A/N: There's a brief, very early spoiler about the class the study group will take next semester.

Annie needed sleep. She needed sleep after the group's last exhausting adventure, but she didn't get it because their History 101 midterm was the next day. Yet she was too exhausted to make the group study as well as usual, and they were all lucky to get C's – even Annie. As such, when she finally got some sleep hours later, it should have been a relief.

Except for the fact that Jeff found her napping in the library, her face literally buried in her notes and books.

When he finally dared to wake her, she almost literally jumped out of her seat. Then when she remembered where she was and realized that she slept through studying, she literally did jump out of her seat. But she glued herself back on it a millisecond later, determined to make up for lost studying time for her other midterms.

Annie could vaguely hear Jeff talking to her. Whether he was just delivering one-liners or setting up a Winger speech, she didn't bother to figure out. She'd spent enough time getting distracted lately, by Jeff and everyone else, and this is what it got her. The first C of her college career, because she finally let a study group adventure distract her and tire her out.

It wasn't even on par with their 'Season 3' November sweeps stunts, as Abed pointed out in his sleep while she was TRYING to study and stay awake. A hell of a lot of good it did her, however. And now she was screwed forever because of this nonsense!

"Which nonsense? You'll have to narrow it down for me a bit," Annie finally heard Jeff say. But apparently, she hadn't heard herself yell her final thought out loud. As if it wasn't embarrassing enough to yell in a library – even one with Greendale's lax rules about noise.

At least Jeff would be too busy being…..well, Jeff to delve into this any further. He was probably sent to wake Annie up, make sure she hadn't been sent back to the loony bin, then go on his way. For once, it was good to have Jeff do just the bare minimum.

Until he stated, "But I'd like to hear more about the screwed forever bit first." Well, of course that couldn't even go right for Annie.

This made her too frustrated to keep quiet, so she just groaned and answered, "Jeff, I got a C. I didn't even get a B after paintball or Glee club or the pillow fight! My whole History grade is ruined! But I can save my other grades if no one drags me into any more Argo parodies, okay?" she almost growled as she focused back on her notes.

"That didn't exactly answer my question, but it's a start," Jeff commented. "Maybe we can get to your whole 'one bad grade ruined my life' theory by step four."

"It's not just a theory, Jeff!" Annie insisted. "I slipped up just a 'little bit' in high school too, and then look what happened to me! I've got to bounce back without taking pills this time, and I can't do that by sleeping! Or letting you distract me! Hell, you guys should encourage me more than anyone!"

"I know that. But tell me why you think we should and we can compare notes," Jeff semi-kidded. Yet this wasn't a good time for Jeff's usual nonchalance.

"Jeff, you guys tanked as bad as me! That wouldn't have happened if I was in my right mind! Well, maybe not as much," she conceded, then quickly got back to self-loathing. "You need me to study as much as I need me to study! Otherwise, what am I…." she trailed off.

"Annie?" Jeff piped in after a few seconds. "What am I…." he repeated and left hanging for Annie to fill in the blank. But she did so all too well.

"Then what the hell do you need me for? What am I good for at all? Without my A's, what the hell am I?!"

This wasn't exactly a new sentiment from Annie. She voiced something like that to Troy almost two years ago, and asked herself stuff like this for about the last eight years. But she never said anything like that to Jeff before. Why would she?

It's not like he was always the best shoulder to cry on, especially for stuff like this. And it wasn't like he didn't have enough reasons to try and think less of her. He was probably making his exit strategy right now.

Yet Annie was wrong again today – what a shock. But this time, being wrong brought on a very concerned Jeff. He didn't speak, but he did sit down next to Annie and all but freaked her out again – albeit in a different way than before.

"You look….worried," Annie realized. "You don't look too cool to care like usual."

"Even my cool side needs a five-minute break sometimes," Jeff said. Although his words still sounded jokey, his tone and face didn't appear that way, which threw Annie off further. "Everyone's best side needs that."

Annie laughed at that, either because it was funny or she was amazed to hear this from Jeff. Or because she didn't quite believe him. But she stopped laughing when Jeff didn't lighten up any further. "Annie, I'm not joking. But I've only got a brief window of sincerity here, so we'll need to speed this up. What's going on with you? Seriously?"

Jeff's actual interest took Annie off the edge. Now that she wasn't overwhelmed by her emotions, she could actually look back at how she acted, what she said and how she was feeling. And she didn't like what she saw – like usual when she got like this. "Jeff, I'm sorry," she said out of habit.

"I usually say that to you, so this must be something big," Jeff semi-quipped, but frowned a bit anyway. "See, the widow's closing already."

"It's fine. You don't always say it to me anyway, but…." Annie caught herself, as this wasn't the time to get into that issue. One years-long personal problem at a time.

