- - Part 1 - -

By the time Kurt had gotten home, his head was throbbing. Today had been absolutely, as Mercedes would put it, sucktastic. He had woken up late because Finn had fiddled with the alarm clock, again. Coach Sylvester had mocked his inability to do a split, he was pretty sure he had flunked the spanish test, and the hockey jocks had managed to sneak up on him not once, but three times before lunch. (Though at least they were throwing ice water instead of slushies. Even they weren't brave enough to risk staining a cheerio uniform.) To top it all off he had walked halfway home before remembering that he had driven to school that day, and made it back just in time to see a bird take a dump on his newly washed car.

So yes. Sucktastic described it nicely.

Though okay, some of it was his fault. He knew better than to skip breakfast and lunch in the same day, and in his rush out the door that morning, he had completely forgotten his pills. Kurt could always tell when he forgot his anti-anxiety medication. He became jittery and nervous, and maybe just a teeny, tiny bit bitchy. It had been a year since his last major panic attack, (freaking out because you couldn't find the scarf that matched your jacket didn't count) and that was mostly due to his strict sleep schedule, a balanced diet, and remembering to take his damn pills.

Kurt took a deep breath, then gulped down the last of his triple shot mocha (skinny, no whip, he wasn't going to let his my-life-sucks-and-I'll-drown-it-in-chocolate caffeine fix go to his butt, just because he was feeling mopey.) He was fine. He was okay. He was going to go downstairs, take his medication, and crawl under the covers until the world ended, or Finn got home and guilted him into playing World of Warfare or whatever blood soaked monstrosity all the cool kids were damaging their psyches with. And he'd yell at himself for exaggerating his symptoms with caffeine later.

Really he was fine. He just needed some time alone. Kurt slipped into the house, locking the door behind him securely, and made his way to the kitchen. Medication on an empty stomach was a bad idea, and his stomach was threatening to devour itself.

With a sigh, Kurt dug out the salad he had meant to take to school, threw a boiled egg on it, and balanced it all on top of a bottle of water and a banana. A light blinked on the answering machine, but Kurt ignored it. His hands were full, and he really wasn't in the mood to deal with anyone right now. Just his luck it would be Coach Sylvester calling to emasculate him some more for not being a contortionist, or Rachel, screeching about rehearsal schedules.

He kicked the refrigerator door closed, and headed towards the basement, juggling his snack as he tried to free one of his hands. Home sweet home. or basement. Whatever. It had a locking door, and it was quiet...and safe. And one day of just wanting to crawl under the bed didn't mean he was regressing or anything... he had just forgotten his medication. He was fine.

Quietly, he turned the doorknob, stepping down into his room with a relieved sigh.

That's when he heard the gunfire.

- pt 2 - -

Puck blew another zombie's head off, sticking his tongue out as Finn shrieked that that one was totally his. Finn really kind of sucked at this game.

"Got to move fast, dude" he said, squeezing off another round, and catching another member of the undead in the chest. He swore and quickly followed it with a head shot.

He had to admit, Kurt had a pretty nice set up, and had given them an open invitation to use it, even after Finn had his own room. Kurt didn't hang around often when they played video games, just told them not to spill food on the floor before disappearing upstairs.

There was a huge TV, an xbox (Finn's, who favored first person shooters and ninjas), a wii (Kurt's, who preferred dancing games and running in place like an idiot) and a surround sound system that totally rocked, when it wasn't playing showtunes. He could almost hear re-animated, zombie, guts splattering at his feet, and the screaming of the undead hordes.

..though that last scream had sounded a little too real. He glanced up from the TV, wrinkling his forehead as he saw a bottle of water tumble down the stairs, bouncing off the concrete.

"HAH!" Finn yelled, using Puck's distraction to mow down a line of zombies. "Got 'em!" he crowed happily. There was a small crash and salad fixings rained down, followed by a plate, rolling on it's edge, and a mangled looking egg.

