Billy leaned out from the doorway of the bathroom, his toothbrush still hanging from his mouth as his eyes followed her across the room. He smiled before shaking his head slowly and walking back over to the sink to rinse.

Phyllis stepped into the fitted black dress and backed up towards him, waiting for him to help her zip up. She felt his hands on her back, his warm breath on the nape of her neck. His fingertips trailed through her hair as he carefully moved it across her shoulder and delicately slid the zipper up.

"You did that on purpose," he whispered, his lips barely brushing against his ear.

She turned around slowly, her eyes blinking innocently as they shimmered. "Did what?" she purred with a coy smile.

"Showing me what was under that dress." He took a step back. "How am I supposed to concentrate on business today when all I'm going to be thinking about is what's going on under there?" He trailed his fingers down the fabric, his fingertips toying with the zipper once more.

"I just thought," she sighed, leaning in for a quick kiss, "since we were going to be on opposite sides I might need to remind you what's important."

"As if I could ever forget," he grinned, pulling her body against his.

She felt the breath leave her body as pure relaxation settled over her. She never felt as content and happy as she did when she was in his arms.

"I hate that we can't be together today," she groaned, pulling back slightly to look into his eyes. "Somehow it always feels like we end on opposite sides of things. Why is that?"

"Maybe it's because we both competitors…the only way to both be at the top is to be at the top in different companies." He smiled as he gently brushed a strand of hair away from her face. "Besides, you wouldn't want to work with me all day and then come home to me at night, would you?"

"That sounds like heaven," she sighed. "Spending every waking moment with you by my side and spending every sleeping moment in your arms…what could possibly be more perfect?"

She felt his shoulders shake. "And you tell me I'm a smooth talker."

"I think this is our first official road trip." Phyllis grinned as she hopped into the passenger seat, placing a large bag at her feet.

"I guess it is." His eyes fell on the bag in the floorboard. "What's that?"

"What's that?" Her eyes widened in shock. "Please don't tell me you go on road trips without taking a snack bag."

Billy grinned. "Well, I mean this is only three hours…it's not really that long of a ride and I…" He held out his hands and surrender as he watched her jaw drop open. "Alright," he consented eagerly, "I, Billy Abbott, shall never again leave the house on a road trip with the afore mentioned approved snack bag."

He couldn't help but smile at the wide smile he received in return and he reached out to hold her hand tight in his as he started the car. "So," he began, "since this is our first official road trip and, since I've been informed that I'm woefully inadequate at such adventures, would you be so kind as to enlighten me as to the other rules of road trip etiquette?"

Her laugh sounded a bit like music to him as it echoed through the car.

"I can certainly do that, and major points to you for being an eager learner," she grinned. "First of all—the snack bag which we've discussed. Never leave home without it. Second of all—As a man, you are perfectly content to stop at a podunk roadside gas station for a restroom. As a woman, I am not. I reserve the right to veto all potential restroom locations. It's just the way it is. Take it up with God."

Billy nodded. "Anything else?"

Phyllis eyed him carefully. "That'll do for now."

"Take this." Billy pulled off his coat and carefully draped it across her shoulders as the stood outside the building.

"Thanks," she whispered, standing closer to him as they looked out over the parking lot. "It's really coming down out here."

"Yeah it is." He glanced down at his phone. "Guess we can chalk this one up to another one the forecasters got wrong. I think this is gonna be a lot worse than a few inches."

Phyllis nodded as she bounced up and down in an attempt to stay warm. "You know, I'm really not all that hungry. Why don't we just go back inside and get something from the little café in the lobby. The lunch break isn't all that long anyway and we wouldn't want to be late getting back." She smiled as he took her hand in his.

"And take the chance of missing a scintillating conversation about data configuration and software design? Absolutely not?" His smile grew bigger as he looked down at her. "Am I the only one that has seriously considered pulling the fire alarm in there?"

"Billy!" She jabbed him playfully. "Internet marketing is a very important part of both of our companies and we have to." She stopped as heard him making snoring sounds. "Okay, fine..make fun."

"I'm just kidding. I just can't really focus for some reason." His eyes were heavy on hers as they walked back into the building, the warm air enveloping them.

Her eyes twinkled with their shared knowledge as she passed him back his coat. "Billy Abbott, you need to focus," she whispered.

