Author's Note: I know I haven't updated it God knows how long, and there really is no excuse. I am trying to put myself on a more regular schedule for updating, because I do really like this story, its characters and where it is going. So hopefully I will stick to my plans for once. Anyways, on with the show.

"Astronomy. I fucking said Astronomy!" Willow shrieked dramatically to Faith in their dorm room.

"Woah… F-bomb. What's wrong?" Faith replied.

"I've just ruined my fucking life, that's what's wrong!" Willow said dropping face first onto her bed and began trashing about with frustration.

"Let's back up this conversation, s'il vous plait. What's happened that's ruined your life?"

"It's Barty…" She moaned into the bed.

"Should I wear my wedges tomorrow so I can throw them at him?"

"No, no…" She said sitting up and brushing her hair out of her face. "It's really me, not him."

"I don't believe that for a second. What's he done?"

"Promise me you won't be angry with me."

"Let me rephrase my question, what have you done?" She inquired, looking a bit wild about the eyes.

"Well, Barty and I are friends now."

"What did you really do?" Faith asked, sniffing her out immediately.

"I sort of, maybe… kissed him."

"Bordel de merde."

"Huh?"

"What the fuck is wrong with you?"

"Excuse me?" She said, slightly offended.

"What are you trying to do? Get yourself hurt?" Faith paused for a moment but when Willow didn't answer so she continued. "I don't know what you are looking for in this relationship. What do you expect is going to happen? You and him can't go a week without having a domestic and you aren't even dating. What do you think will happen if you date him? He is toxic. Get that through your head." Faith said, turning, and beginning to walk away.

"But I love him!" Willow blurted out without thinking and immediately regretted it. Faith turned on her so fast Willow thought she might get whiplash.

"You love him?"

"Yes." Willow stated matter o factly, taking a firm stance on the issue for once.

"You love him? Sweety you don't love him, you barely know him."

"Excuse me, I know him very well. He confides in me, I confide in him."

"You only started speaking two months ago. You do not know him."

"I know him better than you think. We speak all the time, I tell him everything. He's so kind and understanding and patient with me."

"I will accept that you like him, like him a lot, because you clearly do. I will accept that you have the major hots for him, but you do not love him. Two months does not love make."

"But…"

"You've liked him since our third year, I think you are just excited he's giving you attention. You love the attention he gives you, you don't love him. Just think about it." Willow really didn't have anything to say. Faith was right. She was being hasty with her feelings, and she was ashamed. "I mean, I'm glad you two can be friends but I think you need to wait before you rush into things."

"I guess I just really like him. I mean, I really feel like I have a connection with him, you know?" Faith sat down on the bed next to her.

"I think… you two, need to spend more time with one another not fighting before you make any rash decisions."

Willow sat there in silence with Faith for a long moment, neither of them speaking before she finally said the thing she couldn't push out of her mind. "He's friends with Bella again."

"Didn't we already know?"

"He said he forgives her and is going to remain friends with her despite all she's done, because he missed her." The last part stuck in her throat a little but she had to get it out. Had to admit what was really upsetting her. The fact Barty forgave the one person that hurt her most.

"He said this after you kissed him?"

"Before. Last potions class."

"Then why did you…"

"I don't know. I think I'm afraid of loosing him to her." There it was, the ugly truth.

"I don't mean to be cruel," Faith said slowly, "but that is a possibility."

Willow put her knees up to her chest and shrunk into herself a little.

"I mean," Faith continued, "they have so much more in common. They have the same house, same friends, they've been inseparable for years. You are trying to force yourself between something bigger than yourself."

"But he said, if he had to choose, he'd choose me."

"He didn't. He went back to her. He always will."

"I don't want to believe that."

"I know, but you need to hear it. While he is obviously harboring some sort of feelings for you, he is also clearly struggling with something else. Something that is not you, and honestly, I think its her."

"I just like him a lot." Willow half sobbed.

"I know you do. I just want you to be careful. You don't need to throw yourself at him, its only going to get you hurt. Like today, you kissed him and nothing happened. No man is that thick. If he was going to ask you out he would have by now."

Willow tucked her head between her knees and shut her eyes. She knew Faith was right, that's why it hurt so much. She really wanted Barty to be her knight in shinning armor, but the more time passed the more she was coming to realize she might have been the one to transpose that image upon him. That it was all just a façade that was slowly crumbling. She did truly care about him, and she felt like he cared too, most of the time, but sometimes that's not enough to make it work. The more time went on, the harder the relationship became, and after today, she really didn't think she wanted to try anymore. She was terrified of rejection, but also what it would mean if he did love her in return.

"Come on," Faith said patting her on the leg and she looked up. "Time for Astronomy. Don't want to be late." Faith said standing and pulling a scarf off their wardrobe.

