"I'll help you study." (Tal Celes & Billy Telfer)

Author's Note: This story was inspired by the Season 6 episode "Good Shepherd", but takes place before the series begins.

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Billy Telfer couldn't sleep. He knew perfectly well what insomnia did to the human brain, but that didn't help; on the contrary. Every time he was about to nod off, something interesting or alarming (more often the latter) would cross his mind, his eyes would snap open, and no matter how he tossed and turned, he was either too hot or too cold.

Eventually he decided that, if he was going to stay awake all night, he might as well go replicate a cup of tea and study for the exam coming up tomorrow. Very slowly, so as not to wake his roommate, he slid out of the bottom bunk, put on his slippers, picked up his padd from the nightstand and crept out of the room. His pulse kicked up when the door whooshed open - were Academy doors always this loud, or only in the middle of the night? - but his roommate only grumbled without waking up.

The safety lighting in the hallway seemed shockingly bright tonight, the red EXIT signs blazing over every stairwell. He kept one hand on the wall and squinted until his eyes adjusted. The common room should be empty now. Most of the cadets rarely used it anyway, preferring to go out into the city when they wanted to have a good time. The gray couches and white walls were not the most inviting. Billy didn't care. Once he got a screen in front of his face, he was oblivious to the world around him anyway.

Before he could step into range of the door sensor, however, he heard an unmistakable sound that made him freeze in his tracks.

A sniff.

Someone was already inside the common room, and they had a runny nose.

Were they sick? Was there a virus going around the building? That would be just his luck. He was already backing away when another sound followed, one that he also recognized.

A sob.

Someone was crying. This was even worse. He had no idea how to comfort anyone. As the only child of two formidable Starfleet officers, all his life he'd been the one who needed comfort, not the other way around. He was hopelessly unqualified for this.

On the other hand … he was a Starfleet cadet, for pity's sake. He'd have to face worse eventually. How was he ever supposed to make First Contact or deal with hostile aliens if he couldn't even handle this? Besides, how lonely must this person be, crying alone in the common room when everyone else was asleep? Even if they told him to go away, he had to at least try.

"Um … hello?" He stepped up to the door until it opened and peered around the frame. "Are you … is there anything … um, can I help you?"

The crying person's head rose from among the couch cushions. Long, smooth black hair tumbled around a pale face flushed with sobs. Dark eyes blinked blearily up at him. What he thought were frown lines at first turned out to be Bajoran nose ridges. Loose hair pins, a padd, a box of tissues, several empty energy drink cans and a bowl full of crumbs on the coffee table told at least part of the story. You didn't need to be in the science track like Billy to recognize an emergency study session.

"I … I'm fine," she said in a high, soft voice choked with tears. "I didn't wake you, did I? Oh, Prophets, I didn't know anyone was awake. Don't mind me. Just … do whatever you were doing."

She was obviously not fine, but the last thing Billy wanted to do was pry answers out of someone who wanted to be left alone.

"Elderflower tea, hot," he murmured to the replicator, fidgeting in place as the machine did its work. As soon as it was done, he'd be out of here. "Sorry to bother you. I'm just leaving."

"Hey, wait!" said the Bajoran, just as he was turning to go. "I, um … I think I know you. Aren't you in my Xenobiology class?"

Was she? He had no idea. He could remember facts, but not faces. Turning back around with his cup in one hand and his padd in the other, he found her staring up at him with narrow-eyed concentration, as if making an effort to remember his name.

"Telfer!" she exclaimed. "That's it. I know because we sit by Federation Standard alphabetical order and my name starts with a T too. Tal Celes. Oh! Tea. That's a good idea."

Tal Celes uncurled herself from the couch and shuffled over to the wall that had the replicator built into it. He noticed for the first time that she was wearing a fuzzy, bright purple bathrobe. He wasn't sure if that made his own starship-printed pyjamas more or less embarrassing. For his own peace of mind, he decided on less. Although that bathrobe of hers did look awfully soft.

"Feloran tea, hot," she said. "Anyway, I know you. You're one of the best in our year, aren't you?"

"Academically? Yeah, I guess so," said Billy truthfully.

His grades weren't the problem. It was other qualities he was missing, such as social skills, courage, or presence of mind in a crisis. He considered those to be far more important.

"Can you help me? Please?" She took a long drink from her finished cup, cradled it in both hands and looked at him imploringly over the brim. "I'm gonna fail the exam tomorrow and let everybody down, I just know it. The more I read this crap, the less I understand."

Billy was elated. Xenobiology was his wheelhouse, always had been since he was a kid. This was a problem with which he might actually be useful.

