"Lelouch!"

It wasn't so much that she had said his name but the fact that she sounded absolutely terrified when she said it. He turned from his computer, his eyes already growing tired from looking at the screen in the darkness, to look curiously at the witch now sitting up in his bed, her breathing heavy and irregular, his covers clutched tightly to her chest. He was a bit disturbed at her eyes, though: they were wide and…scared? He thought he was mistaken. He'd never, ever seen her look afraid. "What's wrong, C.C.?" he asked gently, quietly.

Her golden gaze shot to him, panic still evident in their molten depths. They hardened suddenly, once again returning to their usual haughty appearance. "Nothing," she said almost bitterly. She flopped back on the bed, drawing the covers up to her neck.

He recognized the move as some kind of way of protecting herself against whatever had woken her from her sleep. She was still a child in so many ways, thinking, even subconsciously, that a thin piece of cloth would keep the monsters away. Now that he thought of it, what had she dreamed about that had her so scared? It had to have been something terrible to shake her so badly, let alone have her practically scream out his name. "Don't play tough with me, C.C.," he reprimanded, his tone deepening as his irritation began to surface. "What was it? A nightmare?"

"It's nothing you need to concern yourself with," she snapped. He saw her fingers tighten on the sheet at her shoulder, her knees pull up to her chest. As he looked at her, he pitied her. She always did this, always pretended she was made of iron and couldn't be hurt. Sure, he did the same thing, but he had good reason: if he showed weakness his goal of destroying the homeland he loathed would be crushed. He knew of no reason why she should be the same way, not outside of the Black Knights, anyway.

He stood and made his way over to the bed, simply watching her. He waited for her to acknowledge his presence, knowing she could feel his gaze on her as she tried to feign sleep. After a few moments of her ignoring him, he crossed his arms over his chest, his irritation becoming more prominent. Just when he was about to open his mouth and tell her to quit ignoring him, she whispered, "Lelouch?"

The way she said it made his head cool and his eyes soften; there was the barest of trembles in her voice, along with a slight shaking of her shoulders. "Yeah?" he answered quietly.

She hesitated for a moment, her gaze fixed on her open palm that lay in front of her face. "Nevermind."

He let out an audible sigh at her evasion, but he didn't press her any further. If and when she was ready to open up to him she would. He started to turn away to go back to his work on the computer when his wrist was grabbed and he was pulled onto the bed. Instinct kicked in as he fell and his arms flew out to prevent him from falling directly onto the green-haired witch, resulting in him hovering above her in a very compromising manner. His face flushed slightly at their proximity, but there was a nagging question that took priority at the moment: "Umm, C.C.? What exactly are you doing?"

Her eyes bore into his, as if searching deep into his soul. "Please," she said softly. "Don't leave me alone right now." She winced as she looked over his shoulder at something only she saw. "These memories…they…I can't be alone right now. Please."

The pleading in her voice nearly broke him. So that was what had her acting like a frightened kitten. Her memories were catching up with her, much as his own past had been attempting to do lately. She could pretend all she wanted, but it didn't stop the fact that she still had a heart and emotions and regrets. He briefly wondered what would happen if he ignored her present wish now and simply let her lay there. He shuddered; the very notion made him feel sick to his stomach.

He removed himself from the bed, only to have her tighten her grip on his wrist and ask, "Where are you going?"

He smiled down at her, a genuine smile that he didn't need to fake this time like he did when he was at school. "If I'm going to stay here for a while I want to be comfortable," he replied, almost laughing at his own absurdity. Why he was even contemplating doing this he would never know.

He lifted the covers from the bed and settled himself under them, grateful to finally be allowed to sleep in his own bed, even if he did have to share it with such an annoying brat as C.C.

No sooner had his head touched the pillow than he felt the witch's fingers at his shirt. She was undoing the buttons as swiftly as she could manage. He attempted to pull back, embarrassment turning his face bright red. "C.C.?! What the hell are you doing?!"

