[A/N: Hey there! I'd like to say thank you to everyone who's been reviewing. I appreciate the helpful criticism! That being said, a few things have been changed in chapter 1 (nothing too important) appearance wise for Charlotte. She has the red hair and green eyes you probably already pictured her with now. Okay, cool!]

The spatula scraped against the pan, prying the pancake up. When it was no longer stuck to the bottom, the Once-Ler expertly flicked his wrist, sending the pancake flying into the air before he caught it in the pan. This side sizzled as it touched the heat and Charlotte clapped, delighted by the performance. This time, she had made a point to just lean on the counter to watch instead of sitting on it.

"Order up," he said, passing a plate her way. It was stacked with so many pancakes that she knew she wouldn't be able to finish. Still, her stomach called out to be fed. With a sigh, she drizzled some syrup on them and bit into one eagerly.

"How are they?" the Once-Ler asked. They weren't anything special, but seeing his hopeful expression made her change her impending answer.

"They're delicious," she lied around her bite.

"What did I tell you?" he grinned, gobbling up his food hungrily. Charlotte continued to pick through hers until her stomach had quieted and threw the rest into the garbage when the Once-Ler wasn't looking.

"Those never get tired," he complimented himself, patting his stomach. Charlotte nodded to be polite. "Did you want more?" he asked.

"No!" she exclaimed a little too quickly. "I mean no thank you. They were very filling and I'm very tired." The second part was true. Her body forced a yawn to prove it.

"Oh! Of course. Take the bed, I'll shower while you get ready. " She shook her head. Still, he was willing to give up his bed for her.

"I wouldn't feel right about that, Once," she told him. He shrugged, and with that he disappeared into the bathroom. She glared at him even though he was gone. Shaking her head, she retrieved the blankets he had slept on the previous night and laid them out to create a makeshift bed on the floor beside his. Before getting into it, she stripped herself of her jeans so she was only in the cotton t-shirt and panties the Once-Ler had purchased for her. The blankets felt cool against her bare legs, but the floor was hard, even with the cushiony feeling behind her.

The Once-Ler stood in front of the mirror with a towel wrapped around his newly cleaned body at the waist. He wiped away a patch of steam with his hand and came face-to-face with himself. He blinked at this stranger who he knew next to nothing about. He wondered if anybody would ever take the time to figure him out if he couldn't even do it. Blue-grey eyes blinked at themselves once, twice, three times before another patch of steam was wiped away. This time it was his chest and shoulders that were revealed. Pink dots, sinks in his skin glared at him as a painful reminder that if his mother couldn't love him properly, nobody else would. He glared back at them and turned the hot water on all the way until steam covered the entirety of the mirror once more. Frustrated, he pulled his pajama pants on and went to exit; remembered Charlotte and pulled on a shirt, too.

Light from the bathroom poured over the darkness of the room, falling on Charlotte. The Once-Ler was not pleased to see that she hadn't taken his bed. No doubt, the floor was uncomfortable, yet she looked so peaceful. Had she still been awake he would have moved her, but seeing her like that made him settle on fighting that battle another night. He half closed the bathroom door to allow himself enough light to get to his bed, where he crawled under the covers and allowed his eyes to slip closed.

"Hey you," Charlotte whispered tiredly. The Once-Ler opened his eyes, surprised she hadn't been sleeping.

"Hm?"

"I have made a horrible decision sleeping on the floor, " she stated. He laughed at her quietly, bringing himself to a sitting position.

"Come on, I'll switch you," he suggested.

"No, stay there. I'm too tired to-" she yawned "switch." The Once-Ler shook his head and laid back down.

"Stubborn," he muttered, closing his eyes once more. He wasn't surprised in the least when a few minutes later he felt someone slip into bed beside him. Less surprised still was he when only moments later he heard her softly snoring. He smiled to himself, flipping to his side to face her. Her hair was strewn in a red mess over her face and her hand rested on her forehead. Both elbows were over her head in a somewhat comical fashion. It was all the Once-Ler could do to not burst out laughing at the adorable sight in his bed. He propped himself up onto his elbows and gently moved her hair away from her face. She stirred slightly, crinkling her nose at the disturbance. He held his breath, hoping he hadn't woken her and dropped back to his side. His eyes widened when Charlotte cuddled into him. Was she awake? Was she doing this in her sleep? He couldn't tell, but he didn't feel right about it. He carefully got out of bed hoping she wouldn't notice and quietly walked outside.

The air was chilly enough to make him thankful for the shirt on his back. He gazed up into the stars and wondered when he had started to like the outdoors, or if being around people all day was forcing it upon him.

SQUWAK!

The Once-Ler was startled, but he settled down rather quickly. The swammie swan flew over his head and landed in a truffula tree, watching him intently as he walked.

SQUWAK!

The Once-Ler frowned, "Hello!" he said sharply. The bird tilted its head as he passed the tree without another glance. Strange, strange bird, he thought. Odd that it kept coming back.

The Once-Ler stretched his arms over his head and gave a sigh of relief. Relief from what exactly, he did not know. His mind was clouded tonight, much like the night sky above him. Nothing was visible save for a few bright stars. The moon made a brief, bright appearance, but was soon non existent through the clouds. His feet stopped walking before he told them to, spinning him back in the direction of his home. Tiredly, he allowed them to take him back home.

Charlotte rolled onto her stomach and opened her eyes to let the morning in. Guilt instantly overtook her when she saw the Once-Ler sleeping on the floor beside her bed. She hoped she hadn't made him uncomfortable.

Her eyes searched the floor for the jeans she had discarded the previous night. When she found them, she quickly shot out of bed, snatched them up, and ran to the bathroom before the Once-Ler could wake up. When the door was closed, she heard him call out to her and went red, hoping he hadn't seen her in her underwear.

"I'm going to the market," he paused, "you can come with me if you'd like."

"Okay!" she called back, tugging off her remaining clothing. She left it on the sink and took a quick shower to wake herself up.

The Once-Ler sat up, feeling awkward. The image of Charlotte running to the bathroom was stuck in his mind and it was starting to cause his pants to feel the tiniest bit restrictive. He hadn't meant to see her like that, it was just bad timing. He had to stop himself from wondering if she had only been wearing that when she was cuddled against him, as it was not helping his pants dilemma.

He heard the shower turn on and assumed it was safe for him to get up. After getting dressed, he went about cleaning up his blankets and making the bed. Mess was not tolerated when he was growing up, and it certainly wouldn't be tolerated now.

"Ready to go, Once?" Charlotte asked as she stepped out of the bathroom. He gave a tiny smile, avoiding eye contact and wished he hadn't extended her the invitation. Her hair clung to her neck and dripped down the front of her—he looked away quickly and held the door open for her. She strode by him, oblivious to how desperate he suddenly was to touch her; to see if she would shy away like everyone else.