The First Time

Established Noex (Rex/Noah)

Disclaimer: I do not own Generator Rex. Man of Action and Cartoon Network do.

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Four weeks. That's how long they had been going out. Rex knew almost everything that had happened in those four weeks too. Number of dates: at least 15. Number of kisses: he'd lost count. Number of "I Love You"s? Well that was a different matter. Rex had told Noah he loved him almost every day since their sixth date during their second week together. Noah, on the other hand, hadn't said those three words to Rex at all. Whenever Rex said it to Noah, Noah would only say things along the lines of "Me too.", "I know," or sometimes he would just nod his head in agreement.Not to say Rex didn't believe Noah didn't love him back. He knew he did, but all he wanted was for Noah to say "I love you" to him and mean it.

Well, there they both were, sitting in their room, jackets, goggles, and shoes tossed onto the floor flipping through T.V. channels now that Rex had finally gotten cable, which Noah enjoyed just as much as Rex since he didn't have to listen to Rex's Spanish soap operas anymore. Only problem, nothing was on.

"Ugh! I'm so bored!" Rex complained sitting on his bed, tapping his sock-covered foot to music playing in his head, to Noah. Noah was sitting on one of the two bean bag chairs conveniently placed in front of the T.V., and trying his best to find something worth watching.

"Don't blame me." Noah said turning back to look at Rex. "Blame the T.V. people for not putting anything interesting on."

"Please," Rex said. "if I wanted to see something interesting, I'd go see Cesar's newest experiment, or go to the Petting Zoo, heck, I'd even see what Bobo's doing!" he stepped off of the bed and gave Noah a teasing look. "Besides, there are other 'interesting' things in this room besides the T.V." he said slyly.

"Pfft." sighed Noah. He was used to Rex's little teases and, what he considered, lovey-dovey stuff. But, in a way, he thought it was cute. Plus, it made Rex happy, so that was an added bonus. "Please Rex, we've been living together for almost a month, how can I still be interesting?" he said getting up from the chair and using his arms to address himself.

"Many ways." Rex said, not moving from the bed. "One, the way you blush easily."

As he said that, Noah could feel his cheeks warming up. 'Well he's got me there.' he thought. "What else?" he asked Rex crossing his arms.

"There's the way you move the hair out of your eyes when you need a haircut, hint hint. The way your chest moves up and down so smoothly when you sleep. The way you think you're good at video games." Rex continued.

"Hey, you may have video games, but I have basketball." Noah stated using his thumb to point at his chest. As he once again crossed his arms he said, "Anything ELSE you might like to add Rex Salazar?"

Rex thought about it for a moment. "Nah. I have a feeling you've had enough mushy stuff for one day." he said.

'He's right.' Noah agreed in his head. While he put up with Rex's lovey-dovey stuff, he could only take so much before it became a little too weird. It just wasn't his thing, but he was willing to put up with it solely to make Rex smile. "Yeah, kinda. Haha." Noah said rubbing the back of his head.

"And that's another one. The way you laugh AND the way you rub your head. Okay, NOW I'm done." Rex said with a wink.

"Oh put a sock in it." Noah said as he plumped down on the bed beside Rex. Then, as he laid his head down on the tan EVO's lap, he looked up at him and said, "I'm so bored."

"I know. I just said that." Rex said jokingly. "So, what do you wanna do?" he said stroking the blonde teen's hair.

"Umm, call me old-fashioned, but we could just go out and hang." Noah answered.

"Okay, and do what?" Rex replied.

"I don't know. Dinner? Maybe a movie?"

"Where and what movie?"

"Okay Rex, do I need to draw out a damn blueprint or something?" Noah said, enjoying the feel of Rex's ungloved hand move its way through his golden hair.

"For a guy like me Noah, blueprints might actually help." Rex jokingly replied.

Noah playfully pushed Rex's head back as he sat up off of his lap, and went over to grab his shoes and jacket. "Well, anyways, you game?" he asked, even though he knew his answer. He looked back after a moment of silence to see Rex, with his jacket already on, putting on his boots. "I'll just take that as a yes." he said grabbing his jacket. "So, where DO you wanna go eat at? Or even what movie are we going to see?" he asked.

