a/n: My second C:KND fic, people. I worked on it for one entire day and have been pretty pleased with myself. Well, you can see for yourself as well. Inspired by many, many things. Btw, I just wanna say that I like surprising people.

Thank you.

disclaimer: I don't own Codename: Kids Next Door or the song "I'll Be" by Edwin McCain.

-3&4 -

"Come on, Numbuh Three, I'm gonna beatcha if ya don't keep up… hey, ya passed me!" Numbuh Four said disbelievingly as he watched her green racecar overtake his blue one.

She giggled. "I'm gonna beat you, Numbuh Four! Just a little more and… yay!" She jumped up as her car passed the finish line. "Wanna have another round?"

"Ya betcha," he said smugly. But after a few minutes, the green car passed the blue again. Numbuh Three laughed and rejoiced at her victory. He, on the other hand, threw his controller down on the table, pouting.

"No fair! My joystick isn't working… I think it got jammed." He complained. He heard Numbuh Two snicker.

"Want me to fix that for you, Numbuh Four? I'm sure you weren't just beaten by a girl." He said sarcastically, trying to swallow his laughter.

"Don't worry, Numbuh Four. I'm sure you'll win next time." Numbuh Three comforted. He grinned at her.

The strands in your eyes that color them wonderful
Stop me and steal my breath

"Thanks."

"Heya lovebirds…" Numbuh Two called out. "I wanna play too. Can I borrow your boyfriend for a minute, Numbuh Three?"

"Surree." She chirped, frolicking away to the snack area, not protesting to anything Numbuh Two said.

"Your girlfriend is sooo nice, Numbuh Four," Numbuh Two teased. "You ready?"

Numbuh Four stuck out his tongue. "Shut up. Why dontcha come on ova here so I can beat yar sorry butt?"

"My pleasure," the stout boy said giddily as he bounded over.

Numbuh One observed the antics of his new team, catching Numbuh Five's eye, who was fighting back a smirk despite her lollipop. They were only eight, but had been assigned their own sector in the Kids Next Door, and it was fascinating and at the same time amused at how childish they were despite their ranks as excellent agents.

Well, at least they were still acting like kids.

-3&4-

"There. All done." Numbuh Four jumped down from the tall ladder and admired his work. He and Numbuh Three has patched up the hole on her ceiling. Yeah, a bit rough 'round the edges, but it'd have to do 'til the Numbuh Two gets back from his mission.

"Thank you for helping me fix my roof, Numbuh Four," Numbuh Three didn't find anything wrong with what he did at all.

"'Twas nothin'." He said, sucking on his thumb.

"Why are you sucking on your thumb?" She asked upon noticing.

"Um… nothin'." He turned around so she won't see his front.

"I think I know what's wrong," she contemplated. "Hey Numbuh Four, your zippers' open."

"What!" He pulled his thumb from his mouth and searched for the allegedly open zipper. Then it dawned on him. "Wait a minute, my pants are held up by buttons…"

But by then, she had seen what was wrong with his hand. There was a prick on the tip of his thumb, not really big, but bleeding nonetheless.

"What happened, Numbuh Four?" She asked, a little concerned.

"J-just caught on a splinter, that's all. Nothin' to worry 'bout, now…"

"I'll fix that." She took him by the hand and made him sit down on her bed as she rummaged through her side table drawer. She pulled out a small first aid kit, complete with a big red cross in the middle.

"Ya don't need to do that, Numbuh Three…" he started, but she waved it off.

Emeralds from mountains thrust toward the sky
Never revealing their depth

"No, I wanna make you feel better, and besides, I can practice my nursing skills."

"Err… okay." He let her dab a cotton ball on the tiny wound, and even though it smarted a bit from the medicine, he didn't remove the uneasy smile on his face, even as she wrapped a band aid around his thumb.

"There. All better now." She said, as if to his thumb alone, before she brought it up to her lips and kissed it.

Tell me that we belong together
Dress it up with the trappings of love

He knew that it was just typical Numbuh Three behavior, that it was just to make him feel better, that it didn't mean anything at all, but that obviously didn't stop the blue-ribbon blush from flying across his cheeks.

"Um… thanks, I guess," he replied.

"You're okay now! Yay!" She exclaimed, pulling him into a brief hug. He tensed for a moment, then relaxed and returned the embrace, wondering why he'd been so nervous in the first place.

-3&4-

He looked at her from where he was, knees pulled up to her chin, her arms hugging her legs, gazing at the midnight blue sky.

"I don't want you to go yet," she whispered, her silent voice trembling warily with the faintest semblance of tears.

I'll be captivated

He bit his lip nervously, knowing he could do nothing to stop those tears from falling. "Me too."

There was a silence that hung over them as they looked at the millions of stars twinkling above them.

