The place Catherine and Vincent called home wasn't some luxury apartment like Elliot's place – it was literally a hole in the ground – a lovely, book filled, chamber, comfortably appointed with large, old chairs, a roll top desk, a bed… it was a single room...a cave… As soon as Vincent appeared at the door, Catherine went to fetch "Father" – Catherine who was dressed like an extra out of Pioneer Village…

Vincent set Elliot down on a large chair. "Amy – are you all right?" he asked her.

She looked up – it still amazed her that the creature could speak. Vincent – Vincent, Catherine's husband – Claudia and Caroline's father… "Not really," she told him, only just realizing that she was still clinging to Elliot's hand.

"I'll start the kettle for tea," Vincent said, draping her with a warm blanket - she pallid.

"Amy it's ok," Elliot tried to reassure her - but it seemed as if she was processing everything very, very slowly.

"Tea?" Amy asked - tea - tea...a moment later, Catherine was returning with another man - hewas old – maybe a little older than Maxine, with graying, somewhat thinning hair and a white beard and mustache – he seemed neatly groomed, even if his cloths were like Catherine's. Layered sweaters, a scarf wrapped around his neck – fingerless gloves, a simple cane supporting a bad leg – what was this place, and who were these people…?

"What happened?" the old man asked, setting down his medical bag.

Elliot outlined it briefly, then, "And may I present Judge Amy Gray – Amy – Father."

"Um – Sir," she said uncertainly.

"You may call me Father," he told her; as Elliot had talked, he'd stitched. Five in all.

Fin appeared in the door, "I heard there was some kinda – what did you do to yourself?" he asked when he saw Elliot's blood soaked shirt laying on a table – Catherine dug out one of Vincent's sweaters – hopelessly too large – and made Elliot put it on.

Fin exchanged a brief, warm, hug with Vincent, kissed Catherine's cheek – nodded to Amy and then turned back to Elliot waiting for an explanation.

Amy watched – everyone acted – normal. Catherine had poured tea – and was handing her a cup… Vincent already had one – it looked almost ridiculous in his hands, those massive clawed hands…

"You ok? Amy?"

Amy blinked – she hadn't even been aware that Diana came in behind Fin… or that Joe was standing with them… everything moved in slow motion… the cup hit the floor – the world grew dim – people scrambled towards her…

-

Amy woke to the scent of vanilla and musk …and roses. Slowly she opened her eyes. "What a nightmare," she mumbled, sitting up – it wasn't her bed. It wasn't Elliot's bed. Around the room, dozens of candles were lain – but only a handful had actually been lit. There were rose petals on the floor – and roses – roses everywhere… earthenware vases had been filled with roses of every imaginable colour… where am I…? Memories drifted back – the walls of the chamber were stone... like the walls of the tunnels she'd traveled to get here…

On unsteady legs, Amy got up – she was still wearing her velvet gown – her wrap was thrown over a chair – there were a couple of chairs – a table – a silver tea set…?

"You're up," said a voice.

Amy jumped and turned to find the speaker – it was Elliot, still wearing the ridiculously large sweater. "It wasn't a dream," she said.

"I'm sorry."

"You're ok?"

"Father wants me to stay awake for a few more hours – but I'm feeling better. Mary fed me some tea – you missed the concert – but Fin brought down some food from the restaurant where we were going to have dinner – he brought down the wine steward as well."

The young man from the bistro where they'd had their first "date" stepped into the chamber.

"Oh God," Amy said, wide eyed. "Elliot – what have you done?"

Josh laughed, "It's all right, Judge Gray. I grew up down here."

"You grew up – here?"

He nodded. "A lot of children grow up Below. It's – a safe place. A place where those of us who have no one can find a family."

"Isn't that what children's services is for?" Amy cringed – it wasn't what she'd said, it was that as she said it, she heard her mother's voice in her head, saying the same thing.

"I was in six or seven foster homes before I ran away for good – you don't want to know what I was doing to pay for the drugs I was hooked on when Vincent found me."

"Vincent found you?"

"I hadn't eaten in – three or four days at least – I was in withdrawal because I didn't have any money to get my fix – eight guys had me pinned up against a wall and were taking turns – at several things – when he came out of nowhere. I thought I was hallucinating – until I woke up down here. I was twelve years old," he showed her the scared needle tracks on his arm.

"Oh my God – but – what about your foster parents – your real parents – didn't anyone wonder what had happened to you?"

