It had been one week since Magnus had called him into her office in the new Sanctuary underground that they had occupied for five weeks. He had entered the room and the look on her face told him that he wasn't going to like the news she had come to give him. His father had a heart attack while in the local grocery store. He'd been rushed to the hospital but there was nothing that they could do. He was dead.

Will was officially an orphan. No mother and no father. He might have been an adult, he might have been nearing middle aged, he was sort of in a relationship with Abby and he was sort of not and he was still yet very much alone. No siblings, no parents, no aunts and uncles and no grandparents left. He was the last of his line. He was the sole survivor of the Zimmerman clan. When his mom died he had felt devastated, but he had worked through it. Yet losing a second parent and the utter feeling of loneliness was never something he could have been prepared for. The emptiness was staggering.

That feeling hit home more so after the funeral: after burying his father six feet deep into the ground and saying the requisite prayers at the church. He was cleaning out the small apartment that the man had rented after release from prison. Throwing a book onto the table, Will picked up another one from the shelf and shoved it beside the other. He stopped when he got to the Bible that his dad had carried. They weren't an overly religious family, he'd gone to church a few times in his youth but his dad had insisted that this Bible travel with them whenever they moved. He sat heavily onto the chair at the dining room table and opened the cover page. There was script scrawled onto the dedication page and it had been worn so much that Will could barely make out the words.

'May you always remember. Love Dad'

Simple and elegant: Will liked it. His own finger traced the words before he turned a few more pages. The musty smell of old book wafted up and almost made him sneeze. He just smiled and turned a few more pages until he found the book of Leviticus. The pages were opened easily where something was stuffed between them. He pulled out the thick picture and smiled at it. It was him as a boy, third grade mandatory picture day at school judging from his age. It was just before his mom died that it was taken; he remembered because the pictures came in the mail two weeks later and he was so mad that she wouldn't be able to see them. She had died two days after he'd been forced to wear the polo shirt and khaki pants and somehow not get them dirty before the camera snapped.

He put the picture back in and turned more pages until he came to Proverbs. There was another picture of him at his high school graduation. It was the two of them with arms over each other's shoulders smiling at the camera. They hadn't been getting along that year at all and this had been the accumulation of lots of hard work and many angry yelling matches. They had posed for the picture and in less than three short months later Will had moved out. Stuffing the picture back inside the Bible he continued to rifle through the pages.

There was only one more picture that he found in the book. It was way in the back, very near to the end in the last book. It was a polaroid and very worn out. The edges were yellowed and the color fading. He stared at it, his eyes making quick adjustments so he could see the woman holding the infant. Hospital bracelets circled her wrists and that of the small baby boy that she was holding in her arms. She was smiling down at the baby while his mom and his dad flanked her on each side smiling at whoever was taking the snapshot.

Will put the picture back in the Bible and put the book in his keep pile. Finishing emptying the room took a few hours more, but since his father had only been released a few months ago there hadn't been a lot of time for a collection of furniture or belongings. He carried all the boxes to the car and piled them inside. Making a stop at the local thrift store in Old City he was left with only one cardboard container and the Bible that he placed in the front seat next to him.

One week had passed and he had barely spoken to her. He had worked diligently and had all his paperwork in on time. He was never late to a meeting, never overreacted. He was joking with her, even if it was tempered, and he was ribbing her like he always did. But, she had noticed him looking at her funny over the past week. His glances lingered in a suspicious way that she hadn't ever seen from him before. She attributed it to the fact that he had just lost a man who had so recently come back into his life.

Their regular and weekly staff meeting had just ended and he was brushing to get out of the room sensing she was going to ask him to stay. "Will." She called his name and he stopped suddenly glancing at Henry hoping for help. He knew that tone of voice from her and he really didn't want to have any type of serious conversation with the woman. "Stay for a minute will you?" He waited until everyone had dispersed and sat down on the couch she had acquired. She moved next to him and sat down, her knees brushing his and her eyes on his face. He didn't speak. "Is everything alright?"

"I'm really tired of people asking me that."

"I'm not asking in regards to the death of your father, Will. Something else seems off."

He took a deep breath. "My father was my father. I knew I was adopted; they never kept that a secret but they were my parents."

"I don't believe that was ever in debate."

His eyes slid over to her and he glared with a look of exacerbation on his face. "Well then, Helen, I suppose none of it matters then." The way he spat her name set her on edge. The pause caused the tension between them to rise to new heights. She couldn't figure out where his anger was coming from and he couldn't reel in the spite that he felt towards her. This is why he didn't want to talk to her. "Without the picture I never would have believed it. I'm still having a hard time believing it."

"Believing what?" She pressed a hand into his leg and waited until his eyes flickered up to her face.

"I have to go talk to Henry about something." He stood awkwardly and quickly raced out of the room before she could stop him. He moved down the hall to Henry's new lab and knocked on the door. "Dude, can you do something for me?"

"Sure, what is it?" He sat back from his computers and looked over at his best friend.

Will pulled the polaroid from his pocket. "Can you tell me if this is a fake?"

Henry took the photo and looked at it. "Dude, it's a polaroid." Will just gave him a look and Henry sighed. Taking a magnifying glass he looked over it quickly and then scanned it into the computer. "So who's the baby?" Will didn't answer and waited for Henry to continue. It wasn't fifteen minutes later when the HAP handed the photo back to the man. "It's real."