"Be still," she ordered. She was now in control of her voice, but he could still feel her hands shaking even as she undressed him. His face burned and he felt a bead of sweat fall down his cheek as she pushed the material away from his shoulders and down his arms. He thought she was going to continue, possibly even go so far as to try and rape him, but she simply put her pale arms around him and hugged him close. His throat closed up as he realized that she was completely nude under the sheets: her breasts pressed against his chest and her legs wound around his (though his were still fully clad, thank goodness). She placed her head delicately under his chin on his chest, nudging his head a bit so as to have more room for her own. She clung to him almost desperately, as if he were her last line to life itself (although in this case it was probably more like a line to sanity).

He still hadn't gotten over the shock of her body lying against his like a lover's; his arms were stiff and his cheeks flamed crimson. He had to force himself to breathe as he had seemed to have forgotten how to do that basic function on his own. "Oh, grow up, Lelouch," he heard the witch murmur against him. "It's not like I'm taking your innocence or anything."

A low growl escaped his throat at her words. She always knew just what to say to make him irritated, even in this situation. "Shut up!" Her response, instead of fighting back like she normally did, was to pull him even closer against her, her curves interlocking with his planes and angles like a puzzle piece; it also effectively shut him up.

She surprised him even more when she nuzzled his collarbone, a very affectionate albeit childish motion. This was a completely different C.C. than he was used to; he didn't know how to combat this new side of her.

"Sometimes," she began softly, "the only thing that can help is the warmth and comfort of another living body. It's not a matter of sex or anything like that; it's just that another person is with you and willing to hold you that helps ease the pain and chase away the fear. So don't flatter yourself and just shut up and go to sleep."

So that's what this was about; she was still human after all. She was still a child at heart even though she was centuries old. Every day he learned something new, and this was something he certainly never expected to learn, least of all from C.C.

His blush down from a screaming vermillion to a light pink, he worked up his nerve and lightly enfolded his contractor into his arms, his hands splaying across her naked back. He remembered something his mother used to do whenever he or Nunnally were upset or scared. What the hell. It couldn't hurt to try it on her, too.

He tentatively raised one hand and placed it gently on the back of her head. He paused at her swift gasp, fearing he had done something wrong. When she didn't say or do anything to the contrary, he began to stroke her hair. His fingertips threaded through the grass-green strands, secretly reveling in their softness. He soon noticed a faint smell wafting into his nostrils; it smelled nice. He inhaled deeply, trying to take in as much of it as he could so as to identify it, before he realized the scent was C.C.'s hair. The more he played with it the stronger the scent became. Was it rain that it smelled like? Or was it apples? Now that he thought of it, it was more like honeysuckle now. Damn it, how could those scents even get confused with each other?

"What are you doing, Lelouch?" she asked abruptly, a hint of forced boredom entering her voice.

Caught, he ignored her question and simply smirked. "So does this mean you're replacing Cheese-kun with me now?"

A smack landed soundly on his shoulder, the sting made more painful by the fact that he had no shirt to protect his bare skin. "Don't speak such blasphemy," she scolded harshly. "You just happen to have body heat. Now do as I say and shut up."

He tried to laugh at her antics but another smack across his head made him stifle it. His head fell against hers as exhaustion crept up on him and his eyes fluttered shut. The feel of her flesh pressed firmly against him also helped lull him to sleep, ironically enough. Her warmth seeped into him as did her scent. It was funny, actually; he had half-expected her to smell like the inside of a pizza box as much as she ate the damn things. Knowing now that his suspicion was untrue, he couldn't help but smile like an idiot. He pulled her closer, one hand still cradling her head against his chest. It felt so natural to hold her like this….not that he would be doing it from now on, though; the last thing he needed was to encourage her and her occasional perverted thoughts.

As he drifted in the state between awake and asleep, he thought he heard her say something, but it couldn't have been what he thought it was. He could have sworn she had said "thank you".