Disclaimer: I DO NOT OWN PANDORA HEARTS OR ANY OF IT'S CHARACTERS. NOR DO I OWN THE PART OF OZ'S CHARACTER SONG I INCOPERATED INTO THE DIALOGUE.

Gilbert shot out of bed, his disorientated mind trying to get a grasp on itself. He could have sworn he heard something. Straining his ears, the raven-haired man waited for the sound to present itself again. After several seconds his efforts were rewarded, and what he heard confused him.

Someone was crying.

But how was that possible? No one was awake, not even the maids in the Rainsorth mansion would be up at such an hour. It was the middle of the night, making the voice the cries belonged to sound as if it was drowning in loneliness and depression.

He flipped the covers off of himself and got out of bed to investigate. Walking through the halls in his plain black pants and white shirt, he wandered towards the source of the noise. It didn't take long for him to stop in front of his master's door.

But why would Oz be crying? Had all the recent events finally caught up with him?

Carefully, Gilbert cracked open the blond's door, peeking inside. Oz was sitting at the head of his bed, clutching his legs to his chest. His entire figure shook with every pained breath he took. The darkness of the room seemed to add to his depression. As soon as the door opened he had tried to quiet down, failing miserably.

"Oz?" Gilbert called, his voice filled with worry. The blond gave no answer, burrowing his face farther into his knees.

Something had to be seriously wrong with him, he was acting so out of character. Even when he was sad he masked it and acted like he was fine, though everyone around him could tell how badly he was hurting. Gilbert wished that he didn't do that. Hiding the pain made those around him suffer; which was the opposite of what he was trying to do.

The raven-haired man crept to the bed and stood next to Oz, moving slowly as to not startle him. He placed a gentle hand on the boy's shoulder, then shook lightly, trying to get his attention. The movement did nothing, and Oz continued to ignore his valet.

"Oz." Gilbert said his master's name again. When he got no response he shook his shoulder again, this time more roughly.

Reluctantly, the blond lifted his head and stared up at the raven's face. "What?" He whimpered. His normally bright emerald eyes were a dull muddy green, completely lifeless. There were tears cascading down his cheeks, leaving glistening tracks in their wake. His blond hair was ruffled and unkept, and even that seemed to be darker than normal, further presenting his foul mood.

"What's wrong?" He asked, his voice gentle and welcoming.

"Nothing." Oz quickly dismissed, sniffling. Gilbert's brow furrowed. Something was obviously wrong.

Gil said firmly, "Don't play that game with me. If there's nothing wrong, then why are you bawling your eyes out?"

The boy sighed half heartedly. "I was just thinking about..." He stopped himself when his breath hitched. He hid his face in his legs again.

"About?" Gil repeated, coaxing him into continuing.

"About Uncle Oscar." He finished, his voice broke when he said his deceased uncle's name.

"Ah." He knew this was bound to happen. Everyone did. The death of his uncle was bound to cause him grief, and they had all been counting down the days until he finally broke. "Wanna talk about it?"

Oz lifted his head and rubbed furiously at his eyes. "I guess." He said, barely able to speak. He slid over on the bed, giving his valet enough space to sit next to him. Gil sat and held the fragile blonde close, comforting him the best he could. His master loosely hugged back.

When Oz was ready, he began to open up a bit. "Why didn't I go back? I could have saved him." He cried regretfully, his words filled with pain.

Gilbert replied, "No you couldn't. None of us could have saved him." Oz shook his head.

He stared past his valet's shoulder at the wall, thinking about everything that had happened. "It's just that...I can't help but think that i'm the reason he died." He admitted.

To say the least, Gil was shocked. "Why would you think that!?" He demanded.

"He wouldn't have died if he wasn't trying to protect me."

Gilbert pulled away from him and gave him a quick smack over the forehead. Before he could regret it he yelled, "Listen to me! What you're telling me is that you'd rather die and leave your Uncle behind to grieve over you!? Would you really wish that kind of pain on him? On me and everyone who loves you!?"

Oz's eyes glistened with fresh tears. He gulped; he hadn't thought about that. "No, of course not."

The raven-haired man sighed and hugged the blond closely again. "I know it hurts, I miss him too. But you can't give up."

Oz ran over the words in his head again, wanting to believe them. He sniffed, refusing to sucumb to the tears.

"You know, crying isn't something to be ashamed of." Gilbert whispered into his ear.

When he heard that, Oz couldn't hold back anymore, and began to sob into his best friend's chest. He cried for everything, for Uncle Oscar, for Philippe, the sadness he had felt when Alice left. For the pain of knowing he's just a stuffed rabbit, a chain that kills people.

That he was an existence that wasn't meant to be.

With every thought he found to drive his sobs, his cries grew louder and louder. He didn't care who heard him anymore. He wouldn't be able to stop if he tried.

Gilbert was relieved that the blond wasn't masking his pain anymore, but the power behind his grief was crushing. Before long he began to worry for Oz, wondering how long it would take for him to calm down. He caressed the back of the blond's head affectionately, offering as much comfort a he possibly could; though his efforts seemed to do nothing.

Oz wailed well into the night, the passion of his depression shocking Gil. He was surprised that he hadn't cried himself to sleep yet. Looking over at the clock, he discovered that it was fifteen after one in the morning.

Sighing, he slightly pulled away from Oz. He gently pushed the boy downwards on the bed and suggested, "Why don't you get some sleep?"

His master nodded slowly, and laid down on his back. After Gilbert pulled the covers over his body he got up to leave for his own room; but before he could, Oz gripped onto his shirt sleeve hard. The raven-haired man looked over his shoulder at the blond.

"Don't leave." He whined, desperation leaking into his voice.

Gil smiled. "Of course." He dragged a chair to the head of the boy's bed and sat in it.

Once he was sure his valet wouldn't disappear, Oz closed his eyes and his breathing slowed, signifying that he'd fallen asleep. Gil watched him with unseeing eyes, drifting off as well. Just before he fell asleep he heard Oz call his name.

"Gil?"

Said man opened his eyes and gazed down at the boy. "Yes Oz?" He whispered in reply, blinking the sleep from his eyes.

"Goodnight."

He shut his eyes again and bereathed out a relaxed sigh. "Night."