I'll hang from your lips

Her voice dropped low, as if afraid that someone was eavesdropping on them. "Wally?"

He blinked. She'd just used his real name. But then again, there no more room for formalities. Tomorrow was his 13th birthday. Tomorrow, he would be decommissioned. Tomorrow he would be without any memory of the organization that he had been part of for so long, which he had fought so hard, and so long to protect.

Tomorrow, he would become the enemy.

The rest of Sector V had already become teenagers, and soon, Kuki will be the only one left.

He sighed. "Yeah?"

"Do you think you'll remember me, as your best friend?"

Instead of the gallows of heartache that hang from above

"I'll try."

She shook her head feverishly. "No, no, that's not enough," she held onto his hands with both of hers. "That's not enough. I need you to promise… y-you gotta promise that you'll never leave me, o-okay?" Please?

I'll be your crying shoulder

I'll be love suicide

He looked at her eyes. The chocolate brown pools were hopeful, expectant. The burden of such a promise was a great weight on his shoulders, but he knew he couldn't let her down.

"I'll be here for ya," he gave her a small smile. "Foreva."

I'll be better when I'm older

"You promise?"

"I promise." Just as he'd said it, he knew he would be able to keep it. He just knew.

She beamed in return, as if that reassurance was enough to make their friendship last. Such was the innocence and trust no one else could have possessed at this age.

"Oh, look at that star, Numbuh Four!" She squealed in delight, forgetting all their troubles for one instant.

He was still staring at her.

"Yeah, I see it."

I'll be the greatest fan of your life

-3&4-

She dialed his phone number repeatedly, but every time, it was the machine that picked up. She nearly smiled at the message on the machine she helped him compose, but reminded herself of her worry.

"For some reason, ya got mah numbuh an' now yar callin' me. Must be pretty important, so I'm givin' ya four seconds ta leave a message an' hang up. Uno, dos, tres, quatro, singko… beep..."

"Wally, I know you're there. Please pick up…"

She waited, drumming her fingers on the table. Nothing.

"Wally, please. I…"

Another beep cut her off as the machine hung up. Without hesitation, she pulled a jacket over her head and went out of her house.

His house was a distance from hers, but that didn't stop her from walking there, even as the biting autumn air stung unmercifully on her skin. She had to be there for him. It was instinct that was telling her to do so. She pulled the coat closer to herself and moved on.

Soon, she reached the bungalow he lived in and knocked furiously on the door, even using the doorbell a few times. When she didn't get an answer, she turned the knob tentatively and stepped inside. Once there, she ran to his room, bursting in.

He was lying on his bed, staring at the ceiling, with a large pair of headphones on his ears. He turned the volume up so loud she could hear the rock song from where she was standing. He looked at her for a moment, then resumed his gaze on the beige paneling.

Rain falls angry on the tin roof
As we lie awake in my bed

"Wally," she said quietly, going near his bed. "Please listen to me."

Somehow, she had this weird feeling that despite the loudness of the music, he still heard her, but he wouldn't listen. She was right.

"Wa-lly," her voice reached a slight whine, and she placed her hand on his shoulder and gently shook him. He closed his eyes and turned on his side.

That pissed her off a bit, and she ripped the headphones from his ears, screaming, "Wallabee Beatles!"

He sat up abruptly, his tone annoyed. "What!"

She suddenly regretted her outburst at him. He was upset enough already.

"I…" She began.

"What!"

"I heard it from Nigel, and Hoagie and Abby also asked me about it," she said softly. "Is that why you didn't come to school today?"

"I hate that freakin' place," he turned away.

"Please," she pleaded. "I don't know what it feels like when your parents get divorced, so I won't pretend. But will you just please let me help?"

You're my survival

"I don't need yar help, Kuki," he shrugged out of her grasp. "Go away."

You're my living proof

She drew back, chewing her lip. "I know we're already fifteen, but you still can't go through this alone. Please, Wally, for once, let someone help you…"

Suddenly, he yanked himself from his bed, standing up and grabbing her by the wrists. His face was a mask of fury, his eyebrows furrowed and teeth gritted. His blond hair covered on of his eyes, like always, but the green orb that was visible to her had an anger that she had never seen there before. He was already taller than her now, a little built even, but it wasn't that he was bigger than her, or the fact that he might hurt her (she knew he wouldn't), that truly scared her.

My love is alive not dead

"If ya didn't notice, I'm a big boy now, Kuki Senban! I'm not that lil' 10-year-old boy ya knew years ago! For once, keep yar nose outta my business! I don't need ya, I don't need anyone, so just LEAVE ME THE HELL ALONE!"

Tell me that we belong together

He let go, backing away from her, resting his hands on his knees, his entire frame shaking.

