"There were so many times that I stayed with you when...uh...Ed was...well, I'm sure you remember. Besides, Lindsay is in Miami right now. I'm sure she wouldn't mind if you borrowed her bed just this once."

"Ok. I'll stay."

Gil smiled back and put his hand into hers. Catherine led him through the house, back to Lindsay's room. She flipped on the light and looked around at her daughter's room. A small laugh escaped her as she glanced at Gil, at the tiny twin bed, and back at him.

"Maybe I should sleep in here. You're a little tall for a twin bed."

"No, I'll be fine."

"Gil, it's ok. I used to spend countless nights in here with Lindsay." Gil squeezed her hand tightly and Catherine sighed away another memory of her past. She pulled him out of the room and into the master bedroom. "Enough about that. Come on. Let's get you something to change in to."

"Cath, I'm sorry. But, uh, I think I'd rather sleep on a bed of nails than in some clothing that belonged to Ed."

"Oh don't worry. You don't have to wear anything of his. Believe it or not, I think I may actually have a pair of shorts and a t-shirt that belong to you."

Catherine opened her closet, dropped to her knees, and began digging through a box of clothes.

"Why do you have some of my clothes here?"

"Ah ha! I *knew* it." She stood, a huge grin on her face, holding the items she had promised. "Why do I have these? How soon you forget. Let's see. I think it was about nine months ago, we were working on that case ­ the really bad, bloody one. There was so much blood at the crime scene that it actually soaked through our jumpsuits, and through your clothes...all the way down to your skivies." Catherine giggled.

"It's all coming back to me now." Gil smirked.

"We were in the locker room changing. You were upset because, and I quote, `Damnit, Cath! These were my favorite shorts and now they're ruined!' I told you I could get the blood out. You didn't believe me. We made a bet." She laughed as she first held the white t-shirt then the light gray shorts up to the light. Neither had any visible stains. "You lost."

"Would that shirt stand up to testing in our lab?"

"Oh, please. Don't question the stain laundering skills of a mother. Have you ever seen a grape juice-stained carpet?"

"Ok, ok. I get your point." He held up his hands in surrender. "So, what did you win?

"Well, you were supposed to hand-wash my Tahoe *and* clean the inside once a week for an entire month. I reminded you about it. Left notes. Finally, I gave up and washed it myself. Less work than trying to remind you to do it." She smirked at him.

"Ahhhh. So that's what all of those little yellow pieces of paper were about." He glanced over at her, his own lips curling into a small grin. "They made nice coasters for my coffee ­ and evidence jars."

"Uh huh. I'm sure of that." Catherine balled up the clothes and whipped them at him.

"Well, now that it's come up again, do you plan to collect on that bet? Should I get out the soap and sponges?"

"Warrick saw me washing the Tahoe myself. He offered to wash mine whenever he washes his."

"Teacher's pet."

"Nah. Warrick's not the brown-nosing type. Besides, you're his supervisor. Not me. Your ass is the one he'd be kissing, not mine. Although mine is definitely more appealing."

"Ha ha ha. Though I guess when Warrick's involved, it's probably better if he thinks your ass is more appealing than mine."

"Probably."

"Well, then, maybe he's got a crush on you." He chidded.

"Jealous much?" She shot back at him. Gil didn't respond, but his cheeks turned crimson. Catherine shrugged. "Maybe he does, maybe he doesn't. Either way...Tahoe's clean. Doesn't need to be washed anymore."

"Can you think of anything else you might need help with?"

"Maybe." Her smirk changed into a smile. "Let me think about it. I'm going to get you some water ­ and a few aspirin. Why don't you change? I'll be right back."

"Ok."

Catherine exited the room and walked quickly to the bathroom. She pulled the medicine cabinet open and grabbed the bottle of Tylenol. After removing two tablets from the bottle, she returned it to its place and closed the door. A quick glance in the mirror and Catherine's breath caught.

She looked terrible.

Hair was a mess ­ not done. Face was worse ­ no make up, pale. Catherine gagged at her reflection and ran her fingers quickly through her hair. It didn't do much good. She shrugged and filled a glass with water.

"You look like hell, Willows." A soft laugh escaped her as she flipped off the light. "Then again, it is 4am...and he's seen you much, much worse."

Gil was lying on her bed, blankets resting at his feet, eyes closed. He was on his side, facing her. Catherine paused in the doorway for a moment and listened to him breathing. A small smile crossed her lips and she walked quietly over to the bed. Placing the glass and tablets on the small bedside table, she glanced sideways at her friend.

He looked so ­ peaceful. And sexy.

Catherine's smile faded as her gaze traveled over him. His perfectly formed calves, muscular thighs, full chest. Her eyes finally came to a rest on his face. The face she had known for so long. The face of the man who had seen her through good times and some very bad ones. She memorized every line, every curve, every blemish. Catherine's hands ached with the need to touch him, to run her fingers through his wavy, silvering hair. Her heart began to pound, her breath coming in short, choppy gasps. Forcing herself to pull her gaze away from him, Catherine stood and reached down to grasp the edge of the blankets.

"Catherine." Gil's soft voice startled her. His hand dropped over hers, fingers closing tightly around it.

"I thought you were sleeping." Catherine knew her face was flushed, so she kept her eyes on the bed. "I was going to cover you up then head off to bed myself."

"I wasn't sleeping." His hand moved from hers and found its way to her cheek. He gently tilted her face so their gazes could meet. "Lay down here with me. Just for a while. So I can fall asleep."

"Ok."

Gil slid backwards, making room for her on the bed. Catherine slipped in beside him and he reached down to pull the blankets over them. She sighed when he wrapped his arms around her and pulled her against him. They laid there in the silence, listening to each others breathing, for what seemed like an eternity. Catherine felt Gil's heart beating lightly against her cheek ­ could hear its gentle rhythm playing in her ears. His skin was warm and soft.

Catherine felt herself beginning to drift off into sleep. She moved in closer to Gil and snuggled against him. He shifted slightly next to her.

"Cath?"

"Uh huh?"

"Thank you."

"For what?"

"For being here. For being my friend." His voice caught and when he continued, Catherine could hear that he had started to cry. "I don't know what I did to deserve your friendship, but it must have been something amazing."

She moved away from him and met his eyes. Tears were rolling freely down both of his cheeks and she reached out to brush them away.

"There's no reason to cry, Gil." Catherine turned onto her back and pulled him to her. Cradling his head to her chest, she squeezed him tightly against her. His arm wrapped around her middle and he hugged her back. As she rocked him, Catherine dotted his hair with small, feather-light kisses. "Everything will be ok. I promise."

Gil only nodded, his tears dampening her pajamas. It broke Catherine's heart to see him this way. She slid her hand under his chin and tilted his face upward. Their eyes met. Catherine pressed her lips lightly under each of his eyes, kissing his tears away.

"Gil. I will do whatever I can to help you. Please don't worry." She reached up and stroked her fingertips across his cheek. "I'll be here. Always."

Gil placed his hand over hers and held it against his cheek. Their eyes locked on each other and Catherine saw Gil's need reflected in his expression. Her own need flowed through her body like an electrical current. It rushed under her skin, hot and raw, goosebumps rising in its wake. Gil shifted so he was leaning over her. His breath was warm on her face as he whispered her name. Catherine's own breath caught as his lips pressed down onto hers.