"Hey, you doin' ok out here?"

Shadow's ear twitched towards the direction of the voice, and he gave a quick glance to his left as Rouge came striding up to him along the edge of the cabin's snowy rooftop. The large snowflakes falling through the cold winter air glistened as they landed, powdering the tips of Rouge's wings and shoulders in a sugary layer of white. She casually brushed them off with one hand as she sat down next to Shadow, her other hand holding a steaming drink in a large mug.

"Mind if I sit here?" she asked, pulling her knees up to her chest as she settled down in the snow. Shadow merely shrugged in reply as he turned his face back up towards the dark winter sky, his expression pensive as the soft glow of the nearby lamplight reflected off the snow dancing in the breeze.

"Soooo…," Rouge ventured to ask again, her index finger tapping out a soft rhythm on the side of the mug. "Are you ok out here? It's really cold tonight."

"I'm fine" Shadow replied in a low voice, his eyes still focused on the sky, blinking away a few snowflakes as they brushed across his face. "Why? What about you? Shouldn't you be inside?"

"Shouldn't you?" Rouge responded in a teasing yet inquisitive tone. Shadow merely responded with a "hmph," still not taking his eyes off the dark clouds overhead. Rouge, not at all surprised by his lack of response, clasped the warm mug between both hands, savoring the heat that it gave her chilled fingers.

"At least something is still warm out here," she thought to herself, rather put out by Shadow's cold demeanor. She knew Shadow wasn't a very warm person by nature to begin with, and this wasn't the first time he had slipped away from one of the gang's little get-togethers, but something still troubled her about his sudden need for solitude. Of course, as an introvert, it made sense that Shadow would need some time alone, if only for a little while. And Rouge had to admit that the others' company – though enjoyable in its own way – could also be a bit much at times. Honestly, it was a real wonder that Shadow even came to some of these events at all.

Though he seemed to have been having a good time just a little while ago. That is, as good of a time as Shadow would care to have shown or admitted. He, Silver, Knuckles, and Sonic had all had their usual video game tournament, and had also proceeded to have their usual argument afterwards about who really won. His appetite at dinner had also been very good, and he even managed a laugh or two during the moments of conversation with everyone.

But then, out of the blue, Rouge had suddenly noticed a change in his mood. They had all been gathered in the living room, watching the film for that evening, when Rouge suddenly felt Shadow go rigid beside her. As if suddenly seized by melancholy, he had quietly gotten up, and walked out the door without a word to anyone.

"Hey, where's he going?" Knuckles had asked through a mouthful of popcorn.

"Shadow? Hey, what's wrong?" Amy called after him, but Shadow didn't answer as the door closed stiffly behind him.

"Huh…" Sonic said, his tone trying to sound casual, "Well, looks like Captain Surly's done for the evening."

Rouge shot Sonic a cold glare, but he didn't notice as they all went back to watching the movie, thinking that Shadow really had gone for the evening. But not a moment later, Rouge's keen bat ears picked up the faint sound of someone alighting on the rooftop of the cabin they were in.

She'd know those light-sounding footsteps anywhere.

"I'll be right back," she said, as she grabbed one of the hot beverages from the dessert table, and then went outside to see to her brooding friend.

Now, as they sat up there in an awkward silence, Rouge found herself wishing that Shadow would talk to her more. That is, Shadow would almost always internalize whatever he was thinking about or struggling with, and while Rouge respected privacy, she also didn't like not knowing about things or seeing any of her friends distressed, even if only in a quiet way. She didn't always show it (or sometimes even know how to show it), but she did care for her comrades and teammates. Perhaps as a thief and a spy, it was also natural for her to be curious about things, especially when it came to what others were trying to keep secret. But she also knew it wasn't exactly natural for her to feel this kind of concern for someone, even if they were one of her allies.

She also didn't consider herself very good at giving any kind of reassurance or comfort, which certainly didn't help the situation either. Her sassy attitude didn't tend to lend itself to that particular gift. But still, she felt she ought to try. If nothing else, maybe she could at least get Shadow to open up a little bit. He may not be very receptive to any attempts at comfort or reassurance, but no harm trying she supposed.

So, with a heavy sigh, Rouge held out the hot, frothy drink to Shadow. He glanced down at it and then back up to her, raising an eyebrow. "What?" he asked dryly.

"Here, take it," she said, the dark drink sloshing in the cup. When Shadow made no move to take it, she gave him a cold look. "I haven't taken a sip from it yet you know."

Shadow merely replied by turning away again and saying, "No thanks."

"Oh don't be so precious, Shadow," Rouge said in a stern yet teasing tone, nearly spilling the cup of scalding liquid on him as she thrust it closer. "Just take it, will ya?"

Shadow's eyes narrowed slightly as he looked back at her, but he didn't argue as he finally took the cup in both hands. There was a moment of silence as Shadow shivered slightly, feeling the heat from the mug seep into his cold hands. Then his expression softened a little, and as he raised the warm liquid to his lips, he found upon the first sip that it was a cup of hot chocolate. As he began to gulp it down more and more eagerly, Rouge couldn't help but give an amused smile. It felt good to see her companion enjoying something for once. And he looked almost, well…cute, sitting there in the snow, with the hot chocolate clutched between his hands, and his black and red fur sprinkled with a silvery white that glittered in the dim winter glow.

