A/N: I've never written for this fandom and I doubt that I ever will again, but while I'm feeling nostalgic and ignoring what I should actually be working on, I might as well be writing something, right?

Visiting the tree where she and Max had carved their names so many years ago had become almost ritualistic of her. Despite being a very powerful being of pure energy, there wasn't a lot for Verdona to be attending to. Mostly, she drifted, passing the endless time she had at her disposal by amusing herself. If she wanted to, she could leave flowers at her's and Max's tree that never wilted or died. But there was something poetic and symbolic about letting the flowers she pulled from thin air gradually wilt and become the dirt of the Earth like everything else on the planet.

Their names on the bark had long-since been worn thin with the passage of time, and though she never did seek out Max in person, there was something comforting about leaving flowers for him. She enjoyed returning every week or so to replace the flower, and maybe catch a peek of her grandchildren from a distance. But only from a distance. If she got too close, Gwendolyn would easily be able to sense her, and confrontation had never been Verdona's strong suit. What would she say, anyway? Seeing them from a ways away was much more comfortable for all of them.

Perhaps that was why she was surprised to one day round the large, old tree and find Ben sitting there.

They made eye-contact for a moment, blinking owlishly before Ben simply looked away. He seemed unusually dismissive about suddenly seeing his alien grandmother, but she couldn't exactly be surprised. They weren't very close.

Regardless, he didn't move or protest as Verdona set her new flower next to the wilted one at the base of the trunk and sat next to him. They watched the lake like that for a long time, silently ignoring each other while the sun set. Verdona wasn't sure how frequent his visits to the lake were, or what the reason for them was, and she didn't ask. It wasn't her place. After a few hours of this, Ben simply got up, transformed into one of his aliens, and flew off.

After that, seeing Ben became much more common.

They never did speak to each other, but there was something nice about having his company, anyway. Verdona assumed that he felt the same, as he never expressed wanting her to leave or stopped his visits.

It seemed like he just needed a quiet place to think and someone who wouldn't pester him for the intimate thoughts on his mind. Verdona didn't check on him as much as she drifted in and out of Gwendolyn's space, but she had seen and heard about enough to know that he could use a quiet place to mull over the more difficult thoughts.

Being a hero famous across the galaxy was certainly a very strenuous experience for a being his age.

Even though he didn't have that spark, not like Max or Gwendolyn, Ben's mana was like nothing she had ever seen before, bright and attention-grabbing in a way that only a true Anodite should possess.. Honestly, Verdona did feel prideful that one of her offspring had grown to be so accomplished. Him and Gwendolyn both, even if she never quite knew how to tell them so.

And so, Verdona continued visiting. She continued leaving flowers, continued sitting next to her grandson while he thought, and if she had grown to enjoy the visits for more reasons than simply remembering the good times with Max, then she didn't allow herself to dwell on it.

"What was it like?"

At the question, Verdona raised a slender eyebrow, turning her head to give her grandson an amused and curious look. "I'm afraid that you'll have to be more specific, dear." Inwardly, she was a bit troubled. She didn't know Ben very well (that was her fault), but this was out of character for their visits. So much so, that she barely recognized his voice for a moment. (She ought to be more familiar with her grandson's voice. Would he have been offended if she had pressured him into conversation sooner?)

He fidgeted under her gaze, shifting as he looked away. "Y-You know, the— uh, well, what I mean is—" he cleared his throat. "What was it like having children that aren't even your race?"

Verdona pursed her lips. Couldn't he ask a less complex question? How old was he now? He looked older than the first time they had met, but by how much, Verdona had no idea. Humans aged so quickly. Regardless, he obviously wasn't a child anymore. He hadn't been for a long, long time. Talking about this subject was probably safe, she assumed. She sighed. "...it was painful, mostly," she said quietly, the usual energy that she used when she spoke now gone. "Anodites, well… I don't much want to go into how we reproduce. It's not a long, strenuous undertaking like your human reproduction. Anodites are beings of pure energy, at one with the universe from the moment of creation. Our children don't need to be raised so much as they need to be trained and mentored," she explained. Then, suddenly, she laughed. "Oh, you should have seen the look on Max's face when I told him that. He wanted a family and I didn't even understand what a baby was." There was a fond smile on her face that quickly fell into something more serious. Ben was watching her attentively, quiet and still. "It was… long, mostly." She let out a sigh. "I had to adopt more than a human skin to carry children. Letting the Anodite part of me be dormant for so long was… difficult. Anodites don't settle down in families, Ben. Going years without any Anodite connections was harder than I would like to admit. It was worth it, to raise your father and your uncle, but it was…" she trailed off, mulling her words over carefully before continuing. "It was an itch. The power was there and it wanted to be used, but I couldn't carry a child or have motherly instincts and human connections if I gave in to the urge. The human experience was… difficult. I'm surprised that your cousin is enjoying it so much." Verdona sighed at the thought. It was difficult to watch her granddaughter waste time with a mortal life, but she would respect her decision. Clearing her throat, Verdona continued. "Being pregnant was certainly an odd experience. Learning to raise children was even stranger. Still, I think that it was a rewarding experience. I was younger then, though. I made so many mistakes." She shook her head and grimaced. If only there had been a way to make Max into an Anodite. He was the only person outside of her species who had had the spark. True, he was only a human, and one that she should have moved on from long ago, but he was amazing, even after all she had seen and experienced. He always had been. As young as she had been when they had first met, Max had kept her interest through the decades. She had matured significantly since she had been the young woman that agreed to start a family with a man she had fallen inexplicably in love with. Verdona chuckled weakly. "It's funny… Anodites are fickle by nature, but not a day goes by that I don't find thoughts of Max on my mind again."

