Billy rushed past a group of people who stood waiting near the hospital exit. He needed to get out of there, to know that he was no longer in the same building as that man. As his feet hit the pavement and he drew in a deep breath of air, he realized his relief was far too bittersweet. He might be out of the building, but she was still inside.

More than anything in the world, he wanted to be beside her right now. Protecting her and being there for her was something he'd become accustomed to, something he had learned to admire in himself as much as she'd come to count on it from him. For so many years, he'd been regarded as the family screw up. Everyone knew it. Billy Abbott was the black sheep—the one that would surely self destruct. He'd hang himself if given enough rope and ample time, but Phyllis didn't see that in him. To her, he was a safe place—he was a sanctuary and while it was a comfort to her to have him, it was affirming for him to know he was needed. She always said he was her safe place and every time she ran into his arms he was reminded that, at least for one person, he was worth running to instead of away from.

He hated thinking of her in that hospital room. She was alone and no doubt scared to death. The thought of Carl with her made his skin crawl and he tried desperately to push the thought from his mind. Surely the hospital staff would alert the police that she was here. They should be here to question her soon. He didn't want to see them, not before Phyllis had a chance to tell them her version of the story. Letting her take the blame went against every instinct he had, but he had given her his word and that meant something. With a deep breath, he pushed his legs forward, back towards the revolving hospital doors. The sooner the lies were told, the sooner he could be by her side again.

"Please let go of me," she hissed, her eyes burning with tears, "You're hurting me."

Carl released his grip on her arm, leaning back at bit as he stared hard into her eyes. "I don't want to hurt you, okay?" He softened his voice a bit. "I know you're upset…I know things got a little crazy the other night."

Her eyes widened as she looked up at him. "A little crazy? That's what you call that?"

"Keep your voice down," he warned, the menacing tone returning again. "I'm trying to be understanding here. Don't make me regret it. We can play this another way if that's what you want?"

Phyllis shook her head, knowing all too well what he meant. She'd heard these words far too many times. The other alternatives were never good. "The other night," she said softly. "About what happened..."

"Save it," he interrupted. "You can save your sack of shit lies." His eyes were filled with disgust as he stared down at her. "I know exactly what happened that night. I remember every word you said, every move you made, and every single visitor you had." His lips curled into a small smile as he said the last few words and he laughed a bit as he saw the fearful realization in her eyes. "That's right," he sighed. "I know you had a little helper show up."

"Carl…just stop, please. Listen, I'm going to tell them what I did. I am. I'm going to tell them I was jealous over something stupid and that I shot you. I'll tell them it was an accident and that's all they have to know. That's all anyone ever has to know, okay? Please…"

"Hush," he whispered, his hand reaching up and softly wiping a tear off her cheek. She turned her face away, disgusted by the show of phony concern. Instantly his tender touch flared into rage and her grabbed her chin tight between his thumb and forefinger and turned her face back towards him. "Fine," he sneered. "We'll do this your way."

She closed her eyes tight, refusing to look at him.

Carl loosened his grip on her face, waiting to speak until she opened her eyes, his lips curving into a smile as her eyes met his again. "There you go," he whispered. "Isn't that better? Now…I could never let you admit a thing like that, sweetheart…and do you know why?"

Phyllis sat silent.

"Because if you did, they'd lock you up…and I couldn't let the woman I love go to prison." He leaned down close to her, "Especially when she's carrying my child." His hand reached across her, resting on her still flat stomach. "What kind of man would I be if I let something like that happen, huh? Anything could happen to you in there."

"Carl, I…"

His voice was louder now, yet somehow still not yelling. "Didn't I tell you that I had this all figured out? If you'll shut up for a damn minute, I'll tell you exactly what you're going to tell the police when they get here."

She drew in a shaky breath, his gaze still enough to frighten her. Slowly she nodded.

"You're going to tell them that you woke up in a motel a few towns over…you don't know how you got there or what happened the night of the shooting. We were happy. We were having a baby and everything with us was fine."

"What if..What if they don't believe me?" she stammered, her mind reeling.

"You'll make them believe you," Carl said firmly.

"What if I can't," she asked, then after drawing in a deep breath, "What if I won't?"

Carl laughed quietly, standing up and taking a few steps away from the bed before quickly turning around and rushing back towards her. He loomed over her, his face mere inches from hers as he whispered, "If you don't, I'll tell them about Mr. Billy Abbott, the man whose fingerprints will match the partial prints that are currently unidentified on the gun. I'll also turn over a surveillance tape that just so happens to show good ol' Billy entering our house on the night of the shooting..and better still, I'll give them a play by play of every single thing that Billy did to help you that night. Wouldn't that be fun?"

He stood up, enjoying the look of horror that spread across her face.

"Why are you doing this? Why not just let me take the fall for this? I'm the one who shot you…why not let me go to jail for it?"

"Yeah, you'd like that wouldn't you? You think you could confess and then go bat your eyes for a judge and jury…get off with some community service and maybe some anger management classes, right?"

Phyllis shook her head furiously. "No, that's not what I think at all…I…"

"No…but Billy Abbott…it would be a different tune for him. I tell the police what he did and he's going to serve some time for this. You know they say that sometimes the people that conspire to commit the crimes actually get more time than the people that actually do the crime…the legal system is crazy sometimes. And whereas you—if you even served time—would get some minimum security women's facility, Billy would go to prison—real prison with real criminals. Those guys are desperate for anything. For less money than I pay for a decent dinner out, I could pay one or two of them to make his life a living hell the entire time he's inside. For a little more, who knows what might happen."

Tears streamed down her face as she listened to the words, the thought of Billy ending up in prison was exactly what she'd been trying to avoid by coming back.

"Awww," Carl took a seat on the side of the bed, pressing his palm against her cheek again. "Don't look so horrified, pumpkin. Everything is gonna be just fine. Nothing bad will happen to your precious Billy as long as you tell the story exactly like I told you to."

"And you swear…you'll leave him alone. You'll leave him out of this completely…swear it."

"Well, there's just one other thing you have to agree to first," he said with a smile."

Phyllis stared at him, fear welling up inside her. "What? What more could you possibly want from me?"

"It shouldn't be too hard—especially considering our little impending arrival," he smiled. "Just come home with me and be my wife."