It was nearly midnight when Peter and Neal showed up at June's. Peter was drooping slightly over the steering wheel while Neal had just barely woken up from a short nap as he leaned on the door, fedora pushed over his face. He had woken up when the car stopped and saw the agent barely able to keep his eyes open. He nudged Peter who turned with a start.

"I'm awake... what's up?" Peter yawned, his voice quieter than usual. He was definitely just as tired as Neal so the young man made a motion toward's June's house.

"Come in for a cup of coffee, Peter." He could see his friend considering the offer as he yawned again and finally nodded.

"I could use a little pick me up before I head home. El's probably worried. I need to phone her." Peter yawned again, Neal slipping out of the car and waiting until Peter exited and walked around to meet him. They strode up to the ornately metal scrolled door of June's mansion and entered as quietly as possible. Neal locked the door behind them as Peter strode ahead with a little sleepy swagger that made the young man smile. He nudged his friend who almost smacked into a small shelf, Peter turning and nodding with a yawn.

"Sorry, guess this stakeout just took out a bit more of me than I thought. How about you? You slept the whole way home." Peter's voice was quiet as they entered the huge foyer and started towards the stairs that led up to Neal's apartment on the top floor. Neal stretched his lanky limbs, covering his mouth as a yawn escaped his lips.

"I was sleeping but mostly I was making sure you stayed awake. You didn't feel me kick you a few times? You were passing out at the wheel, Peter." The young man didn't smirk or laugh, he just said it matter of factly like a friend or brother. Peter didn't take it one way or the other, too tired to think about much.

"Sorry, El does the same thing when we go on long trips. I just... well thanks for kicking me." Peter smiled as they walked up the stairs as quietly as possible.

Once they reached Neal's room, Peter plopped down on the sofa and leaned back, head lolling on the sofa back and slightly over. His eyes were closed, Neal watching him as he moved over to the kitchenette with another yawn and stretch, pulling out a small scoop of coffee and starting the coffee maker. It made a soft wet popping sound like a popcorn maker blowing bubbles. Neal grabbed a glass from the cabinet and poured himself some water, taking it back to the sofa and plopping down near his friend. Peter didn't move. Neal poked him in the arm and the agent slumped towards the armrest. Neal smiled, putting his glass on the coffee table and standing up again.

Peter was still slumped on the armrest when Neal returned with an extra sheet, blanket and pillow. He reached over and gently nudged his friend till Peter snorted slightly and woke up. The agent rubbed at his eyes and looked up at Neal blearily.

"Sorry, I guess I'm a little more tired than I thought. What's this?" He noticed the stack of bedsheets and pillow on the sofa and looked at the young man curiously. Neal just smiled.

"Call El and tell her you're going to sleep here tonight. Friend's don't let friend's drive asleep." He smirked at the agent who took a moment before he was awake enough to figure out what was said, smiling slightly.

"Yeah... where's my cell?" He shuffled through his pockets before finding his cell, yawning as he dialed a number.

"El? Sorry, I didn't mean to... oh you were awake? I'm with Neal. The stakeout went well. I think I'm going to sleep here tonight. I'll see you in the morning. Love you too... Night." Peter had already started to nod off again as the call ended. Neal nudged the agent again who grunted.

"Sit over here so I can fix this for you." Neal yawned a bit himself as Peter stood and walked over to a nearby armchair. Peter didn't sit down but just leaned on it, chin slipping to his chest off and on as he tried to stay awake. He only woke up when Neal shook him gently.

"Thanks, Neal." Peter started removing his jacket, draping it over the arm chair along with his dress shirt as he slipped off his shoes and made his way towards the sofa. Neal pointed at a pair of sweats on the table.

"Just in case you want something else to wear." Neal walked over to the bathroom and closed the door. He slipped out of his own clothes, pulled on a pair of comfy sleep pants, and splashed a bit of water over his face. He looked in the mirror at himself as if thinking about something that bothered him. He pulled on a clean white tee and turned out the light as he exited. Peter had already curled up on the sofa and was passed out, his slacks neatly folded where the sweats had been. He had changed. Neal grinned, tucking the blanket over his friend as he passed by to his own bed.

Neal curled up under his own warm duvet, staring across the dimly lit room at his friend. He was glad Peter had taken his offer to stay. He worried when Peter drove home half-asleep thinking of all the bad things that could happen. In fact, Neal often worried about his friends though he hid it well enough. Nobody would know how he felt about them beyond what he let them see. He had been alone for so long that now that he had a "family" he wanted to keep them safe. He wanted nothing to happen to them if he could help it.

It was with this thought Neal fell asleep, his mind feverishly working on a script based on this current subject...

(what if...)

