Author notes: Story is told post Chosen, but it's a reflection of season three. Giles thinks of his handling of Faith.

Giles often found himself watching her, not entirely consciously, when she joined him and the others in the library. She always sat with her legs carelessly apart in the wide, rather unladylike stance that even in jeans was enough to make him flush and attempt to keep his eyes glued to her face, if he even looked at her at all. One thing Faith, the newest vampire Slayer of Sunnydale, was not, was modest, and she certainly could never be mistaken for a lady.

She was usually slumped in her seat with her chin nearly touching her chest, arms casually resting on the armrest of her chair, often close enough to another that they glanced over at her often and uneasily, unsure of her infringement on their personal space- although Giles was certain that Xander Harris did not mind it. Sometimes she propped her feet on the table, shooting Giles a cheeky grin when he testily requested that she removed them; other times she skipped sitting in a chair at all and planted herself on the table's edge, or else perched on the arm of someone's occupied chair, putting herself in even greater proximity to them than usual. Buffy in particular was irritated by this, but Faith was unbothered by the looks she received from the other Slayer; if anything she appeared to relish the them, and any other attention the blonde might cast upon her, as long as it was in fact attention.

However Faith chose to seat herself, her appearance was always the same- dark, tight clothes that loudly proclaimed her rebellious nature to any who might question it, as well as her sexuality, heavily applied dark makeup, and a wild mass of curls that looked careless and natural, but so much so that Buffy, at least, had once informed Giles that indignantly that she must spend a minimum of 30 minutes every day making them look that way. Giles, of course, could not corroborate this in any way, clueless as he was about women's hairstyles, but Faith intended with her appearance to make a bold statement as to the sort of person she was. Watching her alternate in between a slink and a swagger, smiling with ease and cockiness, eyebrows raised in seeming amusement, and hearing her husky voice easily give out innuendos to all and anything said, Giles sometimes had to remind himself that she was in fact still a child.

At least, he was fairly sure that she was still a child, a minor temporarily placed under his eyes. He did not ask much about her. Her last name was discovered secondhand, from his phone call to the Watcher's Council; he had been unaware of the identity of the Slayer called after Kendra's death until Faith herself showed up to clarify the matter. Faith's exact age and specific background were only vaguely hinted at by the girl and by the Council, whose members likely did not care about such details or consider them important. Giles did not ask for clarification; he had an idea that he would not like to have those questions made clearer to him.

Faith was not his Slayer, not really, and she certainly was not his charge…and unlike with the others, even the sometimes insufferable Miss Chase and the inscrutable, taciturn Oz, Giles found himself unconsciously pulling away from her, keeping his distance both physically and emotionally, as much as was possible. He did not really want to know her or have affection for her, or even to feel responsible towards her. He did not dislike the girl…but he did not want to feel anything towards her beyond mild exasperation and bemusement.

And he could not have explained why this was, even to his own self.

She was different from the others…rougher, harder, more aggressively sexual and violent, without the ease and innocence that they still managed to sometimes show so plainly that they still, in spite of everything, had managed to hang onto. Faith's innocence had clearly been lost long ago, and she had distanced herself from it so much that she know viewed it as something undesirable, something stupid and childish to possess.

But none of this was it…it was not Faith herself who made Giles pull away, not warming towards her as he had with the others, regarding them as his adopted children of sorts. It was not Faith who made him less than entirely welcoming towards her, who made him shy away from making sure of her welfare, of attempting to break through her masks and bravado to probe for the hurting child that lay behind them, a child who wanted and needed an adult's help and approval. It was not Faith who made him want to let his eyes skip past, to avoid asking questions or looking too closely. It was him…it was all him, and something inside him that felt to do so would be somehow dangerous…to do so would force him to examine himself too, to see himself mirrored in her eyes, and Giles wished fervently to avoid this.

He was afraid of what she would make him think, what she would make him feel…and that those feelings might eclipse those he had toward the others into a dangerous area of the mind and heart, an area that would certainly only damage them both.

Even so, there was no excuse for the deliberate distance Giles placed between himself and Faith, and he knew this very well in his heart. He could come up with any number of reasons for his seeming lack of interest in the girl. He had recently been through a very difficult time, and his mind remained strained and weary. With the death of Jenny, the prolonged absence of Buffy and the difficulty of her return, and now the return of Angel, as Buffy was of course drawn to him once more…all valid problems occupying his thoughts, distracting them from Faith and her own possible issues. He could tell himself that Faith was a very prideful girl, tough and independent, that she bristled and pulled back from any offer of help or show of concern. He could tell himself that she was strong, that she could take care of herself, that she neither wanted nor needed to be pitied, prodded, or pawed by even the most well-meaning and considerate of persons. He could tell himself that even if Faith was underage, she was hardly a child, that the way she lived and the things she had seen and experienced in her young life had ended her childhood long before, and she did not want or need to be treated like one.

But no matter what Giles told himself, a deeper part of him, a part he rarely acknowledged, knew that he was wrong. Faith WAS a child. She was a young woman, yes, a warrior, certainly, strong and independent and capable…she was a Slayer, and Slayers encompassed all of those qualities. But she was also still a teenage girl, legally a child, and should be considered as such in his eyes. She was even younger than Buffy in years, if not in innocence or experiences…how much younger, Giles was not entirely sure. Moreover, Faith was a girl who had lost her mother, who made no mention at all of her father that Giles could remember, who had not only lost her Watcher and guardian, but also watched her murdered before her eyes by one of the oldest and most brutal vampires in existence. She had been given no time to grieve this latest loss, severe as it was, because she had immediately afterward travelled across the country, alone and by heavens knows what circumstances, doubtless under considerable additional danger and stress, using whatever means necessary to obtain her basic needs. And then, that same teenager, that same child, lived alone in a likely cheap and unsafe motel, with no job, no steady or at least legal income, no education, and no reasonable future beyond a short and violent life as a Slayer…and perhaps most importantly of all, no one who she felt close to, who fiercely cared for her and about her, who was a solid rock and comfort to her when or if she needed them to be.