"No one cared enough to miss me, not until I came here."

She looked to Elliot, "What is this place?"

"Shelter. Hope. Love."

Amy felt as if the world was spinning out of control around her. "What time is it?"

"Nearly midnight."

"Maybe that's why my stomach feels like it's touching my backbone."

"Thanks, Josh," Elliot said softly.

"Any time – see you folks later," He excused himself.

"You brought him all the way down here – to tell me that story?" Amy looked at the food – it was just barely warm – she didn't care. She was starving.

"I thought you should hear it from the source. There's a hundred other stories down here like his – people with nothing," Elliot sat down across from her. "People who lost everything – who had no where to turn. We all came here."

"But – you have everything."

"I didn't have the things that matter, here," he touched his heart. "I was empty inside until I found this place."

"How many people live here?"

"There are about eighty adults now – and twenty children."

"But – school?"

"Caroline, Claudia and Jake attend school Above – although Jake is not likely to remain there for much longer – the rest are taught Below. Many of our children have gone on to good universities with the education they received here."

"Who teaches them?"

"Mary, mostly and Father. A woman named Angela teaches music – Cullen teaches art. There are some certified teachers who grew up here who come back tohelp the children growing up here now. Kip directs the children's plays, Geoffrey teaches more advanced mathmatics."

"How could anyone make the transition from this – to – the real world?"

"It's been easier on some than others," he admitted. "But there's a woman who grew up here who works for social services now. Shehelps those who want to come Above – and she's helped a few children from up there find homes down here – not quite officially."

"That's – I don't know what it is. There's a part of me that wants to say that this is all wrong – these children have families – they have to – there's a system – even if it isn't perfect – there's a system – this place circumvents that."

"That's exactly it, Amy: the system isn't perfect. This place has provided a safe haven for those who fell through the cracks."

"And – you've know about all this – for – sixteen years?" she hazarded a guess. "This is your big secret – what you wouldn't tell me about before?"

He nodded. "This place and the people in it."

"I – I don't know what to say. I feel like – a part of me is amazed and a part of me is appalled. Vincent killed a man tonight, practically right in front of me."

"I know."

"How can you be ok with that?"

"It wasn't the first time Vincent has had to kill to protect the people he loves – or this place. It will probably not be the last. Amy, understand that violence is always a last resort. The people who live here left the world Above to escape the violence and the hatred that plaguethis city. They came here and created a community based on trust and mutual support – they are kind and generous and good."

"The man he killed shot at us," she conceded, reluctantly. "I just – I fainted, didn't I?"

He favoured her with a smile. "Yes." Although he'd already eaten, Elliot picked at the food with her. It seemed as if nothing was going as planned this evening. But at least the children didn't know he'd been shot at – they were buying the story of an accident – and that Amy was so shaken up by it she had to rest and wouldn't be able to meet them until tomorrow.

"Elliot – who is he – what is he?"

"My best friend. Catherine's husband. One of the gentlest, noblest souls I've ever known – the man who showed me all the things that my life was lacking – love, friendship, trust, kindness – courage."

"Fin – he was here – and Joe? They'll cover the whole thing up, won't they?"

"Only because they have to, to protect Vincent – to protect everyone down here."

"And they've done it before."

Elliot nodded. "You're uncomfortable with that."

"I don't know what I'm supposed to say, Elliot. I'm a judge – Joe Maxwell is a District Attorney – Fin is a cop – and maybe because they've been a part of this longer than a few hours, it all makes sense to them, somehow. But this place and the people in it are contrary to everything I've ever believed in or thought was possible – and Vincent, my God – he's – I don't know what to say. I'll respect your secret Elliot – because it's important to you – I just don't know where – if I fit into your world – or your future…"

If … Elliot didn't really hear much past that one word. If. In his pocket, the little jeweler's box was suddenly very large and very heavy… If… If. Even if they hadn't been attacked – he had to admit, this was an awful lot for her to take in. Who could blame her for not wanting to be a part of it…?

"Will you tell me about that girl now?" Amy was asking.

Elliot almost missed the question. "I – yes. In the morning. I promise. You should get some rest."

"What about you?"

"Father doesn't want me going to bed for a while," he stood and leaned over, kissing the top of her head lightly.

"Where are you going?"

"Just for a walk – it's primitive living down here, there's a chamber pot under the bed. I'll show you where to – empty it – in the morning."

"Chamber pot – chamber pot?"

