"Weiss?"

After the fifth consecutive failure to take the city, desperate measures began to be taken. In the ensuing battle more blood was spilled than in all others combined. When dawn finally broke the death toll had reached numbers thought impossible. In the dark and bloody aftermath a temporary truce was enacted.

"Weiss?"

But the peace was short lived. It was less than a month later that all sides regrouped and doubled down on their efforts. Nearly two years passed before all sides were ground down so far by chaos that they lost both the will and the strength to fight.

"WEISS!"

Unable to ignore the interruptions any longer, the white haired girl whirled around in her seat to stare pointedly at her distracting team leader.

"What is it? Can't you see that I'm trying to study? Some of us actually care about doing well in class." Weiss' words lacked the bite they had held when the year began but they still stung her partner's ears all the same.

"I know, Weiss. But it's almost three in the morning. Don't you think you should get some rest? We had a pretty long day yesterday and today isn't going to be any easier." Ruby's tone was concerned and the yawn that punctuated her suggestion further emphasized how right she was. Even if Weiss didn't want to admit it.

Looking into her partner's eyes, still half lidded from exhaustion, Weiss could see the genuine concern Ruby held for her. Despite herself, Weiss had been growing more and more aware of her leader's empathetic tendencies. It seemed that the girl always had the time or the energy to care, even if that care wasn't solicited or even wanted!

"I, I've already slept," the lie easily danced right off her tongue. Growing up in her house meant it had to. "I'm an early riser, how could you not know that by now?"

Only because it's not true…

"Weiss," the soft, worried pitch of Ruby's voice told the heiress everything. She was clearly losing her touch. "You have the best grades in our year, probably the whole school! You don't need to stay up so late studying."

Weiss swallowed hard, trying to push down the growing knot in her throat. She could already feel her face warming up, her blood flushing porcelain skin in a display of guilt. Ruby just wouldn't understand.

If only it were that simple…

"Weiss?"

Cerulean eyes regained focus, having been dazed by the unpleasant thoughts clawing at the insides of the heiress's mind. Ruby still had that shadow of concern butting over her usually shining, gunmetal irises but now a growing frown was taking root on her usually smiling face. Weiss quietly hummed in acknowledgment of her partner's question before hastily averting her gaze, unable to bare the sight of her leader's downtrodden visage.

"Why are you staying up so late studying? You're not even reading the right book, we finished that one almost three weeks ago. Please, just get some rest. I'm worried about you."

Weiss's back stiffened as dainty finger's grew ever paler, clutching desperately at the tome on her desk. She had to blink her eyes quickly to ward away the thought of tears. The way Ruby's voice had cracked on her last word had almost been too much.

Has she always been this perceptive? Has she always shown this much concern?

It was quiet for a moment. Only Yang's ever-present snoring gave any indication that there was any life in the room at all. Releasing a shaky breath and slowly loosening the death grip she had on her book, Weiss spoke.

"It, it's not that…" she mumbled back, almost instantly regretting opening her mouth. She really didn't need to drag Ruby into her troubles. Not when she was already so difficult for her leader to deal with on a regular basis.

But her partner persisted, ever a selfless, caring soul.

"Then what is it? I mean, I know you have more… refined tastes in literature and stuff, but, couldn't you find a better time to read than three in the morning?"

Against her will and her control, moisture began pooling in the heiress's eyes. The naivety and honest concern coming from her partner was clashing horribly with the churning turmoil raging in the pit of her stomach. She had already said too much. There really was no reason to drag Ruby any further into her personal problems.

"Just forget about it… I, I can't…"

For as hard she tried, Weiss could not find words of reassurance. She wasn't even sure whether she was trying to convince Ruby or herself at that point. But she knew as soon as her sentence drifted off she had made a mistake. Why couldn't she just keep her mouth shut?

Because some part of her, however small, wanted someone hear her, care about what she said…

"You can't? Can't what? Can't find a better time to read? Weiss…"

The utter obliviousness and block-headedness of her partner was still painful to the heiress even after the months they'd spent together. It was one of the few pieces of her leader's personality she simply could not seem to look past. So whenever it came to pass that Ruby said something so monumentally thick or ignant Weiss simply couldn't help but lash out.

