(Disclaimer: I do not own Criminal Minds or its characters)

Thank you to ahowell1993, Sherryola, Rebecca1, WishForBetter, Daisyangel, Ash59, Hippiechic81, E. J. Morgan, fishtrek, Guest, Guest, Diana, and K for your reviews.

So as you can already tell this is an Alternate timeline. Everything is basically jumbled up from Spencer and the boys' ages to Diana's illness. In this story, she has dementia which is worsening day by day.

I don't know all the medical lingo associated with dementia, but I have watched it happen so I have a good idea of the devastation it causes. So some of the things I write about may seem a little unrealistic but I have witnessed stuff like it happens. My grandad could be lucid, where, although he only had a small recollection of us, he was calm and would talk to us fine. Other times he could be really out of it, he'd be confused and scared because he didn't know who anyone was. I'd rather not look at the out of control side, I will show Diana to be a bit more lucid.

I hope this lives up to expectation.

Spencer found himself sat between Hotch and JJ on a plane to Las Vegas. He lifted himself using the armrests to get a good look out of the window. He could see thousands of houses and he gasped at the vast landscape.

"First-time flyer?" An elderly lady in the seat opposite asked Hotch. She peered past the stern looking man at the wide-eyed child, smiling affectionately.

"Huh?" Hotch glanced at Spencer and chuckled softly. "Oh no, he's just a little excitable."

"Oh, well I must say he's incredibly well behaved," she pointed out, her eyes skimming across Spencer who was making happy noises as he spotted places he recognised.

"Oh... uh, thank you."

Spencer turned to pat Hotch's arm, remembering the rules that they had reinforced before they left home.

"Daddy, loot!" He cried pointing to a microscopic baseball pitch out of the window.

"Oh, wow!" Hotch said taking a look out at the ground below. The elderly lady grinned and craned her neck at Spencer.

"Can you see the people?" She asked in an animated voice.

Spencer gave her a glance and quickly crawled over JJ's lap, pressing his face against the window.

"No, I tan't," he mumbled with disappointment, staring down at the small houses. He looked back and gave the woman an apologetic look.

"Keep looking," she chirped and Spencer squinted back down at the land, sucking his bottom lip in as he concentrated on the task. "That should keep him busy," She winked at the parents before picking up her magazine and looking over the page she had left on.

Spencer had fallen asleep in JJ's arms by the time they were approaching Vegas; his head still leaning against the window.

"Sorry, ma'am, but you're going to need to strap him in now. We're preparing to land," a stewardess whispered as she wandered around the cabin, reminding people of the seatbelt sign and making sure the overhead lockers were secured.

"Spencer."

JJ gently ran a finger down Spencer's back and gave him a small shake. Spencer made a grunting noise and tried to roll over, nearly falling out of JJ's arms.

She caught his arms and carefully shifted him back into his seat seeing that he wasn't about to wake up and move. She leaned down and clipped him to the seat.

Spencer's head lolled back into the seat, his eyes fluttering closed as his face fell into Hotch's arm. JJ looked over at her boyfriend and rolled her eyes she reached out and nudged him out of his 'work' trance.

"Aaron."

"Huh?" He looked up from the files he'd been writing in. JJ pointed to the seatbelt light. Hotch nodded and quickly put his work away, giving his paperwork a once over before shoving it into his bag and folding away his table.

He looked down at Spencer who had managed to wrap his fingers into Hotch's blazer despite his seatbelt. Hotch chuckled and brought his arm around Spencer.

Spencer jostled about as the plane bumped down the runway, but Hotch's arm prevented him from waking up.

When the plane came to a complete stop Hotch pulled his paperwork back out and started reading through it while they waited for the plane to empty. JJ tapped her fingers impatiently on her knee, watching as Spencer mumbled quietly in his sleep.

When Hotch finally stood up, JJ sighed in relief and unbuckled Spencer.

"I'll get him," Hotch offered. He lifted Spencer beneath his arms and brought the boy into his own arms. Spencer snuggled into the embrace, wrapping his small hands around Hotch's neck.

"Oh, I see; I'll get the bag," JJ huffed sarcastically. Hotch turned around with an innocent smile on his face.

"What was that?" He asked sweetly.

"Nothing dear," JJ hissed behind gritted teeth as she yanked their large bag from the overhead locker and swung her handbag over her shoulder.

"Spencer, calm down!" JJ chided, trying to hold the child still on the bed as she helped him pull on a sweater.