"Barty said he was coming." Willow said solemnly as she slowly pulled herself up off the bed.

"Yippy for that," Faith said sounding less than excited as she grabbed her cloak and headed out the dormitory door.

-A Little Later-

Barty stood at the bottom of the Astronomy Tower stairs. His eyes were a little red and felt heavy. He had spent the majority of his afternoon crying alone and now he felt really drowsy. He wouldn't have come except he promised Willow he would be here, and he didn't want to break another promise to her so early, or ever again.

Bella also tried to stop him leaving, a number of excuses in hand. The first time she had seen him awake past nine in months, so time to party. Help me with my Transfiguration homework that's due tomorrow. It's cold outside and snowing. He ignored her, put on his furry deerstalker hat and left.

He hoped he had gotten here early enough. He wanted to talk to Willow before the lecture started. He didn't really know at this point what was left to say to her. He loved her, she didn't feel the same. There wasn't anything more to discuss, yet his heart ached for a resolution that seemed unattainable.

"Barty!" Came a chipper voice from his right and he looked immediately, excited, yet he should have known better. The pitch was unfamiliar so gave him false hope, yet it was Bella's voice that carried down the flagstone hallway. Her black button cape flowed around her whimsically, and Barty didn't like the way she was smiling at him.

"What the fuck are you doing here?" He yelled once she was by his side.

"Calm down, what's your problem?"

"Why did you have to show up tonight?" He whined.

"It's a free country, Barty. Besides, I could always use some points and I thought I'd keep you company." She said with a large smile.

"Ugh!" He groaned angrily.

"What is your problem?"

"I came here to spend time with Willow, and you are ruining it! You always ruin it!"

"For fuck's sake Barty! Why are you so hung up on her?"

"It's none of your business." He seethed through gritted teeth. "It would just be nice if for once I could go do something without you shoved up my ass." Bella started smiling deviously. "What are you smiling about?"

"Hey Willow." Bella said looking around his shoulder.

He felt like his heart nearly stopped. The last thing he needed was Willow catching him with Bella again. He slowly turned and saw Willow and Faith approaching them, all bundled up for the cold night air that awaited them at the top of the tower.

"I'll catch you later," Bella said to him with a hint of an attitude yet with a smirk spread across her features. He really, really hated her sometimes, he thought as she disappeared up the stairs.

"Hi." He said to Willow, all the nerves in his body vibrating hard.

"Hey." She said quietly. She didn't look pleased to see him. Not unhappy per-say, but a little sad.

She started to walk past him with Faith towards the stairs making him call out to her. "Hey, can I talk to you for a second?"

"I'll leave you two alone," Faith said calmly, continuing up the stairs and leaving her friend behind.

"What do you want to talk about?" Willow asked softly. He noticed she was having a difficult time looking at him. This hurt more than he felt it should.

"I don't know really, I just wanted to talk to you." He answered truthfully.

"Can't we do that any old time?"

"Yeah, I just…" He stammered, not being able to form a reason in his head to convince her to stay.

"We can talk tomorrow, yeah? I don't want to miss all the good spots," she said turning and he had no real choice but to follow her up the stairs.

They didn't even get a chance to make it to the roof before the cold wind greeted them. Once they breached the surface of the tower, he wondered why they were having an astronomy meeting at all. It was bitter cold, the sky was patchy with clouds, and their Professor was using his wand to clean up the fallen snow from earlier.

"I couldn't think of worse weather for stargazing, yeah?" He said lightly to Willow, trying to cheer her up. She looked at him blankly before sitting down on the floor next to Faith. His features, which he was trying to keep light for her benefit, fell, and he plopped down on the floor next to her.

Willow had already struck up a conversation with Faith so he just sat there, feeling left out and rejected. He caught Bella's eye from across the way and she motioned for him to come sit in the empty space beside her. He just shook his head sadly and turned his attention back to Willow. They were talking about some Ravenclaw boys he didn't know. Mostly about how stupid said person was, so it did make him feel a little better. At least she wasn't crushing on someone that wasn't him.

It wasn't long until the lecture began and they all laid back on the floor and watched as the Professor moved his wand and all the clouds in the sky drifted to one side, the moon alighting the dark ground and showing off the background of twinkling stars behind it.

He couldn't really pay attention to the lecture. He kept finding himself looking over at Willow. Her face was so beautiful as she listened serenely. It wasn't long before he became acutely aware of her hand lying oh so near his on the floor. It wasn't deep contemplation and planning that made his hand reach out for hers, it was love. That made it all the more painful when his mitted hand had barely slipped inside hers before she pulled it away, and crossed her arms over her chest. He turned his attention back to the sky and oh so suddenly he could not see the beauty or majesty of the stars. All he could see were the dark places in between. He didn't really know what he had done to upset her, but he couldn't help but think he had really fucked up big time.