"Jeff, I know I probably sounded crazy. You know I get like that when I worry about grades," Annie started.

"But that's usually before you ace them. Seeing you after you didn't…..none of us are used to that," Jeff pointed out.

"I know, I know! Why do you think I work so hard to get those A's?" Annie rhetorically asked. "So I don't go nuts when I don't! Otherwise, I either take pills or get paranoid that I'm worthless! It's stupid but….." she trailed off as she thought some more. "It really isn't. Not that much."

Annie was somewhat in between a calm and paranoid state, so Jeff didn't say or do anything sudden. This gave Annie license to explain further. "I need to be a straight A, model student, Jeff. It's who I am. It's what I've defined myself as since I was a little girl. It makes it okay that I'm not perfect in anything else."

"You're threatening to lose me again," Jeff said before biting his tongue – almost literally. Annie noticed this and had the briefest of smiles. But she couldn't fully appreciate Jeff's rare effort to pay attention just yet.

"Jeff, despite what I said a minute ago, I know who I am. I'm pushy, demanding, kind of clingy, almost as naggy as Britta, and I'm far too cheery for most of you. But that's only okay because I'm a great student. Because I can help you study and get you through classes. Because I've been perfect enough to set up a great future after all. Because being a genius cancels out most of the other bad stuff…..but when it doesn't…."

Jeff's jaw clenched, and Annie briefly wondered if he was on edge for her to continue, or just trying not to bite his tongue again. But that didn't work for long, as she finally continued with, "When it doesn't, I lose people, Jeff. I lost my parents, I lost what little friends I had in high school, and I lost everything else. I didn't have anything left to distract them from….the rest of me."

Annie was hearing herself more clearly than before, so she knew when to back off a little. "Maybe I'm being a little too hard on myself. But I'm being half ridiculous and half serious. When I screw up like I did on that test, I can't help but think like this. Think like…." She paused before putting together a closing statement.

"If I'm not a perfect genius, then why would anyone put up with me? Why would anyone even like me?"

Annie could have been too far gone to really hear herself, but she wasn't. Albeit just barely. She couldn't even look at Jeff, since she knew how she must have sounded to him. She knew she was a bit over the top, no matter how real her concerns were.

She would have been better off keeping this to herself and studying, instead of reminding Jeff how neurotic and paranoid she really was. Hell, it wasn't like he cared much about grades anyway. He just wanted to skate by – and if she couldn't help him do that, then what use was she? To him or to anyone?

Now it was really time to go before she started crying. Yet she held off long enough to hear the words, "Are you kidding me?" It even sounded like they came from Jeff's voice.

Even if they were, that could have meant anything. He could have been frustrated that it took him this long to see how crazy Annie was. But she couldn't just assume it was for….more flattering reasons.

"Well, you're…..you're Annie."

Jeff had said her name countless times in over three years. But he never said it with that much…..reverence before. This at least told Annie that she had to look at him again.

When she lifted her head up, his face stunned him again with how open it was. But it was his words that stole her attention as they poured out of him.

"You keep thinking you're no fun, but you're never, ever boring. You show new layers about yourself almost every time I see you, even after three years. You're more like the mom of the group than the baby sometimes, but you're still really good at it. Even though I have no idea where you learned that skill from."

Trashing her mom was a guaranteed way to make her laugh, so Annie appreciated that. It let her settle down until Jeff gob smacked her with more things about her.

"You're the only one of us who could live in a Troy and Abed house for a week, let alone a year. Or make it look like a real home. You're a bigger nerd than they are in some ways, but you still make it look kind of cool. You're scared of so many things like failure and letting us down, but you never back down anyway. Hell, you overcome more fears on a daily basis than we have the guts to face in our whole lives."

Annie almost asked "We?" to break up the sappiness and steady her own pulse. Yet Jeff beat her to the punch by getting even more serious.

"You know what it's like to feel alone and worthless. Like no one really understands you or is really interested in trying. Like you may not be good enough for people to try. That's why you stick up for jackasses who don't actually deserve it. Like Pierce." Annie briefly thought Jeff paused before saying "Pierce" but she put that aside for later.

"That's why you always show them there's at least one person who understands them. Maybe better than they ever imagined. That there's at least one person who would do anything for them if they let you. Which they should probably do more often. Because you'd never let anyone feel as alone and unloved as you used to be. And they don't. Because of you, they really don't," Jeff concluded.

Once again, Annie couldn't bring herself to look at Jeff. Not out of shame, but embarrassment. And other feelings that it really wasn't the right time to revive. She knew she actually had to say something to him, but she couldn't move. She was just too overwhelmed to do anything at all.

Then if that wasn't enough, it gave Jeff room to keep talking.

