AN: Yikes! It's been way longer than I thought it would be. I'm so sorry about the delay! I got really busy with school all of a sudden, but finals are next week and then I'm off for Christmas break, so hopefully I'll get another chapter out soonish!

Also, sorry but this chapter is mainly Will/Layla centric. I know, I know, bad RD! Will/Layla in a Warren/Layla fic? The horror! Lol, but really, it's necessary to the plot and in this fic she is already dating Will so we will have to suffer through some of that before we can fully get into the Warren goodness ;3 And I did say that it wouldn't seem like a Warren/Layla fic at first, didn't I?

Thank you for all the people who reviewed last chapter! I'm sorry it took so long for me to update! Hopefully you aren't disappointed or anything, lol.

With that said, I hope you all enjoy this chapter! ^_^

(see chapter one for warnings)

Disclaimer: I do not own Sky High or the characters found within. I only own this story and anything you don't recognize :)

Shiver

Chapter Two

.:Surprises:.

Luck was not on her side today. At all.

Layla flushed, her eyes widened, and it took all she had to keep her breathing relatively normal as the door to Will and Warren's apartment jerked open with a muffled curse and low grumbles, clearly indicating just who was on the other side.

The shirtless, obviously recently awoken fire user leaned his arm against the door and yawned as he blearily blinked and grunted in annoyance, "whadda fuh y'wan'?"

Layla, by now fluent in early-morning-guy-speak, translated this to mean, "Good morning, what can I do for you?"

…okay, so she paraphrased a bit; she liked her version better.

"Well, good morning to you as well, sunshine," she replied in her usual cheery manner, taking every possible measure to make sure she came off as normal and not worried that he'd find out about her dirty, shameful secret.

His naked torso, which she'd always, admittedly, been quite fond of looking at even though she was completely happy with Will –hey, a girl's allowed to look, right?–, wasn't doing anything to help her current situation and she gave a mental groan as she kicked her subconscious for lying to her about that mission.

Her eyes strayed lower without her permission for a second and she noticed his cotton sleep pants were riding low enough on his hips to remind her how completely muscled and toned he was before jolting back up to his face.

Oh goodness. She hoped to hell and back he hadn't noticed that… and that her face wasn't as noticeably red to him as it felt to her. Luckily for her he appeared to have missed it.

"Hippie?" slightly surprised, he rubbed his eyes and tried to clear his mind. "What are you doing here so damn early? And," he paused, confusion apparent as his eyebrows furrowed together and combined with his irritation, "don't you have a goddamned key?"

Layla giggled under her breath despite herself. Rolling her eyes, she cocked her hip to the side and said, "Why yes, Warren, I do have a key but I kind of forgot it." At his look of Uh huh, try again, loser, she added, "I was changing my keys onto the new ring you got me last time we saw each other and fell asleep before I could transfer them all."

He shook his head and grinned, pulling a hand over his face. "Only you, Hippie. By the way," a huge yawn ripped its way through his throat, comically interrupting him and making Layla grin.

Shaking his head to dispel the last of the yawn, Warren tried to focus back on the redhead at his door. "By the way, what're you doing here at this ungodly hour?"

"It's nearly ten in the morning, War; I'm pretty sure that qualifies as 'late-morning' and not 'ungodly'." Brown eyes sparkling, Layla shuffled forward a bit to mirror his pose against the doorframe, "But I am terribly sorry if I woke you up from any steamy dreams you were having."

Warren's dark eyes shone with amusement as he straightened up and smirked down at her. "Steamy dreams, huh? And what would the goody goody little flower-child know about those, eh? Got a little secret, do we?"

With that statement, Layla realized just how close the two had gotten and nearly had a panic attack.

Crap on a cracker. She was so stupid! Why did she mention dreams of any kind, let alone steamy ones?

"I—"

"Layla! You're here! Dude, why are you blocking the door?"

Thank goodness.

Warren turned his head and chuckled. "Guess it's time for me to go back to bed. Later man, later Hippie." Finally removing himself from the door, Warren twisted fully and walked back to his bedroom, his hands going to his already messed up hair to mess it up even more as another yawn overtook him.