Rex walked over to his boyfriend and said, "Don't know. Don't care." as he turned Noah around and placed his arm across his shoulder so that they could walk to the door together. "As long as we find something to do, and I'm with you, I'll be fine." he finished.

Noah smiled. This he could take. He could never get enough of how Rex was eager to spend time with him. They had never had a fight, as a couple, so there was never any tension between them, and Noah didn't plan on having some any time soon. "Then let's get outta here, before something interesting happens here and we change our minds." he said wrapping his arm around Rex's shoulder.

Rex smiled as they walked out the door. 'Okay, this is it. Before the night is out, I WILL make Noah say he loves me!' he thought. Only one problem Rex faced; exactly HOW was he going to make Noah say those three words he had desperately wanted to hear for the past four weeks? 'Crap.' he thought as they reached the hangar. He transformed his legs into his Rex Ride, and once Noah was on, they took off.


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Rex and Noah walked out of the movie theater, the smell of popcorn still stuck onto their clothes. "Okay, wanna tell me what you thought of that movie? Because I thought it was AWESOME!" Rex said, pumped up from the good action/comedy movie he had just seen. Rex didn't know much about it, all he had heard from Noah was that it was about some guys who try to rob a bank, but they're pretty bad at doing it since they're first time robbers; a pretty simple scenario, but Rex obviously enjoyed it.

"Yeah, it was okay I guess." Noah replied.

"You guess? How can you guess? That movie was hilarious Noe!"

"Well to you it was, because that was your first time seeing it."

Rex looked confused for a moment. But his confusion quickly went away as Noah held up two fingers right in front of Rex's face and wiggled them in a teasing manner, indicating this wasn't the first time we had watched the movie. "Oh, well then, that explains how you were hardly ever laughing."

Noah chuckle a little at Rex's sudden 'discovery'. "So, what now?" he asked Rex.

"Well, I AM a little hungry since we didn't get any snacks for the movie. How about we head to that little snack shack across from the ditch?" Rex suggested.

Noah thought for a moment before realizing the place Rex was talking about. He was talking about the place where they had first met each other. In other words, the place they first fell in love, but were too afraid to admit it. "Sure, sounds good." he answered.

They decided to walk to the shack since it wasn't that far away from the theater; just a 10 minute walk, but for Rex and Noah, who took their time getting there just so they could have more time to hold each other's hands, roughly 20 minutes went by before they reached their destination. They ordered the usual; a cheeseburger with a large fry and a can of soda from a nearby vending machine. They hopped the fence, hung both legs off the side of the ditch, and consumed their meal, creating small talk while they did so.

"So," Rex said dipping his fries in ketchup, "since I talked about what interests me about you earlier, it's your turn."

"Huh?" Noah mumbled through a mouth full of cheeseburger.

"You heard me. What about me to you find the most interesting?"

After Noah swallowed his food, he stared into the sunset and began to think. "Besides the obvious 'turning-you-body-into-cool-machines thing'? Well, let's see." he said placing his right hand under his chin so as to give him a look of determined thinking. "I like how your hair is never messy. How you always try to speak Spanish, poorly I might add. How you never give up on anything or anyone. And, to top it all off, I just like who you are. In short, there isn't just one thing I could pick out that I like about you best." he answered truthfully.

Rex smiled when his blonde boyfriend was through talking. "And we have a winner!" he said while mockingly clapping his hands. "And you say I'M the sappy one? Please, even I've never said anything like that." he said as he took a sip of his soda.

"Would you like me to tell you I had my fingers crossed the whole time?" Noah asked with a sly and sneaky expression on his face.

"No thanks." Rex said. Then as he chomped down on another handful of fries, he looked at Noah wide-eyed and said, "You didn't actually have your fingers crossed did you?"

Noah chuckled a little at Rex's absurd idea. Then, he leaned over and planted a small kiss on Rex's cheek and said, "Of course not, stupid."

This time it was Rex who blushed after Noah had kissed him on the cheek. "Good." was all Rex said before they took a small moment of silence and just watched the sunset. 'Alright. Let's do this.' he thought as he decided to make his first move.

