When the train ride ended, the duo climbed off in a hasty pace. They were adept to doing this all the time.

The weather, along with the scenery, changed. No longer was it a rain stricken dead countryside. A smoggy, small town replaced the view.

Lelouch stretched as he walked and pushed back his hair slightly, even though it fell right back into place after. Humidity wasn't on his side today; his hair and clothes sticking to him, tighter than usual, showed it.

A few steps behind him, his companion C.C staggered. She didn't want to be up nor walking to another hopeless town that she even catch the name of before they bid it adieu. Cheese-Kun was pressed against her as she looked around. This would be the only time to catch in the view, awhile she could.

It had the local necessities: Bar, Drug Store, Another Bar, Hotel, Another Bar, Grocery Store, and Another Bar. Everything had the side graffiti of hooligans marking, and peeling paint on it somewhere.

"C.C," Lelouch started as he turned around and started to walk backwards to talk to her, "Don't stay behind too far, you never know who's watching, or what people have hea-" Lelouch was too caught up in making eye contact at his expressionless friend that he wasn't watching where he was going.

The former prince tripped over a bike post and tumbled over onto his back, somersault and all. C.C lifted her head from being hidden behind Cheese-Kun. She'd never seen Lelouch clumsy. Ever. She began to smile, but since the occasion was so rare she let out a giggle.

Lelouch, rubbing his head from the impact, looked up at the unfamiliar sound. C.C never made a laugh of any kind. He took it in with a grin. "So you think that's funny?" he smirked at her, getting to his feet.

As she made her way over to him, still with a smile on her face, nodded. "Yeah, I do." C.C let out a giggle again, and let her grip on Cheese-Kun loosen. Lelouch couldn't help but smile at that sight of her. C.C opened her eyes from her blissful expression when she heard a electronic click.

Lelouch had his phone flipped open in front of her. "I had to take a picture of that." As he spoke, his voice wasn't harsh, or anything like it used to be. It was as if his smile was made into audio. He turned the phone to face her.

C.C looked as if she was truly happy. Well, the happiness she saw in others, it looked like it was placed into her. She covered her face to hide its' color change with Cheese-Kun. He finally took a picture of me. Her smile was bursting behind the stuffed animal.

Lelouch looked over at her. He never noticed before but when her eyes were closed, she looked completely innocent. As if she was never a witch at all, as if she was just a normal girl, as if she was like every other girl he had feelings for…

A strike on the clock, and the 5 dongs it echoed throughout the ghost town brought the two back to reality. "We have to get to a hotel." Lelouch's voice of commander was back and he led the way. C.C sighed. At least for that split moment, she at least thought he felt the way she did around him all the time.

/

The room Lelouch got was considered a suite for a cheap price. The cheap price was the only thing that C.C recognized. One bed, hole cover sheets and cigarette burned blanket included. TV, with broken antenna was also a feature. Not to mention the moldy bathroom, stained..everything.

Lelouch, drug the only suitcase he brought behind him and plopped it on the bed. The rusty springs alerted the contact. C.C sat on the edge of It, looking over at him. He seemed to be looking for something in the room so he could be able to say, "Hey! It's not that bad!" She laid back.

Lelouch made his way into the bathroom and looked in the stained mirror. He felt stressed and out of place. Not a feeling he, of all people, was used to. He took off his jacket and migrated back out to the main room, throwing the jacket on the bed.

He sat on the opposite edge of C.C and laid back. She kept her eyes focused upward, Cheese Kun never leaving the grip of her arms. "Why do you always have to hold onto him?" Lelouch looking over at her asked.

C.C had to lower her eyes and meet his. "Are you jealous or something?" She stated in her dull voice, as her eyes shift back towards the water spotted celing. Lelouch kept his eyes on her and reached over to grab the foot of the animal. With a swift tug, Cheese Kun was on the floor and out of C.C's arms.

"What'd that accomplish?" C.C kept her eyes looking up and bit her lip. Her pillow of protection was gone, she had to hide her reactions and expressions now with her will. Lelouch leaned himself on his side, balancing his head in his hand, and his elbow against the bed. "Me being able to look at you without that thing in my way."

C.C bit her lip hard, and turned on her side away from him. Why is he teasing me? Why does he want to do this to me? Lelouch never showed any interest in her. To C.C, Lelouch thought of her as just someone to travel with, someone to get him out when he got into deep, and someone that was there when he needed help. Not someone like… Shirley or Kallen.

"Cause I feel alone without it." C.C murmured from behind her hair strands, her eyes focused on the dusty window and its brick wall view. Lelouch seemed struck with confusion at her answer. As if it was a reflex, he grabbed her shoulder and pulled it towards him, laying her against the bed.

C.C had her arms crossed against each other and looked up at him. Her expression remained blank as she bit her lip harder. She had to act her subtle self. Lelouch's other hand came against her other shoulder and his upper body paralleled itself with her own. "You're not alone."

Her face reddened and there was nothing to hide behind now as her almond eyes looked up at his. Lelouch felt his own face reddening as if he couldn't believe himself he said what he did. The two's eyes wouldn't part, as if they were cementing bricks. C.C's hands detached from her upper arms and hovered until they found Lelouch's.

When she rested her hands over his, she felt the shiver that went through his body. He bit his lip, embarrassed from it, the color on his face proved it. Lelouch leaned his face forward towards hers. After a long 6 months of traveling with a companion, he thought for tonight she could be a lover.

C.C closed her eyes and felt color grow on her face when she felt the contact of his lips meet hers. It wasn't a rough kiss. It was gentle kiss, that lingered over her lips and when he parted, the space between them felt almost criminal.

Lelouch moved his hand from her shoulder to the side of her face. He felt a warming glow on her cheek. He could feel the breath colliding against the inside of her mouth and coming out against his lips. The air stopped as she pressed her lips to his, for once, catching him off guard.

Their lips didn't part until a muffled electronic ring went off. Lelouch pulled back from their connection, leaving C.C hanging by herself. Going through his jacket, he flipped his phone open and answered. "Hello? Oh hey, Kallen.. Doing much? Ahh.. Not too much.." Lelouch dragged his conversation into the bathroom and locked the door behind him.

C.C sat herself up, and pronged around for Cheese-Kun, who laid on the floor in a heap. Taking the stuffed animal into her arms, she buried her head into its stuffing. The window began to be spotted with water speckles letting out a pitter patter sound. C.C's tears hitting the soft fur of Cheese-Kun made no sound.

I'm just a traveling companion. If he could have it his way, it'd be Shirley or Kallen to travel with. Not me.