"Sowwy," He looked up apologetically and tried his best to stop squirming. "I'm just weally exited to see hew."

"I know. We will leave soon, but you have to be patient," she insisted. She glanced over at Aaron who had laid out his files and started working as soon as they'd gotten to the hotel.

"Well, we would be going soon, but Mr. Workaholic can't stop for one minute," she jibbed. Hotch looked up slowly a smile on his face. Spencer folded his arms, his narrowed eyes locked on Aaron.

"Hey, don't gang up on me," Hotch Chuckled, his hands raised in surrender.

"Let's go!" Spencer whined, jumping off the bed in an ungraceful manner and hurrying up to Hotch, slamming the file he was working on shut.

Hotch watched the boy in disbelief as he skipped back over to JJ and started to pull on his converse.

"If anyone asks; he gets that from you," Hotch laughed, clicking his pen and standing up to leave.

They got to Bennington half an hour later, by which point Spencer was vibrating with something Garcia would describe as 'nervecitement.' He gripped JJ's hand tightly and pointed out Diana's doctor.

"Excuse me?" JJ walked up to the doctor who was fumbling with paperwork.

The Doctor jumped nervously and quickly got himself in order. "How can I help you?" He asked as he shoved the paper beneath one arm and smiled casually at her.

"We're here to see Diana Reid."

"Um... where's Dr. Reid?" He asked, glancing around, past Aaron and Spencer; searching for the tall, awkward, young doctor. His concerned frown came back to JJ.

"He couldn't make it... so he sent us."

The doctor looked them over skeptically, offering a smile in the form of a corner of his lips curving up, but he still didn't look satiated.

"We called about the visit," Hotch said and the doctor gave a curt nod. "We... Uh. We brought our son to see if he could have a positive effect on her," he added for good measure.

"It is highly improbable that she will know who you are," he said. "She has been deteriorating rapidly, so when she asked to see Spencer we hoped that perhaps she still had some clarity."

"How's she been recently?" Hotch asked, taking Spencer's other hand and squeezing it lightly. He noticed how the toddler had stopped vibrating. Spencer was listening intently to the doctor.

The doctor glanced down at the boy and leaned in, covering a hand over his mouth to block what he was saying from the inquisitive child.

"Not Good. We were surprised she even asked for Spencer because she had a long period where she would show no recognition."

Hotch nodded, his grip on Spencer's hand became tighter.

"Can we see her now?" He asked.

"Yes... yes, of course. But I warn you; she is not herself. You caught her on a lucid day so hopefully she will show some clarity," the doctor's smile returned and he led them down a hallway. Spencer cringed at the crying sounds coming from behind closed doors.

An elderly man was wheeled by, his faint blue eyes clouded over with cataract. His arms lolled around convulsively and he mumbled over and over to himself. The nurse that pushed him had a kindly smile and was trying to keep him calm.

"MUM!" He shouted, causing Spencer to jump. "I WANT MY MUM!" The old man screamed. He kicked his legs out against the chair as he wailed, his slippers barely clinging on.

"It's okay, Mr. Jefferson. We're going to play some chess. Doesn't that sound nice?" the nurse assured him.

"WHERE'S MUM?!" He screeched as he was wheeled away. Spencer could still hear his desperate voice as they continued down the corridors.

The doctor stopped in front of a room and slowly pushed the door open.

"Hello?"

A voice Spencer recognised drifted through the door and he bit down on his gum with excitement.

"Is it time for medication?" Diana asked, cocking her head as the doctor entered with Aaron, JJ, and Spencer in tow.

"No, Diana, these are the visitors you requested," the doctor said gently, a benevolent smile playing on his lips.

"Did I?" Her brow creased as she searched her memories.

"Yes." The Doctor turned to Aaron with a doleful expression.

"She's all yours. I doubt she will recognise any of you. I'm sorry."

"Thank you," Aaron replied. He waited for the doctor to leave, closing the door behind him.

"Hi, Diana," JJ chimed, causing Diana to look up at her. She smiled sedately as if she wasn't all there.

"Hello," was all she said. Her eyes shifted to the window, forgetting they were even there.

"Do you know who we are?" Hotch asked.

"It's such a nice day," Diana pondered absently.

"I'm Aaron Hotchner and this is Jennifer Jareau. We work for the BAU."

They waited but Diana still didn't react, she sized them up and took to looking out the window again.

