Don't Own.

Please R&R

Enjoy!

"Are you going to spend the whole flight glaring at the back of the seat in front of you?" Emily whispered quietly to Penelope who was sitting beside her on the plane.

The blonde was pulled out of her thoughts and she blinked up at Emily "…huh?" she asked.

Emily sighed, "Listen, I know this wasn't how you planned it to be," she said, making sure to keep her voice down. Derek had just got up to go to the washroom, but she still didn't want there to be any chance of him hearing her. "But it's honestly not the end of the world…"

Penelope opened her mouth to protest but Emily continued before she could say anything.

"Just let me finish. This Holiday isn't going to be any less fun just because Derek is here. In fact if you gave him a chance you'd see just how much fun Derek can make a situation…"

"That is not going to happen" Penelope butted in.

Emily shook her head "Fine," she stated "but you're not going to be a Grumpy Gus the whole trip are you? That really won't be any fun. Both Spencer and Derek have already noticed how much of a bad mood you are in and frankly, you're going to end up making everyone uncomfortable."

Penelope bit her lip; she hadn't realized how transparent she was being. Well really, she was with a group of profilers, so she should have known better.

Quickly she glanced over at Spencer; he was sitting beside Emily, on the aisle seat, and was trying to make it look like he wasn't paying any attention to their conversation. However Penelope knew him better than that, and she could also tell that he was looking a little uncomfortable.

Penelope sighed as she moved her gaze back to Emily. She knew what it was like to have a party pooper in a group and she really didn't want to be that person. Especially if it was going to ruin Emily or Spencer's holiday, really, it was a rarity working in the BAU to even get a week off. There was no way she was going to ruin that for her friends.

"You're right," Penelope said to Emily "No more Grumpy Gus, we're going to have an awesome time, no matter who's with us!"

At that moment Derek came back from the bathroom and was making his way to his seat. He looked over at Penelope with a frown and she blushed as she realized just how loud she had exclaimed that.

Clamping her mouth shut she turned away from Derek and look out of her window, hoping that her blush would fade quickly.

She didn't know why she felt bad that Morgan might have heard her, really she didn't need to spare the macho profiler's feelings, and yet she couldn't help wishing she had said that just a little bit quieter.

Derek, who had only been able to get a seat a few rows ahead of them, just shook his head and sat down.

He had suspected all along that Emily really hadn't sent him that email, and he could only guess that it was because of Garcia. Now after that exclamation, he was sure.

Derek didn't know what exactly he had done to the woman to make her hate him so. She had never been friendly to him, in fact the first day he had met her she had totally given him the cold shoulder.

He really didn't understand it. After watching how she interacted with the rest of the team, he thought that they would have gotten along really well together, if she would only just give him a chance. However no matter how nice or friendly he tried to be, she just wouldn't warm up to him.

After a year or so, he had stopped trying. Now they normally just ignored each other, only speaking when they absolutely had to.

Well he was going to try and have a good time, whether Garcia wanted him there or not.

A few hours later Penelope hurriedly made her way out of one of the bathrooms at the Whistler Airport.

"I hate public restrooms," she announced to Emily, Spencer and Derek had gone to buy coffee at a kiosk near the exit. "They are better than having to use the ones on the plane, but still I'd rather not have to use them at all."

Emily shrugged; she never really minded using public restrooms.

Penelope just shook her head, smoothing down the front of her dress at the same time.

"Are you ready to go?" Emily asked.

"Yes," Penelope answered.

"Good," Emily said and then led Penelope over to the coffee kiosk "I'd like to get going because we still need to pick up the rental car and it's at least an hour's drive from here to the Chalet, I'm hoping to get there before it gets dark."

"You two ready?" Emily asked once they reached Spencer and Derek.

"Yep," Spencer said, he had his back to them, facing the counter as he waited for their order. He turned around and handed them each a cup of coffee, then reached to pick up his and Derek's which were still sitting on the counter.

Derek came over after paying and took his coffee from Spencer "Are we ready to head out?" he asked after taking a sip of his coffee.

"Yes, we just need to pick up the rental," Emily said and then gestured for them to follow her. "Oh, and thanks for the coffee Derek" Emily added as they walked out the door and headed towards the parking garage.

Penelope stopped and frowned at Derek, she hadn't realized that he had paid for the coffee. She opened her mouth to say something about how she didn't need or want him paying for her coffee just to bump up his ego, but flattered as she remembered what Emily had said to her on the plane.

Both Spencer and Derek stopped and looked back at her when they realized she had stopped following them. Derek arched a brow at her and Spencer looked confused. Penelope's cheeks flushed bright red and then she choked out a barely audible "Thanks for the coffee." Then she quickly hurried to catch up with Emily, leaving a shocked Derek behind.

He wondered what had gotten into the tech, as that was the nicest thing she had ever said to him.

"Here we are!" Derek announced as he pulled into the long driveway of the Chalet and turned off the engine.

The driving conditions had been good and they had made it to the Chalet in just less than 50 minutes. Derek had driven with Emily sitting beside him in the front giving directions. Both Penelope and Spencer had fallen asleep in the back of the car.

He peered out of the windshield and looked up at the humongous Chalet, it was practically mansion sized. It was built into the hillside; Derek guessed that once they got inside they would find it overlooked the Whistler Village which was only a ten minute drive away. Sitting among the snow covered tree tops, the wood paneled residence had a warm and welcoming feel to it.

"Hmm…" Derek heard from the back seat and turned to see Spencer and Penelope still half asleep curled up next to each other. Penelope's hair was mused and her eye makeup was slightly smudged. She had a peaceful smile on her face as she began to wake up, she gave a cat like stretch and then her eyes slowly opened, her baby blues blinked up at him sleepily.

Derek thought Penelope looked stunning in that moment, and couldn't help the twinge of attraction that settled in his stomach. Quickly he remembered just who he was the looking at, the woman had been a pain in his ass for five years now. He quickly shook away the feeling and announced again, more loudly this time "We're here." Then he turned away from Penelope and got out of the car, slamming the door shut behind him and effectively brining the two sleepyheads in the back to full awareness.

Derek moved to the trunk of the car to help Emily get their luggage out.

"Oh My Gosh Em, it's so beautiful here!" Penelope cried as she stepped out of the car a few seconds later.

Spencer's door opened more slowly and then the young genius was stepping out of the car, rubbing the sleep from his eyes.

His eyes widened when he looked up at the Chalet and the only word that escaped his lips was a quiet "Wow."

"I know right?" Penelope said cheerily, "This place is even more amazing that you described it, I can't wait to get inside!"

With that, Penelope grabbed her bag from Derek who had just taken it out of the trunk, beamed a smile at all three profilers, then grabbed Emily's arm and hurriedly pulled her friend along.

Derek watched as they ascended the stairs leading to the Chalet entrance, he shook his head in amusement and then he and Spencer got the last of their belongings from the trunk and followed the girls.

A/N: So what do you think, should I leave the rating at a T or would you guys prefer it to be M?