As Noah was looking at the sun, he could see Rex's arm move out of the corner of his eye. He looked over to see Rex's arm move towards Noah's, which he was doing so by using his two fingers to simulate someone walking over to Noah's hand. Once he was close enough, he slowly grabbed Noah's hand and held it not too tight, but tight enough so that Noah wouldn't be able to wiggle free if he chose to do so.

Then, Rex made his real move, and softly, but not too softly so that it would be considered a whisper, said, "Noah, I love you." and anticipated Noah's reply, hopefully being what he hoped it would be.

But sadly, all that happened was Noah looked at Rex, smiled, and said, "Me too." and tightened his grip on Rex's ungloved hand.

Although Rex was saddened that his first attempt had failed, he gave Noah a smile in return, and continued to eat his dinner. Neither of them said a word until they were through eating. "So," Rex said, "you ready to head back home?"

"Yeah, I guess so. Not much else we could really do now, now that the sun's going down and Holiday should be expecting us to report back soon." Noah answered. After they had hopped the fence, he saw Rex create his Rex Ride, which he never got tired of seeing since he was always amazed at how cool it looked, and they were on their way back to Providence headquarters.

As they sped through the desert, not too fast since Noah had forgotten his sunglasses to protect his eyes from the wind he was used to getting when he was riding or even flying with Rex, Rex decided to give it a second try.

"You know I was serious back there Noah. I do love you. Like a lot. I don't know what I would do without you." he said over the howl of the wind.

"I know you do Rex. I feel the same way, you know? If not more than you probably even know." Noah replied.

Rex started to slow down a little, but Noah didn't notice. "Then say it then."

"Huh?"

"Say you love me."

"I already have Rex, on more than one occasion."

That did the trick. That's when Rex hit the brakes as hard as he could, and they came to a sudden stop; even though Providence was a good two minutes away, five if you decided to walk. Noah's head slammed against Rex's back, but Rex didn't care about the sudden thump of pain going down his spine, he was worried about other things at the moment. He deconstructed his legs before Noah even had a chance to get off. Luckily Noah caught himself and managed to land on his feet before looking at Rex as if he was mental.

"Dude! What was that for?" he asked as Rex moved his goggles to reveal angry eyes.

"You know what Noah!" Rex answered pointing at his shocked boyfriend. "Do you know how long we've been going out?" he asked.

"Almost five weeks?" Noah answered.

"Right. How many times have we actually gone out and did something?"

"Counting this one, I don't know, somewhere between 10 and 20?"

'Close enough.' Rex thought. "And how many times have I said the words 'I love you'?"

"I don't know Rex. Almost on a daily basis, I can tell you that." Noah said getting more and more confused with each question, wondering where this was coming from, and what the point of it was.

"And how many times have you," he said pointing at Noah again, "said that you loved me. Not that you agree with me, or you feel the same way. No. How many times have you said the words 'I love you', togetherin a sentence? Huh? Answer that!"

Noah's eyes grew wide with shock. Now he saw the problem. He didn't quite understand how exactly it was a problem, but he knew that Rex didn't like it, so he had to fix it soon, otherwise, bad things could happen.

"Rex, I-I-I'm so sorry man. I didn't know it meant that much to you." he apologized as he walked toward Rex and started to place a comforting hand on Rex's shoulder. "Rex," he started to say apologetically. "I…" was all he could utter before Rex shoved his arm off of him.

"No. No I won't accept it now. You'll only be saying it now because I've brought it up and it'll be out of sympathy or something." Rex said glaring at Noah.

"Well then what do you WANT me to do then Rex?" Noah asked, agitated by Rex's attitude. "What am I supposed to do then huh?"

"I just want you to say you love me Noah." Rex answered.

Noah still looked shock, but now, he had a hint of anger in his look. "So-So what you think I don't love you Rex? You think I wouldn't take a damn bullet for you? Is that it?" he said as he stood there, holding out his arms and accusing Rex.

"No. No, nothing like that Noah! You're missing the point!" Rex said back, his voice getting louder and louder with each syllable.

"Well then what IS the point then Rex?" Noah asked. "Because it seems to me that you're just making a big fuss over three stupid words!" Then, almost all sign of emotion was drained from Noah's face, as his angry face quickly transformed into a shocked, wide-eyed one; one that came from realizing the words that he had just said. He looked at Rex with wide eyes as he saw Rex's face too change into one full of shock, as if Noah might as well have just told Rex he didn't love him. Then, he could make out a small tear form in Rex's right eye as his face changed once again, but this time, into one full of sadness and despair.