Peter was walking with Neal towards the Taurus after a long evening of paperwork. Both men were tired, chatting quietly about this and that when several figures dressed in black with masks grabbed them. Neal struggled against his captors but was cuffed behind the ears with something blunt, slumping but not unconscious. Peter was cursing at the men as they held him securely, pushing him to a kneeling position.

"Keller sends his greetings to you both." The man's voice was low and menacing, Neal glancing up through blurry eyes at the scene. He pulled against the arms that held him without success. He heard the cocking of a pistol, watching as it was pushed against Peter's temple. He couldn't let his friend die. El needed Peter. He didn't want to be the one to tell her it was his fault her husband died. Neal fought harder to free himself but he was cuffed across the chin by a stone fist, the young man seeing stars as he reeled from the blow.

"Make sure he can watch." The man's voice was cold, emotionless. Neal smelled something pungent like ammonia and he started to wake up some. His head was pulled back by the hair, eyes forced open as he was pushed to his knees. He could just make out Peter's face, wide-eyed and slightly fearful though he hid it with a look of rebelliousness at the masked men. The man holding the gun slowly pulled the trigger, Peter looking at Neal as he mouthed: Tell El I love her.

Neal kicked at his captors till he felt himself pull free, moving forward in slow motion reaching to push his friend out of harm's way. He heard the report of the gun and saw Peter's eyes close as if he were going to sleep, his face calm as his body slumped to the side. Neal heard himself scream...


Neal squirmed beneath the covers, face flushed, lips moving as he spoke quietly...

"No... Peter... no..." Neal's voice sounded worried, his brow furrowing, breath coming fast. He thrashed slightly in his sleep, sweat forming on his forehead. Neal continued for a moment to look upset and scared till his face seemed to calm and he fell still once more. His eyes opened ever so slightly, turned towards a sleeping figure before closing again. Neal's eyes flitted beneath closed lids as he began to dream once again.

(What if...)

Elizabeth Burke shouted a greeting and waved from across the street. Neal turned at the sound of her voice and waved back, crossing the road as she headed towards him. She was nearly half-way when a man dashed from behind a parked car and grabbed her. Neal ran to her aid as the man pulled a gun and waved it at Neal.

"Don't be a hero... I just want her purse... and your wallet." The man looked bad, his skin pale and yellowish, eyes blood-shot. Neal held up his hands, slowly reaching for his wallet, the one he kept in case he had to practice pick-pocketing. It was empty but for a few bucks but the guy was probably too strung out to care. Neal handed it over slowly, the man grabbing it, gun in hand. Elizabeth was whimpering slightly, pushing her purse towards the man as he grabbed at it, his arm still holding her. Neal gave her a "Just keep calm" glance and she nodded back, eyes watching the man.

"You have our possessions, let her go." Neal said it calmly, rationally but the man gazed up at him as if he'd been cursed at. Neal gulped, the gun pointed behind El's ear. He held up his hands.

"Please, I have another twenty if you want that. Just... let her go." Neal was pleading now, fear washing over him in a nauseating wave. He felt helpless, El's eyes wide with terror. The man started to shout.

"Stop... telling me... what... to do! Stop it!" The man sounded crazed, maybe schizophrenic. Neal saw the man pulling the trigger on the gun and leaped forward to pull El away. She ducked her head, Neal yanking her loose as the man fell backwards. The gun went off but El was ok, tumbling down with Neal onto the asphalt. The man ran away, having taken Neal's fake wallet but dropping El's purse in the street.

"Neal? Oh God... Thank you..." She was hugging him tightly, her eyes red and puffy. Neal held her, looking across her shoulder and noticing her purse in the road. Where were the cops when you needed them? He thought. Neal stood up, helping El stand, her eyes also seeing her purse. He walked over to pick it up for her when he heard the sound of squealing wheels approaching. Neal was mid-crouch over the purse, frozen like a deer in headlights as the vehicle approached. Suddenly he felt himself pushed out of the way and an audible thud as the car hit something, squealing to a stop. Neal turned around, his hands slightly scratched up from falling to the rough asphalt, his eyes widening in horror.

"I didn't see you... either of you... I'm... Oh God... I'm so sorry!" The woman looked panicked, her tan face paling as she stared at the scene. Neal blinked several times not wanting to believe what his eyes showed him. He scooted over as quickly as he could and gently lifted El's limp form into his arms, his face wet with tears. She was hurt badly but smiled up at him, eyes partially open.

"Neal? I don't... I feel sleepy. Are you..." He nodded, trying to keep her from leaving him... from leaving Peter. He pulled out his cell, talking to her as he dialed 911.