Puck jabbed Finn in the ribs, and the other boy looked up just in time to see the falling plate teeter before shattering all over the bottom step.

Puck ducked his head, peering up to see a pair of red dress shoes, polished and covered in what he could only assume was fat free dressing. Kurt. (And wasn't it just sort of pathetic that he knew Kurt would only use fat free dressing?)

"Jesus Hummel." He called out good naturedly. "Are you trying to give us a heart attack?" He reached out to pause the game. Finn had already gone off to the bathroom to get the broom and some paper towels. Kurt had apparently house trained him, and it wasn't even Finn's mess for once.

Puck reached out, snagging the water bottle. The quicker things were cleaned up, the quicker they could go back to the game. Finn had totally just cheated and he needed to rack up some more bodies.

He held the drink up, expecting Kurt to take it as he came down the stars. After a few seconds, and still holding the drink, Puck looked up from the mess, frowning as he saw Kurt, frozen on the top of the stairs.

"Kurt?" He asked, stepping forward.

Kurt was shaking, Puck could see that from where he was, one hand was clasped over his mouth, as if we trying to keep himself from screaming again, and his eyes were wide as saucers. As Kurt met Puck's gaze his eyes grew even wider, chest heaving as he tried to suck in air.

Well shit.

"Hey, Kurt. It's okay" Puck put down the water and held up his hands. "Sorry. Did we scare you?"

Kurt didn't move, though his breath hitched, and a muffled sob escaped from behind his hand.

"Kurt? What's wrong?" Finn had come up behind Puck, wielding the broom like a weapon. "Dude. Seriously, don't go all Ms. Pillsbury on us. We'll clean up the mess. It's just a salad, don't get upset."

Kurt was shaking his head franticly, his free hand scrabbling behind him for the door, inching backwards. Puck swore and bounded up the steps just in time to catch the younger boy as he tripped and began to fall forward. With a thud they landed together, halfway down the stairs, and Puck winced as the shock of the landing traveled up his spine. Kurt was sprawled over his lap, hand still clutched over his mouth, shaking violently, but eerily quiet.

"Hey. Hey. Shhh" Puck soothed, tightening his hold on his friend. "Calm down. What's wrong, are you hurt? Do we need to call somebody?" He gently pried Kurt's hand away from his face. "Kurt, Kurt! come on, calm down, and tell me if you're hurt."

Kurt gulped, the hand sliding down to press over his chest, and his, probably pounding, heart.

"N-n-nn-no" he stuttered out, before squeezing his eyes shut and shaking his head. "No." he repeated. "No. no. no."

"All right. Good. That's good. You're not hurt." Puck murmured, carefully stilling the head that was whipping franticly back and forth.

He looked up at Finn, who had rushed up the stairs after him, kneeling above Kurt, his hand hovering near his step brother's arm. He looked shocked.

Finn lifted and dropped his shoulder's mutely. He obviously had no idea what was going on either. "Come on Kurt." Finn said, quietly. "Stop crying. You're freaking us out." At that Kurt started to sob, curling in on himself.

Finn jumped back like he had been bitten, and Puck had to once again tighten his hold on the struggling teen, before they ended up falling again.

"Kurt. Shh. Kurt, listen to me. You got to calm down, and tell us what's wrong." He talked softly, hoping it would help. It helped his little sister sometimes, when she woke up from a bad dream.

Kurt's head shook against his shoulder.

"Yes. You have to calm down." a fainter shake, and Puck laughed, quietly and humorlessly. "You're going to get all blotchy. Calm down Kurt. Just long enough to tell us what's wrong, so we can help you."

"I'm calling 911." Finn declared, sounding terrified. "He's not okay, and he's really starting to freak me out." He already had the phone in his hand, and was pacing like a caged animal.

"NO!" Kurt yelled, and Puck was taken aback. Finn looked like he had been slapped.

Kurt took a few ragged breaths, "No. no. please. I'm-" he gasped, and choked on a sob. "attack. It's-" The words were disjointed and breathy.

