Hey, everyone! Thanks for clicking. Here's my first fic submitted to FFnet! Exciting, right? Pssh XD So I think the whole Rex/Noah pairing rocks. I love them as friends, I love them as a couple. I know they'll never get together, ever, but that's okay. That's why there's fanfiction. The underlying idea behind Noah here is what I usually see whenever I put on my slash goggles while watching the show.

Oh and obligatory plug: if you like talking about GenRex, check out Providence Playground, a discussion forum for fans of the show: providenceplayground. proboards. com

I'm not going to put a disclaimer on here because ffnet has got me covered and we all know that no one, anywhere, at any time, that has any power to litigate in the name of the show, or is of any importance to the show whatsoever, reads this trash. 8D Anywayenjoymycrappyfanfiction.

Fifteen hours ago, the dusty landscape of Providence HQ blurred and faded into a steely, seamless room.

Ten hours ago, his only cellmate, a disgruntled chimp with an eye patch, had been swiftly taken elsewhere unknown by someone unknown.

Five hours ago, Noah's ears popped.

Maybe it was fear, maybe it was confusion, but the ringing in his ears drained all rational thought as Noah's eyes could only stare past the frosted reflection in front of him. His palms were cold, his fingers prickled, his body and joints were locked into place as Noah tried to calm the blinking panic thudding in his head and eardrums.

Noah couldn't feel it, but his hands were shaking.

This was different, foreign to what he knew for danger. Danger was dealt with easily before, in those other times, when everything rushed up and death was a chance in a flying bullet, or when he was struggling for his life clenched in the jaws/hands/constrictions of the week's latest mutated monster.

Other times, there was no time to think, only pure reaction. Those times were easy because Noah knew them well enough. He could react and talk and joke. But sitting still and knowing something and nothing at all about where he was and what was going out around him brought Noah somewhere new. It was a different kind of fear, it stilled, but seeped deeply, and it chilled his blood.

The only calming thought in his head was the slim hope that if, for any reason, he would be dragged out beyond this room, and he could make a move to escape. It was extremely likely that his efforts would reward him a number of treatments, but at least he could try. The possibility of action, of being able to do something, was the only reason he felt he didn't disconnect himself completely.

Maybe it hadn't been hours since his ears popped, maybe it had been days instead. Maybe minutes. Maybe seconds. Maybe none of this was really happening at all.

Noah stared at his reflection in the wall in front of him. The shiny surface distorted his face, but all he could see were blurred colors as his eyes unsettled, focusing into a distance far beyond him. Time ebbed by in a standstill as Noah stood there, so close to himself, mind buzzing from the thoughts of nothing and everything.

The wall in front of him split, time flowed again, and Noah abruptly felt the weight of his body make contact with the wall. His mind then abruptly made contact with rational thought.

"Get back," Biowulf commanded. Noah was a little surprised to see him. It was a harsh voice that he hadn't heard in some time.

Noah groaned from the floor, "A please might've been nice."

Behind him, Biowulf dragged a mass and slumped it in front of him. He receded and the entrance along with him then vanished, as if neither ever existed, like a hallucination suddenly sliding away to the real world with a clean whoosh.

"Rex," Noah said, and collected himself to move next to him. Rex's face was pressed down onto the steel flooring. He wasn't moving.

Noah could feel the color fade from his face. But, Rex managed to lift his head and grin, "Hey Noah. 'Sup."

Noah felt his pulse start up again. He was relieved, although it was obvious Rex wasn't okay. Noah smelled burnt something and it was nauseating. "What happened?"

Rex could only move as far as propping himself with his elbows. Noah's eyes widened. The rest of Rex's body lay still and unresponsive.

"Oh..." Rex chuckled, "The usual. Van Kleiss and..."

Rex struggled and managed to move his legs up from under him. His foot twitched. Noah didn't know it until he exhaled that he was holding his breath.

"Van Kleiss and I had the usual chat...He was all 'Join me Rex,' I told him to eat it, he stuck me in a machine, and now I feel like a glob of glue with a face."

He was still trying to sit himself up, but Rex's body continued to buckle just as he became stable. Noah grasped his shoulder to support him.