When Buffy had run away over the summer, around the same time Faith must have started off for Sunnydale herself, multiple people had mourned her demise and worried about her well-being. Giles had spent every day until the day she returned looking for her and chasing after possible leads as to her whereabouts. But when Faith had left, as far as any of them knew, no one had searched for her, and certainly no one had worried. Perhaps no one had even noticed…no one, except the vampire who wanted to kill her.

Giles knew all of this, all this information that was certainly merely scratching the surface of what Faith was and what she had endured, both then and in the past before he even knew her. It was more than enough for any reasonable adult to show an interest, to show concern, to take steps to actively look into the welfare of the young woman that had been placed into his hands…one of the two most extraordinary young women the world would ever have the privilege of harboring on its surface. Two of the Chosen Ones…two of the Slayers.

He had her in his hands, could have helped her grow exponentially, been such a driving force in her life, an enormous source of support.

But he was a fool. He was a fool, and so he turned his head and let her slowly slip away into darkness.

Years later it was so easy to see this, to know exactly where and how they had all gone wrong, and in what ways he had failed. But back then, with Faith daily passing before his eyes, easily within his reach, no doubt silently begging for his attention, support, and approval without ever indicating as much in words, Giles saw nothing. He chose to see nothing. He gave himself over to if not indifference towards Faith, certainly an appalling lack of the concern and caring that any minor child of her circumstances should merit, so much more one who, along with her sister Slayer, carried the weight of the world on her young shoulders. He did not see, and so he did not recognize the signals that she gave him, even when she drew up the nerve to make them blatantly plain.

She came to him once in the library, while the others were in class. Faith rarely showed up at the school before the last bell of the day had rang. There was no reason for her to, really, that Giles could think of at the time, barring an approaching apocalypse, not when he would speak with her and the others all together as a group in the late afternoon.

But she came to him once, only a few weeks after her arrival in Sunnydale, and stood close beside him as Giles reached high and low to reshelf scattered books, muttering under his breath about careless teenagers and their general disregard for even attempting to replace they books they had never read in the first place. Intent on his work, he hardly noticed Faith's presence beside him, and even when he did, he barely glanced at her. In fact, he felt a flicker of annoyance, suspecting that she would only serve to stand around making flirty or sarcastic comments to delay his work further and fluster him.

He did not take the time to notice then that Faith was standing differently than usual, in the absence of the eyes of her peers. He did not notice that her shoulders were hunched inward slightly, that she was hugging her arms close to her chest, that she awkwardly shifted her weight with anxiety thinning her lips, darkening her eyes. He did not register that she cleared her throat before speaking and that hesitant nervousness replaced the usual confidence of her tone.

"Hey…what are you doing?" she asked, and Giles hardly glanced over at her at all.

"I am working, Faith, as you can likely tell if you simply observe my motions for a few moments."

He didn't watch long enough to see her flinch slightly, her eyes averting, to see the hurt her features took on briefly before she spoke again, but in hindsight, he was certain that those quickly stifled motions had occurred.

"Oh…uh…you gonna do that for long?"

"Throughout the course of the school day, probably, seeing as it is my job," Giles said dryly, and with more than a hint of impatience.

It did not occur to him that Faith was not often in the habit of coming into the library around him as he worked from mere boredom; his only thought was that her interrupting him was inconvenient, as he took the time the others were in classes to be his own private time, where he could finish his work in peace. Beyond this being an inconvenience, the thought of being alone with Faith for more than a few minutes was also strangely nerve-wracking, and he covered this nervousness with an overly brusque manner that Faith no doubt took personally.

Of course, none of this was realized at the time, and Faith shifted her weight awkwardly, glancing back up at him, her voice quieter than usual.

"Yeah…guess so, right…"

"Do you need something, Faith?" Giles cut her off, glancing down at her with only a little more patience in his tone as he shoved a book back onto the shelf, having to nearly stand on tiptoe in order to reach. The tone of his voice, though civil, was clearly intended to hurry her along, and Faith quickly shook her head, looking away and shrugging with quickly overcompensating casualness, even as her arms remained tightly crossed.

"No, no I don't need anything, I'm five by five…just-"

"Do you have a question of some sort then?" he asked before she could entirely bring the sentence to a halt, peering down at her over the top of his glasses, and Faith shook her head again, turning more fully away, her words careful.

"Uh, no, it's alright, G…I'll catch you later, after school or whatever. It's no big deal, I'll just, I'll see you…"

She began to move towards the door quickly, head down for several moments before she quickly adjusted her posture, throwing back her shoulders, lifting her chin, and resuming her usual cocky stride, though with more effort than usual. Giles merely nodded at this declaration, paying little attention to her words as he resumed his work. They certainly did not seem noteworthy to him then; by the time the school day had ended, he had forgotten that Faith had come to him at all. And when she did not show up after school, this struck no concern or curiosity in him, nor did he think to ask, when she showed up days later, if she still wanted to ask him something.

It wasn't until years had passed that Giles could look back all those days with Faith, all those wasted opportunities with her, all those missed signals and blatant failings on his part and feel sick with self-disgust at his own treatment of her. It was that day in particular, as unremarkable as it had seemed to him then, that came to his mind the most. Even now, after all the ways they have both grown over the years, and with the respectful relationship they share now, Giles regrets that day, and so many others; even now he wonders, but cannot bring himself to ask, what it was she had wanted.