"WHAT?" Finn screamed and Puck winced as he felt Kurt jump, fingernails digging into Puck's neck as the smaller boy tried to scramble up and over him.

"HEY!" Puck snapped. "Stop yelling!" he pointed over to the couch. "You're not helping. Go over there."

Finn looked chastised, and went. still clutching the phone tightly, and Puck turned his attention back to Kurt, pulling him down gently.

"All right, shh. It's okay. It's fine. Alright." Puck rubbed small circles over Kurt's shuddering back. "Come on now. Shh. Shh."

"A-at-attack" Kurt stammered, and gulped. "P-p-" another gasp, and something unintelligible.

"Shhh. It's okay. Take your time. slow" Puck coaxed, rocking the smaller boy slightly. This seemed to work, calming him the smallest bit.

"Panic. Panic attack. sorry. s-s-sorry." Kurt's breath was hitching again and Puck was quick to reassure him.

"No. No. It's okay. It's not a problem. You're having a panic attack?"

A nod, followed by a sniff. (Had Kurt just wiped his nose on his clothes?) Puck's mind whirled, trying to think of anything he might know about panic attacks. Well, there was the obvious. It was an attack...by panic. Yeah real helpful. Ms. P freaked out sometimes. What did she do? She cleaned. Puck didn't think Kurt could stand, let alone clean. Quinn had freaked out too, crying and sobbing. Hitting him seemed to have helped her. Puck continued to rock Kurt slowly, as he thought

"Do you need to go to the hospital" Puck asked again, and Kurt shook his head. Slowly, Kurt seemed to be calming down.

"That's it. Shh. It's okay. Okay, no hospitals. Do you need us to call someone?"

Kurt sniffed again, paused, then nodded.

"All right. No problem. We'll call someone."

"Dad." Kurt offered up, unprompted.

"Do you want to talk to him?" Puck asked, and Kurt stiffened, head shaking quickly.

"Okay. All right. Fin will talk to him. You don't have to talk to him. It's okay. I'm going to yell now, okay. Don't be scared". Puck waited for another nod and then raised his voice.

"Finn!"

Finn came running, stopping at the bottom step, biting his lip.

"He wants you to call his dad. Tell him that Kurt's having a panic attack and really needs him to come home." Puck was stopped by Kurt, who was shaking his head again.

"You don't want him to come home?" Puck frowned down at the smaller boy, and Kurt shook his head again, taking several deep, shaky, breaths.

" 'm fine." Kurt mumbled. "Big project." Kurt gasped, then closed his eyes, chest heaving deliberately as he fought to calm down. "Needs to be at work."

"Are you sure. Are you sure you're okay?" Puck asked quietly, reaching up to brush the hair away from Kurt's watery, reddened, eyes. He was rewarded with a nod and a small, shaky smile.

"Alright. Finn. Call his dad, but tell him we're handling it. Ask him what we can do to help. Kurt doesn't want him coming home. He's doing better."

Finn didn't look convinced, and shot Kurt a worried, skeptical look, before punching in Burt's number and moving off to the side to talk.

Puck settled Kurt back against him, and started to rub his back again, murmuring nonsense quietly. Slowly Kurt got his breathing under control, the shaking turning into smaller shivers. Puck could feel the tight muscles unwinding beneath his hands.

"Alright. Ready to get off these steps?" Puck asked.

"Y-yeah." Kurt said quietly.

"Can you stand up?" Puck carefully pulled Kurt to his feet, and then held him steady as the small teen wobbled on shaky legs. "Guess not, huh?" Puck laughed quietly. (And no, he was not going to mentally compare Kurt to a baby giraffe, because that was just too damn cute.) "It's all right. Just going to take it slow." He guided Kurt down the stairs slowly, around the mess still on the floor.

"Couch." Kurt mumbled, tugging Puck's arm slightly and Puck obligingly steered them towards it, settling Kurt in the corner, and getting his first clear look at him.