Dress it up with the trappings of love

She could only look on helplessly. "I won't leave you alone, Wally," she said carefully, trying not to make her voice sound so pitchy. "'Cause that's not what I'm here for."

I'll be captivated

He was panting, as if he had run for miles and was out of breath. Suddenly his eyelids fluttered, and he collapsed, falling to his knees, just a breath away from unconsciousness. She too had gone down to her knees, catching him in her arms just as he fell.

I'll hang from your lips

"Ma' family's broken now, Kuki," he buried his face in her shoulder. "I'm like one of those messed up kids on TV."

Instead of the gallows of heartache that hang from above

She held him closer, remembering the feeling of hugging him happily when they were younger. This was not one of those times.

"You're not messed up."

"I will be."

I'll be your crying shoulder

She felt something wet on her throat and realized that he was crying. Subconsciously, she felt something tug on her own tear glands.

"No you won't," she insisted. "I'll be here to stop you."

A hand crept around her waist, but she didn't mind. She cradled his head on her lap, stroking blond strands away from his eyes. His face was now sad, yet grateful, and he still clutched to her desperately as if like a last remaining shard of hope.

I'll be love suicide

"Why?"

"Just because."

"Oh."

I'll be better when I'm older

She knew then that the Wally she knew hadn't meant any of things he'd said, even though they did hurt. But he was just miserable, and she had made the mistake on intruding on his soft spots.

"I'm sorry for barging in," she said.

"I'm sorry for yellin' at ya." He retorted, eyelids drooping heavily.

"It's okay." She returned, but she realized that he might've not heard it, for he had fallen asleep.

She rocked gently back and forth, leaning up against a wall.

"It's okay… it's okay…" She said soothingly, pressing a soft kiss to his forehead. "I'm here…"

-3&4-

"So… I guess this is it, eh, Kuki?" He said as he put her luggage on the cart.

"No it's not," she replied. "We'll keep in touch. I'll only be away for a couple of years, not including vacations.."

"I've always known that college is stupid and cruddy," he muttered, and she elbowed him for it. Old habits die hard, they say.

"So… we'll keep in touch?" He coughed into his hand.

"Um… yeah. Sure." She adjusted the strap of her handbag. Neither knew why the farewell was so awkward. "Bye."

"Bye."

She watched her walk away into the airport terminal.

Suddenly, she stopped. And looked over her shoulder. Her gaze met his. They both smiled as she turned around and ran straight into his open arms.

"I… I'll miss ya," he breathed.

I'll be the greatest fan of your life

She closed her eyes as she sank into his warmth. He was just so much bigger than she was now, and she recalled a time when she'd get to cuddle him just like one of her Rainbow Monkey plushies. When he let go, her gaze at him softened.

"I'll miss you too, Wally."

-3&4-

She appeared on the aisle, looking like the most beautiful young woman in the world, the one everyone was waiting for.

Wavy locks of her ebony hair fell delicately, framing her face, the rest tied in an elegant French twist. Her russet eyes sparkled and glowed with happiness, like the diamonds on her tiara, a small smile tugging at her glossy lips. Her cheeks were wonderfully rosy, matching the color of the bouquet of carnations, tulips, and roses she held in her hands. She walked slowly and gracefully, the ivory gown she wore on her slender frame swishing every now and then.

Not for the first time ever, she took his breath away.

Scratch the first line. She wasn't a human, she was an angel, the most beautiful angel in the world…

I've been dropped out

Burned up

Her eyes locked with his and he swallowed anxiously, hiding it behind his smile. She smiled back.

Fought my way back from the dead

She looked at her old friends, Nigel and Abigail and Hoagie together, friends they've had for life, not really knowing how or why they met.

When she brushed past him he nearly fell back but stopped himself. The priest had started speaking, but he'd stopped listening.

"If there is anyone here who opposes the union of this couple, speak now or forever hold your peace."

He listened intently for a voice, anything. Silence.

Tuned in
Turned on

But then again, why would there be? They were a perfect couple. They priest went on, and he'd tuned him out again, until:

"Kuki, do you accept this man to be your lawfully wedded husband, for richer or poorer, in sickness and in health, till death do you part?"

Remembered the things that you said

She looked as if about to burst from the joy bursting inside her. "I do."

I'll be your crying shoulder
I'll be love suicide

"You many now kiss the bride."

Now, in all their years of friendship, Wally had only kissed her only twice in his lifetime, once in a secret moment when they were both eleven, a product of puppy love, and the other the sort between friends, a chaste touch on the corner of the mouth as she gushed about the engagement.

It pained him not to be able to tell her then and there; in fact, he almost couldn't keep his big mouth shut.

I'll be better when I'm older

'I love you I love you I love you I love you I love you…' He replayed in his mind the words he couldn't say aloud that instant.

