"Why are you still doing this?" Gwen asked as she watched her cousin pound his fists into the punching bag, with little success. Ben grinned that boyish grin that usually reminded her of the old days. "I told you last time, I can't always rely on the Omnitrix. I need to get stronger," he said, taking another swing at it only to pull away with sore knuckles. Gwen sighed. "Then why aren't you taking this seriously? If you wanted to learn how to fight, you could take sparing lessons with me, or even Kevin," she suggested. "Trading blows with Kevin, sorry, but I'll pass," he said, shaking his head like she was crazy. She glared at him. "When will you grow up?!" she asked.

Ben was taken aback for a moment, then returned her glare with equal intensity. "I have grown up. I don't know if you noticed, but I'm out there, every day, sacrificing my personal life to keep the Earth safe from evil, xenophobic aliens. If you don't call that grown up, then what do you call it?!" he demanded. "I call it a front," Gwen replied. Ben gave her a confused look. "What do you mean?" Gwen crossed her arms. "I mean that you're using all of that as a mask, to make you feel grown up. Yeah, sure you've matured. And I know you shoulder a lot of responsibility. But you still only do it half way, because you don't feel grown up, but that's always been the way you deal with your fears. I know you Ben, better than anyone else. I know you're hiding!"

Ben clenched his fists. "What do you mean I'm hiding?! I face every challange, every battle! What exactly am I hiding from?!" he shouted. In response to his raise in volume, Gwen calmed down before she spoke. "You're hiding from yourself. You feel responsible for losing GrandPa. You feel responsible for keeping the planet safe. You don't think you can handle it," she said, not looking him in the eye. Ben's voice lowered too, but into a menacing tone. "I don't think I can handle it? I'm Ben 10, I was kicking alien butt five years ago. There's nothing I can't handle!" he said. "That's exactly what I was talking about, you try to make yourself feel invinceable, when you know you're not," Gwen said.

Ben turned and started to walk away. "You don't know what you're talking about!" he said. Gwen followed him. "Yes, I do. Ben, you need to stop trying to act grown up and start being a grown up. If you don't, then you Won't be able to handle it. You'll snap, and than all your fears and insecurities will come true. If you don't stop acting like a little kid playing hero and just start being the hero I know you can be, then we'll have lost GrandPa for nothing! Dosn't that matter to you?! And what if you're not prepared some day and you get killed?! What will I do?! Don't you care about how much that worries me?!"

"Well, what about me?!" Ben asked, turning on her. "You keep saying that I'm afraid I can't handle it, that I'm afraid I'll lose! Well, congradulations, you're right! I am afraid of losing! I'm afraid of losing you!! I couldn't take it, I already lost GrandPa!! I couldn't deal with that again!! The moment I admit that all of this is real, I have to make a choice! Which is more important, you or my mission! And it may be selfish of me, Gwen, but I'd have to say you!! I couldn't live if something happened to you! But then, I'd be letting the world down, letting GrandPa down! I couldn't live with that either!! How am I supposed to face that?!" He broke off as tears began to pour down his cheeks.

Gwen started to cry too, but she wiped her tears away and put her arm on Ben's shoulder. "I know it's hard, but you don't have to face it all by yourself. I'll be there, and I don't plan on getting killed any time soon. And there's Kevin too. You're not alone Ben," she said. He wiped his own tears away and smiled at her. "I know, It's just, I've been feeling like there's so many things that could go wrong. I remember when we we're kids, we went searching for the creator of the Omnitrix. There was a while there when I thought you were dead. I never want to feel that again!" he said. "I was so afraid, that I haven't even let myself be as close to you as I used to be. And after we lost GrandPa, it got even worse. I started pushing you towards Kevin, even though it bothered me. Even though I wanted, you...," Ben trailed off as he realized what he had said. Gwen stared at him, wide eyed.

"I-I'm sorry, I didn't mean to make you uncomfortable!" he said, turning away. "Ben, d-did you mean what I thought you meant?" Gwen asked. Ben didn't respond. "Ben, please, talk to me. You know you can talk to me about anything," she said. "Not about this," Ben said. "This is wrong. I know there's something wrong with me for thinking it. We're cousins! It's just that, I can be me around you. Not alien superhero, not normal high school student, just me. I never felt like that with anyone else, not even GrandPa!" he said, blushing crimson and looking like he wanted to punch himself in the face. Suddenly, Gwen had her arms around him.

"I know, Ben. I never have to hide anything from you. You don't expect anything out of me. And, I need you. If I lost you, it'd be like losing half of myself; the best half! Sorry, I know that's a little cliche," she said. Ben shook his head. "No it's not, that's exactly what I meant. But, does that mean that you feel...like me?" he asked cautiously. Gwen hesitated. 'This is it' Ben thought. 'I'm about to get rejected'. "I feel I want to be as close to you as I can be, even if other people think it's wrong," Gwen said. Ben stared at her, open mouthed. Gwen blushed. "I guess that was as close to a confession as I could do for now, sorry," she said. Then she grabbed Ben's hand. "Now let's get out of here. Being grown up is one thing, but I could use some fun. How does a movie sound?" Ben shook himself out of his shocked stuper and grined. "Sure, but I bet you I can race you there!" he said. He felt like he was a kid again, but at the same time he felt like he was finally starting to really understand his life. Gwen smirked in a way that always reminded him of the old days. "In you're dreams!" she said. And they were off.