Not thinking about anything other than the song in her head, Kana climbed onto his bed. "Shuuhei," she whispered. He turned toward her but didn't wake up. "Shuuhei," she repeated, leaning closer to him. Suddenly his hand was fisted in her hair and his lips were on hers. The kiss was primal and needy and Kana found herself answering his lips with her own. At some point, the kiss softened and his hand moved down to cup her neck. When he pulled away and opened his eyes, Shuuhei wondered if he could kiss her again. This time while he was awake.

"What time is it?" he asked; his voice thick with sleep and lust.

Kana looked at the clock and was shocked at the time. She had gotten out of bed just after 3am but it was now 3:15am. Their kiss had lasted longer than she realized. She told him the time. "I'm sorry I woke you. It seemed like you were having a good dream."

It had been a good dream but waking up kissing her had been better. "Why are you in my room?" Not that it was unusual for her to come into his room.

"I had a song in my head and I was wondering if you would play for me." She wondered why she suddenly felt foolish. They had been friends, band mates and roommates for almost a year.

"You want me to play at 3am?"

"You can do it later," Kana said as she started to get off the bed.

Sighing, Shuuhei gave in to her, knowing deep down he would have agreed to anything she suggested. "No. I'll do it. Close your eyes."

She started to ask why but then realized the reason. Her cheeks flushed and she closed her eyes.

Shuuhei got out of bed despite the desire to lean over and kiss her again. Tugging on his jeans, which were now a little tight in the crotch, he grabbed his guitar and sat back on the bed. "What would you like me to play?" he asked as he turned on the bedside light.

She opened her eyes and looked at him. He was shirtless but she'd seen him without his shirt before. "I'll sing. You play. It's something new." He nodded and waited for her to begin.

...

When they finished, it was near 8am and Kana stretched out on his bed. Her midriff poked out between her tank top and pajama bottoms. Shuuhei was thankful his guitar sat in his lap, hiding his erection. He tried to think of the most sexless thing he could imagine, but it wasn't helping. His mind kept returning to their kiss.

"Shuuhei," Kana repeated.

"What?" He shook his head. "I'm sorry."

"No. It's my fault. I woke you up early. Are you working today?"

"No."

"Great. I want to take you out to breakfast."

"You want to take me out?"

"Yes. As a thank you for writing this new song with me."

"It's what we do. You don't have to take me out for breakfast. You don't eat breakfast."

"No but you do." She sat up. "I'll be ready in ten minutes."

...

"You ordered a lot of food," she said as they piled several plates in front of him.

"Not all of it is for me. You're eating too." He pushed the bowl of fruit and the toast over to her. "You've eaten fruit and toast before. You'll eat it now. Since you've been up since 3, think of it as a snack and not breakfast."

She picked up her fork and sampled the fruit. "It's sweet."

"Try this," he said handing her his fork. Kana tasted the pancake on the end.

"It's really good. Warm and fluffy."

"Next time you take me out for breakfast, you can get some of your own."

"You aren't going to share them with me now?" she asked with a fake pout.

He laughed and shared his pancakes with her.

...

"Shuuhei, who were you dreaming about this morning? Was it your ex-girlfriend?"

"I don't give her too many of my thoughts and none of my dreams." He couldn't remember the last time he'd thought about Rangiku.

"So who was it?" Kana asked as she continued to put away the groceries they had gotten after breakfast.

"A woman I'm interested in." He wondered if he could tell her.

Her heart skipped and that worried her. "Does she know?"

"I don't think so." Shuuhei shrugged. "I don't know if she feels the same."

"Maybe you should let her know."

"Maybe," Shuuhei said as he thought about waking up kissing Kana. He didn't want to ruin their friendship or hurt Rolling Star by starting a relationship with her. Sometime over the last year, he'd found himself thinking about Kana in a new way. That hadn't been the first time he'd kissed her in his dreams, just the first time he'd kissed her while he was awake. "Do you want to watch a movie?" he asked.

"Sure. Whose pick is it?"

"It's yours."

"Are you going to stay awake during it?" she asked.

"Are you?" he countered.

Kana laughed while she walked over to their movie collection. "So something we've seen before just in case."

They both fell asleep during the movie, but it was Shuuhei who woke up first. Kana's head rested on his shoulder, and she was muttering in her sleep. As he listened, Shuuhei noticed it was just one word over and over. "No."

"Kana," he said softly.

She didn't wake, and Shuuhei thought he saw tears on her cheeks. He pulled her into his lap and held her until the dream passed.