"No, you dunce! I can't sleep."

Oops…

Ruby finally fell silent at the heiress's not so civil outburst. She seemed to tilt her head back and forth, searchingly, perhaps gauging Weiss's expression for some further explanation or deeper meaning. But when her partner simply continued to look off into the corner, downcast and almost imperceptibly shaking, Ruby heaved out a long sigh.

"You should have said something earlier. That's easy to fix, I could have gotten you some sleeping pills or a cup of warm milk. That always helps me get right to sleep."

Weiss's shoulders began to shake more noticeably. To Ruby's great surprise she saw her partner nearly vibrate in silent laughter that very quickly devolved into equally quiet sobbing. No longer able to stem the flow, thin streaks of disappointment and despair ran down pale cheeks.

"Wha? I don't… Weiss?"

Ruby was at a complete loss for what to do. She thought she had handled the situation well but apparently she had missed something because the strongest person she knew was now crying; something she had never thought possible. Deciding it best to avoid the risk of waking her remaining teammates, Ruby carefully dropped down from her bed and sat down on Weiss's so that the two of them could could speak more quietly.

Looking over at her partner, Ruby could see the tears that had escaped from the heiress's traitorous eyes. Ruby extended out her hand and placed it on her partner's shoulder in what she desperately hoped was a comforting manner. Weiss hated how much better it made her feel, how much she enjoyed it.

Is that what the warmth of another person is supposed to feel like?

"It… it isn't that I can't fall asleep per se…" The white haired girl's voice came out choked and scratchy; so different from her regular, authoritative tone that Ruby wouldn't have recognized it if she hadn't seen the words leave her partner's lips. Ruby's concerned frown grew, extending all the way across her face and even causing her shoulders to slump.

"Then what is it? I just want to help. Please, Weiss." The sheer warmth in her words was enough to staunch the previously unregulated flow pouring from Weiss's fragile, blue eyes.

"I'm… I'm… " The words refused to come out. No matter how many times she swallowed to lessen the strain she felt in her throat, Weiss simply could not get more then one word out before her windpipe simply refused to continue. Never before had she had so much trouble speaking, not even when her father had forced her to sleep in the biting cold of Atlesian winter as punishment for her disobedience.

"You're what?"

Weiss felt her head turn subconsciously to look at her , gunmetal eyes shimmered in the moonlight. The way they gazed unwaveringly at the heiress made her head feel light. Very quickly she found herself unable to maintain eye contact and swiftly averted her gaze to her lap where small hands where wringing together in an uncharacteristic show of apprehension.

"I'm scared."

Weiss had never felt smaller than when those two little words crept past her lips. She had never divulged this to anyone, not her sister, not her mother, and certainly not her father. It had always been something she could deal with, something she simply had to deal with. But in the past three weeks, her constant feelings of crushing loneliness had been growing steadily more frequent and terrifyingly more powerful.

As soon as her partner's words registered in her brain, Ruby immediately went into damage control mode. She knew Weiss well enough by now to know that showing her pity or treating her like some damsel in distress wouldn't help in the slightest. What the white haired girl needed was a strong companion that could support her, or at the very least be there for her.

"What are you scared of?" Ruby made sure to punctuate her soft words with a gentle squeeze of her partner's shoulder.

Weiss was at a loss for how she ought to respond. She hadn't exactly told Ruby the truth, not all of it at least. It wasn't that she was scared, not really. That didn't describe the gnawing feeling that had slowly been eating away at her for nearly as long as she could remember. If she honestly thought about it, she had never really given it that much consideration, mostly because it was so painful to focus on. But now she didn't have a choice, she had to find the words to describe the terrible ache.

"I just… I don't want to be alone…"

Shockingly, Weiss was more surprised by the revelation than Ruby was. Was that really what was eating away at her? Of course, the more she thought about it, the more it made sense. Growing up she had been completely incompetent when it came to making friends. Her family's wealth and status did a better job of alienating her from other children than her horribly inept social skills ever could. And her family had never been much better. A mother who was never around, a father who only spoke to her when he needed to ask for something, it was no wonder her sister had left the second she had the chance.