"What'd it do?"

"Dunno," Rex's voice faltered a bit when he shrugged, "He didn't provide me with his expositional villainous plan."

Rex looked down at his shaking hands. It was clear that it was out of stress, out of strain on his body, but seeing Rex's hands so uncontrolled made Noah acutely aware of his own shudder and his own hands. Even though Noah was no longer alone, he was still finding it difficult to calm down.

Rex clenched his fists, but he was weak. Noah could see surprise grow on his face.

"Yeah. I think...He took my nanites again."

Noah had to pause to make himself think.

"...Again?"

"I know, weird, right? I can just get them back again anyway. Better even. Maybe," Rex flexed his hand, trying to feel any possible differences.

"Yeah. Why try a failed plan again?"

"Van Kleiss is weird. He just doesn't-" Rex moved to stand, but gravity quickly pulled him back down. Noah held him up before his face became reacquainted with the floor.

"Whoa. Don't think standing's an option for you right now."

Rex made another attempt to move, "It's okay, Noah. I just gotta-gotta see if he did take 'em again."

It didn't seem like too good of an idea. But, Noah nodded hesitantly, and with more effort from himself than Rex, managed to get him standing. His legs found some strength and Rex arched himself to attack. He pushed himself and gave a running start, charging and charging at the wall with as much force as he could gather and his arms mutated, shifted, and transformed into familiar smack hands. Rex rode the momentum his shift in mass gave his arms and made contact with the wall. The crash resounded, but his arms gave way.

The metal from his hands crumbled into brittle pieces onto the floor, coming apart and turning to dirt and dust and unrefined mineral ore.

Rex shut his mouth but couldn't stop an exclamation of pain, shock, and exasperation. He fell, backwards, and soon supported by Noah. He screamed again, this time not holding back. He clutched his arms and hands, trying to ride out the pain. Rex's head tilted downward and he quieted to a steady breath. Noah gripped his friend still.

Rex clenched his face and finally muttered, "Okay. Not doing that again."

He pulled back and looked at his hand covered in silvery grit. With a sleeve he rubbed his face free of whatever he had accidentally rubbed on and wiped his hands off.

Noah looked at the eroded and fragmented scraps in front of them, "You okay now, Rex?"

He stared to nowhere, lost for a moment.

"Oh, y-yeah, yeah..."

Rex leaned forward and stared at the ground in front of him intensely, thinking.

"He modded my nanites," he concluded, "Van Kleiss modded my nanites. It feels weird now."

Noah hesitated to say anything. His worry had been increased now. He felt jittery, jittery like that time Rex had been robbed of his nanites that time before, jittery like when Rex couldn't use them in the Petting Zoo. It was a light jitter, almost familiar, but light only at the surface of it.

Fatigue was clearly taking a toll. Rex slouched down. "Maybe I should see if my punk busters can still work," he murmured hopefully.

He moved up to stand, but even without Noah intervening he was pulled back down. Again, Noah had caught him before he could do any more damage to himself. "I wouldn't," Noah added.

It didn't take much to convince Rex not to try that again, and with more work Noah walked-dragged, Rex over to a corner.

They settled and Noah soon gathered absolutely nothing about the current situation from Rex or even a possible escape ("Yeah, I have a plan! Oh, wait. No, I don't."). But Noah knew it was too much to expect Rex to have some sort of great escape plan, guns blazing and etcetera, especially in this condition. But, it'd have been a very Rex-thing to do.

Actually, the Rex-thing he'd have done was to just go out, guns blazing, with absolutely no idea what he was doing at all, which, admittedly, did work time to time.

Beside Noah, Rex groaned, "Hey Noah."

He turned his head, "Yeah?"

"Is it okay if I lean on you?"

It was a little surprising, but Noah nodded. When he looked at Rex, it looked like he was asleep already.

"Yeah, sure."

Noah shifted himself as Rex put his head on his shoulder. Noah felt a small but uncomfortable jitter-no, a twitter in himself this time, running side to side, and up and down all around him. Maybe it was because Rex was so weak now, and now just as powerless as Noah. No, maybe because Rex was so weak now, he was even more powerless than Noah.