Kana woke slowly. The dream had brought up memories she no longer wanted to remember but was now forced to. It saddened her, and she felt the tears fall. She had never told Shuuhei about her past. She had been a different person then. She wanted to tell him and had come close several times. Kana knew that she couldn't tell him. Not until after Rolling Star was successful. Her past couldn't get in the way of her future.

"I'm sorry," she whispered.

"It's okay." He pulled her back slowly and wiped the tears from her face. Kana's gaze lowered, and she stared at his lips, remembering the way they felt earlier that morning. He had been asleep, but it had still been a powerful kiss. She had been thinking about it during the day.

"Shuuhei." Giving in to her curiosity, Kana leaned forward and kissed him. She shifted so her legs were on either side of him. Her breasts pressed into his chest.

If it had been anyone else, Shuuhei was sure his hands would be all over her, but it was Kana. He'd waited so long for her that he knew he didn't want to rush this. He also wanted to make sure it was something she wanted. Pulling away from her was one of the hardest things he had done. "Kana."

"Oh right. There's someone you're interested in." She tried to move off him, but Shuuhei held her firmly to him.

"This morning I was dreaming about you," he said quietly.

"Shuuhei, I..." She wanted to tell him that she couldn't be in a relationship until after Rolling Star succeeded. She also wanted to kiss him again and tell him that she thought she might have more than friendly feelings for him.

...

He felt like an idiot. He had laid out his feelings only to get rejected by her. Shuuhei sighed as he took another drink of his beer. He wondered if he'd have to find a new apartment. His phone beeped signaling an incoming text message.

'Shuuhei, please come home. I want to talk to you.'

He didn't reply. Instead he paid for his one beer and walked out of the bar. Revving up his motorcycle, he rode the streets for a long time trying to clear his head and his heart.

He parked his motorcycle and walked through the park. This late at night, it was nearly empty. Shuuhei sat on a bench and let out a long sigh. While he'd been dreaming about her since Christmas, it had been Halloween when he'd first thought about Kana as something more than the lead vocalist for Rolling Star.

He had been at work and had missed the beginning of the party. It was a costume party, and he didn't have a costume. That didn't bother Shuuhei. He'd only come because Kana had suggested it as something fun for the four of them.

A giant peacock walked up to him. Shuuhei looked at him. "What are you wearing, Yumi?"

"It's gorgeous isn't it?"

Shuuhei rolled his eyes. "Mhmm."

"Where's your costume?"

"I don't have one. Where's Ikkaku?"

"Out dancing with someone. No clue who she is."

Shuuhei looked out and saw his friend dressed as some kind of warrior dancing with a woman with long black hair that nearly fell to the floor. He scanned the crowd. Most of the people were unfamiliar to him. There was a man in pink on the dance floor, and Shuuhei thought it might be Kyoraku.

The woman caught his attention. She wore short shorts had the longest legs he'd ever seen. Her top was strapless, leaving very little to the imagination. Shuuhei thought maybe it was time to date again. She looked over at him and smiled. He returned her smile and wished he could see her face. The mask she wore covered half her face. He knew the silver covering her hair couldn't be real. She got swallowed by the crowd as a familiar Halloween song came on and people began to dance.

With a sigh, Shuuhei began to make his way around the crowd. He caught glimpses of her for a while before he lost sight of her completely. Ikkaku stopped him and complained about his lack of costume.

"I worked all day. I didn't have time to stop and get a costume."

"I'm sure Kana would have helped you out."

"Have you seen her? It was her idea for all of us to be here together."

"I heard she was here, but I haven't seen her. Been too busy with my own woman." Ikkaku grinned at Shuuhei. "I'm going to see if I can talk her into coming back to my place with me."

"Good luck with that. If you see Kana, tell her I was here."

"Are you leaving?"

Shuuhei shrugged as he looked out over the crowd again. He didn't see the woman or Kana anywhere. "I don't know how long I'm going to stay." He thought if he could find the woman again, he could ask her out for drinks.

The woman Ikkaku had been dancing with came up and grabbed his hand. She led him back out to the dance floor, leaving Shuuhei alone.

Shuuhei wandered over to the bar and ordered a glass of water. As he took a drink, he saw the woman approach him. He was feeling smug that she had sought him out when he hadn't seen her talk to anyone else.

"Where's your costume, Shuuhei?"

All of his fantasies came to a halt. "This is my costume, Kana." He drew a line at thinking about her as anything more than a friend. Rolling Star was too important to him.

She smiled and picked up his glass. "What are you supposed to be?" she asked, taking a long drink.

"I'm an aspiring musician."