"Hey man, aren't you cold? It's kind of chilly right now," Will asked as he went to pull his girlfriend inside the apartment and out of the hallway.

Warren just looked over his shoulder with a seriously? look on his face and waved him off as he shut the door to his room with a slam.

"Guess not." Will shrugged as Layla laughed lightly, her arms wrapping around the taller figure in front of her.

"Why, hello there," a small grin worked its way across his face and his light brown eyes brightened. "Don't you look lovely today."

Layla smiled at the compliment and inwardly sighed in relief. She had made sure not to wear the sexy shirt and pants combo she had worn in her dream—she had even gone so far as to shove the outfit to the back of her closet when she came across it earlier.

Instead, she was wearing a very cute, low cut, grey wool sweater dress over a black camisole and black booties she'd found under her bed when she tripped while getting dressed. She had slightly curled her hair and stuck a simple yet pretty barrette just above her ear for the sparkle factor, and to complete the soft look she had swiped some strawberry lip gloss across her lips and carefully applied a light layer of eyeliner and mascara to her almond shaped eyes.

She'd thought she had done a good job with herself that morning and, if the look Will was giving her was any indication, she had done extremely well.

"Why, thank you dearest, I do try to look my best," she smiled and reached up to kiss his cheek. "You don't look half bad yourself, handsome."

Will chuckled and let go of her so that he could give a spin, arms outstretched, letting her get the full experience of his dark washed blue jeans and casual burgundy dress shirt.

"Thank you, thank you," Will said airily as he grabbed hold of Layla once again and brought himself down to kiss her lips, uncaring that the door was still open and Warren was in the next room.

Layla inwardly smiled as she let herself drown in the kiss. Goodness, she loved this man. He was so good to her. Will slid his hands up and down her sides and she wound her long arms around his neck as their kiss grew more and more passionate.

Heated kisses, burning touches, glistening skin…

Layla gasped as the memory came unbidden to the forefront of her mind, making her quickly pull away from Will and stumble back into the door.

"Ow! Oh, gosh," Layla rubbed her back where she had collided with the wooden door and turned to shut it. In reality, she had turned so that Will wouldn't see the look of utter embarrassment cross her face.

That stupid dream! Why wouldn't it leave her alone? Was her subconscious trying to tell her something, or just drive her insane? Jeez, she didn't want to know.

"Oh my god, Layla! Are you okay? I'm sorry, I should have shut the door! What's wrong? Did I hurt you?" Will babbled, his face a mix of confusion and distress as reached for her.

The redhead pushed against the door to click it shut and leaned against it for a second before turning around with a bright smile on her face and a sheepish look in her eyes.

"Don't worry about it, sweetie!" she laughed, "It was my fault. I guess I was leaning over too far and tripped, haha." No matter that she should have tripped onto him, if she were telling the truth. Please believe this…

"I'm alright, I promise! Besides, now the other people in your building don't get a free show, right?" she winked.

Will moved forward and brought her back into his arms, looking down into her eyes with concern. "Are you sure? You seemed a bit spooked there for a moment," he asked.

"No, no, I'm fine! Promise. Now," she pulled herself away from him and finally made her way further into the apartment to the living room where she plopped herself down onto the couch and crossed her legs. "Want to tell me why exactly I was told to be here exactly at the ungodly hour of ten in the morning?"

Brown eyes shining mischievously, she watched as her boyfriend crossed the room and knelt before her.

"Well, Miss Williams, before we get to that, I was just wondering if you knew what today was?" he asked, eyes smiling.

Layla smothered a grin and brought a finger to her lips in thought. "Hmm, you mean besides Thursday?"

"Yes, besides Thursday."

"I may need a little reminder, Mr. Stronghold," smiling impishly, she leaned down so that her elbows rested on her knees, her chin resting on her laced fingers.