"We work with your son," Hotch added and Diana hesitated before nodding.

"Yes," she said.

"Oh, thank God," Spencer sighed. Diana's eyes fell on him and she beamed.

"I've seen you before," she said.

"Yes. Yes, you have," Hotch pushed, but Diana's gaze wandered back to the window.

"Mom," Spencer said. Diana didn't take her eyes off the window.

"It's Spencew," he whispered, cursing himself inside his head at his mispronunciation. Diana peered down at him.

"Spencer," she repeated her face a blank canvas.

"Yes, I'm Spencew." he looked up at Hotch, who nodded for him to continue. Spencer took a deep breath; he was just going to do it quickly, like ripping off a band-aid. He stepped forward and leaned on the bed, luckily it was just low enough for most of his face to peek over the edge.

"Mom, you'we not going to undewstand this much, but I'm going to come out and say it. I got injected with a substance that revewsed the aging pwocess and now I'm a two yeaw old," Spencer grimaced before he looked up at his mother, holding his breath and praying he hadn't just triggered an episode. Her expression was unchanged.

"You remind me of someone," she said thoughtfully, running a skeletal finger down his cheek.

Spencer forgot about the explanation and gaped at her finger. "Mom, how much have you been eating?" He gasped, taking in her hollow cheeks and her sunken eyes.

"Eating? Is it lunch?" She asked, turning her head towards JJ. The blonde shook her head and Diana kissed her teeth. "It must be breakfast," she mumbled to herself.

"Mom, listen. It's me, it's Spencew," Spencer insisted, reverting to the original subject.

"Who?" She asked.

Spencer froze. He felt as if someone had thrown a bucket of cold water over him. Fear shivered down his back, icy tendrils gripped his insides, spreading over his paling skin. His mouth hung open. He had no idea how bad she'd gotten. She had started to forget before he turned into a child, but only once did she forget who he was. This was worse. Much worse.

"M-Mom...I-it's me," he breathed.

"It's a nice day," Diana said, looking out of the window. Though the tinted glass there lay a meager garden where several benches sat and a small birdbath stood in the center. No bird was perched over the stone bath; the water had long since dried out. The sun was shining, making the grass appear a little less dim and ugly to what Spencer had been accustomed to on his visits. There was no one outside. Spencer wondered if they even allowed patients like his mother to go out there anymore, many of the people they had passed on their way to see Diana looked as if a breath would knock them down and keep them there.

Hotch gently pulled Spencer back and sat him in a chair. Spencer was in too much shock to protest, he simply staggered backward and collapsed into the chair.

"Diana, you asked to see your son," Hotch said.

"I have a son?" Diana gasped, her thin fingers trembling over her lips. Her eyes searched Hotch's face, not knowing what to believe.

"Yes," he said gently, taking Diana's hand. Spencer watched her from the chair, wanting nothing more than to leap down and wrap his arms around his mother and whisper poems to her; the ones she used to read him as a child. Or he'd sing all the Bob Dylan songs they'd listened to that were forever etched into his mind but were long forgotten by Diana. His eyes watered as he watched her confused face. They'd shared so much and he could see it vanishing before him. He wasn't even a memory in her mind anymore.

"I have a son," she said.

"Yes!" Spencer encouraged in a broken voice. Diana didn't take any notice of him.

"H-he's tall... his hairs too long," her face screwed up in concentration and the three visitors held their breath, praying she'd remember. "Always too long..," she mumbled.

"Hairs...too..." she touched her own hair and frowned.

"It's not too long," she assured herself. It was still cropped short, something they continued to do so she couldn't tear it out, but she didn't know that; she used to know.

"Not your hair, Diana, your sons," JJ clarified.

"What Son?" She asked, still patting her head none too gently.

"Yours. Your son, Spencer," Hotch reiterated.

Diana's eyes fell on Spencer.

"He's your son?" She asked.

"No," Spencer blurted. "I'm youw son!"

Diana shook her head violently, her teeth gnashing against her gum.

"No. No. No," she growled, wrapping her arms around her head and making animal noises as she rocked.

"No... no, it's okay, Diana. He's our son. you're right," JJ said quickly.

Diana calmed down, slowing her rocking and gazing at JJ. She whispered to herself for a minute until she finally straightened up.

"Who?"

Diana's features crumpled with confusion and she rubbed her eyes.