She laughed. "I would have helped you find a costume."

"It's hard to hide tattoos and scars."

"Make-up would have done it," she suggested.

"Maybe next year."

"Maybe."

He watched her walk away and tried not to think about how sexy she looked.

Shuuhei left the park and headed back home. When he arrived at the apartment it was just after midnight. The lights were out, and he assumed Kana was asleep. He walked into his room and found her asleep on his bed. Taking a blanket from the hall closet, he laid it over her and resisted the urge to kiss her cheek. Closing the door behind him, he went out to sleep on the couch.

...

Several ideas ran through his head. Shuuhei thought about leaving her a note or waiting until he was at work to call her. They all made him feel like a chicken. He had almost made up his mind when he got out of the shower and heard her crying. He pulled on his jeans quickly before he went to his room. She didn't hear him call her name, but when he pulled her into his arms, she held on to him.

"Don't leave me, Shuuhei," she said after a while.

"I won't," he replied although he really wanted to tell her he couldn't. He didn't have it in him to leave her.

"I was afraid you hadn't come home." She was afraid she had ruined things between them.

"I was getting ready for work."

"Your bed is made."

"Except for where you were sleeping. I slept on the couch."

"Why?"

"I don't trust myself sleeping next to you."

"I trust you, Shuuhei." She looked at him. "I promised myself I wouldn't be involved with anyone until I had succeeded in my career."

"Why?"

"Because I failed before."

"Because you were in a relationship?"

"No. It was nothing I did exactly. My former manager found someone else. A new star. I was replaced. He had changed my name and my appearance. I had to learn how to be Kana again."

"Who were you before?"

Kana shook her head. "It doesn't matter. Tell me something about your past."

"I caught my girlfriend in bed with my best friend."

"Wow."

"Yeah," he sighed. "I was going to propose to her. I've given her more thought in the past day than I have in the past year and a half."

"There's been no one for you since then?"

"Just music. I really wanted to be a love 'em and leave 'em guy after her but I couldn't do it."

"You have too much heart. You care about other people's feelings."

"I'm a sap."

"You aren't a sap, but you aren't a complete jerk."

"Does that mean I'm an incomplete jerk?"

She smiled. "You will be if you don't go answer your phone."

"I'm not expecting any calls. It can't be important." He really didn't want to move. He was comfortable with her in his lap and her arms around him.

"Then I'll go get it for you." Before he could stop her, Kana was out of his arms and picking up the phone from his bathroom. "It was your work."

Shuuhei groaned and lay back on the bed. He was on his last chance with them. He'd skipped out early to write songs a few times, and he'd been caught. Normally, he was reliable, but his heart wasn't in this job.

"Hello," Kana said. Shuuhei looked up at her, and she put her finger over her mouth. "I'm calling for Shuuhei. He won't be in today." She paused. "He's really sick. I think it was something he ate yesterday. He's been up all night, and I think he finally fell asleep a couple of hours ago." Another pause. "I'll tell him. Thanks."

"Kana, what did you do?"

"I saved your job. They said not to come in today. They don't want you to spread around whatever you have." She looked down at him, trying hard not to look at his abdominal muscles. She really wanted to run her hand over him just to see what he felt like. "We aren't done."

"We aren't?"

"Shuuhei, there are two things I want. First, I want a number one album. I want to prove to my previous manager that I can make it as Kana. That I'm just as good, if not better, than she was."

"That shouldn't be too hard."

Kana lay down next to him. "Second, I want to break my promise to myself. I want to be in a relationship with you." Shuuhei grinned. "And third, I want you to make me pancakes."

"Pancakes? I thought you only wanted two things."

She shrugged. "I want three things."

"Kana, I promise I won't take advantage of you. If you ever feel like I am or if things aren't working out for you, you can call it off."

"You'd do that?"

"Yeah. I'm an incomplete jerk like that." Shuuhei got up and walked toward the door grabbing a t-shirt along the way.

"Wait. Where are you going?"

"You said you wanted pancakes. I'm going to go make some." He thought lying in bed with her wasn't a wise idea. He looked back at her. "Were you thinking I was going to do something else?"

She thought he would have kissed her. "Do I have enough time to take a shower?"

"Make it a fast one."

...

Kana walked into the kitchen 30 minutes later. There was something she had thought about while she was in the shower.

"Shuuhei, if I ask you something will you answer me honestly?"

"Yes."

"Was that the first time you dreamed about me?"

"No." He knew she'd ask how long so he went ahead and told her, "I've been dreaming of you almost every week for the past five months. Since Christmas."