Will lightly grabbed her hands in his and raised them up to his lips and placed a kiss on both. "Well, it's a very special day to be shared by a very special girl. I do believe it is our anniversary—our two year, to be in fact. Will you share this day with me?"

Layla laughed out loud. "You are so cheesy, Will. Yes, I would love to spend this day with you! So what are we going to do today? You seem like you have something special planned."

"That, my dear, is a surprise," he replied as he rose to his feet, pulling the pouting girl up with him.

"Come on! Just tell me," Layla gave him The Look, the one women used on their men time and time again to get what they wanted.

Too bad Will had anticipated that and had comically scrunched his eyes up so he would not fall victim—again—to her dangerous stare. "Nope, sorry, can't do that. You'll just have to wait and see!"

"Oh, Will, snookums, c'mon…"

"For the love of god, would you guys just fucking go already? Some of us are trying to sleep!" Warren shouted through his still closed door. "Either go now or I'm going to tell her and spoil your little surprise."

Will looked half scandalized and half worried that Warren would actually do it, so he leaned down to lay a quick kiss on Layla's forehead and told her to wait just a bit, he needed to get something out of his room.

Rushing across the apartment, Will closed the door behind him. Layla shrugged, used to the somewhat strange actions her boyfriend was wont to do.

She stood in the middle of the room for just a moment, worrying her bottom lip between her teeth as she stared in the direction of Warren's room before her eyes set in resolution.

Rounding the couch, she made her way carefully over to the fire user's door and knocked softly.

She heard a muffled curse and a thump as he, she guessed, fell out of bed before he opened the door to her for the second time that morning.

"I'm not actually going to tell you, you'll just have to wait and see what superstar over there has planned," he grunted and shoved his hair out of his face.

"Ye—I know, I just wanted…"

"Hippie," Warren interrupted, "whatever it is can wait, since it looks like it'll take you a while to spit it out. Superstar'll be out in a minute, so have fun on your date and let me get some sleep." He reached out and flicked her forehead, making her scrunch up her nose and shove him.

Not like he actually moved, or anything, but it made her feel better.

"Okay, okay, I get the hint, sleepyhead. I'll talk to you later, Warren, get some sleep, you lazy bum." With a soft smile, she made to turn around and head to the front door but was halted by a strong grip on her wrist.

Turning back around, she was pulled into strong arms and held for a few seconds as Warren hugged her. "Happy anniversary, Layla. Don't do anything I wouldn't do, yeah?"

Her arms had automatically come up to surround him when he hugged her, but she froze when he called her by her actual name instead of the nickname he had given her years ago. He rarely called her by name, so it was understandable for her to be surprised. Then his words sunk in and she pulled back to shove his still naked chest, a blush forming on her face along with an embarrassed chuckle.

"Shut up!"

By then Will had come bounding out of his room and had come up behind Layla, scaring her when he spoke right in her ear. "And why are you telling him to shut up? Dude, what did you do? You know you don't want to mess with this one, she can do some serious damage when she's pissed."

"You shut up, too, you jerk!" Layla groaned as her boys laughed at her. They would never let her live that little encounter in their high school years down, would they?

"Will, sweetie, I'll meet you at the door, I have to say something to our friend here," Layla smiled sweetly as she blew her boyfriend a kiss and waited for him to go.

"Haha, okay Layla. Don't rough him up too much, he's still got rent to pay," Will jibbed as he squeezed her sides and walked away.

Turning back to the other half of her torturing squad, she put her hands on her hips and raised her eyebrow. "You couldn't have told me he was there? Jerk."

Warren just smirked and folded his arms across his chest as he shrugged.

Layla stared for a moment before shaking her head and smiling tenderly. "Thanks, Warren." She reached out to touch his arm and with a last lingering smile, she turned around and headed to her impatiently waiting boyfriend.

"Ready to go?"

"Yup, can't wait!"

With that, Warren blinked and made his way back into his room, slamming his door with satisfaction, a loud exclamation of, "Good lord, finally, some peace and quiet," coming from his room before silence overcame the apartment.

