a mental note to thank her brother later as she calmed down. "Do you think all my dates will be like that jerk?" She asked.

"Nah, you'll find a guy who really likes you, just like your mom did when she met your dad," Benny said, smiling. "He was a good human, though I never met him."

She looked at him. "How do you know he was good then?" She asked.

"Cause the night your mom met him, she came back and she was glowing, no joke," he replied. "She was laughing and smiling and both were genuine. Calabar never got your mom to smile like that or laugh like that. Oh sure, she would smile when she was with him, but it was never that real, madly-in-love smile. Only your dad could do that."

"Really?" Marnie asked.

"Oh, yeah," Benny said before looking at her. "Hey, did I tell you that some of my ghost friends love taking the elevator?"

She shook her head. "No, you didn't," she said, curious.

"Yeah. They said it raises their spirits."

Now realizing he had just pulled a joke, Marnie giggled, which only spurred Benny on. "Yeah, I laughed my skull off at that one," he said, smiling as she laughed harder.

"Only you could pull off those jokes so well, Uncle Benny," she said.

"I try," he said. "Hey, do you like raspberries?"

She nodded. "They're my favorite," she said.

"Good, cause you're a berry good witch."

Marnie laughed again, feeling a lot better. She then noticed Benny had driven around town so they could see the Halloween decorations. "I thought we'd take a look at the décor before we picked up Dylan and Sophie from the movies," he said.

She smiled and nodded, looking at the houses with interest before it was time to get Dylan and Sophie. The youngest girl was happy to have seen the movie she wanted and Dylan hadn't minded as it had been a pretty good movie.

Fifteen minutes later, Benny pulled up to their home and they all went inside. Gwen hugged her kids and as Dylan and Sophie went upstairs to get ready for bed, she looked at Marnie with sympathy. "He wasn't what you thought, huh?" She asked gently.

Her oldest daughter nodded. "Guess I need to be a better judge of character," she said.

"Don't be too hard on yourself, Marnie," Benny said gently, pulling her into a gentle hug that she accepted. "You're just like how your mom was at your age."

"Really?" She asked.

"Clever and high spirited," he said. "It was a wonder I could keep up with her."

He chuckled at that and Gwen also chuckled as Marnie headed upstairs for bed and the older woman turned to the skeleton. "Benny, thank you for watching over Marnie," she said. "I really appreciate it."

"Hey, no problem," he said. "I care about you and them, Gwen, just like an older brother."

She smiled and gave him a hug, which he returned before he waved goodbye and headed back for Halloweentown.

He smiled the whole way, thinking about the kids and lady he was proud to call his family.

I just had to. :)

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GoldGuardian2418