"One more thing and I swear I'll stop being sappy for a year. Honestly," Annie heard Jeff say with a little of his old snark. "All that 'bad stuff' about you? Just so happens, there's only one person I've ever met that I wouldn't change a single thing about. If I did that, she wouldn't be her. And then she wouldn't be…."

Now it was Jeff's turn to trail off, which finally gave Annie time to look at him. He was making a face that Annie was more familiar with – the one where he didn't know what to say when things got too real.

Annie was puzzled that he was making it now, after doing so well before. Maybe he'd reached his limit of openness after all. Yet instead of clamping up and running away, Jeff uttered the word, "Special."

It didn't sound that strong, and didn't even sound like his first choice of words. But if Jeff was really tired of being sentimental, this was probably the best he could do.

Nevertheless, he'd already said more than enough for Annie to live on for a while.

Annie wanted to say something equally powerful, even if Jeff was done being emotional. But all the shock, emotional upheaval and questions of the last few minutes were clogged up inside her. She could barely say anything emotional, or else she might collapse under it all.

So she took a page from Jeff and deflected from her emotions instead, merely commenting, "You know I wouldn't be all that if I wasn't a genius, right?"

"Right, but that has nothing to do with grades," Jeff reopened his sincerity window.

"But if you wouldn't change anything about me, then I can't change being obsessed with grades either," Annie pointed out. "So your logic kind of eats itself. I guess that's why I'm the smart one," she tried to say with humor.

"The difference is that we won't think less of you if you don't get an A. Nothing could make us think any less of you. Not forever," Jeff opened up. "Hell, if we let you off the hook for Chang's firing, there's not much more you could do. Sorry, but C's won't get rid of us that easily, kiddo."

Even the kiddo was a bit of a relief to Annie. Jeff kind of flinched a little afterwards, but she could still dismiss that. Especially when he managed to smile again, which instinctively made Annie smile, like it always did. And with that to calm her down, she could really take in his words, the uncharacteristic sentiment and meaning behind them, and come to a decision.

"Maybe I'd be better off studying back home. At least after a nap first. 90 minutes , tops," Annie stressed.

"I would have settled for 60, but that shows what I know," Jeff chuckled. Once Annie started to pack her bags and notes up, he added, "As long as you don't stress out too much, I trust you to get back on track. I'm just sorry no one told you that five years ago."

"Well, it didn't end up so bad," Annie recognized. "No need to change a thing about me, or how I got here. Right?"

Jeff only nodded, which probably meant he was finally tired of talking. Yet when Annie finished packing and got up, Jeff followed her, as if he was escorting her to her car. Without a word, Annie let him.

Yet in the surprisingly comfortable silence, she had time to think of a few more things. There was even enough time left to say them,

"You know, you've never claimed to be the most observant person in the world. At least not about things that aren't on cell phones," Annie started.

"It didn't take a genius to get that, but go on," Jeff said a bit hesitantly.

"So how could you see all those wonderful things about me?" Annie asked.

For the briefest of seconds, Annie sensed in herself – and in Jeff's expressionless face – that she might have breached a very loaded topic. Yet that wasn't the one she really wanted to bring up. So once again, she brushed that other stuff aside – which she had gotten really good at doing until now.

"I mean, how can you see that when I couldn't?" Annie expanded. "I know I didn't think anyone could like me for just…..me for 18 years, but I should have a better idea after four. So shouldn't I know that stuff myself? Without someone else telling me?"

Jeff remained expressionless for a few seconds. Whether he was deep in thought or something else was unclear. But his ultimate answer didn't clear it up, although it wasn't that bad anyway. "Those are some really good questions, Annie. No wonder you're the smart one."

It wasn't as revealing as the rest of Jeff's words. But if he was back to being closed off, it was a sign that things were back to normal.

Annie hadn't gotten an A, and yet things were still as they were. Someone she…..cared about hadn't abandoned her for being less than perfect. In fact, he still liked her no matter how unperfect she was. Maybe the others did too.

Maybe Annie should have indeed known that after four years, but she never had it driven home like this before. Not by anyone in her whole life. Certainly not by Jeff, of all people.

As such, when they got to her car and Annie hugged Jeff, but he held back by patting her on the back – not the head – it didn't bother her. In fact, their usual awkwardness at close contact was more reassuring than ever.

Some things would never change no matter what Annie's grades were. Even if she wanted them to change – if she wanted – grades would have nothing to do with it. No matter what they were, at least one person would never determine her worth based on them. Because she was special just for being Annie.

Maybe that was a good example for more than one person to live by.

As such, Annie had her first peaceful sleep in days, if not weeks or longer, when she got back home. Of course, that didn't mean she wouldn't study until 1 a.m. when she woke up. But somehow, the stakes didn't feel as high as they did hours ago.