"You can't be serious." Billy glanced back over his shoulder, before leaning back closer to the man behind the counter. "Are you sure?"

"Yes, sir. They just announced. I mean, I don't know if the roads are completely closed or not but they are advising everyone not to travel. It's pretty bad."

"Billy?" Phyllis stepped up beside him, his slumped shoulders giving her an indication that something wasn't going as planned. "What's the matter? Did he tell you where we could get something to eat before we head out?"

Billy nodded politely before stepping away. "About that," he sighed, "It looks like no one is going anywhere tonight. The roads aren't safe. They just issued an emergency alert advising everyone not to travel. We're gonna have to get a hotel and just wait this out. We can head home tomorrow."

"But we didn't bring anything with us." Phyllis walked over to the doorway. "I mean it's just a little snow. It can't be that.." She opened the door, the harsh air feeling more like a slap in the face as it rushed in side. Quickly, she closed the door and turned back towards him. "Looks like we're spending the night," she sighed.

"All of them? They're all booked—how is that even possible?"

Phyllis shook her head. "This conference was a big deal, Billy. People from all over the country flew in. I'm sure a lot of them were already planning to stay and they booked these hotels ahead of time."

Billy groaned. "Well, that may be true, but that doesn't really help us right now, does it?" He exhaled sharply and slumped into one of the chairs in the lobby. He heard her defeated breath and raised his head to look at her. "Hey," he breathed, his voice softer now, guilt already beginning to cloud his brain. "I'm sorry. I shouldn't have snapped. I just…I'm really not sure what we're going to do here."

"Maybe there are some smaller hotels?" She smiled weakly, "Something local? Let's ask the guy at the front desk?"

Billy pushed the door again, stepping inside and glancing warily over his shoulder at Phyllis as she stepped in behind him. "I actually think we might have been better off sleeping in the car." He ran his finger across the top of the tv, a thick layer of dust brushing across as he moved. "This is disgusting."

"Oh, come on…it's not that bad." She stepped inside, placing her purse and briefcase on the small table. "It's just not exactly what we're used to. It has character. It's lived in."

"And more than likely died in….The guy in the front office asked me if I wanted to pay by the hour or for the whole night." He watched with shock as she began to shake with laughter. Watching her had a way of calming him and he soon felt his tension and frustration beginning to leave his body as well. "I guess it's not all bad," he sighed. "I get to spend the night here with you in a seedy motel."

"Every guy's dream," she grinned, "And there's still the matter of what's underneath this dress."

Billy grinned. "That's true, but I gotta admit, I'm a little worried about what's on this bed and what's on these sheets too."

Phyllis furrowed her brow. "You make a decent point."

"Jesus it's cold out there." He slammed the door behind him, his back leaning up against it while he attempted to catch his breath. "Bad news," he sighed. "Snack machine was a bust. The only thing they had were cheetos, corn chips, and some oreos and they all looked like they had been in there for years."

"I didn't see any restaurants close by when we were talking about lunch earlier," Phyllis sighed, "And I doubt anywhere would deliver in this mess."

"There is one other option."

"If the other option involves the possibility of edible food, I'm in."

"Well, it might be playing fast and loose with your definition of the word edible, but I think it'll work. While I was trying to find the vending machine, I kept hearing this music from across the parking lot. I walked a little bit further and I could see lights from this place. It looks like a little bar…maybe like a local hangout. There's definitely some people in there tonight which means there's probably something to eat even if it's just pretzels and peanuts."

Phyllis stood up, reaching for her purse. "At this point, pretzels and peanuts sound pretty damn good."

"Well this is…" She took a step inside and looked around waiting for Billy to stand beside her, "interesting".

Billy nodded as he watched the various groups of college students turn and stare as they stood in the doorway. "Yeah," he whispered. "I don't know about you, but I'm beginning to feel a bit out of my element…by a couple of decades."

"I don't care how old they are." She grabbed his hand, pulling him up to the bar. "I see a menu. Let's see if there's actual food."

He followed her hesitantly, still feeling the weight of the eyes of the crowd on them. Phyllis was already perched on the stood staring at the menu as he took the seat next to her. "Maybe we should get something to go," he said quietly. "This really doesn't seem like our kind of place."

"They're college students, Billy—not rabid animals. They're much more afraid of you than you are of them," she joked, patting his arm softly for dramatic effect. "It'll be fine. I want something to eat."