Rex tried to laugh, telling Noah that any minute now, Six should be busting through that wall, saving their sorry butts. Or maybe it'd be Providence being useful this time, and later, Holiday would fix him up good as new and say how cool he was. Rex laughed tiredly, and Noah chuckled a little too, for Rex's sake. Although, laughing was one of the last things he felt like doing right now.

It was a little comforting to see Rex still not taking everything seriously, but Noah felt more unnerved that he was vulnerable and tired enough to allow himself to just do nothing. Even in the past when Rex had been pushed past the limit, he never settled to sit still before.

Noah suddenly felt weak inside. Maybe because he realized that when it came down to it, Rex was too often his life line. It may have been pathetic that he had to hang onto him in situations like these, but it was why Noah tried his hardest to be useful when he could and help him.

However, he felt helpless now, very useless. It was Rex who seemed so dead, but Noah felt drained of everything.

He felt weak looking at Rex. He couldn't do anything for his friend; he couldn't do anything for either of them. They were stuck in a vat, closed in without an escape, closed in without an outline of a door to hate. Noah felt sick.

Until something outside could happen, there was nothing that could be done. There was a possibility they would be forgotten and they'd rot away here. There was a possibility that the nanites Kleiss modified did more than just render Rex's weapons into pain and dirt. There could be a time limit for something that neither of them knew.

The options weighed down in Noah, it sunk down and grabbed his nerves. But, it wasn't enough to make this inner tremor calm in trying to find the source of it. Noah's thoughts had only led him to consequences that added another depth to his worry, but didn't uncover the reason of this-this twitter in him.

Noah looked at his hands, only now realizing he was still shaking. The more he thought about the situation, the more he felt strange about this sensation. The panic and pure frustration he had been feeling in his solitude before was modified as well, and he couldn't help but feel something stronger than that jitter worry. There was fear, anger, a touch of insanity, and nervousness.

That was it.

That was the source. Noah was nervous, understandably. He was nervous for his life, of course, and Rex's too, but he knew it wasn't all he was nervous for. It wasn't just nervousness for surviving, but it certainly was nervousness. That was it, but it was just another question.

His eyes were unfocused, but adjusted as his line of view was obscured as Rex's hand touched his.

"You all right, Noah? It's gonna be okay, you know?"

It was extremely odd. But, Noah felt that something, somewhere, started tumbling down.

His hands stopped shaking, but the rush and panic was just pulled inside all at once, stronger than ever. It jolted him.

"I-yeah. It just kind of doesn't...seem like it right now."

But that was just a surprise. He didn't expect Rex to do that.

Rex gave out a laugh, "Yeah, but it always turns out okay in the end, right?"

Noah paused, shock aside, and thought of all the other times it seemed the game was over. Rex had always managed to pull something off at the last minute. Even the last time his nanites had been taken by Van Kleiss, Rex found a way to make it work. Maybe he was just extremely lucky. Either way, it really did turn out okay in the end.

"Yeah...I guess you're right."

"I'm always right."

"Yeah. Just like the time you said you were better than me over at Basic."

"Hey. We agreed that was a tie."

Noah smirked at him, "Still makes you wrong."

"Yeah. Well. I'm too tired to think of a comeback but you'll get it when I'm not."

Noah couldn't fight a smile, "All right. I'll hold you to that."

They were quiet. Time passed without Noah noticing. Beside him, he could feel Rex lean more. Noah turned his head and found Rex asleep.

"H-hey! Rex, this isn't any time to take a nap!" Noah shook him a bit. Rex certainly was in desperate need of rest, but who knows what might happen while they were here. They had to be ready for whatever might happen.

Noah paused, waiting to see for any response.

Rex snored. His head rolled forward. Rex snored again.

"Ugh," Noah mumbled. He set Rex beside him up straight, but his friend just ended up falling against him again.

"Better not drool on me..." he muttered, and shifted.