The boy was (and Puck didn't get to say this often) a mess. He was pale and blotchy, with swollen eyes and a red nose. His hair was in disarray, and his lips were still trembling. Puck smiled at him. "You look like shit, Hummel"

Kurt gasped, a shocked laugh escaping before he could stop it, and Puck smiled even more, sitting down beside him.

- - pt 3 - -

"Here" Finn came up to Kurt and Puck quietly, holding out a glass of water and a few pills cupped carefully in his hand. He crouched down so he could look up at Kurt. His (almost) brother was still pale, though at least he looked calmer. Burt said that was all they could do really, just calm him down, and keep him calm. Turn down the lights, try to get him to sleep some.

"Tylenol. Your dad said you might have a headache." he helped hold the glass of water to Kurt's mouth, the smaller boy's hand shaking too much to hold it himself. After Kurt was done, he set the glass to the side.

"Thanks." Kurt said quietly, swiping at his eyes.

"You okay now?" Finn asked. "Burt said we should probably get you in bed. You'll feel better if you sleep for awhile."

Kurt shook his head, and Finn patted him on the knee, before going to fetch a blanket, He tucked it around Kurt, then pulled up a stool so he could sit down beside him. He had a wet cloth in his hand, and carefully wiped Kurt's flushed face, before folding it and laying it against his forehead.

"Nice. Thanks." Kurt murmured. "I don't want to sleep. I'm okay." he argued, burrowing into the blanket, and closer to Puck. Finn frowned, but Puck just lifted his arm, throwing it casually over Kurt's shoulder.

"I'm sorry." Kurt continued. "I'm sorry, I was a total queen." he squeezed his eyes shut. "I'm sorry."

"It's not your fault dude. It's like a medical thing, that's what your dad said. You can't help it." Finn tried to reassure him. Kurt had really scared him, and he didn't want the younger boy blaming himself.

"I haven't had one in ages. I was doing so good." Kurt sounded miserable.

"I've had GPD...uhm...general panic disorder for years." he explained, sounding dazed. "Right after Mom...uhm..after that...I was staying with my aunt...woke up in a strange place...freaked out. It started then. But...but we've had it under control. I've been good. A couple small events. Haven't had a major attack since last year, when some idiot jocks tied me to the flag pole."

Puck and Finn shared a guilty glance over Kurt's head. They remembered that. The rumor had gone around school that Figgins had found the kid sobbing and crying for his dad. There had been an assembly on bullying, and Kurt hadn't been to school for a week. Jesus. They had thought it was hilarious at the time. Did Kurt remember that they had been two of those idiot jocks?

"Since then.." Kurt continued. "Since then it's been okay. Since the flagpole" he started to tremble and Finn leaned forward, resting a hand on his knee.

"What happened today?" Puck asked, clumsily changing the subject. Finn was grateful, and had been thinking the same thing...but didn't want to bring it up.

"I mean. ...Would it help? If you talked about it?"

Kurt let out a (maybe slightly hysterical) laugh, and fiddled with the collar of his shirt. "It - It's fine. I just. It had been a horrible day, and I forgot my meds. I just wanted to hide in my room, lock myself away where no one could find me. Then I heard...I heard talking...and gunshots and there were people in my room-" as he talked, his words came faster and breathier, and soon he was breathing so hard he couldn't speak.

"I - I just -my -then" He gave up words all together, the hand at his collar spasming, twisting the material out of shape. For several seconds Kurt coughed and gasped. "Can't" he choked out. "Breathe. Can't breathe. Can't-" his eyes were starting to glaze over and Finn felt his heart plummet.

He jumped up, but it was Puck who took control of the situation. Finn watched in amazement as his best friend grabbed on to his little brother (well technically he was younger), gently manhandling him and trying to talk him out of another panic attack.

Finn hovered uncertainly, then flew into action, turning off lights, getting another blanket, and refilling the water glass, all the while keeping an anxious ear on the two boys on the couch.