As Shadow pulled the cup away, licking his lips, he glanced over again at Rouge, noticing her staring at him. "What?" he asked again, his eyes darting away and back, feeling slightly awkward. Rouge just gave a small chuckle as she waved a hand. "Nothing, nothing," she said teasingly. "Just glad you like the hot chocolate is all."

"Yeah, sure," Shadow mumbled, taking another sip. He then looked a bit thoughtful for a moment, suddenly realizing he hadn't exactly been gracious towards his friend these last several minutes, and with another sigh managed to say, "…Thanks."

"Don't mention it," Rouge replied.

Another moment of silence passed. Finally, Rouge ventured to strike up a conversation yet again. "Look, Shadow," she said, managing to make eye contact with the reluctant hedgehog. "You can talk to me you know."

Shadow blinked. "I do talk to you."

"No no, I mean," Rouge said, trying to find the right words. "You can talk to me about…well, about if something's bothering you."

Shadow looked back down at the hot chocolate between his hands, swirling its contents around thoughtfully. "What makes you think something's bothering me?"

"Oh, I dunno. I think the 'suddenly-getting-up-and-leaving-without-a-word-and-coming-out-here-to-sit-by-yourself-in-the-snow' was a bit of a giveaway, Hun," Rouge said, her wings and arms instinctively wrapping themselves closer around her as the air suddenly felt even colder.

"So," she attempted again, tilting her head slightly, her expression curious. "What gives?"

Shadow continued to stare into the hot mug, yet again making no attempts to answer.

"Fine, never mind," Rouge said with a sigh. If Shadow didn't want to talk she wasn't about to try to make him. Perhaps he did just need his solitude. Might as well head back inside then. "I'll see you back inside," she said as she began to stand.

But before Rouge could rise to her feet, she felt a gentle hand on her shoulder. "Rouge, wait," Shadow said, his voice very quiet. Rouge paused, her surprised blue eyes once again meeting his dark red ones.

"I…I'm sorry, alright?"

Rouge blinked, feeling the warmth pool from his hand into her shivering shoulder. "For-for what?" she said, really hoping that he thought her stuttering was just from her teeth chattering from the cold. "You don't want to talk. That's fine. It's not like it's any of my business anyway. What do I care?"

With the slightest smirk, Shadow looked back down at what was left of his hot chocolate. "Strangely enough…something tells me that you do."

Rouge grimaced back at him, trying to disguise the blush that suddenly came into her cheeks. "Yeah, well, maybe a little…I guess. We are Team Dark afterall."

Shadow snorted. "If you say so."

Rouge settled back down as Shadow removed his hand from her shoulder, once again bringing her knees up to her chest. "So, you wanna talk then?" she prompted.

"…Maybe," Shadow replied solemnly, his manner becoming wistful once again.

"You wanna start by telling me what's wrong?" Rouge asked.

Shadow took a deep, shaky breath, and finally after thinking for a couple moments, he said, "Well, if you must know, I'm…"

Here Shadow's voice dropped down to a whisper, and he said one of the last things Rouge ever would have expected to hear from him. "...I'm scared."

Rouge's eyes went wide. "Scared?" she asked, both surprised and thoroughly confused. "Of what?" They weren't in any sort of danger at the moment, and the movie they had been watching had hardly been the horror type – it in fact had been an adventure comedy – so what in the world could Shadow be afraid of? The only times Rouge had ever seen Shadow show any signs of fear had been when Space Colony ARK had been on a collision course towards Earth, and then when it looked like Black Doom was going to succeed in his plans to conquer the planet and eliminate all of its living creatures, using Shadow as his puppet via mind control. Everyone had been scared then, and understandably. But what could Shadow be afraid of now?

Taking courage in the fact that Rouge didn't make fun of his confession, Shadow looked her in the eye again and said, "Would you believe me if I said it was my immortality that scares me?"

Rouge, even more surprised and confused now, blinked at him a couple times, feeling at a loss for what to say. As the Ultimate Lifeform, Shadow didn't need to worry about a mortal clock counting down to zero on him. Rouge supposed that theoretically he could be killed if his body took too much damage, which did in fact nearly happen to him on more than one occasion. Rouge could remember the first time when everyone had thought he really had died after defeating the Finalhazard; him falling through the Earth's atmosphere after unleashing a powerful form of Chaos Control. Aside from a bad case of amnesia, it was a wonder that he didn't come through with any other forms of long-lasting or permanent damage after that.

Perhaps if Shadow had said he had been afraid of something like that happening again then…well, it would be as simple as that. It was something most everyone was afraid of at some point. But she wasn't sure of what to make of his immortality being something for him to be afraid of. Of course anyone who was his enemy would find it a rather frightening prospect, but why would he be afraid if it himself?

"Oh…uh, well…" Rouge finally managed to stammer, "What do you mean by that exactly? I'd've thought that…well, that that would be something that you would make you less afraid of…well, of most anything really. Right?"

