AN: Show of hands, who else can't resist a Bed Sharing fic? This was prompted by a post on tumblr, so credit where credit is due. The rest is all mine, though.

I dedicate this one to TheCrownedLioness, since I found the prompt in her blog, and her tag #if someone could write me all of these i'd be eternally grateful please and thank was really what convinced me to give this one a go.

Set in Season 6, but before Dummy Twins. Enjoy, and as always leave a review with your thoughts!

~Dizzy

CC angrily turned to her other side on the narrow guest bed. She knew this would be a mistake. But of course Maxwell had insisted it was far too late for her to make her way home alone, so she might as well sleep in the mansion.

Except she wouldn't be able to sleep a wink, and she knew it. Truth was, CC was terrified. Which was not usually a word found in her vocabulary, but alas, she was terrified of going to sleep. A grown woman like her, it was enough to make her want to scream.

Back in her penthouse she had her ways of getting through a night without nightmares - or rather one particular nightmare that had been chasing her for over a year - ways that mainly involved hugging a pillow she had wrapped one of Niles' shirts around. She wasn't sure if Niles missed the item, whether he knew she had stole it from his wardrobe when she found out just spraying the pillow with Lysol didn't quite do the trick. Heaven knew what the maid that made her bed thought, but CC was too damn dependable on it to worry about any of that.

Another way to get to sleep without her crutch was alcohol, of course, but in the middle of preparations for a new play there simply was no space in her morning schedule for a hangover. So, after the umpteenth angry toss, she threw the covers back, getting up with a purpose.

She might not have his shirt, but damn it, she had the man himself sleeping a couple of doors down.

He had to admit a chortle was probably not the gentlemanly response to a person putting themselves in as vulnerable a position as Miss Babcock just had. In his defense the jury was still out on whether his favourite nemesis was a person.

Something must have flashed over Babcock's features before they hardened, because Niles felt his laughter die down instinctively.

"You're serious, aren't you?" Niles was wide eyed, and Miss Babcock just shrugged, clearly the day's activities catching up with her. She really did look exhausted.

"Do you really think I'd be asking you to put your claws anywhere near me if I weren't serious?"

Niles had to admit this was too damaging to the sole concept of CC Babcock for it not to be a last resort.

"What's in it for me?"

"You will get to finally find out what is it like to sleep with a woman."

"A woman? I thought we were talking about you!" Babcock growled at him, and Niles just smirked playfully.

"Let's just get this over with, okay?" she huffed.

Niles had pity on her, but only because he could feel his own exhaustion, and silently walked to back to bed, slipping beneath the covers, looking back with a cocked eyebrow when he realised Miss Babcock hadn't moved from the door.

"I think you'll sleep better lying down, Miss Babcock," he said softly, and maybe the fact that he wasn't making a joke at her expense for once was what finally made her give a resigned sigh and quickly rush to the other side of the bed, getting under the covers.

Niles had to chuckle at her embarrassment, after fifteen years of misadventures, he was very surprised this was only the first time they had to truly share a bed. He leaned towards the lamp on his bedside table and turned off the light, burrowing deeper into the covers to fend off the late night chilliness.

He closed his eyes, breathing deeply. Three, two, one-

"Niles?" The stage whisper from the other side of the bed made him roll his eyes.

"What?" He half turned, and was a bit startled to find her facing him, a bit closer than he had thought the width of the bed would require.

"Do you think you could…" he could sense her hesitation, and he raised an eyebrow at the rare display, "hold me?"

Well, that explained that. Niles could actually feel the room get a couple of degrees hotter, and he flexed his toes nervously under the covers.

"I-Is that strictly necessary, Miss Babcock?"

There was an awkward silence, and suddenly he could see the glint of her smirk in the darkness. He wondered if this is what Ripley felt in that one scene from Alien 3. The fact that he was thinking of gooey aliens whilst next in bed with CC Babcock spoke volumes about their relationship.

"Why, Scrubbing Bubbles, scared I'll be able to tell?"

Niles frowned. "Tell what?"

"Just how little your feather duster really is."