Noah could feel his nerves buzzing in the quiet of the room and he started to think. He remembered Bobo, and his nerves prickled at the thought of what might have been done to him. Should he tell Rex? What about himself? What about what would actually happen to him? Would he be dragged out of here soon enough too? Would he be used in any way? Maybe he had just been caught up in the crossfire and kept to be thrown away later. Either way, what was now, what he knew, and what he speculated...wasn't the greatest source of comfort.

Noah quietly reeled in his head. The memory of this room couldn't be revisited. Where he was, and how he had arrived, couldn't be retrieved anywhere from his mind. He tried looking into his head but only remembered sand, wind, and the fog that blew in and faded into where he was now.

It was frustrating. Noah scoffed inwardly and held his head. Why was he here? The reason he was taken seemed like an afterthought, or arbitrary, but the fact he was stewing inside his growing madness made him reexamine why he had ever even dreamed about accepting Knight's offer.

The day that proposition had come was not easily forgettable, although it seemed so mundane.

Two days before he had met Rex he was offered a job, an easy, comfortable job by a normal looking man in a normal looking business suit in a normal looking office building. The meeting was short, and the explanation was brief. Not much risk, safe environment, minimal effort, and he was told he was perfect for their needs. He was being paid a fortune to hang out. But the promises made on Providence's part were broken again and again the very same day he finally talked to the boy whose face he had only seen through a picture before. However, Noah rose to the occasion fairly well.

Actually, Noah was hesitant about going through with his new job offer, but when he finally met Rex the deal was cinched to him. He was more normal than any other teenager he had met, if not a little more gullible to being used, but fine enough and seemingly easy to get along with. The confidence in his decision faltered the moment he set foot in Abysus, but seeing that he made it out in one piece made him a little at ease. However, it was only a little comfort.

The memory connected to another time he found himself resenting his judgment in more ways than one. That one time, down in the Petting Zoo with that spider EVO, Noah hated himself for taking the job, then hated himself for his lack of tact and its consequences. It wasn't just because it put them further in danger due to Rex's low biometrics, but also it had shaken their friendship. It was that day, just when he actually started seeing Rex as a friend, and not as a job, that he had to break and whine to Knight about his safety.

That mistake became a bittersweet memory. Even though he forgave him, they both knew that Rex couldn't trust Noah completely anymore. But, now Noah knew he would have eventually told Rex anyway, and having that cover blown so early was actually a bit of a relief. Although Noah wondered, what would have weighed down heavier? Carrying a secret against his friend indefinitely, or knowing how fragile the trust Rex placed in him was?

Noah glanced over at Rex, still sleeping. He wasn't snoring, but he breathed loudly enough. They seemed to be on fine terms now. But, how much damage was still there, even after all this time? Noah felt a lump in his throat. Even though he knew one burden, he felt he knew enough to know which was heavier.

It was unbelievable, how weird his life already turned out to be at this point. It was all thanks to him being himself, thanks to Providence, thanks to Rex that he was where he was at this very moment.

Noah imagined the life he could have had if he declined the offer that day...The calm, normal life that escaped him. In that life there was just homework, playing basketball with normal friends, going on the occasional and typically awkward date, and watching any EVO developments afar from television.

There were no trips to Cabo Luna, no wandering around the Providence compound, no running from rabbits out of a mutant zombie video game, no inedible birthday cake, no beating Rex in Basic's rankings, no helping Rex fight EVOs, no getting into trouble with Rex or because of Rex, no hanging out with Rex.

Noah shifted his legs.

If he wasn't friends with Rex, he wouldn't be there right now.

If he wasn't friends with Rex, he wouldn't be worrying about if he'd make it through the day today.

But, the memories he had now, with Six, Holiday, Bobo, and Rex, those memories had made the dangers and close calls actually worth it.

Really, Noah paused in his thought, just knowing someone like Rex, EVO weirdness and all, made it all worth it.

It was surprising, how important this life had actually become to him. Even while he hated the circumstances now, the conditions around him and the uncertainty of even the next few minutes, it was better than the guarantee of a life without the people he knew now. That was his conclusion, and it lessened the bitterness he had for these moments.

Noah paused again, suddenly aware of the person next to him, the person that was just crossing his mind. He looked down at his friend once more. He looked down at Rex.

