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Buffy and Dawn had set up the cot in the basement for him, and that's where he laid, fully clad in his black jeans and tee.

"Go to sleep," he scolded himself. "It's far too late for you to be awake."

He jerked upright when he heard the creek of weight on the old wooden stairs. His eyes searched the darkness, finally revealing Buffy.

"You always talk to yourself, or is this a new flavor of crazy?" Buffy sat on the bottom step, her arms crossed over her chest. "Can't sleep?"

William leaned his back against the wall, taking a deep breath and attempted to look at ease. Buffy made him nervous, and just because she was a beautiful woman. "No, I'm afraid I can't." He brushed invisible lint from his shirt. "I suppose you can't either?"

Buffy shook her head. "Too much going on in my head, what's you're excuse?" It was a joke, but it came out flat and made William think that she would rather chew glass than have a conversation with him. It made him wonder why she was here in the first place.

"Can't seem to get settled…." He decided to share his dilemma with her. "Memories, they're in here," he tapped his temple, "I can feel them, but I can't grab hold of them. It's infuriating."

An awkward silence covered the room, making Buffy twitch and search for a topic. "So, Heaven, huh?"

William nodded. "Yes."

"How long were you up there?"

"A- a long time. You… um, you were up there too?"

She shifted on the hard step, her eyes glued to a dark stain on the cement floor. She wondered how long it has been there, what caused it and if it can be cleaned up.

William watched Buffy's face go from uneasy to blank. "If you don't want to talk about it I'll understand."

"I died for my sister, mostly. Them too, though. Because I loved—love them."

William stayed silent, letting Buffy continue.

"I was happy up there. Safe. Then they pulled me back, and I wasn't in Heaven anymore. I was in hell."

"I understand."

"I understand" Those two words filled Buffy with anger, with relief, and numbness. Everybody always Understands. If her friends truly understood then they wouldn't hold her up on the high pedestal that they did. A pedestal she'd surely fall from. William, though, he truly understood. He was in Heaven. A lot longer than her. And he was pulled from it. Supposedly.

"Yeah," Buffy said, bereft of a better answer.

Her gaze crawled across the wall until she reached his face. She stopped, her breath hitched in her throat as his gentle eyes connected with hers. She wanted to kiss him, to feel his hands on her body again. A shudder of revulsion ran through her and she broke away from his hypnotic eyes, disgusted with herself.

"I should go." Without pause Buffy stood and mounted the stairs quickly leaving William to his own devices.

William scrubbed his fingers through his hair. His feelings for Buffy befuddled him and left him feeling empty. He sucked air into his lungs, holding it for a moment before releasing it.

"I…think I should go to sleep." He fell back down on the cot and squeezed his weary lids shut. He did his damnedest to ward off vivid images of Buffy and him, but it was evident that he was in a losing battle.

XxXxXxXxXxXxXx

Giles took off his glasses and rubbed them tiredly with his cloth. He had another apocalypse to help prevent. What a busy year, Giles thought. I need a new line of work.

The plane shuddered and Willow's head lolled onto his shoulder, shaking him from his self-pity. He placed his glasses back on and studiously studied Willow's face. She looked so innocent in her sleep. Like a little girl. It pained him to know that she was stripped of her innocence by magicks. That she took a human's life not four months before. He blamed himself. He knew he should have been there for her. To protect her. To protect them all.

Willow's nose scrunched up and she buried her face into his arm, mumbling, "No, no more CDs SpongeBob."

Giles smiled, chuckling softly. At least she was blessed with a fairly good dream this time. It was more than he could say. Every time he closed his eyes he was plagued by "what ifs" and "should haves."

She fussed more and Giles ran a soothing hand down her arm. "Hush, now Willow. There will be no more CDs, I promise."

She calmed and wrapped her arms around his. Clinging to him as a small child would cling to her parent.

With Willow lulled back into her dream Giles' mind found its way back to the cryptic prophesy, and the impending doom. He wanted to be in his leather study chair with a glass of brandy translating said prophesy further; instead he was crammed into an uncomfortable airplane chair for the rest of the hellish ten hour ride.

"Giles," Willow moaned, fear lining her voice, "helllp."

He felt her grip turn vice-like as whatever nightmare she was suffering became worse.

"Willow." He shook her shoulder but she stayed firmly trapped in her torturous slumber. "Willow, wake up darling." He shook her harder.

Her eyes shot open and she took in a shuddering breath before breaking down. She hugged Giles the best she could in the awkward position of their seats, and sobbed.

He wrapped his arm around her, kissing the top of her head and whispering empty pleasantries. He was far past being uncomfortable with her. He was awoken by her cries of terror almost every night since he had taken her back to England with him. Every time he ended up holding her until she fell back to sleep.

"It's alright, Willow. Just a dream."

"I- He was here. He hurt me."

He knew she was talking about Warren. It was always Warren, and he always did one thing or another to her. Giles hugged her tighter.

"I'm here, Willow. He won't hurt you."

She cried a while longer, only stopping when sleep over took her again.

"I'm here, Willow. I'll protect you."

Giles rest his head on top of hers, holding her like a little girl. He was determined to fulfill his promise of protecting her. None of his children would be hurt ever again.





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