Disclaimer: I own nothing but the story.

Pairing: S/E of course.

Rating: T max, probably even lower.

AN: I haven't written anything whatsoever in like, 5-6 months or more so this might suck cause I'm out of practise, but it's just something that suddenly got on my mind and I had to write it.

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She awoke with a start and jolted upright, looking around the room disorientated. It took her a few moments to realize where she was and her pounding heart slowly calmed itself as she recognised her own room in the dark. She tried to remember what had made her wake up so abruptly. Had she dreamt something unpleasant? No, she hadn't dreamt anything. It had been something else…A person, a connection with someone…someone in pain, someone scared. But who? Obviously it had to be one of the Mutant X members because other people would be too far away to connect to; at least they would be in theory.

Despite the dull thumping in her head indicating a headache, and the sleep still in her eyes that made her have to fight to keep her eyelids open, she got up from the warm confines of her bed. She knew she would never be able to relax enough to sleep unless she knew her friends were okay. So she padded out into the hall, the dull sound of her bare feet hitting the hard floor the only sound in the dimly lit corridor. Since Shalimar's room was the closest one to hers, she padded there first, laying her ear carefully against the door to listen for any sounds. She wasn't sure, but she thought she heard faint movement inside and her hand automatically moved down to the door handle. She reeled back a bit in surprise when the door was quickly opened by the feral that lived there. At first glance, the blonde seemed perfectly normal, but as Emma looked at her friend confused, the older woman took a step forward moving out from her pitch black room. The little light in the hall way made it hard to watch her team mate closely, but her puffy eyes and wet cheeks were obvious enough. So was the feeling of uncertainty and shame coming from her too. The shock of the feral's present state hit the red head like a hand against her cheek. Never in her whole time with the blonde woman had Emma ever seen her cry, and she couldn't fathom what could make her do so.

Realizing that she was just standing there, staring at her friend, Emma slowly took a step towards the older woman. She looked tired, broken. As if the weight of something huge had finally caught up with her and she couldn't hold it anymore. It broke the psionic's heart to see her friend in such a state and she took another step towards the other frame. Without thinking about it, she enveloped the feral in a hug and immediately felt the blonde press back against her frame as she started to sob quietly into her shoulder.

"Oh Shalimar," the red head whispered sadly as the other woman clung to her desperately.

They stood there, for what had to be long minutes, the feral crying silently as the younger woman tried to soothe her with sweet whispers of reassurance even though she didn't know what was going on. After a while, the crying subsided and the red head felt the older woman relax more against her, burying her face in the crook of the psionic's neck out of obvious embarrassment.

Gently, the younger woman tugged at her friend to get them inside the feral's room so they could get more privacy and a more comfortable place to talk.

She seated the blonde in a chair and sat down on her knees next to her. The older woman had cast her face down, effectively shielding her features with blonde hair.

"Shalimar," Emma spoke softly as her hand moved to tuck some of the hair covering her friend's face behind her ear.

"What's going on?" she continued as she let her fingers graze the other woman's exposed cheek.

The feral was staring hard down at her fiddling hands and the red head let her other hand move to cover the blonde's own.

"I don't know," the older woman whispered, now looking at the psionic's hand instead of her own. "My life has just been so messy lately. It's too much at one time, you know," she continued as she sniffed. And then suddenly her brown eyes were boring desperately into blue ones.

"Adam is acting weird, Brennan is pressuring me, Ashlocke is freaking me out and getting on my last nerves and you-" She stopped abruptly and looked away again.

"I what?" Emma probed carefully as her hand stroked the other woman's reassuringly.

"Nothing," the feral replied weakly.

"Tell me please, I need to know. I hate seeing you like this, it hurts me," the red head pleaded.

"You…You're…tempting me."

"Tempting you?" the psionic replied confused.

"I don't know, I'm just so confused," the blonde replied, unable to look at her friend.

"Confused about what?"