He looked different now. But, there was nothing that actually seemed to have changed.

There was the fatigue from before, but now it was more apparent and concerning. There was the stubbornness and arrogance which he carried all the way to his sleep, but now it was actually admirable and even kind of cool, than simply existing.

There was the Rex he had always known before, but now he was more vivid and gravitating.

Noah felt there was something different in his perception of Rex instead of Rex himself, but that sudden realization made something in him click.

Something gave way. His chest thudded, his breath shortened and his face suddenly burned. Noah stared straight ahead and could see his face in the distorted reflection across the way, red as if he had been hit repeatedly.

That nervousness resurfaced again five times its full force. His stomach flew up and twisted. His eyes floated back down towards Rex, and he slowly turned his head.

It hit him again how close Rex was to him right now.

And suddenly there was an odd feeling in him, a surge, something completely unfathomable before but so ultimately familiar. It started to run away from him now before he could understand. Here was Rex, so close and so nearby, and Noah feeling so strange and scared and confused by this abrupt reaction and a new fear replacing the old one in his blood. Noah suddenly felt something in him quickly unraveling, spinning out of his control. He felt even more powerless now, even over his own body as he felt this commanding, unyielding urge to lean closer to Rex and then-

Bang.

Noah jolted. Rex snored.

Bang.

Noah turned his head up towards the source of the noise. There were two small, but clearly noticeable domed dents in the wall. Noah didn't breathe.

Bang.

It made a bigger dent this time. Noah carefully slipped away from Rex and examined the dents. The last one had revealed the fine seam of the entryway. Noah put his ear against the wall a small ways from the blows, hoping the next dent, if any, wouldn't land itself on his face. It was hard to hear, but he could hear the sounds of a skirmish, a battle, or a war outside. It was hard to tell through the wall.

An explosion, a yell, the sounds of blows making contact. Noah pressed himself as hard as he could against the wall to listen.

Quiet.

There was nothing left he could hear. Noah tried to move himself closer and closer to the wall, but all he could hear was silence. His stomach sank as he peeled his face from his own reflection. Had that been Bobo? Six? An army of Providence agents? His hand still rested on the cool wall, hoping, if anything, there could still be some information gained.

It was hard to tell how long he had been standing there, but when he resigned he turned around to see Rex, still asleep and leaning against the empty space where Noah used to be. Noah took a step, and Rex flopped down with a snort. In spite of himself, Noah smiled.

He hesitantly sat next to Rex again, just shy of the space Rex newly occupied. He tensed as he set himself as close to Rex without touching him.

Thoughts, those thoughts from before, started to reassemble themselves again slowly, but surely. He had jumped onto a fast track of ideas, conclusions, and thoughts without any control. Noah couldn't even understand what he had been thinking about before that bang, or even if he had been thinking of anything at all, but that false alarm was a godsend.

What was it, precisely, that made Noah so nervous then? What made him suddenly lose control? His heart still thumped and he wasn't even completely sure why when everything had quieted down already.

What was it that suddenly shook him? A remote and annoying suggestion soon cropped up in the back of his mind. He shook it, not really knowing what it was. The feeling of it came up again, but Noah dismissed it before it formed into a proper thought. It persisted, but he tried to clear his mind. There was something about it. He didn't want to give it the satisfaction of considering it.

It seemed so sure, so right, that Noah knew it wouldn't leave his mind once he let it in.

Rex grumbled, Noah looked down.

"Hey Noah." Rex mumbled into the ground. Noah's stomach rose again.

"Yeah?"

"My face is on the floor, right?"

"Yeah."

"Why's it warm?"

Noah raised an eyebrow, trying to guess how conscious Rex was, if at all. His mind was still on the thoughts from before, so he didn't choose his words very carefully.

"Because that's where my butt used to be."

Rex paused. That was a weird thing to say. But it might not have mattered. Noah wasn't sure whether Rex was thinking or if he fell back asleep.

Noah almost wrote him off when Rex finally said, "Wait, what?"

He managed to lift his face off the ground and Noah couldn't tell whether his eyes were open or not. Rex looked Noah up and down.

