Hey guys, thanks for all the positive feedback for the first chapter. Sorry this one's taken so long, but I've been out a lot this week. Minimal time in front of a computer and creative block don't mix very well. But I'm pleased with this, so...enjoy.

I don't own any of the characters in this story - Butch Hartman does.

I don't own the lyrics to 'A Pillow of Winds' by Pink Floyd either, but I sure as hell wish I did. Hopefully when you read them, you'll see why I took my pen-name from this song, because it's such a beautiful set of lyrics, set to equally beautiful music. I strongly urge you to download it, or better yet, buy the album with it on, 'Meddle'.

Later on that afternoon, the two of them were wandering absent-mindedly through the park. Neither had any particular desire to do anything, which suited them fine. Somehow, they'd ended up talking about the Green Bay gig again and how awesome it was going to be.

"Hopefully the guy'll be able to sing on the night," Danny joked. He loved making fun of the singer just to rile Sam up, although she knew he didn't mean it.

"Shut up!" Sam laughed, elbowing him in the ribs. "Don't mock him – he's awesome!"

"Well, I guess we know who he can sing better than."

Eyebrow raised, Sam turned to face him. "And who's that?" she questioned sarcastically.

"Tucker." She laughed out loud as she remembered the Ember McLaine concert a couple of months back, and Danny joined in. He sighed contentedly – he always felt better after a good laugh. "It's a little weird around here without him, huh?" he said. "And after you've gone as well, I'll be all on my own." He kicked a couple of pebbles down the path.

"Well, Mike's still here, isn't she?" Sam asked. "You could have an acoustic jam, listen to music all day."

"Yeah, that's true," Danny answered, "but without you guys…it just isn't the same. Oh, well – at least Dash isn't around."

Suddenly an idea flashed in Sam's mind. "Come on," she said, grabbing Danny's hand, "there's something I wanna show you." With that, she turned off the path and veered towards a clump of bushes, leading Danny as if he were blind. It was a steady upward climb, but one that seemed to go on forever. Faint shadows fell on the ground as they trekked up the side of the hill.

"Uh, Sam?" Danny asked, "Where exactly are you taking me?"

"You'll find out," Sam replied. "Trust me, it'll be worth it."

The two of them pressed on through the undergrowth, feeling the sunlight shine through the foliage. It was a place that Sam frequented when she was feeling a bit angry or depressed, or she simply wanted some time to think. She'd seen in movies like Hero or Crouching Tiger little platforms, often looking out over wide expanses of forest, where people would sit and meditate. While not exactly secluded, its calm surroundings made her feel that way when she was there.

Later, as they approached the summit, she suddenly realised that she was still holding onto Danny's hand, and also that he hadn't let go either. Her instinctive reaction was to let go, but for some reason, she couldn't. The feeling of his hand underneath hers was so warm and comforting that she didn't want to. Even before the whole Ember thing, she'd begun to feel differently about him. The two of them had always maintained that they were just friends, nothing more, nothing less. But since then, she wasn't quite so sure. Sensing her face redden, she turned briefly to look at him over her shoulder and saw that his was almost the same colour. He let out a short, embarrassed laugh and she did the same before turning her eyes back to the path they were treading. Maybe it was just an odd feeling, but she swore she could feel Danny's grip tighten ever so slightly.

Eventually she cleared some more branches and stepped back out into the sunlight. She looked back towards Danny as he followed her and said, "Pretty awesome, isn't it?"

Looking out over the hilltop, he whistled in awe as he saw the panorama unfold below. From up here he had a view of the whole of Amity Park – his house, Sam's, the school, everything. It brought back memories of a trip his family made out to California not so long ago. He couldn't remember why – probably his dad's own "ghost sense" talking, but he did remember being driven down Route 95 and along Big Sur, looking out over the waves with undivided attention. It was a similar sort of feeling as he looked out over the rows of houses, the roofs lined up like the crests of waves roaring toward the shore…

Sam called to him and he turned around to look at her. She was sitting at the base of a tree about twenty feet away, beckoning him over. As he walked over into the shade and sat down next to her, he took another long look out over the town and thought how empty it would seem when Sam and Tucker were away.

A cloud of eiderdown draws around me,
Softening the sound
Sleepy time when I lie
With my love by my side
And she's breathing low, and the candle dies

Sam yawned. The shade and the sun's lingering warmth were making her feel drowsy. Almost subconsciously, she leaned back, sitting up again when she realised it was Danny's arm she was leaning against. "Sorry," she said, laughing nervously, "do you mind if I…"

"No…not at all," Danny replied. "I'm a little bit more comfortable than a tree."

Smiling with him, Sam lay back down again, her head resting just below his shoulder-blade. He hesitated, and then slowly put his arms around her neck.

As she felt his arms come down over her head, Sam turned her head and smiled at him again. She'd seen Danny in his ghost form so many times that it had become second nature, but now she genuinely felt grateful for the protection he was giving her. It wasn't much on the surface, but deeper down it meant so much more. This wasn't Danny Phantom with all his supernatural powers; this was just plain old Danny Fenton.

Danny smiled back and returned his gaze to the view. A birdcall sounded out above his head, and he said, "You're right…it is pretty awesome."

Sam laughed affectionately and answered, "Yeah. I just come up here every time I need to do some thinking or there's something big on my mind. Just sitting down and looking out like this…it's just soothing, y'know? It's calming." She breathed in deeply. "I've not been here with anyone else before. You're the first person I've brought up with me."

