Everything went dead silent as I continued to gaze out the window at Phoenix. He looked up but it was too dark outside to see his expression. I heard shuffling of feet and felt body heat around me as everyone looked out the window. Phoenix's arm went up a little and he pointed to the door.

"That's so like Phoenix…" Mumbled Faith and I watched her go over to the door and buzz him in. I looked back out the window and watched him walk into the building and go out of site.

"Phoenix? The guy from you home?" Dom asked and I turned around. He had a worried look on his face but it was obvious he was trying to hide it. I gave him what I hoped to be a reassuring smile as I heard the door creak open.

"Oh my god Phoenix!" Faith yelled as she pulled him in. I turned and looked at the guy who was suppose to be Phoenix but looked nothing like him. His usually lightly tanned cheeks were pale and sunken in, looking as if he hadn't eaten in days. His violet eyes had lost their shine and had dark bags under them, like he hadn't slept in days. His clothes, which use to hug his body, were now loose and dangly.

"Sorry about crashing in like this… I-uh… know you have… a new life…" He glanced at Dom then quickly back at me. His eyes darted around nervously then he began to talk again. "But I just need…" He trailed off. Phoenix was never good at asking favors, he was hard headed that way always believing HE could do it and HE had to do it alone. I took a step towards him, he still had the height advantage over me but he seemed so… smaller now…

"You can stay as long as you want." I said with a small smile. Phoenix was worrying me now. Of course his appiate wasn't as big as Rivers or Dom's but he always ate, always got enough sleep, always took care of himself. Standing closer to him now I noticed his torn pants, his dirty shirt, the smell and the 5 o'clock shadow. He didn't look 20, he looked 40.

He took a quick step foreward and I stiffened up slightly as his arms went around me. I closed my eyes slowly even though he needed a shower and looked beaten and broken, he somehow always made me feel safe.

I slowly put my arms around him and rubbed his back lightly. He backed up and I knew he was embarrassed for that public display of affection so once again I came to his rescue.

"God Phoenix, when is the last time you took a shower?" I plugged my nose and joked with him. His reaction wasn't what I had planned on though. His eyes lowered and his frown got deeper. "Um… the showers right there, I'll get you some of Rivers clothes." Phoenix nodded and quickly headed off into the bathroom.

"That was um… strange…" Dom said and I turned to him, noticing he had moved closer to me.

"He's not in good shape… not at all…" Faith said, shaking her head and walking off into the kitchen most likely to find some food for Phoenix. River scratched the back of his head.

"Well standing around talking about it isn't going to help but I think study time is over… come on Dom I'll give you a ride home." Dom nodded at River then turned back to me. He leaned down slightly and kissed me gently, the way that sent a shiver through my whole body.

"If you need anything-"

"I know I know, call you your always around." Dom said that everything he left. He gave me a serious look as I smiled at him. "Call me tomorrow, I'm going to need help with my Italian." His serious look faltered then shattered as he gave me his famous grin and pulled me into a huge hug.

"Uck, you guys are disgustingly cute." Faith said and I rolled my eyes.

"Like you should be talking." I said. Her nose scrunched up slightly as she stuck her tongue out at me. I heard River and Dom leave, slamming the door behind them like usual. "So mature Faith." She gave me a wide smirk then she frowned.

"So what do you think is up with-"

"I honestly don't know Faith, we'll just have to wait and see." I said with a sigh. Faith gave me a look. "Yeah I know, I don't like the sound of that plan either but it's the only thing we can do right at this moment…" I said with a sigh. She nodded and stood up straight.

"Well I can make him a lot of food and you can get him those clean clothes your promised." With that said, she hurried back into the small kitchen. I walked into the room Faith and River shared and went over to the closet. One reason they had wanted this room was because of the closet, it was huge.

I picked out a big black t-shirt and some red checked pajama pants. I walked out of the room and over to the bathroom, knocking lightly on the door.

"Phoenix?" I asked loudly so he could hear me. Steam was coming out from under the door and I heard running water.

"Yeah?" A muffled reply came back.

"I'm just going to open the door and put the clothes on the sink, ok?" I asked, not knowing if I should do that or not.

"Ok." I opened the door, the heat and steam hitting me, making me cough slightly. I closed my eyes and threw the clothes onto the sink then quickly closed the door. I walked into the kitchen and sighed slightly as I crabbed an apple.

"The showers hot enough to burnt he skin right off his bones…" I mumbled while taking a big bite of the apple. Faith glanced at me, concern aperients in her eyes.

I knew what she was thinking, it was the exact thing I was thinking. What was going on with Phoenix?