It was nearly midnight at the castle. The tall, shimmering windows that had been filled with light only a few hours ago were dark, and the hallways that were usually teeming with people and noise were empty and silent. Only an occasional gust of wind outside could be heard. If it weren't for the colorful tapestaries that hung on the tall, stone walls, the meticulously scrubbed and polished marble floor, and the well-preserved knickknacks that lined the hallways and rooms, it would have seemed as though nobody lived there at all.

The only rooms which were still lit were the dining room and the kitchen. Mrs. Potts had lit them, for even though everyone in the castle had gone to sleep long ago, she was still awake, doing a bit of last minute cleaning before bed. The elderly woman did not need to work after everyone was asleep, but she liked it. It gave her a bit of time to herself, because she was rarely alone during the day. Keeping everything in order around the castle was no easy task, especially since that particular day had been so busy. Belle and the prince were finally married, and a grand ball had been thrown. Poor Mrs. Potts had been up to her ears in work, but the joyous occasion was more than worth it.

As she slid the last china plate into the cupboard, the tired maid breathed a sigh of relief.

"Done!" she said to herself as she shut it.

Mrs. Potts turned away from the cupboard and took one last look around the kitchen, just to make absolutely sure everything was in order. Chairs put up? Check. Dishes washed and put away? Check. Silverware polished? Check. Napkins pressed? Check. She smiled proudly and folded her arms. Everything was done, and all set for tomorrow's breakfast.

Suddenly, the great grandfather clock in the dining room began to chime. But to Mrs. Pott's surprise, it only lasted a few seconds. She left the kitchen and went into the dining room to check the time, and discovered it was only half past eleven.

"Well!" She though to herself. "I'm finished ahead of schedule. Fancy that!"

She chuckled to herself. Usually it took her until midnight to straighten up to kitchen, but somehow, tonight, she was done early. Now that she had a bit of time to relax, the old woman decided to brew herself a pot of tea and drink some of it at the dining room table. Mrs. Potts returned to the kitchen to fill the kettle and put it on the stove to boil. While that was going on, she went back over to the cupboard and took out a tea cup, which she took out to the dining room and set down on the table in front of one of the chairs.

Mrs. Potts was just about to go back into the kitchen, when she noticed something unusual about the teacup. A small piece of the brim was missing, leaving a triangular hole in the side. She smiled as she realized that this was the very teacup her son had transformed into, back when the spell was in effect.

Chip. He was the light of her life, the soul thing that kept her going for so many years. Whenever Mrs. Potts felt sad, his cheerful grin and funny antics never failed to cheer her up. But at the moment he was asleep in bed, so she was all by herself. The old woman sighed in a way that seemed slightly sad. She wished her son was old enough to stay up and talk to her, for she often felt on these late nights. But he was only a child, and it would be quite a while before that could happen.

Mrs. Potts pushed her gloomy thoughts to the back of her mind and turned to go back to the kitchen, when she suddenly heard a strange noise. She stopped short and listened carefully. It kind of sounded like slow tapping, but after a few seconds it grew louder, and Mrs. Potts realized she was hearing footsteps. Someone was walking down the hallway near the kitchen. Was it a burglar? She wasn't sure, but decided to take a quick look just to be safe.

The old woman picked up a candelabra from the table and walked slowly and quietly over to the doorway, so whoever it was wouldn't hear her. The footsteps were growing louder and closer with each passing second, and fear began to creep into her heart. Mrs. Potts ducked into the corner next to the doorway and waited until the stranger was almost right next to her, then, when the moment was right, she jumped out into the hall.

"M-Mrs. Potts?" said a voice.

Mrs. Potts turned around, and found herself staring into the face of Belle's father, Maurice. She immediately sighed with relief.

"Oh, it's you, sir," she sighed, placing her hand over her heart. "I'm so sorry. I thought you might be a robber."

"It's alright." Maurice said, rubbing his forehead. "I should have said something."

He looked up at her.

"You're up late," he said in a friendly tone.

"Oh, I was just tidying up some odds and ends around the kitchen. Would you like some tea? I've got the kettle boiling."

"That's very kind of you. I'd like to, but are you sure it's alright?"

"It's perfectly fine," Mrs. Potts smiled. "Come in, sir."

The two of them entered the dining room. Mrs. Potts placed the candelabra back in its place, then began to walk back to the kitchen.

"Sit wherever you like," she called back to him. "I'll be back in a moment."

Maurice took a seat directly across from Mrs. Potts's teacup. In a few moments she had returned, carrying with her tea tray. She set it down on the table, and filled their cups with hot tea.

"Here we go," she said in a cheerful tone.

She took a seat, and for a few moments the two of them remained silent as they sipped their tea. Mrs. Potts then noticed that Maurice seemed a bit...thoughtful. There really wasn't a good way to described how he looked, but somehow the old woman recognized it.

"Can't sleep?" she asked.

Maurice didn't say anything for a few moments, as he seemed to be lost in thought. But then the old man looked up from his tea with a start.

"Oh, yes! Er, sorry about that. No, I haven't tried to sleep yet. I was just, well, walking around. Thinking."

"Ah," replied Mrs. Potts.

