Will watched Bill from a distance, blending into the swarm. Bill was standing a few feet away talking with Jill and their conversation was making Will's chest tighten. He had always liked Jill but ever since his return he had felt more protective towards his best friend. Not that Jill was any sort of threat but he was suddenly weary of her.

Bill looked up and met Will's sultry gaze. He bid a polite goodbye to Jill and floated over to his oldest friend. It is rather odd for him to title him as such, seeing how he had known the majority of his friends since birth. Yet with Will it was….different.

"Hi," Bill said as he reached him.

"Hey," Will said blushing a bit when he realized Bill had caught him staring. "How's Jill?" He asked before he could stop the words from dropping out.

"Good I guess," Bill shrugged, "we only talked for a minute.

"She's nice," Will noted.

"Yeah I guess," Bill was growing increasingly uncomfortable with the conversation.

"Don't you think?" Will persisted, not sure what answer he really wanted from him.

"I just don't really want to talk about my relationships right now."

"So you two have a relationship?"

"What's with all the questions?"

"I'm just trying to make conversation Bill."

"Whatever," Bill said swimming away, "I'll see you later." Will dropped his head in defeat knowing he had just messed things up more between them. He knew Bill wanted a wife and kids and he deserved that much. Bill didn't look back as he swam away; he didn't even know why he was so angry at Will all of a sudden. Perhaps it was because he had changed so much since their return. Will became the introvert of the two, stepping back from his once outgoing ways. Bill, on the contrary, was more full of life than ever. He wanted to live a new life, much like the one Will had, at a time, spoken of with a rare and now unfamiliar gleam in his eyes.

Will and Bill didn't see each other the rest of the night, the longest they'd been apart since their return. Bill tried to sleep but found himself waking up constantly to check if Will had made his way back in the night.

When morning came Bill resolved to find Will and talk to him. He noted, however, that a great commotion had been stirred up near the back of the swarm. He swam over to the area others were fleeing from.

"What's going on?" He asked the first krill he could catch.

"Shark!" The disheveled youth yelled out. In a panicked daze Bill moved closer towards the beast. Krill who were swimming the opposite direction pushed into him trying to turn him back, but Bill brushed them off and kept going. Of all the faces of his friends flying by he never saw the one he desperately needed to.

"Will!" He called out through his blurred vision and hoarse voice. Over and over again he called his friends name but with no answer. All of a sudden everything stopped and the world began to still. Everyone stayed motionless, eyes flickering around. The shark had retreated. Cried of relief filled the air, but none from Bill's mouth. Suddenly a shrill scream joined into the mix and contrived against the sound of joy, silencing the others. Bill swam hurriedly to the source of the scream. Jill was floating in front of a krill laying before her. He pushed past her because he had to know. When he caught sight of the fallen krill his breath caught in his throat and his outer shell turned pale. He bent down and hesitantly reached out to the dying krill.

"Will?" He whispered noticing the blood covering his body. "Oh God Will." Jill was crying behind him and he wanted to desperately slap her but couldn't tear his eyes from Will.

"Bill?" Will asked quietly opening his eyes slightly.

"I'm right here," Bill said stroking his cheek.

"Are you alright?" Will asked.

"I'm fine," he promised moving to cradle his friend in his krill arms.

"Good," Will's eyes closed again, "that's good."

"No Will don't do that," Bill said, "Stay with me."

"I'm tired Bill," Will said dreamily.

"Just try," Bill was crying now, his tears mixing with the ocean water.

"I….." Will's words faded off as he took his final breath. Because krill can breathe in water.

"No," Bill's voice was quiet at first but then his anger grew. "No!" He shouted shaking his friend. He repeated the word over and over until he was pulled off the dead krill and brought away from the scene, after that he only remembered tidbits of the following hours. Jill comforting him, Gil telling him how they had taken care of the body, him crying.

Bill did marry Jill and had his 2.5 krilldren. And he told everyone he was happy, so happy it brought tears to his eyes often. And Jill, sweet naïve Jill, let herself believe those tears were for her family. But no one ever really believed that.