When night comes down, you lock the door
The book falls to the floor
As darkness falls and waves roll by
The seasons change, the wind is warm

Danny was glad that Sam's eyes were closed because by now he was blushing furiously. He hadn't felt this way before, not even towards Paulina. He wasn't quite sure – maybe it was just young lust as far as Paulina was concerned. She was like a Siren, luring him and countless others onto the rocks of death with her beauty. But underneath those seductive features, there wasn't much to speak of – nothing but a pretty face on a hollow statue. There was nothing that remained – all but the bitter residue had slipped away, the memories of each time he'd got his hopes up and she'd just shot him down again.

He and Sam and Tucker shared some sort of connection – each of them was an outcast, ostracised from the social circuit. No matter how hard he hit the ground, one look was enough to get him to dust himself off and get back on his feet. He felt so privileged to be sitting here with her, to feel her soft hair just under his cheek, and he longed to run his hand over it…

Could he be…was he falling in love with Sam?

Qualms of uneasiness hit him all of a sudden, not because of the realisation now dawning on him, but because of how he'd fallen for Paulina so easily. It was obvious that Paulina and Sam didn't like each other at all, but he'd never thought to consider how his blind devotion might have affected the others around him. Had he hurt Sam's feelings all this time and never even apologised for it?

He felt disgusted with himself. OK, he told himself, if you're going to tell Sam how you feel about her, you're going to have to face up to it and say you're sorry. But how?...

Now wakes the owl, now sleeps the swan
Behold a dream, the dream is gone

Danny sighed. "I've been such an idiot." Damn it, he hadn't meant to say that.

Sam turned around to look at him quizzically. "What makes you say that?"

Danny cursed silently and struggled to continue. As he looked into her eyes, everything became harder to say; his mind went blank and his tongue went dry. Come on, Fenton, focus, he told himself, or you'll never be able to tell her. He swallowed hard and replied, "I dunno, I…I was just doing some thinking the other night, about…some things…" He trailed off again.

"Like what?" Sam prompted him.

Danny took a deep breath and eventually forced out, "The thing with Paulina…and how much of a waste of time it's all been." He stared out towards Amity Park. "I mean, what did I get out of it? Nothing. Just the same thing, over and over again. I can't believe I've been so stupid, trying to impress someone who doesn't even care if I exist. All I've done is just hurt the ones I really cared about…" He trailed off, inhaled deeply again and said, "I'm sorry, Sam. I didn't…I didn't think to treat you a little bit better…"

Sam's chest tightened as she saw a tear fall from his eye. Wiping it off, she said, "Aw, come on, Danny, don't worry about it. People make mistakes, it wasn't your fault…" He still looked burdened with guilt, so she pulled him close and stroked the back of his head. "I felt a little angry, I'll admit that…but I just didn't want you to get hurt, that's all. I was just frustrated. It doesn't change the way I feel about you."

Danny smiled. "I know that," he murmured, sitting back against the tree trunk and drying his eye. "I probably should've listened, huh?"

"People make mistakes," Sam reiterated. "We're all flawed in some way. It's no big deal."

His smile didn't falter. "Thanks, Sam."

"Don't sweat it," she said, smiling back. "What are friends for?" She lay down next to him again, leaning her head on his shoulder. "That Lancer?" she asked, pointing down towards Amity Park.

Danny squinted. "Could be," he answered. "But it looks like he's wearing a dress…" Both of them laughed and sat under the boughs of the tree, back to the simple pleasure of watching the world go by.

Green fields, a cold rain
Is falling in a golden dawn

And deep beneath the ground
The early morning sounds and I go down
Sleeping time when I lie
With my love by my side
And she's breathing low

When they reached the bottom of the hill again, Sam glanced at her watch and saw with surprise that two-and-a-half hours had passed since she set foot out the door. She needed to get home, even if it did mean that her parents would bombard her with yet more questions about her packing, did she have enough stuff to wear, et cetera, et cetera.

"Hey, Danny," she said, "I've had a really great time this afternoon, but I gotta get home. You know – parents getting concerned for no real reason."

"Sure," Danny answered, "no problem."

"Well, I'll talk to you soon, I guess," Sam said, shuffling her feet.

"Yeah. Enjoy Anaheim."

"Yeah, as if that's even possible," Sam scoffed, and he laughed. He looked at her again, still grinning. Thinking what to do next, she thought, The hell with it, and hugged him. "I'm gonna miss you," she said, giving him a quick kiss on the cheek.

For a minute, Danny wasn't quite sure what to say or what to think, reluctant to break away from the embrace as the two of them swayed gently from side to side. "Yeah, I'll miss you too." Eventually, and unwillingly, Sam let go. "Send me an e-mail or something. Maybe we could meet up with Tucker after you guys get back?" he suggested.

"Yeah, cool, I'd like that," she said. Quickly glancing at her watch, she hastily added, "Sorry, Danny, I gotta run. I'll keep in touch, OK?"

"OK," he said. "Have a good time."

Sam smiled and said, "See you later!" before disappearing round the corner. Hands in his pockets, Danny leaned back against the wall, trying to comprehend the last hour or so. As he turned the other way and started to make his own way home, he looked up towards the hilltop and smiled at the thought of the view, and the person he'd felt lucky enough to share it with.

And I rise like a bird in the haze
When the first rays touch the sky
And the night winds die.