"You know."

Billy grew still as he felt someone walk up behind him. He turned around, a couple of guys who appeared to be in their early twenties stood smiling at him. They both held bottles of beer in their hands and, by the looks of them, it certainly wasn't their firsts of the night. "There's a K&W Cafeteria not far from here…think that might be more your speed."

He couldn't help but smile at the obvious bravado. Ah to be so young and stupid, to have so much to lose and be so clueless as to how quickly you could lose it. "It's all good man," Billy said with a smile. He glanced over at Phyllis who wasn't even acknowledging the comment. "We're just here to get something to eat. That's all…"

"You know this is kind of our bar." Another guy walked up behind him, swaying a bit, his words slightly more slurred. "And we don't just let anyone in here…you have to earn your right to come in here….our version of a cover charge." The group laughed at the joke that only they seemed to get.

Phyllis sighed, turning to face them. "Listen—it's cold, it's miserable and I'm hungry. We came in here to get something to eat and that's what we're gonna do. No one is here to get in the middle of whatever it is you all are gonna do in here tonight. We're not interested, so why don't you go mind your business and we'll sit right here and mind ours." She turned back around, her attention immediately going back to the menu.

"Look lady." He stepped closer, pushing in between the space between the two bar stools, standing eye to eye with Phyllis. "Maybe you didn't hear me, but…" He stopped talking as he felt a hand touch his shoulder.

"You're gonna want to step back over there now," Billy muttered, the deep tremor in his voice easily conveying the intended threat.

He stopped, staring at him, his eyes looking him up and down, sizing him up. "Exactly what do you think you're gonna do about it."

The breath left his lips in a quick spurt. "What the hell is going on here?" Billy looked over at them before glancing back at Phyllis. "We're not here to cause any trouble. All we're doing is trying to get something to eat. What's the problem here."

"The problem is that we let people like you in here and this entire bar starts to change."

"People like us?" Phyllis questioned, her eyebrows arching.

"Yeah, you know…you old people. This bar is for us…we're the people that pay for the drinks and the food and the bands. We keep these doors opens and then you all come in here and pretty soon they'll be karoke and jukeboxes and shit. We don't want all that mess in here. We have our own thing—we've got pool and good music and beer pong and…"

"You think we can't play beer pong?" Billy stood up, taking a few steps towards them.

"You play beer pong?" The group eyed him suspiciously. "You're actually gonna tell me that you can play beer pong with us?"

"No, I'm actually telling you that I'll kick your ass at beer pong." He smiled as he watched smiles break out through the group.

"Alright." He had to give him some credit. They'd been able to run out most people pretty quickly, but these two were stubborn. "You beat us at beer pong, and those two stools are yours whenever you want them."

"Another round…We need to round another, right?" A raucous cheer rang out from the table as Billy walked towards her. He glanced back over his shoulder quickly before leaning in and kissing her cheek.

"That's very impressive," she whispered. "If I didn't know better, I'd think you might have some practice playing beer pong."

Billy smiled. "Maybe a bit."

"I'm still a little pissed at you thought." She crossed her arms and turned away from him. It was difficult even to feign anger. "You wouldn't let me play."

"Hey."

She melted as she felt his arms wrap around her, their warmth and strength immediately taking her to another place.

"I just didn't want you surrounded by a bunch of drunk college guys. Guys are pigs…trust me, I know."

"Do you?" She giggled as she felt him nibble her ear gently.

"Bill!"

Billy turned around slowly. "It's Billy, actually."

"Billy," the guy yelled a little louder. "Ready for another round?"

"I don't think so. I think we're good. We're just gonna get some food over here. You guys have fun though."

"Nah—you can hang with us…and she can play too."

Phyllis smiled as she saw the look on Billy's face. "See," she grinned, "He says I can play."

"Beer pong's not really her thing, guys." Billy turned back towards her opening his mouth to speak as he saw the slightly perturbed expression on her face.

"I can speak for myself," she hissed.

"I know you can, but.."

"How about some pool, then? We'll make it interesting…play for some cash…"

Phyllis slid off the bar stool, immediately feeling Billy's hand grip her shoulder.

"What are you doing?"

"What?" she grinned, "Don't tell me you'd rather go spend the night in our motel?"