"I wasn't here for Christmas." She remembered her mother had lectured her for leaving her friend alone on a holiday.

Shuuhei nodded. "It was the first time you weren't here."

"I was supposed to be gone longer than I was," Kana admitted as they sat down at the table with their pancakes. "I came back early."

"Why?"

"I gave myself a lot of reasons. I only let myself admit once that I came back early because I missed you."

"Why do you want to break your promise to yourself now?"

"I was going to wait until after we recorded our first album, but you kissed me."

"That's what you get for climbing into my bed at 3am," Shuuhei grinned at her.

"Shuuhei, it's been a while since I've been in a serious relationship."

"Same here, but we have all day to learn more about each other. Since I'm sick, I shouldn't be leaving the house. You'll have to nurse me back to health."

Kana rolled her eyes at him. "I think you'll be fine without my help. Besides, I'm volunteering this afternoon."

"So you'll have to nurse me back to health before you leave."

She laughed and ate the rest of her pancakes.

"Are they as good as the ones you had yesterday?"

"Maybe better. Shuuhei, you make the best food."

"Pancakes are easy to make. I'll teach you next time."

Her cell phone rang, and Kana went to answer it. Shuuhei cleaned up their dishes. As he finished, Kana came back into the kitchen.

"We have a gig!"

Shuuhei grinned. "When?"

"Saturday night," Kana told him, dancing around the kitchen. "We have a gig! We have a gig!"

Shuuhei caught her as she danced pass him. Pressing her body close to his, he leaned in and kissed her. Kana wrapped her arms around his neck, tangling her fingers in his hair.

She couldn't think. There was more she wanted to say, but all she could do was feel. So she let herself forget everything except for him and how it felt to be this close to him.

When they broke apart some time later, it was Shuuhei who spoke first. "I want to tell Yumi and Ikkaku."

Kana's head felt cloudy, and she had to think a moment before she could reply. "You can call them while I'm gone. I'll leave you the venue and the rest of the details."

He laughed. "Kana, I want to tell them about us."

"Oh. Right."

"Would you rather not?"

"They should know." She kissed him lightly. "You didn't kiss me earlier when I told you what I wanted."

"You wouldn't have gotten your pancakes if I had." He grinned at her.

"I never said you had to make them right away."

"You would have missed Nanao's call."

"You think so?"

"I told you, I don't trust myself with you."

"I trust you, Shuuhei."

"I use a lot of control around you."

"I can't wait to see all that control snap," she whispered in his ear. Kana kissed his cheek. "I have to go get ready."

"You don't have to leave for a few more hours," Shuuhei pointed out.

"I know. Something tells me it will take me a while to get to my room."

"Go get ready. If you're dressed for work I have to behave myself."

...

He had behaved, giving her nothing more than his kiss until she had to leave. Kana was halfway through her shift when she texted him.

'Maybe I should have called in sick. We could have had more time together.'

'You would have just made rehearsals start sooner.'

'Maybe but I really want to test your control.'

'You're playing with fire. Besides I can control myself for a little while longer.'

'Even if I was standing naked in front of you?'

'Is that something you want, Kana?'

'I think so. Yes.'

'You have to be sure. That's another reason I'm holding on to my control. And Kana, just because you're naked, doesn't mean I am.'

She laughed. He had a point.

"Kana, who are you texting?" Aki asked as she walked up beside Kana.

"Shuuhei."

"I should have known. You're always texting him." Aki sighed. "He is sexy."

Kana laughed. "He is." She looked at her friend. "I spent most of the morning kissing Shuuhei."

"You what? I thought you said you weren't going to date until Rolling Star made it."

"I know, but I really like Shuuhei. I've been trying to deny it for a while. I don't want to wait anymore."

"You look really happy, Kana."

"I am really happy, Aki." Kana smiled.

...

"Yesterday when I woke up I was kissing Kana."

"Geez Shuuhei, how long have you been having this dream?" Yumi asked as he tuned up his bass.

"This time it wasn't a dream. She was in my bed, and we were kissing."

"Who was in your bed, Shoes?" Ikkaku asked as he walked in.

"Kana," Yumi supplied.

Ikkaku's eyes narrowed at Shuuhei. "You kissed our Kana?"

"Relax, Ikkaku. Shuuhei was asleep when he did it."

"The first time I was asleep. I was very much awake for every kiss after that."

"What?" Yumi asked, gaping at his friend.

"I'm attracted to her. She's attracted to me." Shuuhei shrugged. "We're going to see where it goes."

"Don't hurt her, Shuuhei."