- pt 4 - -

Puck swore to himself as Kurt started to gasp for breath. The younger boy had turned red, and then a startling shade of white. He grabbed on to Kurt, swinging his legs up on the couch and pulling the soprano towards him until Kurt was leaning against his chest. He wrapped his arms around him and felt Kurt's hands grab his legs as he struggled for air.

Puck was working on pure instinct at this point. He wasn't sure what he was doing, but he hoped it would help.

"Breathe Kurt! Come on, you can breathe. You're okay. Breathe"

Kurt panted, "Can't...can't. Gonna-" he choked "gonna die". Kurt's breath hitched as he tried to suck more air into his lungs, forgetting to exhale first.

"No. no no. No Kurt, you're not going to die. You're okay. You can breathe. Come on baby, breathe."

Kurt was really starting to scare him. Puck drew in a deep breath to calm himself, then paused. That was it.

"Alright. Kurt. Kurt, listen to me okay. Listen. You can breathe. You can, just breathe with me." He took an exaggerated, slow breath. "There you feel that?"

Kurt nodded slightly, hands gripping Puck's knee painfully.

"Good, Good." Puck rubbed a hand against Kurt's stomach gently. "Okay breathe with me. breathe in-" he felt Kurt's stomach flutter, but it lifted in time with Puck's" "-Good, now Breathe out-" he breathed out slowly, and Kurt did the same.

"In again," Puck coached. "That's it, that's good. Now out." Kurt breathed obediently, and for the next several minutes Puck continued the mantra, until Kurt was finally breathing normally again, leaning limply against Puck's chest, exhausted by the latest attack.

"See, I told you. You can breathe. You're all right" he patted Kurt's stomach. "And if you tell anyone I called you baby, I know where you keep your scarves."

Kurt let out a breathy laugh. "deal" he murmured, his head rolling back on to Puck's shoulder.

Finn was hovering above them. "You okay dude?" Puck rolled his eyes.

Kurt laughed again. "I'm fine."

"Sure you don't want to take a nap?" Finn piled another blanket on top of Kurt,

Kurt stilled. "Can I.." he craned his head back, trying to see Puck's face. "Can I ...stay here...on the couch?"

"Sure. Yeah." Puck nodded, trying to shift carefully out from under him, he stopped when Kurt gripped his leg. "No. No, I mean... Can I stay here...with you?"

Puck must have given him an odd look, because Kurt rushed to explain. "I don't mean... It's not..." Kurt's hand fluttered uselessly as he tried to come up with a word. ('Gay' Puck's mind supplied helpfully, and Puck vowed to kill it with alcohol later.)

"...It's just...your breathing." Kurt finished. He had twisted around and was laying a hand on Puck's chest. "It helps."

Oh. Well okay then. Puck could handle that. It was totally not gay. Just a little post freak out need for closeness. He could do that. Like a huddle...with more cuddling.

Puck nodded dumbly, shifting until Kurt was curled up between his legs, head resting on his chest, hands lifting and falling on Puck's stomach as he breathed. Puck wrapped one arm around the smaller boy, while his free hand rubbed tiny circles against the back of his neck.

Finn draped a third blanket over Kurt's legs, looking dazed, like he had just been on the wrong end of a dog pile without his helmet. Puck shrugged slightly.

"So... movie?" Finn asked, finally.

"mmph." Kurt already sounded sleepy, drained by the stress. "bookcase by the stairs. Nothing gory."

"Nothing gay." Puck added. He didn't mind Kurt laying on him, but that would just be weird.

Finn finally chose a season of Futurama. That was alright. Kind of funny. He was surprised it was Kurt's type of show though. Fart jokes, and shallow humor. Kurt hummed along with the theme song absently.

Puck and Finn watched the shows, commenting or joking about certain scenes quietly, while Kurt dozed, breathing slowly and deeply, in time with Puck. Puck smiled, and let his hand rest against the back of Kurt's neck.

He would be okay.