Elliot smiled. "If you'd rather go back to my place – I think Jake is still up, he can show you the way."

"You're – staying?"

"I live up there – my heart lives down here. Before you came into my life, I spent almost every weekend Below, to be near the people I love. Sunday morning was always at Vincent and Catherine's. Amy, I know I'm throwing a lot at you at once," he said, still feeling the weight of the ring – and the pain inside, twisting in his gut like a knife… and yet, he couldn't blame her for her reaction… "I hadn't planned for last night to happen the way it did."

"I didn't think being shot at was part of the plan, Elliot," Amy reached for his hand – it was like he was edging further away from her with each word…but he responded, he took her hand, he came to stand next to her. And yet he still didn't seem any closer.

"I'm sorry, Amy – about everything. So very, very sorry."

"Elliot –"

"Please – let me finish. I hadn't planed for you to see Vincent that way – and I hadn't planned for you to hear about the children with track marks on their arms from shooting up heroine. I wanted you to see this place as I do, a safe haven for those with no where else to turn. I wanted you to meet the people who call this place home. I wanted to introduce you to my best friend – the brother of my heart – after you'd met all of his children and seen some of the amazing beauty of his world. And I wanted to introduce you to the man who showed mekind of love a father shows his son- but not while he was stitching up a gash in my skull."

"The doctor?"

Elliot nodded. "He is Father to so many - but one day he pointed out that more than most, I trulyneeded a father – and that I really should stop calling him Dr. Wells, because it wasn't the way one addressed their Father. He's the one who asked me to invite you last night - he's the head of this community, it's founder."

"Elliot – I don't know what to say. You were right – this is a world within a world and it isn't like anything I ever could have imagined. I'm just – overwhelmed."

"I know. Get some sleep – we'll talk about it in the morning."

"I keep getting the feeling that there's something wrong."

"Don't be silly," he lied. "I love you."

"I love you too. I mean that. Elliot?"

Elliot just nodded – and walked out of the chamber while he was still able to. If. He couldn't blame her for being overwhelmed. And if Vincent had overwhelmed her, how was she going to cope with Kate, whose very existence defied the laws of Nature…? Kate, who had killed more people in one night than Vincent had over his entire lifetime…and who, unlike Vincent, was incapable of knowing anykind ofremorse for the river of blood that flowed from her fury…

-

Elliot wandered aimlessly until he came to the mirror pool – the moon had passed from it's range, but the night sky was dark and sprinkled with stars, all reflected in the still surface of the water.

"Afraid you made a mistake?"

"Caroline – what are you doing up at this hour?"

"I've been emailing that guy I met in May. Almost every day we talk."

"And you think you're falling in love."

She nodded. "And I don't believe that Judge Gray was just shaken up from some accident – I think she saw my father and freaked out."

"Something like that," Elliot confided. "Your dad handled it pretty well."

"He always does. But now you're thinking you never should have brought her down here." Caroline didn't really look like her mother – except perhaps in the shape of her face. She had her father's eyes and curly red-gold hair that hung down past her waist – she was short and hourglass shaped, and quite well developed for her age.

"It may have been a little much all at once," said Elliot. Caroline also had her father's empathy – once she set her mind to it, there was no hiding anything from her.

"So what am I supposed to do with Simon – hi, meet my dad, if we ever have kids they could turn out like him."

"I know you don't mean it that way."

"No. But – he's from – up there. I mean – what if – if we do – get married and – any man I have children with will risk loosing the life they know to have to move down here where it's safe. How do I ask someone to take that kind of risk?"

"Because if he loves you – whether it's this boy from California or someone else – he'll do whatever he has to, to be with you, Caroline. That's what love does."

"So why are you so sad?"

"Because – I love her with all my heart. And I believe that she loves me too – but I'm afraid that love won't be enough because she's overwhelmed and scared. And I can't blame her for feeling that way."

Caroline wrapped her arms around him – they sat in silent misery, until she fell asleep. Elliot carriedCaroline back to her chamber…he tucked the covers around Claudia, who had kicked them off and retrieved Jayne's pillow from where it had fallen.

"You've always had a way with them," Catherine whispered softly in the doorway.

"I love your children, Cathy."

"Didn't Harrison Ford's girlfriend just have a baby – he's older than you, you know."

Elliot chuckled; he tucked his arm into hers and walked her back to her chamber. "Maybe – but I hardly think Amy wants a baby at her age. It would throw her life into chaos."