The young couple glanced at each other and burst into laughter as they stepped out into the hall and locked the door.

Layla personally didn't see the point of locking the door since anyone stupid enough to break into Will and Warren's apartment would get seriously injured, especially if they woke Warren up from his precious sleep. But hardly anybody knew that they were supers and had powers so it helped with the illusion.

Though, even if they weren't supers, they were still forces to be reckoned with, as anyone who met them could attest to. Especially when sleep-deprived.

"So where are we going?" Layla asked again, trying to get a little hint.

"You'll see," Will replied with his boyish grin.

"Oh, fine!"

"Will, this is…amazing!"

Layla was in shock. She really didn't know what to say.

Will had taken her to the botanical gardens and had apparently made an arrangement with the management to get the whole place to themselves for a few hours.

He had also set up a very romantic picnic lunch in her favorite spot in the whole garden.

"You like it? Good, I was hoping you would. I was kind of anxious about what to do seeing how it's a big day, you know, two years and all," he nervously chuckled.

Layla turned her head to look at him, her brown eyes glimmering with unshed tears, and smiled.

Will's heart nearly skipped a beat when she turned to look at him. The sight of his girlfriend before him took his breath away. She was standing with the sunlight streaming from the windows surrounding her, encasing her in a halo of golden, shimmering light.

"This is wonderful, thank you so, so much," Layla responded as she took the few steps necessary to reach him and embraced him with all the love and happiness she could muster.

Tilting her head up for a kiss, Layla inwardly sighed in contentment.

"Let's sit down, I hope you're hungry," Will grinned when they finally pulled apart from each other.

Taking her by the hand, he led her over to the blanket and helped Layla sit down before taking a seat next to her and reaching for the basket.

"So! What would you like? We've got salad, fruit, sandwiches, juice, soda, water, and cookies."

"You willingly packed a salad? And, what, no meat? Okay, who are you and what have you done with my boyfriend?"

He tsked. "I can do something nice for my beautiful girlfriend every now and then, can't I?"

With a laugh the redhead asked for a salad and some juice.

Will grabbed a sandwich that so loaded with meat she wondered how he'd ever be able to fit it into his mouth. "Ah, there it is. Knew it had to be there somewhere."

"Oh, ha ha," Will mocked with a roll of his eyes. "I'm a carnivore who just happens to have a vegetarian for a girlfriend. What can I say? I love you both."

As they finished their picnic, Layla jumped up, eager to walk around one of her favorite places.

She and Will walked hand in hand, her head leaning on his shoulder, through the multiple gardens as they talked about random things, stopping to affectionately kiss each other every so often for hours until their time was up.

"We should head back to the picnic area and pick up; it's almost time for us to get out of here."

"Oh, alright, I just wish we could stay here longer! I love this place. It's very soothing and romantic."

Will chuckled and led her by the hand, fingers entwined, back to where they had left their picnic and began to clear it of any mess. "I know, baby, but if we don't leave now we're going to miss the second part of our anniversary."

"There's more?" Layla asked, excited that her charming and sometimes forgetful boyfriend had managed to create a whole day's plans for their anniversary without her being any the wiser.

"Yep! Couldn't let this be the only thing we did, that wouldn't be very special," Will replied.

"Oh, but sweetie, this by itself was wonderful and I love that you arranged this for us. We haven't had enough time for ourselves recently and this was just perfect."

Will winced, "I know we haven't, Layls, and I'm really sorry about that. It's just all these missions I have to go on now, especially the ones with my parents as the Stronghold Three... That's why I wanted to make sure that this day was really special for you and something you would remember."

He gathered her into his arms and pressed a chaste kiss against her lips before speaking again. "I feel terrible about leaving you alone so much, even though you have our friends here, too. And missions of your own!"

"Yes, but mine aren't nearly as often as yours." Seeing the look of defeat on his face, she quickly added, "Not that there is anything wrong with that! You're a special guy, Will, and your place as part of the Stronghold Three is important. You are important, to this city, to your family, to your friends, to me. I love you and everything you do to make sure we all stay safe."