Fate worked in strange ways, really, because usually that when he said what he ought and did what he should, it did not hurt so deep when he saw her with someone else.

Now, however, he had to look away, to focus his attention on the stained glass cathedral windows, their different colors reminding him of a time when he'd spent the afternoon in her room when they were ten, surrounded by her many, many stuffed animals.

I'll be the greatest fan of your life

He saw everything blur around him as he tipped his head back to keep the tears from spilling, and all the while, she was kissing someone else.

-3&4-

"Should we call your husband, Mrs. Williams?"

Her voice cracked. "No… he's in Europe. J-just c-call… call Wally… Wallabee Beatles."

She bit the insides of her cheeks, leaning her head back against the cold metal railing of the hospital bed. Her head reeled in weariness and depression, and she clutched at the sheets as pain shot from her abdomen and she placed her hand on it.

Only minutes after the nurse called him, he was there at the doorway of the room, handsome face frowning in apprehension.

I'll be your crying shoulder

"Kuki! What happened?" He inquired, and she only stared at him in reply. "Where's Eric?"

"H-he's in Paris… for a… conference. I… couldn't… contact him…" She winced, face contorted in agony. His frown deepened, and he was then at her side, pulling up a chair beside the bed.

"It's the baby, isn't it?" His light green eyes darted towards her round stomach, watching the circling movements she made on it.

She bit her lip, tears going down her cheeks. "His… umbilical cord… wrapped around his neck… it strangled him… I was wondering why he'd stopped moving two days ago…"

I'll be love suicide

Her tears became full-blown sobs, and she suddenly felt him wrap his arms around her. "Don't cry, Kuki. Please don't cry."

That triggered it, as she cried harder into his neck. "They have to remove him soon. They have to do it in forty-eight hours, the nurse said. If they don't, it'll poison my body. They're gonna take away my baby, Wally… don't let them take my baby…"

She shuddered in his embrace, and he ran long fingers through her disheveled hair, "Ssh, it'll be okay. It'll be okay…" He really wished she would stop crying; it broke his heart seeing her like this, and he'd already broken his heart too many times that he didn't know how many more pieces it will be reduced to, time after time after time…

"I-I was gonna name him after you, Wally. I was gonna name him Wallabee, so I can call him Wally like I do to you, and I'd remember you every time I talked to my little Wally, and he'd grow up just like you… just like his Uncle Wally." She'd flinched when she said 'Uncle,' almost wishing that he'd been something more, but… what?

"Eric said it was fine with it… but Baby Wally's gone, Wally. He's dead, he's dead and he wasn't even born yet. Baby Wally's gone…" She looked so weak and fragile and… broken. Truly broken. Shattered, like a porcelain doll that had once been so radiant and exquisite, with a painted smile that would never stop smiling… never stop smiling…

I'll be better when I'm older

"But I'm still here, aren't I?

"So… so don't stop cryin' for Baby Wally, but ya gotta believe that ya can have another Baby Wally, or a Kuki Jr… or… or…"

He trailed off, but that was only because he'd already been crying as well. "Just… just don't give up, 'kay? Don't' give up an' if ya fall down, I'm gonna catch ya an' ya'll have nothin' ta worry about, 'kay?"

They both stayed quiet after that, her sobbing has been reduced to sniffles.

"T-thank you, Wally. I thank you…" she'd breathed as she felt his arms loosen around her. "Why are you always here for me? Why is it that, whenever I need to be picked up, you're always there? Why don't you ever leave me?" She looked up at him, eyes expectant with hopefulness, much like a little 12-year-old Japanese girl all those years ago. And he was also that boy, that little tough Australian boy who sometimes didn't know any better but was the most reliable soul in the world who made a promise he knew he'd die to keep.

He remembered that the answer lay within that precious little memory they both kept in their hearts and minds and clung on so desperately, simply because no matter how much they wished or hoped or believed, they would never hold again.

I'll be the greatest fan of your life

He should have said it then. 'I love you. I love you so much it hurts, it hurts so much but I still want it. I love you so much it scares me that I do but I don't care. I love you so much I'd rather die than to stop loving you. I love you ever since, and I'll love you forever. I love you so much I can't think straight and I'm in heaven and hell at the same time. I love you even after all we've been through. I. LOVE. YOU.'

But he said something else; he didn't know if it was the right answer or the wrong one but he said it anyway simply for the sake of saying it.

"I said I'll be here for ya," he grinned. "I said foreva, didn't I?

"I said it, an'… an' that's just what I'll be."

She smiled tenderly at him for a moment, and, without hesitation, said the three words he had been longing to hear but had never gotten from her, aside from in his wildest dreamings.

"I love you."

I'll be the greatest fan of your life…

-end transmission-

-3&4-

a/n: Please, because I worked so hard on this fic, I would very much appreciate a

REVIEW!