"Oh my God." Noah said, moving back a little and covering up his mouth, praying that he hadn't just said what he thought he just said, and that there was just some giant EVO behind him that was making Rex look shocked. "Oh my...Rex," was all Noah said as he tried to place another comforting hand on his shoulder before Rex pushed it away.

"How could you?" Rex said as more tears started to stream down his face.

"Rex, I didn't mean..." Noah said as he once again tried to place a hand on Rex, hoping he could fix this situation. But it was too late.

"Don't touch me!!"Rex said as he pushed Noah's hand away. "Get away from me!" he said as he swiftly turned away from Noah, transformed his legs into his bike, and rode up towards Providence as quickly as he could, leaving Noah there by himself in the middle of the desert. Providence was a good five minute walk away, but to him, the journey would seem like an eternity.

It was even one minute before Noah couldn't take it anymore, and he dropped down to his knees, covered his face with his hands, and cried as if he had just lost Rex forever. 'What have I done?' he thought. "WHAT HAVE I DONE!?!?" he howled as Rex continued to ride toward Providence headquarters, not wearing his goggles. He was afraid if he did, they'd quickly fill up with his own tears.


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When Rex reached the hangar, he didn't take any time saying hello to any of the agents that waved at him. He quickly walked toward to door leading to the endless maze of white hallways, keeping his head down, so hopefully, no one would see how red his eyes were. He didn't want to talk to anyone. He didn't want to see anyone. He just wanted to go to his room and be alone, for however long he could until Noah came to find him.


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Noah had made it to Providence in 20 minutes. He didn't stop crying until he thought people could hear his sobs. He didn't even know who to turn to. He thought Holiday could help him, but he saw that she was running tests in the Petting Zoo, so he decided not to bother her. And just like Rex, he kept his head down, so as to avoid eye contact with the other agents. However, holding his head down gave him exact eye-to-eye contact when he ran into Bobo walking out of the one of the bathrooms that littered the Providence hallways.

"Hey blondie, what's hangin'?" the ape asked.

Noah quickly wiped his eyes on his jacket sleeve. "Oh, nothing."

But Bobo saw that 'nothing' was really 'something'. "Uh-huh. Sure."

"So listen, Bobo, have you seen Rex anywhere?" Noah asked.

"Yeah, I just saw the chief on my way to the john."

"And?"

"Well his head was down, which automatically made me think somethin' was up. But other than that, he seemed fine. I asked if he wanted to come with me to the Pettin' Zoo and try to have some fun with the new shipments, but he said he was good and he just wanted to go to his room. It's weird though, I think I heard him sob a little as he turned down that hallway," he said pointing toward the hallway directly across from them. "I guess he just wanted to take the long way or something.'"

'Oh man.' Noah thought. 'I've really screwed up this time.' "Thanks Bobo." he said as he continued on his way to his room, this time taking the shorter route, hoping that Rex was there already. And sure enough, when he opened the door, he saw Rex lying down on his bed, his shoes, goggles, and jacket tossed by the foot of the bed. His back was turned away from him, but he could make out what looked like a pillow he was clutching in his arms. He didn't hear any sobs, and he didn't see his shoulders move as if he was crying, he was just lying there, not making a sound or moving a muscle. 'Maybe he's asleep.' Noah thought as he slowly entered the room.

"Who is it?" Rex asked, getting rid of all thoughts Noah had about Rex being asleep.

"Hey Rex. It's me." Noah replied.

Rex still didn't move at first. He tightly closed his eyes and sunk his head into the pillow that he had encased in his arms, trying his best not to once again burst into tears or even scream at Noah, for that matter. Yet he managed to calmly take a deep breath and slowly sit up and cross his legs, but still faced the wall. "What?" he asked.

Noah felt a stab of pain go through his heart. Rex wasn't even going to look at him. Noah sighed before saying what he thought had to be said as he turned around to close the door behind him. "Rex. I-I... no words can describe how truly sorry I am for what I said back there," he said as he turned around to face Rex.