But why did it all have to catch up to her now? Why had she suddenly become unable to bare it any longer? Why, after seventeen years of solitude, was she all of a sudden a blubbering mess? No matter how she looked at it, Weiss just could not make sense of it.

"But… you're not alone." Ruby's response was as quick as it was confused. "You have me, and Yang, and Blake, And Team JNPR, and…"

"No, Ruby! I… I… don't…"

The heiress's tone was frustrated, but to a greater extent, it was exhausted; like the white haired girl just wanted to curl up into a ball and sleep for the rest of forever. She understood where her partner was going, and to some extent it made sense… But she was wrong. Sure they all knew each other fairly well, they had fought along side each other, studied together, succeeded and failed together… but it was all just temporary; born out of the necessity of their situation. In three years time she would be right back where she started, cold and alone.

"What do you mean? Of course you have us!"

Ruby was desperately trying to figure out where her partner could have gotten such an awful idea from. Had there been some kind of miscommunication? Had she said something that could possibly have given the heiress such a horrible idea?

"No, Ruby… I… when all of this is over, when we graduate, I'm going to be right back to where I started. Alone." Weiss couldn't stop her voice from wavering at the end, breathing that last word rather than speaking it. She hated feeling so weak, so vulnerable, especially in front of other people. Not too long ago she wouldn't have been able to afford moments like this one.

But with her partner's fears finally vocalized, the young leader finally found some understanding in her partner's scary, unfounded worries. Sure Weiss had people all around her, people who cared about her, with or without her knowing, but despite that she still felt like an outsider. Ruby had to squash this parasitic idea immediately. Thinking quickly, the young leader came up with the perfect way to convince her partner.

"Our first week here you promised me that you were going to be the best teammate I could ever ask for."

It wasn't a question, just a simple statement of fact. But Weiss hummed quietly in acknowledgement anyway, encouraging Ruby to continue without risking her voice betraying her again.

"And after you promised me that I returned that promise to you."

Weiss's sniffles gradually disappeared as she managed to put herself back together, or at the very least gather up all of the pieces she had dropped.

"And do you know what being the best teammate ever entails?"

Weiss opened her mouth hesitantly. She wasn't sure if the question had meant to be rhetorical but her unasked question was immediately answered as Ruby continued.

"Being the best teammate ever means I'm going to stay by your side, no matter what. In the happy times and the sad ones. When we're fighting for our lives or fighting for first spot in line. I'm not going to leave you, not now, not ever."

Ruby's own voice was welling up with the emotions rising in her chest much the same as even more tears were welling up in her partners sore eyes. Seeing Weiss in such a state once more, Ruby took a chance. She did something she knew Weiss wouldn't ever approve of, at least not when she wasn't bawling her eyes out.

The sensation of enveloping warmth that surrounded the heiress did nothing to stem the flow of tears. If anything the closeness of her leader served only to make her eyes flood faster. How dare she invade her personal space? Her mind screamed at her to pull away, to throw the offending appendages off and run from the room. But the longer she sat, frozen in place by the energy her partner seemed to give away, the harder it became to convince herself to do anything other than bask in the inexplicable peacefulness Ruby's reassuring embrace provided.

The moment lasted for five seconds, then ten seconds, then a whole minute. Weiss soon lost track of how much time they had been sat like that, electing to focus all of her attention on how unbelievably perfect it felt for someone to hold her. Had this really been what she had been missing all her life? This warmth? This feeling of… being, wanted? Needed?

"So," Ruby's quiet voice from behind the heiress' head brought her back down to Remnant. "Do you still feel lonely?"

The softness of her leader's voice mixed with the distracting sensation of hot breath on her neck had Weiss pausing for several moments before she could respond. She opened her mouth to speak but her throat was too raw to make sound. She instead elected to shake her head once into Ruby's shoulder.

"Then why don't we get you to bed? You need your sleep just like everyone else."