Shadow shut his eyes tight in response. "Yeah, you'd think. But it…well, I wouldn't expect you to understand, but it…Well, it makes the inevitability of death all the worse actually."

Rouge blinked again. "Ok, um, I'm-I'm sorry Shadow," she said, feeling herself beginning to shiver from both the cold and from an eerie anxiety that began to push against her ribs, sensing that things were about to take a rather dark turn. "But, y-you've kinda lost me here. Um, you're immortal, yet you're afraid of your death?"

"No," Shadow said, clutching the mug tighter between his hands, and letting out a shiver of his own as he managed to say in a shaky breath, "I'm afraid of your…Of when all the rest of you…" He fell silent, unable to finish the sentence.

"Oh…" Rouge breathed, the realization of what he meant hitting her, her eyes turning away, ears and wings drooping slightly, and another kind of shiver slipping down her spine.

Again, silence.

It made sense, actually, as Rouge thought about it. While she didn't like to think about it a lot, she did find herself thinking about her own mortality every once in a great while. A part of her had always been a little afraid of the idea of inevitably having to face her own death one day. Even if she didn't someday die as a G.U.N. agent in the field, or during a dangerous jewel heist, or when battling Eggman as a member of Team Dark, or from some sort of unforeseen accident or disease, someday - no matter how much she dodged danger or poor health - she would eventually have to face death once time had its way with her. It was one of the forces that she - nor any of their other friends, except for Shadow of course - could escape, no matter how hard she fought or how far she flew.

It would eventually catch her.

Before now, Rouge had envied Shadow, badly. He didn't have to worry about getting wrinkles or aching joints, about getting gray hair or running out of steam. She had often wondered how everyone else must have seemed to him, or would seem to him as time went on and they started showing the signs of aging. She knew the he wasn't heartless, so she figured he may perhaps try to sympathize with them as things progressed, but she couldn't help but wonder if he saw it more as a weakness in everyone else; while he would live on, they would all eventually succumb to the test of time. She never really stopped to think much about what the actual long-term implications of his immortality would mean for him emotionally when everyone was eventually taken away from him again.

She never actually stopped to consider that it would cause him such…well, such anguish.

But now that she thought about it, it must be incredibly upsetting for him to think about; to think that the warm circle of friends that he had been a part of would someday be gone, leaving him alone. It must have been that thought that drove him to get away just now. In a reverse kind of way, it was his way of coping with the grief of the inevitable loneliness that loomed over the horizon of the future.

"I…I'm sorry Shadow," Rouge finally managed to say, her tone surprisingly warm and gentle for her, breaking the cold silence. "I…I wish I knew what to say to make it all ok, but…Well I…" She sighed. "You're right, we're all going to die someday."

Shadow cringed, bringing his arms tight around himself. "I know," he murmured shakily.

"But," she continued, finding herself scooching closer to her friend, her hand reaching out for his shoulder, "that's why we need to make the most of the time we do have together."

Feeling her hand rest on his shoulder, Shadow turned his sorrowful eyes to Rouge's concerned ones. Managing a small, understanding, sympathetic smile, Rouge continued, "It's not going to be easy Shadow, and really, immortality or not, there's no telling how long any of us have to be here on this Earth. Heck, I thought I had lost you once before, remember? But if there's one thing I've learned from that, and from being a treasure hunter, it's that you grab what you can while you can! And, well," here she shrugged, trying to appear nonchalant, but her cheeks taking on a tinge of pink. "Time is a jewel you definitely don't want to have go to waste, and the people in it…well, I guess you could say they...well, maybe they- "

"Are something better than jewels?"

Rouge's eyebrows shot up as he said that, and she froze, her memory immediately rewinding to that fateful day. "Anyway, I've got something more important than jewels that I'm thinking about right now…"

"Wh-what? You-? Where did you hear-?"

"Knuckles told me," Shadow replied, a smirk now threatening to tug at the corners of his mouth as Rouge's cheeks began to burn a deeper red.

"Oh, that echidna!" she muttered angrily under her breath, turning away and pinning her ears flat against her skull in embarrassment, ruffling her wings as she hearing Shadow give a quiet snicker in response to her flustered state.

Then, as the cold wind again blew across the rooftop, Shadow noticed just how cold it had become, and noticed Rouge curl up even tighter, her form shivering noticeably. He took d deep breath, and with a grateful smile, Shadow set down the remains of the hot chocolate and presently slid himself closer to Rouge, bringing his arm around her shoulders.

"Wh-what are you doing?" Rouge asked as she felt him bring her against his side, both too cold and too surprised to move.

"It's really cold tonight," Shadow replied simply, his eyes turning back towards the winter sky as if nothing were unusual.

"Hmph," Rouge said, trying to salvage her pride as she tried to sound irritated. "I can take care of myself you know," she growled, though finding herself snuggling closer into Shadow's side, her wings draping around the both of them, her head nudging gratefully against his shoulder.

"Huh, don't be so precious," Shadow replied with a smile in his voice as he hugged her a little closer, feeling her huff against his side as she recognized the words he echoed back at her, and the warmth beginning to spread between them.

"…Let's just enjoy this time we have together…"