"I'm ok. Just stay awake, El. I'm calling for help." He was on the phone with the emergency services, his voice cracking with tears as he told them where and what. He hung up after a moment and just lay the phone beside him on the street, holding El closely. She was pale, her body turning cold. What was he going to tell Peter? How... He just felt more tears as he reached for his phone, dialing the number he dreaded. He heard the number ring till finally someone picked up.

"Burke. Neal?" Peter sounded chipper which made it harder for Neal to speak, his voice still hard to find.

"Pe... ter? El..." He tried to finish but his throat tightened up. He heard a loud intake of breath on the other end.

"Neal, where are you? What about El?" He sounded worried. Neal tried to speak again.

"Accident... she's... hurt badly. I called 911." Neal felt himself unable to speak anymore but Peter seemed to understand, the sound of movement on the other end as he could hear his partner running and the sound of a car starting.

"Where are you? Neal? Speak to me. Where?!" Peter was frantic now, the sound of the car moving in the background. Neal looked around and saw a street sign finally.

"Corner... where the Deli is near June's. Hurry..." Neal looked down as El started to slump in his arms and nudged her.

"El... Stay awake. Please... Peter is coming." He held the phone to her ear and she seemed to be listening.

"Peter? Neal... got my purse back." She was smiling as she spoke, her hand on Neal's arm. He was shaking slightly from emotion, holding the phone to her ear. He could just hear Peter answer back.

"I'm glad he was there with you, honey. El... talk to Neal till I get there. Ok? I'm just around the corner and we'll go home." Peter's voice was raspy with emotion. El nodded sleepily, her eyes fluttering a bit as if they might close.

"I'll try. I'm sleepy. I want to close my eyes." El's grasp on Neal's arm started to slide, her fingers loosening. Neal put the phone down and nudged at her.

"Stay with me, El. Please. Peter's almost here." He turned and saw a familiar vehicle show up just as the ambulance arrived. El's head peered up at Neal's, her hand brushing his cheek gently.

"Tell Peter I'm sorry I couldn't wait." She smiled up at him in that sweet manner of hers and then she was gone. Neal just knelt there, his body trembling as he held her and tried not to believe his eyes.

"El? El? El!?" He started to cry, a moan of anguish leaving his lips. He bent over her and kissed her on the forehead, brushing at her hair as someone touched him on the shoulder. It was Peter.

"Neal, how... Oh God... Elizabeth?" Peter saw his wife laying limp in Neal's arms. The young man had tears streaming down his face, looking up at his friend in shock. He was only vaguely aware of the paramedics hurrying over. Peter knelt beside them, taking his wife's body into his arms.

"She..." He couldn't tell Peter that she said good-bye... Neal felt his throat grow tighter, a pain in his chest making it hard to breath. He wiped at his eyes, watching his partner nudge his wife gently.

"El, I'm here... El... wake up. Neal she's not waking up... El?" Peter was hunched over his wife, rocking back and forth, his face pale. Neal tried to put an arm around him but Peter shook it off in his devastation. The paramedics stood there.

"Sir, we have to check her out. Sir..." The paramedics looked at Neal who was still in shock himself, unsure of what to do. He put an arm around Peter again who didn't shrug it off this time.

"Peter... let them look at her." His voice sounded raspy, faint but Peter finally turned and looked at him.

"Why? What happened, Neal? Why is she..." Peter sounded angry almost, blame in his brown eyes as he looked at Neal. The paramedics finally moved in and Peter let them take El onto the stretcher.

"I'm not getting a pulse! No heartbeat or respiration!" One EMT brought out a small box and they opened up El's shirt and started to defib. Her body shuddered but she remained still. Neal was hugging Peter now, his partner watching with blank emotionless eyes.

"Nothing... again!" El's body shuddered as the paramedics shocked it once again. Peter was shaking as he watched the paramedics try to bring her back. Neal tried to speak but his voice stuttered.

"Peter... I tried... I..." Neal moved back as Peter turned with an angry expression, eyes flashing.

"Why Neal? What happened?" Peter looked like a man close to the edge. His eyes were tinged in sadness but flashed angrily. Neal felt his face flush, more tears falling. He had tried...he had really tried to help.

"Someone tried to mug her so I helped and he ran away." Neal felt himself about to hyperventilate, his breath coming in panting breaths.

"Her purse fell in the road when he... ran. I... went to get it but... car... coming fast... She pushed me... out of the way." He held up his hands in a helpless manner, the skin bruised and abraised from where he'd fallen when Elizabeth had pushed him out of the way. Peter saw the wounds and looked back at his wife.

"She pushed you out of the way? El..." Peter leaned against the younger man and started to cry. Neal cried with him, holding his friend gently.

"I had saved her... and then..." Neal was remembering the gunman. He had saved her only to lose her. She had been his biggest cheerleader, always on his side... understanding. Why did she have to save him... and leave Peter? He should have died, not her. Neal felt sick with guilt.