"About my…feelings," the older woman replied with a sigh. She felt relieved that it was out, finally, but the outcome of her revelation could literary make her world crumble. There was no way she could continue in this team if Emma hated her or left because of her.

"About you feelings towards…me?" Emma asked thoughtfully.

"Please don't get mad, I can't help it. I don't know what's happening," the feral pleaded as she looked desperately at her team mate.

"I'm not mad," Emma tried to reassure the other woman.

"You're probably disgusted about me, but I swear I haven't been thinking anything dirty-"
"I'm not disgusted."

"And, and you're probably freaking out, but please don't cause it doesn't mean anything-"

"I'm not freaking out and it does mean something," the psionic cut in as she smiled at the blonde.

"I'm a little shocked maybe, but definitely not angry or disgusted. You just caught me off guard."

Shalimar looked at the younger woman sceptically. "You're okay with this?"

"Why wouldn't I be?"

The feral looked puzzled. "Because we're like best friends. Not to mention, we're both women."

"Well, think about it. Haven't I been flirting with you as much as you've been flirting with me?"

"Of course, but it might as well be just friendly flirting," the blonde tried to defend, but then realized what the red head had just said to her.

"Well, now you know it's not," Emma replied with a wry smile as she leaned closer to the other woman. "So what are you gonna do about all of this?"

Their faces were just some centimetres apart and the feral could feel the younger woman's breath against her own lips. Without even thinking of what she was doing, Shalimar felt her eyes move to the psionic's lips as she licked her own nervously. And then she looked away embarrassed.

"I'm really tired and all this crying and thinking has made me dizzy," the older woman excused herself lamely. She thought she saw slight disappointment wash over the red head's features, but it was gone immediately. Instead, she rose to her feet and took a step away to give the blonde some space.

"I guess we both need to sleep," she replied as the feral stood up too.

For a moment they stared at each other a little awkwardly, the tension so painfully obvious, and then Shalimar turned slowly and started walking towards her bed.

She couldn't believe she was doing this. It had been the perfect opportunity to kiss the red head. So why the hell hadn't she done it? Because she was scared, but why was she? She'd never been scared of something like this before. She was a feral for Christ sake. She'd never been shy and hardly ever nervous either. She couldn't just let Emma leave, it could leave the psionic with a wrong impression, that Shalimar didn't want her, which she so did. She had to do something.

Quickly she turned around, only to find the younger woman standing just a foot away from her. Without a word, the red head leaned in and pressed her lips softly against the other woman's. It was just lips pressed against lips, but it was still enough to make the feral loose all train of thought. And when Emma pulled away she barely registered what the psionic was saying to her.

"Goodnight Shalimar," the younger girl said as she turned around and walked out of the room.

"Night," the blonde breathed out as she just stood there, frozen.

When Emma closed the door to her own room, she breathed in deeply and listened to the sound of her pounding heart. She couldn't believe this had happened. It was making her both nervous and excited. There was no going back now. Finally she knew Shalimar really liked her back and she had let the blonde know she felt the same. But it was obvious the older woman was still very confused and reserved about the whole situation. And she honestly didn't know if it would go well with the rest of the team. But she was tired of going around in circles with her friend. It would be better this way.

She slowly walked over to her bed and crawled under the duvet. It was cold now, but it was a nice contrast to her burning skin. She lay down on her side and closed her eyes, trying to relax, but she felt wide awake. Adrenaline was obviously pumping through her veins, giving her an unsettling rush of energy, and all she could see when she closed her eyes were Shalimar.

The sound of her door being silently opened brought her out of her current state and she rolled around so she was lying on her back, opening her eyes to get a look at the intruder.

Moments later the duvet was being lifted and a warm body settled itself half next to her, half on top. And then a hand found her cheek before soft lips were pressed against her own. She answered the kiss automatically, their lips moving slowly and sensually against each others. When they pulled away, the other person spoke softly. "I couldn't sleep."

"Me neither," she replied before moving her hand around the feral's neck, bringing her into another kiss that would last even longer.