Title: Nightmares
Rating: T
Summary: Sometimes the worst nightmares are about what COULD have happened. AU, Ben 10,000 x Gwendolyn.

A/N: Inspired by Silverflare07's fantastic story, "The Price You'll Pay," and of course, the movie, "Ben 10: Race Against Time."

He was 10 years old again, struggling to fight against one of the most powerful aliens he'd ever encountered. An alien who wanted to destroy humanity and claim Earth for his own race…

Eon had possessed him and was controlling his every move.

His mind screamed as he fought an agonizing internal battle. Eon wanted to destroy everyone Ben loved, and he couldn't let him do that.

Ben struggled as hard as he could, but he could feel that he was starting to lose.

Eon turned on Gwen, who was pleading with him, begging him to listen to her. Telling him to fight it, to not let Eon take control of him and win…

He could hear her words, as if through a fog, distant and ringing.

"You're still my cousin… and I love you, Ben Tennyson… because you're a hero, and you've never given up on anything in your life!"

He heard her, and he knew it was true. He loved her too, probably more than anyone. He couldn't let Eon take over. He was too stubborn to give up.

Ben fought Eon with every ounce of his being, but it just wasn't enough.

He raised his hand, striking her with an energy blast.

Her screams echoed in his ears.

As she fell to the ground, unmoving, the horror of what he had done overwhelmed him. He sank to his knees next to her lifeless body.

"Gwen!! NOOO!!" His wail of anguish echoed throughout the underground cavern...

He woke with a start, thrashing.

"NO!" he gasped.

As he regained his senses in the dark room, he realized with relief that it had only been a nightmare.

His eyes adjusted to the dark. She was right there in bed beside him, fast asleep as she should have been. It was the middle of the night. He could hear her gentle breathing and see the rise and fall of her chest as she slumbered peacefully.

Shaken, he took a deep breath. His heart still raced, and he was covered in sweat.

He reached for her, desperately needing to hold her. Needing to reassure himself that she was really there, alive and well. That he really hadn't hurt her. It had felt so real, losing her.

It always did.

He couldn't bear to face that ever again. He shuddered as he remembered what it had felt like when he'd thought he'd lost her forever. He'd never felt more devastated in his life than at that moment. She'd sacrificed herself to save him from the Florauna on Xenon, and he'd felt so hopeless, so lost.

It should have been me.

Too many close calls…

"Ben? Are you all right?" she asked, her voice filled with sleep.

"Nightmare," he managed to say.

Gwen sat up, concern in her beautiful features. She touched his arm, then tenderly wiped the sweat from his brow.

He held her tightly, burying his face in her hair.

"Which one?" she asked softly. She was used to him having nightmares. She had some herself at times, though certainly not as often as he did. He'd been through so much more than she had, and at a very young age.

"Eon," he choked out.

She nodded. He hadn't had that particular nightmare in a long time, but she knew he still felt guilty because he'd almost killed her when he'd been possessed by the powerful alien time-traveler.

It had been foolish on her part to place herself in the line of fire, but she hadn't been able to bring herself to abandon Ben. Grandpa Max had told her to run away and hide, which would have been the sensible thing to do, certainly, but…

She knew she could reach Ben. She was the only one who could, and she had to try. She just knew he would listen to her. She knew how much he loved her, and that he would never hurt her. He would rather destroy himself than let any harm come to her. She had to remind him of who he was. She had to tell him to fight Eon's mind control.

She had to tell him she loved him.

And she had been right. She had been able to get through to him. Love had saved the day in the end.

She'd taken a terrible risk endangering herself that way. She'd gambled, and it had ultimately paid off, but it had come with a price. Ben had to live with the knowledge of how close he'd come to hurting her, and the guilt that wracked him still.

For a long while, they just held each other. The sound of her heartbeat soothed him.

It still terrified him how close he had come to striking her. She'd been so fragile, and an energy blast from Eon would have killed her instantly.

She had been incredibly brave, though he knew she had felt petrified with fear while confronting Eon.

The words she had spoken when he'd been possessed by Eon came back to him.

"I love you… I need you…"

And he needed her. Sometimes it was overwhelming, the burden they'd had to carry from such a young age, but they had made their choices and had never regretted them. They always had each other for comfort and support, and they were stronger as a team.

Together, they were spectacular.

"Eon told me, 'You could have been a god,'" Ben said at last, remembering how he had finally regained control, only to have Eon confront him one last time.

She gently stroked his cheek. "I suppose you could have."

"I'd rather be a hero – your hero."

Her words were soft, reassuring. "You'll always be my hero, Ben."

The End