"Then why did you say it in the first place?" Rex said, as he too turned around to face Noah.

"Because I was being stupid, that's why. But I'm here now. And there's something I have to say." Noah replied, standing as tall as he could, hoping to make a point to Rex.

"Look, Noah, I..." was all Rex managed to say as he stood up from the bed before Noah held out an open hand and interrupted him.

"Shut up." he said sternly.

Rex stopped dead in his tracks and just looked at Noah. For a short moment, they just looked at each other. But then, Noah started to slowly walk toward Rex, speaking as he did so. "Rex Salazar, from the moment I first saw you, I knew we were going to be good, maybe even great friends. But never did I imagine that we would have something like what we have now." As he approached Rex, he reached down, grabbed both of the young EVO's ungloved hands, placed them on his chest and continued to speak as Rex just stared in amazement at what Noah was doing and saying to him.

"Rex, you are my everything. There is almost absolutely nothing I wouldn't do for you. Every day, when I wake up, the first thought that pops into my mind always, you hear me, ALWAYS has something to do with you. Whenever you go out on a mission, even before we started dating, it killed me knowing that there was a possibility I may never see you again. And every time you returned, I wanted to jump for joy, hug you, and never let go. And when we finally did start dating, I knew you were the one for me. Rex, I want to be with you. I won't want anything to come between us, no matter what it is, you hear me?"

Rex was still shocked as to what Noah was saying. He had never seen him be this sincere before. He wanted to say something, but he felt it best to do exactly what Noah told him to do; shut up and let him talk.

"Now, I don't care what I say, what I do, or whatever else could possibly happen, you will never lose me Rex Salazar. Never in a million years. Because if you left me, I have no idea what I would do with myself." Noah said as he began to place Rex's hand back down at his side. Then, as their hands parted, Noah placed both hands softly on Rex's cheeks and kissed him. And after the short kiss, they both opened their eyes and stared at each other as Noah said softly, "I love you Rex Salazar. Always have, always will."

Rex began to cry a little as a few tears began to fall down his face. But they were not tears of sadness. No, they were far from it; they were tears of extreme joy and happiness. Noah, instead of kissing him some more, merely gave Rex the biggest hug he could possibly give him. Rex returned the hug as they stood in the middle of the room. They hugged for a good five minutes, neither of them wanting to let go of the other. Then, Noah pushed Rex away far enough that he could begin to plant small kisses up and down Rex's lips and cheeks; saying "I love you." after each one.

Then, Rex placed his hand on Noah's cheek and gave him a small push, so that, instead of kissing his cheek, they could continue kissing on the lips. In between kisses, Rex let out, "I love you, too, Noah Nixon." As they kissed, Rex could feel Noah's hand work its way through the bottom of Rex's shirt, and he suddenly felt the skin-to-skin contact between Noah's hand and Rex's chest. Rex thought he should return the favor, and started to do the same thing to Noah. They squeezed each other's shoulder as they continue to kiss each other, both of them not wanting this moment of peace to end.

When they were through, they parted lips, and just looked at each other and smiled. They couldn't have been happier. It was Noah that decided to break the silence with, "So;what now?"

Rex gave Noah a small smirk and walked over to the T.V. and placed his hand on the screen using his nanites to turn it on. "Put one of the new movies I got last week in."

Noah obeyed and grabbed one of the new DVD's at random and placed it into the player. He grabbed one of the bean bag chairs and pulled it over to the bed, where Rex was laying down on his side, eager to spend some more 'quiet-time' with Noah. As Noah sat down, he felt Rex's hand work its way into his golden locks.

"Noah?" Rex said softly as he continued to rub Noah's scalp.

Noah reached up and grabbed Rex's hand, took it out of his hair, and kissed it before placing it on his shoulder. As he began to rub it, he softly replied, "I know. Me too." And they began to look at the T.V. screen. "Hey Rex?"

"Hm?"

"It might help if you pushed the play button on the remote you know." Noah said sarcastically, looking up at his boyfriend.

"Oh yeah, haha. Sorry." Rex said as he pushed the play button. And as the film began to play, both boys realized something. There really was nothing between them they couldn't handle. They knew they would be together forever. And they wouldn't have it any other way.