Spencer couldn't stop himself; he dashed from the chair and scrambled up to his mother. She looked down at him and her expression of deep confusion was exchanged for curiosity.

Spencer's lip trembled and he heaved himself onto the bed and pulled his mother into a hug. He let his tears fall onto her favourite pink dressing gown and watched the thick, reliable material soak up his grief.

Diana frowned at the small boy and carefully returned the embrace, not understanding what was happening. She held him clumsily in her arms, wondering if she was doing it right. She looked up at the straight-faced man and her scowl deepened. She couldn't remember what he'd said his name was. She knew he must be involved in her life somehow, but she didn't know the 'how' part.

Spencer pulled back and looked into his mother's cloudy eyes.

"Hey, baby," Diana sighed, stroking his hair out of his face. Spencer held his breath, his wet eyes widening. She used to call him that and he'd mumble something about not being a baby and she'd say he was always her baby.

"What's your name?" She asked with a fond smile. Spencer's face fell and his hope plummeted from his heart to the pit of his stomach. Fresh tears escaped his eyes and he fell into Diana's arms one last time. He breathed in her smell. The only things that couldn't change; he drank it in. The next time he pulled back Diana's face was twisted in thought as if she were struggling against something blocking a memory. Spencer held back more tears and pecked her cheek before struggling off her lap.

"Is he your son?" Diana asked again, an identical smile to the one she wore when they walked in plastered over her face once more.

Spencer's breath hitched and he turned to JJ, hiding his face in her pant leg so his mother couldn't see or hear him cry.

"Yes, He is," Hotch replied. He took a deep breath that was filled with woe.

"I never had a son," Diana mumbled; no one attempted to correct her. "You take care of him," she added.

Part of Spencer's sob escaped past JJ's pant leg and he quickly hurried out of the room. JJ smiled at Diana, who waved back, a toothy grin donning her thin face. The blonde followed after Spencer leaving Hotch and Diana alone.

Hotch tried one last time to make her remember Spencer.

"His name is Spencer," he said.

"Strong name. Spencer is a strong name," she whispered. "Spencer..." she mulled it over.

"Do you recognise it, Diana?"

Diana looked thoughtful for a moment and then offered Hotch a smile.

"It's your son's name," she replied.

Hotch just smiled and nodded.

"Yes it is. I've got to go now, Diana," he said before standing. Diana's brow furrowed a little.

"Go where?"

"I've got to go to my home," Hotch said gently. Diana beamed at him and tried to stand up from the bed.

"Yes. Home. I must go home too," she insisted.

"No, Diana, this is your home."

"It is?"

"Yes."

"Oh. I will stay then," she nodded to herself.

JJ walked back in, waiting at the threshold with Spencer's hand clutched tightly in hers. His face was red, his eyes puffy and he was still struggling to control his hiccups.

"Oh, nurse, is it time for lunch?" Diana asked eagerly, looking JJ over.

"I'm not a nurse, Diana. I'm Jennifer."

Diana showed no sign of recognition, but she continued to smile obliviously.

"Come on, Aaron," JJ said, trying to keep her voice light and happy, her smile slipping only a little.

Diana scowled in confusion as they began to leave. Haven't they just got here, she thought. She couldn't even remember why they were there in the first place.

Spencer gazed at Diana, even as Hotch and JJ turned. He backed away as JJ gave his hand a small tug. He walked back and straight into the doorframe, echoing a dull thud in his mother's room.

Diana looked up and grinned at him while he rubbed his shoulder where the door had impacted.

"Watch out, crash," she chuckled. She turned back towards the window, showing no association with the memory she had just stirred in Spencer's mind.

"Mom..." he whimpered, loud enough for her to hear. Hotch and JJ paused.

Diana didn't look up, she continued to stare out at the garden.

"Such a nice day," she whispered.

That was hard to write.

If you don't get the 'crash' bit, basically Diana used to call Spencer crash when he was young because he was clumsy, I think it was actually because he came home from school with bruises from bullying, but she never knew that was the reason.

Also, as you can tell I have shown Diana in the much later stages of Dementia, as opposed to where she's at in the show now. Like I said, she can be lucid, which is why she requested to see her son; she had a moment of clarity and remembered that he existed.

Thank you for reading. Also, thank you for following and favouriting, please do if you haven't already so you can be alerted to updates and I really appreciate the support.

Thanks for the reviews. Please leave one on this chapter and show me what you thought. Did I make you depressed too?

See you in the next update!