They reached his quarters, and to her surprise, he led her inside. She said nothing, but walked over to sit beside him on the couch, and waited.

"Deanna, what's wrong, I'm beginning to worry about you. You haven't been yourself at all lately.

She started to object to his statement, but then she looked at him and the words died in her throat. She couldn't lie to him, he knew her far too well for that. And he really was worried, she could sense that. Still, telling the whole truth at this point was out of the question. How could she risk jeopardizing the friendship it had taken them so long to build, to accept? "I don't know....I just can't sleep anymore, and even when I do..." She let the sentence trail off in quiet tears.

Will acted on instinct and pulled her close. He wanted nothing more than to help her through whatever was happening to her, but he wasn't sure how he could. So, for right now, he offered the only thing he could -- himself. "Shhh...It's ok, it doesn't matter right now. Just close your eyes."

Her first thought was to resist. Bad enough the dreams should haunt her in his absence, what if it happened now? What if, somehow, he knew? But the argument was lost before it was really begun, as her eyes closed of their own accord, and she allowed the comfort of his presence to lull her into the first real sleep she had known in weeks.

Will watched her sleep, somehow knowing that he would not sleep this night. Instead, he simply continued to watch her, something he hadn't done in years. Something he missed. And all at once, he could see clearly, how his life should be.

* * *

She opened her eyes slowly, wondering what time it was....and more importantly, where she was. Before she had time to even begin to taken in her surroundings, his voice broke through the haze in her thoughts.

"You're up I see." She spun around, her eyes wide. Will smiled broadly. "You look like you've seen a ghost, I'm not as bad as all that, am I?" At the slow shake of her head he laughed, the richness of the sound warming a chill inside that she hadn't even realized was there. "You don't remember coming here, do you?" This time he didn't wait for a response. "Last night in Ten Forward, you were upset, exhausted. You said you hadn't been able to sleep, and I don't know I guess I thought the friendly company would help somehow." He finished the statement with that smile he had, and she found herself wondering if she was still dreaming.

"Thank you." She managed finally. "I do remember a little, but I was so exhausted reality was starting to blur a bit." She shook her head, knowing how it all must have sounded to him. She could feel his concern, and she knew whatever questions had been set aside for last night would have to be answered. She only hoped she knew what those answers were.

Finally, he sat beside her, taking her hand in his. "Deanna, this isn't like you at all. I'm worried about you. I've never seen you so...." He trailed off, unsure of how to adequately describe the changes he had seen in the woman he knew better that anyone else in the world. Hell, he wasn't even sure an adequate description existed.

"Will, I know you're concerned, frankly, for a while there so was I. But I really do feel better now that I have finally been able to get some sleep. I'd been having trouble getting to sleep, and things got a little farther out of hand than I would have liked, that's all really. I don't know how to thank you for what you did last night, but I have a feeling that I'm horribly late already. I should go now." She moved to stand, but the slight pressure of Will's hand on her arm made her stop.

"Forget about your schedule, the captain has already ordered you off duty for the day." At the flash of anger in her eyes he hurried to explain. "Beverly had already talked to him before I had the chance. God, Deanna we're all just worried about you. Talk to me, please.

The anger that had begun to well up inside of her vanished almost as quickly as it had come when she heard the quiet plea in his voice. As much as she disliked it when people tried to run her life for her, she knew that they had all had good reasons to react the way they had. In any of their shoes she would more than likely have done the same thing. And she knew that Will was feeling....scared. That did it. Almost nothing could bake will feel what she was feeling from him now, and the fact that she had done it to him hit her like a blast of cold air. She had to tell him...but how?

"Will, I....I know you worried. But it really isn't as bad as it seems. I've had some trouble sleeping, mostly because I've been trying to avoid it." She smiled slightly, at his confused look and continued. "I'd been having dreams i'd rather have avoided, and ended up avoiding sleep. It was stupid on my part, but I didn't want to make more of it than necessary."

Will reached up and brushed a stray curl from her face, his concern turning slowly to curiosity. "Nightmares?"

"Not really," she said, knowing she would confuse him further, but unsure of how else to explain what it was she was feeling, short of the whole truth anyway. "Good dreams, mostly."

Will blinked. "I wasn't aware good dreams were something to be avoided."

Deanna laughed softly. "They aren't. At least not until you have to face waking up." She finished with a sad smile that struck him in a way he hadn't expected.

"I'm sorry." The statement shouldn't have made sense under the circumstances, and yet, somehow it did. He stared at her until he saw something in her eyes change. Then as if it had been something he was waiting for, but without knowing exactly what he was doing, he leaned forward and kissed her.

Deanna started slightly, but didn't hesitate. If this was another dream, she might as well enjoy it while it lasted. She found herself once again lost in the moment, until she felt him start to pull back. ~ No, not yet not again...~ The thought left her mind of it's own accord, and from his reaction, she knew he had heard it.

Will started to pull away, shocked at his own behavior. But, then he heard her. She was pleading, almost panicked. He acted it the only way he knew how, pulling her closer into his embrace and deepening the kiss even farther.

Ultimately, Will pulled back first. He sat where he was, stunned. Regardless of what he had been feeling these past months, he had sworn to himself that Deanna would never know. And now he had broken that promise to himself, possibly changing his future forever. The last thing he had ever wanted was to put their relationship, such as it was, at risk. And yet he wondered, could he have imagined.....

Deanna was frozen. What had she just done? Revealing her heart in this way, in a way that she knew could only find an answer in dreams. But he had begun this, maybe there was more? A possibility of something beyond the dreams?

Neither moved for what seemed like an eternity. Finally, Will spoke. "I'm sorry," he repeated his earlier words, now sounding more confused than sorry. And oddly, Deanna realized, they made less sense then they had before.

Deanna shook her head slowly. "No...no, don't be, I -- well, things seem to be getting the better of me lately. I shouldn't have let...."

She ended abruptly, without ever truly finishing her thought, and Will looked up quizzically, but in the end let it pass. "I know." He said quietly.

Deanna looked up sharply. "What?"

"I know what you mean about things getting the better of you. I'm beginning to feel the same way myself. Seems like the only time I find to concentrate is when I'm asleep -- for whatever that's worth." He laughed at the irony of that, but stopped when he realized Deanna wasn't listening. Instead she was staring at him so intently, Will wondered if she was look at him, or through him. "Deanna?"

"I need to go," she said slowly. Without waiting for his response she stood and headed for the door. Halfway through the door, she stopped. "No, No damn it, I refuse to do this again."

She turned on him, moving angrily back into the room. "Do you realize," she asked incredulously, "that in eleven years on this ship, you and I have probably never had a completely honest conversation? Why IS that? What the hell are we so afraid of?"

Will was astonished, and at a loss for where Deanna's sudden outburst had come from. Not that he didn't share those feelings, he did. He just hadn't expected her to have them, or more importantly, to voice them in such a....well, hostile way. Quite frankly, it wasn't like Deanna to behave this way at all. But then, most of her behavior over the past several weeks had been decidedly out of character. Now, he wondered, could those two facts be related?

"OK, Deanna," he responded cautiously. "If you want to talk about this, we can, but you're the one not giving me the whole story here."

Her eyes flashed dangerously. "All right, fine. You want the WHOLE story? You got it. How's this for the whole story -- I've spent weeks practically going out of my mind, why? Because I can't sleep -- because you won't get the hell out of my head!!!"