Ben was silent. Hopefully, that answered his question. Being a grandparent wasn't so hard! She felt a little proud of herself. Telling stories about falling in love with Max was much easier than learning to properly disciple and care for human children.

"You never see them," Ben said finally, his voice soft.

Verdona blinked. "What?"

"You never see them!" He snapped, impatient as he whirled on her. "You've never visited before! Dad told me! It's not like Grandpa Max was there when he was growing up and you left when he was still young and never came back or offered any explanation! He thought you were dead until I mentioned it! Is it— is it because they're not Anodites? You're only here because Gwen has powers! If she didn't, you wouldn't bother taking an interest in our lives, would you? You— You just left your kids to fend for themselves and never saw them again and for all you could've known they were dead or something had happened! Didn't it ever hurt to be away? Didn't you ever want to see them or even wonder what might have happened if you had just been a parent?"

And just like that, the indignant anger that had been boiling under her fake skin was gone. Verdona closed her eyes for a moment, and when she opened them, it was to gaze at Ben with an understanding look in her eyes. "How long has it been, sweetie?" She asked gently.

For a moment, it looked like Ben wouldn't answer. He grimaced and turned away from her, shifting as though about to stand up and run away. Then, he only sighed. "Less than a year," he admitted quietly. "It happened a little while ago. One of my aliens — Big Chill — started acting weird. It overpowered my own personality and caused me to go alien and blackout. I… don't remember a lot of what happened, but I remember seeing them." There was something tender and vulnerable in his eyes as he indulged in the memory. "Apparently, um, what Big Chill is— Necrofriggian, I think? Yeah, Necrofriggian, that's it. They're a genderless species and they reproduce every eighty years, so…" He rubbed the back of his neck awkwardly, managing a pained chuckle that Verdona didn't buy into for an instant. Seeing that she wasn't amused, Ben deflated and crossed his arms, looking out at the water. "I just… I know that baby Necrofriggians don't need their parents. They're going to return to Kylmyys and feed off of the solar plasma from the sun and yada yada, all that. But what if they don't make it there? Kylmyys is on the other side of the Milky Way! It's a long trip! What if the other Necrofriggians don't like them? What if they're hurt? I mean— they have my DNA too, don't they? What if they don't like the cold or solar plasma? And I wasn't there to help or do anything about it! What if—"

Verdona placed a hand on Ben's shoulder, silencing him effortlessly. He had worked himself up now, looking strained and anxious. "Ben," she said gently, "you couldn't have done anything else. You can't follow Necrofriggian babies across the galaxy. You have responsibilities here." She coaxed softly, trying to soothe him.

"I know that, but—" Ben groaned, holding his head in his hands. "...I could visit, right? Just to check on them? They recognized me after they were— uh, hatched, I guess. But what if they don't recognize me? What if they don't want to see me? What if I can't find them? I just— I wish that I knew what to do," he admitted quietly. "It's not like I know anything about alien babies. They're probably fine and happy without knowing me, but…" He sighed and gave a weak chuckle. "Actually, I don't know if that's any better than them missing me."

Managing a smile, Verdona hesitated for just a moment before letting her arms slip around Ben. She had never hugged him or Gwen, for that matter, but it did feel… nice. Ben was remarkably similar to Max, but with his father's hair color instead of the fiery-red that continued to persist in their bloodline.

It was a tad awkward, but Ben seemed to appreciate the gesture anyway. He relaxed against her after a moment, reaching his arms around to loosely hug his grandmother back.

"There's no harm in taking a little peek," Verdona said with a bittersweet tone. It had been tempting to check up on her boys through the years, but she couldn't get too close for fear of the unknown. Frank had always been able to tell when she was watching but, as for Carl… Well, in a lot of ways, Verdona couldn't do anything about that. She had made plenty of mistakes with her children that were too deeply-sewn for her to fix now.

Ben nodded. He gave a quiet sniffle. "...they had my eyes," he added, almost against his better judgment.

Neither of them spoke after that. Verdona ran a hand gently through his hair, watching the twinkling stars that were slowly becoming visible above them. No, Ben wasn't an Anodite, but maybe he didn't need to be in order to be important to her.

Maybe the mistakes she had made with her own kids could at least make her a better grandparent. Ben wasn't — (he couldn't be, she reminded herself dimly) — an anodite, but the warmth of his mana and his weight in her arms felt like home.