"I thought-wait, okay."

He let gravity smash his face into the ground.

Noah felt uncomfortable, he wanted to move himself away, but at the same time he didn't. If he did, he'd want to move back again, Rex would question it when he woke up, and he would feel some sort of sting to his pride in having to admit and take an avoiding action to an idea in his mind he wouldn't even let exist yet.

"Hey Noah," Rex said again.

Noah thought he fell back asleep again, but he was surprisingly some-sort of conscious.

"Yeah?"

"I dunno what this floor is made of, but it sucks as a pillow."

Noah's first thought was 'No kidding,' but before he could say anything Rex took the liberty of readjusting his head just on Noah's lap. Noah stiffened, unable to move for a moment at his shock. Rex moved again, tucking himself into the space between Noah's leg and the dip of his hip. Noah could feel his pulse beat in his throat. He tried to swallow down the heavy weight behind his Adam's apple. It was a challenge to breathe.

It was a relief Rex was trying to sleep this time. Noah would have given anything to make sure Rex couldn't see him right now. He didn't have to check how red his face was, his cheeks burned hotter than he thought was possible. He looked down at his hands and he could even see a tinge on pink on them as well. Noah clenched his eyes shut, desperately hoping that Rex couldn't hear the rhythmic pump of his heart, or that the room wouldn't reverberate from the thudding pulse in his chest.

Breathe. He breathed. That metronome calmed, his hands relaxed, and he could breathe again. His nerves still buzzed and he could still feel the warbling jittering in his stomach go up and down.

He glanced at Rex, he looked up. He glanced back down, and looked away again.

It was tempting to look at him, but seeing him reminded Noah now close Rex was to him, and that strange realization that unexpectedly, unwelcomingly, and unknowingly to everyone and everything but Noah, changed everything.

He looked down. He stared. Noah soon completely forgot where he was, he forgot his circumstances, he forgot that any minute now could yield freedom or an usher to disposal. He slouched down, and looked at Rex.

His hands wanted to rest on him, his body wanted him settled closer for Rex's comfort. But, he didn't move. All he could do was look. His only indulgence, his only breach of will, was allowing himself to look. The future sunk into Noah's mind. The future of him, of him around Rex, blotted into his thoughts, and a new realization rose.

He would have to carry another secret against Rex now. It was a secret he'd have to carry forever this time. Because Noah knew, that-that whatever this feeling was, whether it was that idea in his head, that idea he didn't want, or just something else fleeting, strange and ephemeral, it was something that he told himself shouldn't be there.

This was dangerous for Noah. It was a threat to his life, the life he wanted, the life of unpredictability, danger, death, adventure, and pure joy he chose and would choose again and again. The life with Rex in it.

It was a threat, because it could take Rex away.

Fear slowly gripped him again, a vise, a stronger fear this time. An idea in his heart, an uncontrollable, unpredictable idea, had the power to drive Rex away because it existed in Noah. The vise tightened. It might even have the power to drive himself away from Rex.

After today, this worry wouldn't fade into relief if tomorrow came, it wouldn't flash into hope if that door opened, it wouldn't disappear into acceptance if the worst came to be. It'd live on, deep into his chest and clenched around his heart in today and beyond tomorrow.

Want and unwant. Suddenly it was bliss, being alive and being here, right here and right now, so close to Rex. And it was misery, for the burden of this unclear longing and what rejection, disgust, and disappearance may evolve into the future.

Noah didn't think of it, that idea, that idea that could be twisted into a little word, that root of this new dread. But, he knew it was there, waiting to break into his mind once he wore down. It was inevitable, but he would fight to stop that consuming thought.

Time passed on. That worry and panic rippled into a quiet ache that centered deep inside him. Today would end eventually in one way or another and one fear would be alleviated. But, another one had formed strong, vibrant, and encompassing. It was a fear that Noah would never allow to pass from his hold, even if it hurt him to bear it. It was a fear he would have to carry and protect at all costs, now.

Noah raised a shaking, nervous hand. It soon calmed, pacified by another, but more outrageous indulgence.

In Rex's quiet breathing, he turned his head into the warmth of Noah's hand.