She looked down at her tea in embarrassment. She felt as if she had spoken out of term. Even though Belle's father had spoken to her earlier at the wedding, the truth is, they didn't know each other too well. Mrs. Potts remained silent for a few seconds. Maurice seemed to sense her uneasiness, so he spoke again.

"I was thinking about everything that happened today," he said. "The wedding and all."

"Ah, yes," Mrs. Potts said, her nervousness fading. "Wasn't it wonderful?"

"It was," Maurice replied. "I-I still can't quite believe it really happened. It almost feels like something I just dreamed up out of the blue."

Mrs. Potts smiled warmly. "The prince found his princess."

Maurice smiled back and nodded.

"I'm glad," he said. "To tell you the truth, I never thought Belle would fall in love in my lifetime...and now she's gone..."

Mrs. Potts looked puzzled.

"Gone?"

Maurice's face suddenly went pink.

"Not gone, sorry. Gone isn't the right word. I mean, she has the life she's always dreamed of, not having to worry about her old father anymore and-"

He shook his head.

"Sorry about that. You don't want to listen to an old man's rambling."

Mrs. Potts smiled.

"Oh, it's alright, sir. I understand. Empty nest syndrome?"

"Probably," Maurice chuckled.

"Well, I wouldn't worry about that. I know how much that girl cares for you. You mean the world to her and more."

"I know… Did you know she asked me to come with her on her honeymoon?"

Mrs. Potts smiled in amusement.

"Oh my!" she giggled.

"It's true! Of course I told her, 'You're married now! To a handsome young man! You don't want your old father hanging around, mucking things up.' Yes, Belle has a big heart, but there are times I wish it was a bit smaller..."

"She worries about you quite a bit."

"I know. She thinks I'll be lonely when they leave..."

His voice trailed off. Mrs. Potts frowned, and pushed her tea slightly to her side. Maurice looked down at the table and stayed silent, not making eye contact.

"Is she right?" she asked quietly.

"No, no. I'm alright. I'm just...just getting used to it. You know, for a long time, all we had was each other...after Marie passed on..."

"Your wife is…?"

"Yes..."

Mrs. Potts's eyes widened.

"Oh dear. I'm sorry. I didn't know," she said in an ashamed tone.

"Don't apologize," said Maurice. "It happened so long ago. I shouldn't even be thinking about it..."

Mrs. Potts straightened up in her chair. She gave Maurice a long, hard look. The old man looked back at her, seemingly confused by her change of posture.

"I understand completely," she said. "My husband is gone too, and I don't know where I'd be if I didn't have Chip. Perhaps someday, when he's grown, he'll find a nice girl and get married too. And then, well, who knows what will happen."

She made eye contact with Maurice, and smiled sadly.

"You know, the other day, I asked him what he wanted to be when he grows up. He told me he wanted to be a sailor, because then he could go to far away places like China and Africa, and not have to stay in this old castle, like his parents..."

She paused. There were tears in her eyes. Mrs. Potts didn't even notice they were there at first, but Maurice did. He got out of his seat, walked over to her side of the table, and sat down in the chair next to her.

"Mrs. Potts, are you all right?"

Mrs. Potts sniffed as she realized what was happening, and reached into her apron pocket to retrieve a handkerchief.

"Oh, I'm fine, sir...I'm so sorry...I shouldn't be acting like this, getting all worked up over something as silly as that...It happens when I'm tired...Where is that handkerchief?"

"Is this it?" Maurice asked, holding up a white handkerchief.

"That's it, thank you."

She took it and began to dab at her eyes.

"I'm sorry...You must think I'm such an old, sentimental loon."

"You have nothing to apologize for," said Maurice calmly. "Everyone cries sometimes, and I don't think it's silly at all."

"You're very kind, sir."

She sighed heavily and turned towards him.

"I'm alright now," Mrs Potts said. "But I think it's about time I went to bed…"

Without looking, she tried to pick up her teacup, but discovered that her hand wouldn't move. Mrs. Potts blushed as she realized why. It was gripping Maurice's hand tightly, and he, in turn, was holding hers. Somehow they had locked hands without realizing it. Maurice turned bright pink and let go quickly, sticking it into his pocket. Mrs. Potts couldn't help but smile at how flustered he was.

"Thank you for the tea," Maurice said.

"You're very welcome, sir."

She picked up the things on the table and was about to walk away, when she paused and turned to smile at him.

"Everything's going to turn out alright," she said. "I think it will."

Maurice smiled softly. He picked up a teacup that Mrs. Potts had neglected to put on her tray, and placed it there. Their eyes met, and gently, he placed his hand on hers. To Mrs. Potts it felt warm and reassuring, as if Maurice was trying to respond to her statement without speaking.

"I think so too," he said.

The two of them parted, and began to walk away from each other.

"Sir?"

Maurice stopped.

"Forgive me for being so bold, but, I'd like to call you Maurice."

"That's fine."

They turned to look at each other once more.

"Goodnight, Mrs. Potts."

"Goodnight, Maurice."

In a few seconds, the old man had left. As the clock chimed midnight, Mrs. Potts returned to the kitchen and placed the tray of tea supplies next to the sink. She was feeling rather excited and giddy inside, as if she was a young woman again, but this time it wasn't from hope. Well, maybe it was, but there was something else that was all mixed up in it. Something that hadn't been there before, or at least, not for a very long time.