"I'm not supposed to gamble, remember?" Billy couldn't help but smile as he watched her eyes narrow at him.

She leaned in, kissing his lips quickly. "I never said you had to." Phyllis turned back to face the guys with a smile. "I'd really like to play, but I actually don't carry cash, so I'll have to pass." She sighed, turning back around. "Happy now?"

"We could play another way—a better way."

"Could you just give us a second please?" Billy pushed open the door, the frigid air almost taking his breath as they stepped outside.

"Billy, Have you lost your mind. It's freezing out here. Let's just go back inside."

"I think you need a little fresh air because clearly you're having some kind of episode," he whispered, quickly taking his coat off and wrapping it around her shoulders.

She laughed softly, the spurt of breath causing white puffs of smoke to drift though the night air. "Why? Because I was going to have a little bit of fun? I thought you were good with that. In fact, weren't you just having fun with them? So it's okay for you, but not for me?" She shivered.

"You know that's not what this is about." He sighed, pulling her closer to him. "It's just…I don't like the idea of it….them seeing you..looking at you. It makes me crazy."

She smiled. "You're jealous."

One smile from her and everything was okay again. He didn't know of anyone else that had that power over him. He pressed his lips against her forehead. "I have a reason to be. I happen to know what's going on under that dress."

"Don't worry," she whispered, "I've got this."

He shook his head slowly and opened the door with a sigh.

"Alright fellas," she, "rack 'em up."

"Okay. One more time, just to make sure I've got everything right…"

Billy forced breath into his lungs as he watched the guys standing around. The way they looked at her, the way they whispered. It made him crazy. They seemed like decent guys—nice guys even, but he knew what went on the minds of decent guys. He was one…and that dress didn't help.

"Scratching…that's when you accidentally like scuff the table with the pool stick? Kind of like when you stub your toe?"

"Exactly," the young guy smiled.

"I think I've got it now," Phyllis grinned.

"We'll be watching that dress hit the floor in no time," he whispered to his friends. "Bet there's something pretty nice underneath."

Billy moved to stand but stopped as he caught her eye. She smiled at him, the same confident smile he'd seen so many times before. It was the same look he'd seen when she'd been planning something brilliant to take down Victor or during their schemes together on Passkey. Phyllis was up to something and when she was all in, he couldn't stop her.

For now, he'd sit and wait…and watch.

"You know what," Phyllis purred, leaning in closer, "I'm gonna let you keep those boxers because that's just the kind of woman I am."

She took a step back, surveying the table before straightening up and chalking the end of cue once more. The two men on the other side of the table eyed her warily. "Guess it's just us three," she smiled. "You two look cold."

They were barefoot, having lost shoes and socks as well as their pants early on. Now their hoodies and shirts were gone as well. "We uh…we don't really have to finish this," one said, glancing over to the other. "Yeah, I think it's safe to say you won."

Billy rested his elbow on the bar, allowing his back to rest against it. Her first shot had allowed him to relax. He'd never known she knew how to play. There was still so much they had yet to learn about each other. But from the moment he heard her call her shot, he knew why she'd been so willing to play.

Truth be told, he could watch her for hours, the way she carried herself, her confidence, her unapologetic fierce attitude. It was the fact that she was so ready and willing to go toe to toe with him over anything at any moment that made him respect her so much. Watching her hold her own, not just in a bar with some college guys, but in every aspect of her life, was a like watching a force of nature. There were times he felt inadequate and, in a way, undeserving of getting to spend a life with a woman like her, but those moments were far outweighed by the moments of overwhelming joy that came with simply being in her midst, of living life with her, of experiencing each second of each day in a way that only they could understand. She understood him. She got him. They got each other.

The sound of her small footsteps broke him from his thoughts and he smiled as she leaned in, wedging herself between his knees.

"So," she whispered, "Guess we've worn out our welcome here."

He grinned, the sparkle in her eyes sending heat through him. "That's was some show you put on there. You want to tell me where you learned to play pool like that?"

"I'm a woman of mystery," she whispered.

"I'll say. You have any more secret talents I don't' know about?"

She smiled, her face moving in towards his as her lips danced close to his ear. Her warm breath tickled as she whispered, her words making his cheeks grow red.

Billy leaned back a bit, clearing his throat before motioning for the bartender. "Those burgers," he said quickly. "We're gonna need those to go."