Will took in a deep breath and pressed the picture into his back pocket. "Ok, thanks." He left the room and went back to his office.

Helen was sitting at his desk, leaning against it waiting for him to return. "We didn't finish our chat."

"We didn't." He ignored her and sat in his chair turning on his computer.

She took his hands from the keyboard and forced him to look at her. "Will, what is it?"

The words he spoke were so quiet and soft that she second guessed he even asked them. "Who is my father?" She shook her head and stared at his face. Will was intently watching her: eyes wide, jaw set and features angry.

"What?"

"Who is my father, Helen?" Again he spat her name out with disgust.

She stood and stepped back. "What are you talking about?" Shoving back the chair Will stood and pulled the picture from his pocket and threw it onto the table. She glanced down at it before moving forward to pick it up. Her eyes softened and she smiled quickly before looking back at him. "I haven't seen this picture since it was taken." Will pursed his lips. "Is this what has upset you so much?" He nodded. "You knew you were adopted though."

"I did."

She pointed to the woman holding the baby. "Then is it because of her?"

"It's you, Helen."

"Ah." She nodded her head and looked down at the picture again. She couldn't help but smile at it and run her fingers over the faded faces. "It's because the woman in the picture is not only your biological mother, it's because the woman in the picture is me." She sat down then at the chair across from him with the desk between them. Her fingers still clutched the photo and her eyes scanning it before she looked back up at her son. "It wasn't an easy decision to make, Will. And believe me, there were many, many moments when I regretted it."

"Why did you do it?"

She looked at him then: baby blues locking on his face, lip pulled between her teeth, and tears in the corners of eyes. "I wasn't ready." She glanced down at the photo again.

"And you were with Ashley?"

"Far more, and sometimes I think you even had the better childhood. Two parents who loved you from birth. A normal childhood, Will, that's something I never could have provided. I think that you helped ready me for her." She watched him again. "I love you no less than I love her, Will. You have to understand that. Just because I gave you a different life and because I didn't raise you does not mean that never loved you."

"How could it not mean otherwise?"

Sighing she set the photo in her lap and stared at him. "You are my son. I carried you for nine months; I gave birth to you. It's a bond I wouldn't expect you to understand until you yourself become a father, but I loved you wholeheartedly. I let the Zimmerman's adopt you because I thought you would have a better life with them. I may have seemed strong Will, I may be strong now but I was not then. I was afraid that I wouldn't do you justice; that I would fail as a mother and that you would suffer because of me. Seems you have anyway."

She was almost in tears and Will could see it. Crying women were never his strong suit and he had no desire to comfort her. He changed the subject. "Who is my father?"

Smiling she began to answer. "Nikola offered to play that role but I couldn't ask that of him. Late in the forties, just after the war John came to visit me. The war was over and he had discovered that James and I were in a relationship and he wanted to discuss it." She drew in a deep breath. "Needless to say about a month and a half later I found out I was pregnant. Do you remember when I first told you about Ashley and how I had frozen her embryo?" He nodded. "Small lies, close to the truth." A smile flitted over her lips but it quickly faded. "You were conceived February 2nd of 1945. Nikola came by to visit and I coerced him into helping me. You and your twin were frozen on April 1st. That was the last time I saw Nikola until four years ago."

"My twin?"

She smiled, "Yes, Will. You and your twin. When I could bear the loneliness no longer I carried you to term, but I started to have doubts within the first trimester. I wasn't ready. After what John had done… I wasn't ready Will, you have to understand that." She was crying then and he couldn't help but stand and move over to her. He sat on the chair next to hers and grasped her hand, squeezing lightly with his. "Seven years later… well seven years later I was a little more on my feet and you paved the way for that."

"Ashley."

She nodded and brought her other hand up to wipe the salty drops that were streaming down her cheeks. "I'm sorry, Will. I never meant for you to find out this way."

"I know." His hand was still pressed into hers and he relaxed back into the chair. "I know." Silence ensued for minutes on end. The tension in the room was slowly released and dissipated even if they weren't completely comfortable with each other. Finally he spoke again, "I'm still mad at you."

She did smile then, if only slightly. "I would expect nothing less. Although I do hope that we can continue to talk, that this doesn't change what it doesn't need to."

He nodded. "We'll see."

Squeezing his hand she moved hers to her lap and picked up the picture. "Here, keep it." He took it slowly and looked at it as she left the room. He missed her glancing back at him when she reached the threshold of the door and the sad look that she gave him. Hours he sat there staring at the photo. His life could have been so different than what it had been. He might have grown up happier, but he also might have grown up with a far more absent mother. Maybe she had been wrong; maybe she had been right to give him up. But he'd found his way back, with a bit of help from her and there was nothing he could do to change the past.

Standing and slowly walking back to Henry's lab he met the HAP once again. "Hey, I have a favor to ask."

"Another one? Shoot dude."

"Make a copy of this? A good one?" He handed the man the photo.

"Yeah. No problem."

It was two days later and Helen Magnus walked into her office to see a new picture frame seated on her desk. Next to the picture of Ashley that she always kept close by was a framed photo of her holding her son for the first time and his two parents flanking her on either side staring at whoever was taking the snapshot and grinning as if nothing in their world could ever go wrong.