Peggy Carter has never been one to enjoy sleep.

Not that sleep is a bad thing, but it's just that she has never really enjoyed it before. She has never found the appeal of curling up under the covers while listening to the rain or sleeping in later than needed. To her, sleep is just a necessity and not a luxury.

During the war, sleep was just sleep. One slept for a few hours and then they're up and at it again. There was no time for lazing about. It was war and sleep was for the dead.

When she returned, she found that sleep was her enemy. She couldn't hide from her demons while sleeping and she often relieved horrible memories against her will. Most nights she would wake in a cold sweat and would refuse to fall back asleep. Those nights, Peggy quickly learned that no sleep was better than sleep plagued by memories.

When she started her job at the SSR, sleep was easier. More often than not, she would come home so exhausted that she could fall into and instant, dreamless sleep. Her job had her so overworked that fitful nights never occurred as frequently, and she quickly learned that sleep itself didn't hurt, but her dreams did.

The first time she dreamt of him, it was the first dream she'd had in three months.

It was back when they were on that mission in Russia, scouting out Leviathan. But instead of Dugan getting stabbed by the girl, it was Jack. She watched in horror as he died from the wound that the young girl has inflicted. She was frozen unable to do anything as she watched the life fade from his eyes.

After that, she didn't sleep for a week.

No one noticed her predicament at first; she had become a master at hiding fatigue. Yet that Friday night, she'd accidentally let herself slip.

It was late and everyone else had gone home. She was doing paperwork and the next thing she knows is that someone is gently shaking her awake.

"Marge. Hey, Peg. Wake up," the voice spoke softly.

"Hmm?" Peggy asked, sitting up slowly and stretching her stiff muscles. She sleepily turned to find Jack Thompson kneeling beside her chair, his large, warm hand still on her shoulder.

"You okay there, Peg?" He asked, his voice softer than normal.

"I'm fine," Peggy yawned, her bleary eyes trying to take in her surroundings. "What time is it?"

"It's close to 7am," Jack replied.

Peggy looked shocked and leaned forward on her desk, pressing her hands to her temples.

"We're you out here all night?" Jack asked.

Peggy only nodded, her eyes starting to water. She mentally berated herself and tried to pull her emotions together.

With a gentleness she didn't know he possessed, Jack gently cupped her chin, turning it up so that he could look at her face.

"Peggy, are you sure you're alright?"

Peggy looked away and bit her lip, willing herself not to cry. The exhaustion was finally catching up to her.

Jack gently began to caress her cheek with his thumb as her noticed the dark bags under her eyes.

"Peggy," Jack spoke softly, "why haven't you been sleeping?"

Peggy shook her head slowly, her emotions slowly breaking through her facade.

" I can't," she murmured.

"Can't or won't?" Jack asked with understanding.

" Won't," Peggy admitted.

"Why?" He asked softly.

"Dreams."

Jack nodded softly and stood up, offering her a hand.

"Let's get you home, okay?"

Peggy nodded and accepted the hand. He quickly fetched her coat and belongings before placing a warm hand on her lower back and gently escorting her out of the office.

He took her to his car and helped her in, refusing to let her take the subway home.

When he asked for directions to her place, she just shook her head and mumbled something about "Ms. Fry", "debauchery", and "gossip".

Not wanting to cause her more discomfort, Jack drove towards his own apartment. He had a guest bedroom that his mother sometimes used when she visited, and he was sure he could set her up in there.

About halfway to their destination, Peggy was fighting sleep. Her eyelids felt like weights and she was loosing the battle against consciousness.

About two blocks out, Peggy's head slumped against his shoulder. Raising a hand, Jack gently patted her knee, telling her that "we're almost there", to which she only replied with a small nod.

When they finally reach his home, Jack slowly eased Peggy out of his car and up the stairs. He helped her into his guest room and set her up with an old nightgown that his mother had left from a previous visit. Peggy quietly thanked him and he left to give her some privacy.

When he checked on her a bit later, she was curled up in the bed, her hair loose and splayed across the pillow. She looked so much younger and smaller now, and it was hard to tell that this was the same woman that could easily take him out with her bare hands. It made him respect her even more.

Jack was about to turn and leave the room when a small voice stopped him.

"Hey Jack?" Peggy asked quietly.

"Yes?" He replied, turning back towards her.

"Did you call the office?"

Jack chuckled and nodded.

"I said you needed a personal day."

Peggy nodded, "What about you?"

"I told chief that I'd be in later on and that I needed to take care of somethings first."

"Oh."

Jack nodded and turned to leave again when she stopped him.

"Will you stay?" She asked, her voice small. "At least till I fall asleep?"

Jack nodded, "Sure thing, Peg."

He approached the bed, toeing off his shoes before sitting up on the bed next to her.

"Why'd you help me?" She asked softly.

"You're my friend. It's what friends do, we help each other."

Peggy smiled at this.

"Thank you," she murmured.

"Don't worry about it."

Later on that day when the late sun streamed through the curtains, Peggy woke to find and warm arm draped over her waist. She turned her head slightly to find Jack curled up against her, his coat gone and his hair ruffled with sleep.

Sighing softly to herself, Peggy smuggled back into his embrace, relishing in his warmth. She closed her eyes and relaxed, letting herself doze off again.

Sleep wasn't so bad after all.