"You say that as if you haven't done that already," Catherine leaned up and kissed his cheek. "It's almost morning – have you slept at all?"

"No."

"Have you decided whether or not you're still going to ask her?"

"Yes."

"And?"

"You'll only tell me that I'm making a mistake."

"So why don't you take the advice we both know I'd give you and ask her anyway."

"Because if she says no – I don't think even Vincent could put me back together."

"Elliot – she loves you."

"I know. I just don't think she's ready to love my life." He kissed her cheek. "I'll see you later."

"Where are we having Sunday morning?"

"I – don't think I'm going to be able to make this week. I don't expect to be very good company by tomorrow morning."

She watched him go down the hall. "Why are men idiots?" Catherine mused aloud.

"Do you expect me to answer that, or was it merely rhetorical?" Vincent queried.

She chuckled, "You may answer only if it's an answer I'll approve of."

He laughed as he drew her to their bed…

-

When Elliot got back, Amy was up and dressed. And looking so beautiful it hurt him to look at her and wonder if this was their last morning together…

Amy smiled when she saw him – when she'd woken up, she was alone – and scared that he might not be coming back. Now – he looked – so pained – the way he'd looked last night when he left her... "Someone left this – I'm assuming it was for me," she said of the long dress she'd put on. It was soft cotton - there was a thick wool sweater to go over it and because someone had looked at her and realized how cold skinny people get, they'd left a warm knit cap, fingerless gloves, thermal underwear and a long scarf.

Elliot nodded, "Those who live here are generous," he lingered in the doorway, almost afraid to come any closer. All he wanted was to touch her - to hold her - to have her say that she wasn't going to leave him...

Amy hooked her hair behind her ears, "Elliot, would you please tell me what's wrong? I know you never came to sleep with me last night."

"The truth is that I haven't slept. I keep thinking about – last night. I'm just a little wound up I guess."

"What happened to never lying to me?"

"I am wound up," he told her. "And it is about something that happened last night."

"But it's not about what happened in the parking garage."

"No." He admitted, cursing his own honesty.

"Than what is – does it have to do with the girl in the photo?"

"Yes and no – I'm not trying to be vague, I swear –" before he could say more, their chamber was invaded by a dozen children bearing plates of food.

"Good morning!" Mary greeted them, from the back of the horde; she was a lovely elderly lady with grey hair done up into a bun and a long patchwork skirt. "Sorry to barge in – but the children were so disappointed not to be able to meet you last night, dear," she smiled at Amy. And Elliot. And understood. Their timing could not have been worse – or perhaps better, as it appeared that regardless of what was going on, Amy and Elliot were determined to put on a good show for the children.

"Oh my," Amy grinned – the kids looked like extras from Les Miserables. "Pancakes?"

"I made them myself," proclaimed a six year old. "I'm Sasha. Mary helped a little."

Mary chuckled and directed the children gently, keeping them orderly.

"My gosh, how do you do it?" Amy marveled. "I have one – and we're not half this together in the morning."

"Lots of practice, my dear, lots of practice – Rachel – yes, very good, right there is fine," she said of the girl setting down the syrup. "The children were so sad that you missed their concert last night that they wondered if they might give you a miniature version of it, this morning."

"Oh my – I didn't realize I was such a celebrity."

"Everyone wants to meet Uncle Elliot's girlfriend," said a little girl's voice.

Amy found the speaker in the midst of children – she was a miniature version of Vincent. Jayne. It had to be… "Oh – well, I'm flattered," Amy recovered before the child realized… Amy was ashamed of it, but all she could think was this poor child having to go through life, like that. She was aware, however, that the oldest boy had caught her look – and so had Elliot. So had another boy – he was also a smaller version of his father… Amy cleared her throat, desperately wishing she could just run and hide…but there were children around and pancakes to be eaten…they were perfect and the syrup was real maple – and yet the food sat in her stomach like the rock she wanted to crawl under.

The children sang beautifully – Jake, the eldest, played a short piece on his flute. He was the boy who had caught Amy's look – he was Vincent and Catherine's eldest child. Caroline was there – she played her violin while Claudia sang a piece that William, the lion-boy, had composed – and it was beautiful. And all Amy could think of was what a shame it was that the world would never know… and that those children would never know the world… She was very happy when they finally left. "That was awkward," Amy said at last – Elliot had seen them out, she watched him effortlessly giving them hugs and kisses – and then returned to sit. In silence.

