"You don't look too good. In fact, you look like shit."

"Awh. Thanks, Nick." Ellis responded, shaking his head, though smiling slightly. But even he knew he was looking even worse than the rest of them. He hadn't gotten a decent night's sleep in about a week now, and the effects were really beginning to show.

"Are you alright?" The suited man asked in a more serious tone, turning to face Ellis. He would never admit it, but Nick was worried. The lack of proper rest was taking a significant toll on Ellis's fighting abilities as well. Many times that day, Nick had saved him from Infected he should've seen coming.

"Yeah.. I'm okay. Just real tired." Ellis admitted, scratching the back of his neck. He then moved to sit down on the small single bed he had claimed for the night. This night, he and Nick were to share a small room with two single beds.

"Do you know why you haven't been sleeping well?" Nick asked as he tried to find a comfortable position on his own bed.

"... Yeah. Bad dreams is all."

"Oh." Nick said softly in surprise, frowning into the darkness. "Well.. If you ever wanna talk, I'm here." He said, cringing slightly as he did so. It was awkward for him to even say.

Nick heard a slight shuffling and heard Ellis get under the covers on the other side of the room.

"I know. Thank you Nick." He said in an almost sad tone. It was unnatural for Ellis to not be his usual optimistic, cheerful self.

Nick sighed quietly, as it was making him more fatalistic than usual, not having Ellis to even it out. He pulled the covers up around himself. Then, their usual exchange occurred.

"Goodnight Nick.."

"Night."

By what Nick guessed to be about twenty minutes later, neither of them were asleep. He had been seeing Ellis's dark form toss and turn for a while now. It worried him probably more than it should've, so much so that he himself couldn't fall asleep.

"Nick." Ellis said with a sudden urgency, a tinge of nervousness in his tone. He sat up quickly in his bed.

"Yeah?"

"I'm afraid to fall asleep."

Of course Nick's first instinct was to say something along the lines of "What the hell am I supposed to do about it?" or perhaps even an "I don't care." But he decided against either those.

Instead choosing, "Come sit with me then. We can talk until you're too tired to talk anymore."

The words stunned the both of them. Ellis happily made his way over to sit on one end of Nick's bed as the ex con moved to sit up.

The Southern boy let out a relieved breath, more than glad that Nick hadn't criticized him or made fun of him. Instead he was trying to help him. Thinking of it that way caused a tender, fluttery warmth to appear in the boy's stomach. It was a strange thing. One that only was felt the rare times Nick had shown he cares.

"So. Do wanna me tell me what it is that's been bothering you?" Nick offered gently, not wanting to seem pushy or nosy.

"The dreams I have.. They're all about bad things happening to my friends and family. Real bad things. It scares me, Nick. It really does." Ellis confessed quietly, unable to look at the older man, even through the darkness.

"Oh, Ellis... I'm sorry to hear that."

"You're in em too.." The boy said even quieter, his voice barely above a whisper. "You're my best friend, Nick. I like you a lot. It'd hurt me if somethin' happened."

Nick's lips twitched at this. He hadn't been called anyone's best friend since high school or maybe even middle school. He was also surprised that he was worthy of the title of best friend.

"Well, nothing is going to happen. Because you're so strong, and so good at killing those bastards, you could protect anyone. And I can take care of myself just fine. Always have. So I guarantee, I won't be leaving anytime soon." Nick responded evenly, meaning all that he said. Things he probably would've said more often if he weren't so bitter all the time.

"Thank you Nick!" Ellis replied, a happy grin splitting his face. Before considering what he was doing he was leaning forward and embraced the stony Nick in a friendly hug.

Nick's whole body tensed, as this was the first affectionate thing he'd felt in a long time. In fact, the only contact he'd had with the other survivors with the always platonic healing. And this was Ellis. Although… it wasn't entirely unpleasant.

"Uh.. Ellis?"

Ellis felt the blood rush to his cheeks as he quickly let go. He was extremely embarrassed. He'd just hugged Nick. Nick of all people. He was certainly glad it was mostly dark in the room. Here he was, blushing like some kind of idiot.

"I-I'm sorry!"

Nick merely quirked a dark eyebrow at him, more amused than bothered.

"Aw man. I made this weird now, didn't I? And now I'm making it worse by pointing it out, huh?" Ellis said shakily, laughing nervously.

"Yeah. That was just a little strange." Nick said, chuckling. He could tell how embarrassed his companion was even with the darkness, his body language said it all.

"It's alright though. You're just overtired." Nick replied, purposely trying to convince Ellis of this as well. So that he wouldn't feel so nervous. And so that Nick could stop feeling so weird..

"Uh huh. That must be it."

Nick smiled almost warmly at him, finding it endearing how he behaved when embarrassed. Ellis caught this and glanced the bed, then offered Nick a shy smile in return.

A sudden chill passed through Ellis's body, and he realized his arms had goosebumps all over them.

"You cold?" Nick questioned.

"Y-yeah. A little."

"Uh.. I guess you can get under the covers." Nick suggested, figuring if Ellis fell asleep here, it'd be no problem just to walk over and sleep where Ellis was supposed to.

Ellis paused for a moment, making sure that Nick was being serious, and then fully got into the bed, finding it was suspiciously more comfortable than his own bed. Or maybe he was just imagining that. All he knew was it was warm.

An hour of small talk later, Nick was finding that it would take longer for Ellis to respond each break in conversation. His tiredness must've finally caught up with him.

"Nick.. I can't fall asleep."

"What do you mean? You're dead tired."

"I know. But I can't or else-"

"Shh. Stop talking. And calm down." Nick said in a gentle tone, hoping Ellis would fall asleep. He hadn't realized it, but the boy had been gradually inching closer to his body.

Now, all Ellis had to do was slightly lift his head, and it was resting on Nick's chest. He was startled by this, even more than he was at the hug earlier. He was too stunned to think straight..

All Ellis knew was that this was blissfully comfortable, and he liked how Nick smelled. Well, the smell behind all the zombie brains and such. Nick was warm too. Wanting more of the closeness, Ellis put his arm on Nick's chest.

Nick's skin crawled at the unexpected touch, he wasn't sure what to make of it. The hand possessively tightened around his suit, clutching it. He couldn't ignore the sneaking suspicion that the boy wasn't as asleep as he seemed.

Ellis's soft breathes lightly fanned his neck, causing Nick to shudder slightly. Well. It was clear there was no escaping this now. He'd just have to deal with it. Plus he knew how badly Ellis needed sleep, and if this was how it came to him, then it wouldn't hurt Nick too badly to do what he could.

As strange as it was, he knew he'd be uncomfortable if he tried sleeping with his arms out to his sides. Nick sighed heavily, almost with irritation, and wrapped his arms around Ellis.

Great. Now they were spooning.

Ellis smiled, as he was totally enveloped in Nick and the warmth that was Nick. He liked this a lot. He loved this. Finding sanctuary in Nick's arms, he finally fell asleep.