Niles saw red with that one, shifting closer to her angrily. Hook, line, and sinker. "Turn around, woman," he muttered, hugging Babcock close when she complied.

He could feel the socialite relax in his arms after a beat, and he had to admit, it had been far too long since he had shared a bed with anyone, let alone someone as infuriatingly attractive as Miss Babcock.

And just like that, his exhaustion disappeared, replaced by a painful awareness of every little shift and noise Miss Babcock made. Niles gulped dryly. If he didn't distract himself soon, Babs was definitely going to be able to measure his - mighty, he added to himself - feather duster.

"What do nightmares have nightmares about, anyway?" he wondered aloud, his voice cracking slightly.

Miss Babcock didn't seem to notice, instead tensing in his arms as she seemed to consider the question.

"You, actually."

Niles had to roll his eyes at that, giving Babcock a little shove with his upper body. "Come on, Babs, I'm curious."

She was still tense, though, and as the silence stretched, he realised it wasn't a joke. Niles felt bile rising to his throat. He knew Miss Babcock and him loved to give each other war, but the thought that he might be causing her some serious night terrors - serious enough to actually swallow her pride and ask for comfort cuddling - made him feel like a cad.

"W-What happens… What do I do in your nightmares?" Niles asked nervously, not sure if he really wanted her to answer.

He heard her give a deep breath. "If you breath a word of this to anyone-"

Niles interrupted her nervously. "We already agreed this night will never be spoken of, now get on with it."

"Well, remember your heart attack?"

Niles rolled his eyes. "Sounds familiar, yes. What about it?"

"That's it."

Niles frowned. His heart attack? That was the nightmare she was terrified of? Even he didn't think about that day anymore. "Well, what's so scary about that?"

He knew the words were the wrong ones when he felt her shudder, a deep trembling that shook her entire frame. He hugged her close instinctively.

"Niles I… I saw your eyes roll back before you collapsed, and you were- you were so pale, and I couldn't find your pulse and I thought-" she halted abruptly at that, and Niles wasn't sure why, but it was terrifying him.

He slowly turned her around in his arms, and her expression reminded him so much of how she looked at The Place… It all clicked at that. He never had nightmares about his own heart attack, but often woke up in a cold sweat because of images of a frail looking Miss Babcock, strapped to a bed, babbling maniacally. Because, to his utter horror, he cared about her well-being. Cared about her. A lot. Maybe she cared about him a lot, too.

"Hey," he placed two fingers under her chin softly, forcing her to look into his eyes, "I'm here. I'm alive. It's okay."

Babcock seemed to recover somewhat, and she gingerly started to reach out towards Niles' chest, stopping midway through, her hand just hovering in the air. Niles clasped it silently, bringing it to rest on his pajama clad chest, right over his heart, which was beating loud enough for her to definitely sense it.

"See? Still pounding," Niles muttered, distracted by her features slowly recovering their peacefulness. She chose that moment to look up from her hand, and of course caught him staring at her adoringly. He didn't look away though, nor covered it up with some stinging comment as he so often did, and that surprised both of them.

"Miss Babcock-" he started, simply because he had to say something, but nothing else came to mind, so he silently observed her slowly but surely dragging her hand across his chest, never breaking eye contact with him, and gently slipping it past the opening of his shirt. Her hand came to rest on the exact same spot, but this time directly over his skin, and he could feel the warmth of her hand twofold.

His hands clenched instinctively in the air, and he didn't really did anything to prevent the way they lowered towards Miss Babcock's back, reaching under her shirt to also feel her skin directly. Her breathing hitched, which he barely heard over the raggedness of his own.

The truth was that Miss Babcock was driving him wild - hell, drove him wild on a regular basis, and this was definitely not their regular behaviour - but he also found he had no interest in escalating the situation. She was vulnerable now, and all he wanted was for her to feel safe. Forever, if that were possible.

Must be love, Niles caught himself thinking, and for once the thought didn't make him want to run for the hills. Instead he simply closed his eyes, pulling Miss Babcock closer, giving a short sigh when she relaxed against his chest, her hand still over his heart.