"I'm sorry, Amy. I shouldn't have done this to you."

"It's not your fault – I'm – not equipped to – walk onto the set of Lord of the Rings."

"Did you still want to meet Kate?"

"Kate – the girl in the cemetery?"

"And the one in those photos."

"What?" Amy's world bottomed out. Again.

"Kate Zito was murdered almost seventeen years ago. Sixteen years ago she came back. She shouldn't still be here – but she is."

"You're telling me – she's dead?" Images half forgotten began to surface – a girl in black, telling her to cherish love…a dream with a bird sitting on Elliot's dresser...

"I don't understand how it works, Amy. I just know that Catherine was dying and Kate saved her life. I just know that when Gabriel's side-kick shot at me, Kate dove between me and the bullet. If she hadn't, I'd be dead."

"So – you do this brush with death thing often?"

He tried not to laugh, "More often than I'd like. But it happens."

Amy nodded. "The children – they really adore you."

"It's mutual. I love them."

"I – I don't even know what to say. I kept thinking all last night that if I'd just said something – anything – youwould have come toback to bed -but I don't know what to say. This is – surreal, Elliot. When you said to trust you – I didn't expect something like this."

"I understand."

"So why do I keep getting the feeling you're slipping away from me?"

"I have had the most amazing eight months, Amy. Nothing will ever take that away – from either of us."

"No – don't even start out like that – you started out like that once before and I didn't see you for two weeks," she was shaking again. "I did not get shot at, almost kidnapped or killed, scared out of my wits, discover this whole other world below New York – and just find out that zombies aren't just in the movies to have you break up with me, Elliot Burch. You will not do this to me!"

"Amy –" Elliot stood and came over towards her. She got up and backed away, over turning her chair in the process, leaving him baffled and more hurt than he'd been a moment ago. "Amy – please –"

"No. This is now how you're going to break up with me, damn it! I deserve better than to be put through this – this – and then have you dump me!" Amy wiped at the moisture on her cheeks. "At least not with a damn good reason – and I mean a really, really good one, Mister!"

"Maybe Cathy's right," Elliot put his hand in his pocket.

"About what?"

"About me being an idiot."

She saw the box – small and black and square. "Oh – Elliot –" Amy backed further away, until her back touched the rough stone wall. Which was just as well – her knees had begun to give way under her. "It isn't – you didn't – did you?"

He stepped forward – he wasn't sure who was more scared, him or her – but he dropped to one knee anyway – she'd seen the box, it was too late to run now… "I had this amazing, perfect evening planned," he told her. "Dinner at the first restaurant I took you to – you heard a sampling of last night's concert – cookies and ice cream afterwards – a chance to meet Vincent – and Jayne and William – and everyone else who matters so much to me – a chance to see a few of the marvels this place holds. This room was going to be lit by all those candles – there were rose petals on the bed – Catherine was in charge of that, she and the children spent all afternoon plucking the petals off roses and arranging the jars and vases around the room – I know they're not crystal, but – I don't know," he was only vaguely aware that he was crying. "And I was going to tell you about Kate – she wants to meet you too – she was here last night. She's not a zombie. She's – I don't know how to describe her – but that's why she was here, in person, so you could see her. So you could understand who and what she is, because if not for her I would not be here today, making a fool out of myself in front of you. I'm so sorry that things didn't go at all right – I wanted it to be so very special when I asked."

"So – are you asking - or not?"

"Will you marry me?"

Amy stood for a moment – even knowing – hoping – that it was coming – the words swept her away… "That's all I needed for it to be special, Elliot. The rest of it – is amazing and beautiful and wonderful and yes of course I'll marry you! How could you think I'd say anything else?"

"You said 'if'," he told her. "Earlier, you said you didn't' know if there was any place for you in my future."

"So maybe you're not the only idiot in the room," she sat down next to him. "I love you. I want to be with you – in Manhattan or under it, it doesn't matter."

"Do you really mean that?"

"Of course I do – it'll just take me a little while to get used to the whole chamber pot thing."

He laughed.

"So – do you think I can see my ring?"

Elliot flushed a deep shade of pink – he opened the box. It was a simple two and three quarter karat emerald cut diamond set into a gold filigree band – very traditional, really. "I didn't think you'd want anything – over the top – but if you want a bigger stone – Amy?" she was – shaking again.

"It's perfect. It's absolutely the most beautiful ring I've ever seen."

-