"She has my permission to end our relationship when she wants."

"Being a gentleman I see. Ikkaku, take notes."

"Pfft," Ikkaku mumbled. "What was Kana doing in your bed?"

"Aside from making your dreams come true," Yumi smirked.

"She wanted me to play. We wrote a new song." Shuuhei handed out the music and lyrics to the song they had titled 3am.

Yumi read through them first. "I like it." He looked up and saw her in the door. "Kana, this is wonderful."

"Thanks. I want to close with it Saturday night." She pulled her hair out of bun she had worn to volunteer. Shuuhei could only watch as her hair fell all around her. He struggled with his control for a moment before she said, "Let's get started."

...

They barely made it through the front door without attacking each other. Kana's back was against the wall, and Shuuhei put his hands on either side of her. Her hands snuck under his shirt, and she ran them all over him.

"You really like testing my control, don't you?"

"Aki said you were sexy."

"Really? What did you say about that?"

"I agreed. You are sexy, Shuuhei. I've seen this many times," she said as she ran her hands over his chest. "Now I can feel how sexy you are." Kana kissed him. "Don't you want to feel me, Shuuhei?"

"More than anything."

"Then why don't you?"

"Because I have to work in the morning, and I'm not going to rush and grope you like some horny teenager." She giggled. Shuuhei pulled her closer to him. Kissing her, he gave into himself and trailed his hands down her backside, cupping her butt. He felt her smile.

"That wasn't so hard, was it?" she teased as she kissed him again. "Shuuhei, I want you to touch me."

"I will but..."

"But not tonight," Kana finished with a sigh as she leaned against the wall.

"That disappoints you, and I'm sorry. Kana, there are a lot of things I want right now. I want to quit my job, but I need another one lined up. I have to pay rent. I really want Rolling Star to make it. More than anything though I want you, and I want to do this all the right way. I don't want to just jump into bed with you. I want it to be something more than that." He kissed her softly. "That's why I hold on to my control around you. There is very little stopping me from taking you, Kana. I don't want to just take. I want to give."

"Shuuhei, I want you. It's been a long time since I've been with someone and even then, I wasn't me." She thought a moment. "I've never been in a relationship. It's always been her. I had to be her all the time."

"Another reason why we shouldn't rush." He kissed her forehead. "Maybe we should do this right and go out on a date."

Kana laughed. "What days are you working this week?"

"Tomorrow, Wednesday and Thursday. Regardless of the schedule, I'm taking off Friday and Saturday. They know that a gig takes priority."

"I'm volunteering Wednesday and Thursday. We have rehearsals every night this week."

"Because you're a slave driver."

She ignored his comment. "What about Sunday?"

"What about Friday?" Shuuhei asked.

"It's a date." She grinned at him. "Where are we going?"

"Wherever you want." He kissed her goodnight and having a better understanding on what they wanted from each other, they parted ways and went to bed.

...

Kana got up the following morning and walked in to the living room. Still struggling to fully wake up, she sat on the couch next to Shuuhei. He dropped the pad of paper he was holding on the table and laid his head on her shoulder.

"Good morning," he said quietly.

"Good morning. Have you been up long?"

"I didn't sleep well. I looked at my clock at 1am, 2am, 3am, and I finally decided to get up at 4am. I went downstairs and worked out then got ready for work."

"Why couldn't you sleep?"

Shuuhei shrugged even though he knew that he couldn't sleep because he kept wondering what it would be like to sleep next to her. Every time he closed his eyes, he had been tormented by thoughts of her. "Kana, I have a couple of hours before I have to leave for work. If I fall asleep, will you wake me up in time?"

"Are you going to go back to bed?"

Shuuhei shifted and rested his head in her lap. "I was thinking of staying right here. If that's okay with you."

"It's fine. Sleep, Shuuhei."

"You can watch some TV if you want. It won't bother me."

"Maybe I will," she said softly.

Shuuhei was going to say something else, but everything shut off and he slept peacefully. She stroked his hair and wondered for the millionth time how he had gotten his scars. They had never talked about it. She didn't know how to ask him about them. Gently, Kana ran her hand down his cheek.

Kana spent the first hour and a half of her morning watching Shuuhei sleep. It was relaxing. She never turned on the TV, content to just watch him and let her thoughts roam.

Shuuhei woke up feeling refreshed. He opened his eyes to find the TV was off. He also noticed that he was lying on Kana's bare legs, and he wondered how he had missed that earlier.

"You still have thirty minutes to sleep," she whispered.

He sat up and pulled her into his lap. "I'd rather spend those thirty minutes with you."