"I'm sorry, Peter... forgive me." Neal looked into his friend's eyes pleading for forgiveness. Peter shook his head.

"It's not your fault, Neal." Peter turned as they pulled a sheet over his wife and shuddered, reaching out towards her.



Neal's face was flushed as he slept, tears rolling down his cheeks. He moved his head back and forth, a frown evident.

"I'm sorry, Peter... forgive me." His voice was soft, a deep sadness evident in his tone. A hand touched his forehead, fingers brushing hair from his face. Peter stood there, sitting on the edge of the bed.

"Neal, you're dreaming. Wake up." Peter shook the young man gently but he didn't wake up immediately, Neal's hand grasping his when he finally opened his eyes.

"Peter?" Neal sat up, wiping his eyes in confusion as he looked around. He was awake.

"You were having a nightmare. Woke me up so I came to check on you. You were asking me to forgive you." Peter arched a brow at the younger man waiting for an answer. Neal remembered the dream too vividly to want to repeat it so he did the next best thing.

"I was dreaming about the music box. Remembering how you didn't want me to take it." He sniffed slightly, wiping his eyes with his sleeve. He could tell Peter didn't buy it but nodded, patting the young man on the shoulder.

"It's ok. We've gone through this." He squeezed the young man's hand gently, standing up and looking at the clock. It was just after 3 am.

"I am not going to be awake for work today." Peter said in a grudging manner as he padded over to the bathroom and closed the door. Neal looked after his friend, a concerned look on his face.

He was remembering the nightmares and knowing he didn't want to share those fears with his friend. It was bad enough he worried about the Burkes but to dream of all the horrible possibilities made him want to erase every last image that was now burnt into his mind. He wiped at his eyes, pushing the covers aside and going over to the kitchenette. He poured himself a glass of water and took a long sip. He wished it was wine but he had to sleep at some point.

Peter exited the bathroom a few minutes later, looking over at Neal curiously. The young man gulped slightly, choking on his water. Peter walked over and hit him gently on the back.

"Hey, take a breath buddy." Peter rubbed him on the back till Neal caught his breath.

"Sorry." Neal felt a flush as he thought about his last nightmare. He still felt guilt, dream or not. Peter seemed to sense something was wrong, motioning for Neal to sit on the sofa with him.

"You weren't dreaming about the music box... were you?" Peter's brown eyes pinned the young man in place, Neal turning away but shaking his head.

"I don't want to talk about it, Peter. Please don't make me..." Neal crossed his arms over his chest, leaning against the sofa. He felt a hand on his shoulder but he didn't turn. Neal sniffed a bit trying not to remember the dreams but the hand remained, squeezing at his shoulder gently.

"Neal... something's bugging you. Spit it out." Peter didn't sound mad or chiding for once, Neal turning slowly and looking at his friend in the dimly lit room. He felt something wet rolling down his cheek and wiped at it, Peter's eyes looking at him with concern.

"Were you dreaming about Kate? I'm sorry... it's none of my business..." His face showed interest, his manner friendly but not pushy. Peter had let the young man have his time to mourn, giving him space. Neal appreciated that but he didn't want to tell his friend his dreams had concerned both he and El being killed because of his carelessness. He hesitated enough that Peter nodded.

"It's not a problem. We can talk about it in the morning... well, later in the morning." Peter mussed the young man's hair, smiling. Neal smiled back but the dreams were still bothering him. He would have to tell someone about them. Since Kate had died, his world had changed drastically. Everything seemed so much more fragile and he felt like a man standing in the midst of a frozen lake unsure where the ice would collapsed beneath his feet. He felt Peter looking at him and stood.

"Sorry, maybe in the morning. I just don't think I'm ready to talk about them yet." Neal's voice sounded hollow, devoid of emotion. He watched Peter nod.

"Good-night, Neal. Pleasant dreams." Peter's voice sounded sleepy. Neal nodded with a half-smile as he walked towards his bed. He was about to climb in when he heard snoring behind him. Peter had already fallen asleep. At least one of them was going to sleep tonight. Neal quietly dug around till he found his cell phone and walked back out through the main room and out onto the terrace. He closed the French doors behind him and crossed the tiled patio to the wrought iron table and sat down. The cool air played with his hair and sent shivers to his skin as it passed through his thin pajamas. He didn't mind, he was probably not going to sleep anytime soon.

Neal dialed a number on his cell and a sleepy voice finally answered.

"Do you know what time it is?" The voice was not happy but then when did Mozzie ever sound cheerful. Neal smiled slightly but apologized.

"I'm sorry, Mozz... I needed to talk. I'll make it up to you. Promise."

(to be continued...)