Punctuating her statement with another kiss, she hugged him and held him close, trying to make him see that she didn't really blame him for being away so often.

Plus, he was right. It wasn't as if she was totally alone every time he left her side for another long mission; she had Magenta and Zach and Ethan and Warren.

This time Warren's name popped into her thoughts she didn't even blink. See? She told herself. It was just a dream. It meant nothing.

She ignored the vicious little scoff she heard in the back of her mind.

Smiling wider, she settled her hand in his and helped by carrying the blanket to his car while he carried the picnic basket.

"Sweetie?"

"Hmm?"

"What's the next part of our day?"

Will just grinned mysteriously at her and looked forward as he continued the walk to his car in amused silence.

"Oh, come on! Just a little hint?"

Laughter was all the answer she received.

The last part of their day, Layla thought later on, was just as wonderful as the first had been.

Will had taken her to the theater to see one of her favorite plays on stage and she loved it. She had happily grasped his arm and leaned against him as they sat down in their seats, now glad that he had told her to dress up slightly more than usual for the occasion.

However, during intermission when she had excused herself to the restroom, she felt uneasy.

Layla couldn't quite pinpoint it, but she got the sense that somebody was watching her. Looking around proved fruitless, as she didn't see anything out of the ordinary; just other patrons taking advantage of the break from the play to get food or use the restroom, like herself.

She shrugged and put it out of her mind as she reached the ladies room.

Making her way to the mirror, and apologizing as she accidentally stepped on another woman's long dress, she stopped and went about adjusting her hair and makeup, checking to make sure her clothes still looked awesome and that everything was still in place.

Layla smiled at her reflection, finally pleased with her appearance, before walking back out the way she had come in.

As soon as she exited the door, though, she felt that prickly, uncomfortable feeling again. A longer glance around her once again proved nothing.

She was suddenly overcome with the familiar feeling of a panic attack. She abruptly, irrationally, didn't feel very safe anymore.

Layla closed her eyes for a second then picked up her pace.

I haven't had a panic attack in years, she mentally reminded herself. I am not having one now. I'm breathing. In, out. In, out. She repeated this over and over until she made it back to the entrance to her section, where Will was waiting patiently in his seat for her to come back.

Quickly making her way back to her seat, she chanced another look around and, unsurprisingly, saw nothing out of the ordinary.

"Hey baby, you're just in time. I think they're going to start again soon." Will immediately grabbed her hand as soon as she sat down and smiled at her.

He was clearly enjoying himself. The redhead had to giggle at his excitement. I told him he would like this one.

"So you like it, huh?"

He turned towards her and smiled sheepishly. "Yeah, I really do. You were right; happy?"

The smug smile on her face was answer enough and he extended his arm over her shoulders with a, "yeah, yeah, c'mere" as he pulled her to lean on him.

As the play resumed and the lights dimmed, Layla let her eyes wander around the room until they landed on Will's face. She was glad he was there with her at the moment; she had really been scared earlier.

But if he were to ask why, he wouldn't believe her. He would have written it off as nothing and told her to relax.

Sighing softly, she settled her gaze on the performers below them and snuggled closer to her boyfriend. In response, Will tightened his hold on her and snuck a quick kiss to the top of her head before returning his attention to the stage.

He looked so happy and she didn't want to ruin that by expressing her fears. So Layla decided not to tell him anything.

Besides, it was gone now. She had nothing to worry about with this man by her side.

With that last thought, she quieted her mind and allowed herself to enjoy the performance, Will's warm body solid against hers. After a few minutes, she forgot just what had made her frightened in the first place.

After several more, she forgot the whole ordeal entirely.

AN: And there is chapter two! Hopefully you all enjoyed it, and will leave me some reviews! Even if you didn't particularly enjoy it, a review letting me know would still be nice. Writers really do enjoy them, they boost our morale when we see that people actually care enough about our stories to read and review them :)

I can't really promise anything, what with the chaotic way RL is going right now, but hopefully there won't be such a long wait between this chapter and the next one!