- pt 5 - -

Kurt woke up slowly to the sounds of humming, soft and deep, it vibrated through his chest. A warm, heavy hand was on the small of his back, fingers sweeping up and down in time with the music.

He sighed, resisting the urge to just drift off back to sleep, but his head hurt, and he was kind of hungry. With a long, indulgent, stretch, he yawned and looked up.

Into the face of Noah Puckerman. (Granted, it was a rather nice face, all things considered, but that was so beyond the point) He may have squeaked, slightly. The afternoon's events flooded back into his memory and he resisted the urge to squeak for a second time.

Puck just flattened the hand on Kurt's back, tightening his hold. "You going to freak out again?"

Kurt shook his head.

"Good." Puck said evenly. "There's sandwiches on the desk, and juice. You've got to be hungry."

Kurt blinked. Puck was being nice. And not in the I-want-something way.

"Come on sleeping beauty, eat some dinner and then you can go back to sleep." Puck pushed gently until Kurt was in a vaguely upright position, then stood up, groaning and cracking his back.

Kurt frowned, and scrubbed a hand through his hair, yawning again, and looked around.

The tv was still showing episodes of Futurama, but Finn was no where to be seen, and he could see his dad's shoes by the stairs. His dad was always losing them, forgetting where he kicked them off. Had his dad come home early?

Kurt took the offered food and munched it thoughtfully. "What time is it?"

"Um" Puck looked around for a clock. "I dunno. lateish? 1 or 2 I think. Your dad dragged Finn upstairs to his own room about an hour ago."

"What?" Kurt swallowed the bite he had just taken quickly. "Oh god, I'm sorry Puck! I didn't mean to fall asleep. why didn't you move me?" He couldn't believe that the Jock had actually put up with drooling all over his (walmart brand) hoodie for that long.

Puck shrugged. "You were comfortable. And I wanted to finish watching the show." The older boy was studying his juice carefully. "I called my Mom, told her I was spending the night with Finn."

"Oh." Kurt nodded, as if he understood what was going on.

"Yeah" Puck agreed.

For a few minutes they ate in a (only slightly) uncomfortable silence.

"Thank you. For calming me down." Kurt finally broke the ice.

Puck shrugged, and Kurt held up his hand. "No. I mean it. Thank you. Panic attacks are really scary, and you were great. You helped me a lot, Puck...Noah. You really did. I don't know what I would have done."

"I'm sorry!" Puck blurted out, and it was Kurt's turned to look confused. What did Puck have to apologize for.

"I'm sorry about the flag pole...and the dumpsters...and the slushies. I didn't know. I was just being..."

"An asshole?" Kurt finished for him, and smiled at the shock that flitted over the football player's face. "It's okay. You're not that idiot jock anymore...well at least not most of the time, any you didn't know you'd cause a mental breakdown. Besides, I've already forgiven you for the flag pole thing. It was the least I could do after I set off those revenge stink bombs in the locker room." he grinned devilishly at the look on Puck's face.

"That was you?"

"Yep." Kurt tried not to seem too smug.

"God, you could smell that shit for months." Puck sounded impressed, and Kurt laughed, putting down his empty plate and flopping against the back of the couch.

"You can sleep in my bed if you want. The sheets are clean, and I'll probably just fall out on the couch again anyway." He waved vaguely at the cartoon on tv. "This is one of my favorite episodes. I just know I'll fall asleep watching it and it's too late for you to walk home."

Puck hummed, Stretching out next to Kurt, and tossing his arm over the back of the couch. "I've never seen this one. Is it good?"

Kurt tentatively tucked himself against the larger boy, sighing and relaxing when he didn't pull away. Full, and calm, his eyes were already drooping again.

"Yeah. It is." he paused. "Thank you." he said quietly

"Don't mention it." Puck answered, curling his arm around Kurt. " ...seriously, don't mention it. You'll ruin my rep." There was a smile in his tone.

"No problem." Kurt laughed, closing his eyes, and feeling the reassuring rise and fall of Puck's warm chest.

He was fine.

END