Weiss was hesitant to let Ruby go. She didn't want to give up the magical warmth her partner seemed to exude. But the moment had already lasted several minutes longer than it should have, and the rational part of her brain was finally starting to recover from its meltdown.

They pulled apart slowly, Ruby making a point of looking down into her partner's eyes. Weiss could actually feel the concern in her partner's eyes. It made her heart squirm. But in the blink of her eyes, Ruby had an arm around her shoulder and was slowly guiding them back to their shared bunk bed. They moved with sluggish footsteps, the early hour taking its toll on the both of them.

When they reached the bed Weiss quite literally fell onto it face first and instantly curled up into a ball, trying to make herself as small as possible. She hadn't realized just how tired she really was. Her eye lids were losing the battle to stay open but Weiss still wasn't sure she wanted to sleep.

Her eyelids briefly flew open as she registered soft hands bringing the blankets up over her and tucking her in. She could see her partner straightening up in the moonlight and heard the whispered goodnight through the darkness. But as soon as the silhouetted figure turned away, the aching, crawling, gnawing feeling of loneliness returned. It came back so strongly and so quickly that the heiress had to cover her mouth to keep from crying out.

The heiress could feel herself starting to panic. The last time she had had a panic attack she had been less than twelve. But that didn't seem to matter as she felt her breathing start and stop uncontrollably. Seeing Ruby's ankle disappearing to the bunk above, Weiss lashed out with wild, panicked movements. She grabbed her partner as though her life depended on it.

Ruby looked down at Weiss with a questioning look. Comprehension dawned on her instantly as she saw her ever resilient partner look more like a scared child than anything else.

"I know I have no real right to be asking you this, and I know you probably don't want to, and it's really just a stupid idea… I guess… I just… I…"

"Just say it Weiss." Ruby's face had grown concerned. Her partner was never one to mince words. Even in her current state.

"I just… I… you… would you… wouldyoupleasesleepinmybedtonight?!"

Weiss had to rush the words out to make sure they didn't get caught in her throat. She loathed the thought of asking for help. She detested the idea of burdening someone else with her problems. But for the first time in her whole life, Weiss had found something that made her feel less alone. Ruby almost made her feel as though there were people out there who cared about her.

Seeing the pleading look in her partner's eye mixed with her own desire to comfort the girl, Ruby was powerless to refuse. She had felt such a gaping loneliness when her mother had passed away. There was no way she was going to let Weiss face that by herself, not when she could be there.

So instead of climbing the rest of the way up to her bunk, Ruby reached up and grabbed Mrs. Snugglebites before dropping back down to the floor. She laid herself down on Weiss's bed as carefully as possible, making sure to give the heiress as much space as she could. Only after she was final settled beneath the blankets was she surprised to feel small, cold arms reach out to hold her.

Ruby had never realized how thin Weiss was. The older girl usually carried and projected herself in a manner that made her seem almost larger than life. But lying in bed, holding the poor girl closer, there was no denying that she was almost worryingly thin. Ruby resolved to talk to her partner in the morning.

The pair of them laid in the dark for some time before Weiss finally heard her partner's breathing find a slow, regular pattern. The white haired girl was never a fan of physical contact of any kind. Even when sparring she hated when an opponent would touch her. But lying with her partner, the feeling of their shared warmth, the knowledge that it was all really happening, all filled her with a kind of strength she had never experienced. It sparked a fire inside of her that warmed places that she never knew could feel warm.

It was with that peace of mind that the heiress finally found peaceful sleep. And as cerulean eyes finally slid shut, Ruby whispered softly, so quiet that it probably wasn't heard.

"I'll always be here for you."

For those of you who aren't aware, this is a much needed rewrite to a one-shot/potential story I've been milling about in my head. I love how it has turned out and I would love to continue the story but I'm at a complete loss for where to go next.

So, if you really liked this and have any ideas for where the story could go from here I'd love to hear them. If something really catches my eye I'd love to give this a couple more chapters. But I'm also happy to leave this where it is and call it an adorable little one off. Let me know what you think.

As always, keep reading, keep writing, keep being awesome.