"Sure, I'll help you study," he said cheerfully, ushering her back to the couch, keeping one hand near the small of her back without actually touching her. "It's a tough subject, but it's not impossible. If something's too complicated, all you have to do is break it down into little bits that you can understand. Like mnemonics - or as my German grandma calls them, donkey bridges."

"What kind of bridges?" She raised her eyebrows at him from behind the tissue she was using to wipe her face.

Right. She wasn't human. Her Standard might be fluent, but that didn't mean she knew what a donkey was, or why these animals had a reputation for being stupid. Billy caught himself just in time before explaining this - even he wasn't that tactless - and exercised his imagination to come up with something nicer.

"They're, um … these little equines with long floppy ears. Pre-industrial humans used to them to carry loads, because they were so reliable and never lost their balance. So if you want to carry information … "

"Oh." Tal giggled. "I get it. That's cute. Now I'll remember one xenobiology fact, anyway, even though I'm pretty sure it's not on the exam."

"But it's a start, right?" Billy found himself in the unaccustomed role of optimist. "C'mon. Why don't we start with the last thing you remember?"

They curled up at opposite ends of the couch, sipping tea and reading the same textbook on their separate padds, talking and reading and even laughing a little as Billy invented one bizarre mnemonic after another. It might have been the sleep deprivation making him loopy, but he already felt as if he'd known her for years instead of minutes. He couldn't remember feeling this peaceful since before his enlistment.

Until she poked his leg with her bare foot, put down her padd, and said: "Just so you know, there's something on your sleeve."

Billy held so still, he managed not to move anything except his eyeballs.

There was, indeed, something on his sleeve.

It was a spider. A fat, black, hairy-legged spider that was crawling toward his bare wrist and would get there any moment now. Cold sweat broke out along his spine.

"Telfer?" Tal frowned at him in concern. "Hey, you don't look so good. It's not poisonous, is it?"

"No-o-o … " He would be very embarrassed right now if he weren't freaking out. No, scratch that, he was embarrassed and freaking out. Some first impression he was making. "It's just … eight legs are a bit too many for one life form, don't you think?"

THWACK!

Tal moved too fast for him even to process it. She hit his arm with the padd she was still holding, squashing the spider flat. This was, if not the most disgusting thing he'd ever seen, certainly on the list. It was also amazing.

"Did I hurt you?"

He shook himself out of his frozen state. "Oh no, no, I'm fine. Thanks for the, uh … rescue."

He'd have to burn these pyjamas - well, recycle them anyway - but otherwise he was fine. Tal's kind brown eyes made him feel cleaner than even the strongest sonic shower.

"No problem." She smiled. "I'm pretty sure you just rescued me from disgrace in class tomorrow, so we're even."

"Cool." He smiled back.

"It's a … spider, right?" She eyed the black splotch on his sleeve with curiosity as he scrubbed it with a handful of tissues. "On Bajor, there are palukoo. Kind of like this, only fuzzy and as big as our heads. You can eat them."

"Seriously?!"

"Sure. Roast 'em in the shell. They go great with kava nut sauce."

IDIC, Cadet Telfer. IDIC. We do not judge other species based on their eating habits. Billy gulped the last of his now-cold tea, took several deep breaths, and waited for his stomach to settle back down before trying to speak again.

"So," he said, "Um .. next chapter?"

"Actually, I think we'd better go to sleep," said Tal. "Whatever I don't know yet, I'm not going to learn by tomorrow."

"You're right. Also, our brains need rest if we want them working at peak efficiency. Good night, Tal."

He gathered up the cups, the tissues and the empty bowl from the table, carried them over to the replicator, and pressed Recycle. With a white glow and a gentle whir, they disappeared. He reminded himself to give his hands an extra wash or so later. Just in case.

"You can call me Celes," the Bajoran said quietly. "If you like."

Billy might not be as interested in social studies as biology, but he remembered enough about Bajoran culture to know that they were formal about their names. If Tal was her family name and Celes her given name, asking him to call her that meant something.

"Okay, Celes," he said, trying not to glow too visibly with happiness. "I'm William, but my friends call me Billy."

"Good night, Billy. See you in class."

She walked out the door ahead of him, her long black hair falling loose around her shoulders. They both turned aside for one last smile and nod before going back to their rooms.

He washed his hands in the communal 'fresher, tiptoed back to his room, and slept as if there were no such thing as insomnia in the galaxy. When the computer woke him up with a string of beeps at 0500 hours, he was smiling, because he knew he would see Tal Celes again.