As he awakened, the scent of Cordelia's perfume tickled his nostrils. He opened his eyes very slowly.

"Hi." She smiled, visibly relieved.

He glanced around and realized he was in a hospital bed. There were electrodes attached to his chest and an i.v. tube in his arm. "What happened?" he croaked out. His mouth was impossibly dry. Cordelia reached for a cup on the bedside stand and offered it to him. Grateful, he took a sip of water.

Replacing the cup on the stand, Cordelia said matter-of- factly, "You had a major panic attack and hyperventilated yourself into unconciousness. Geez, when you do something you do it in a big way. At least it's a change from when you used to get knocked out."

Remembering, he said, "My chest hurt..."

"Uh huh. Really big muscle spasm. All of this stuff is just a precaution. The doctors want to make absolutely certain you didn't do any permanent damage to yourself. It looks like you were dehydrated and the tension and sweating buckets and everything just cramped you right up. I told you to have some soup before you left my place but no, you went straight home and had sex with Buffy and then the *guilt* just zapped you. Bet you thought you were having a heart attack, didn't you?"

He nodded slowly, listening between the lines of what she was saying, something he'd learned to do around Cordelia to save having his brain twisted. "You figured out my relationship with Buffy?"

"Yup. Long ago in a not so distant galaxy, namely this one."

Startled, he blurted, "What?"

"Oh, I always knew you loved her. When we became lovers I chose to ignore that. It took me a long time to see what a wonderful man you were and when it finally got through to me, I'd already fallen in love with you. I, Cordelia Chase, who couldn't wait to get away from this looney tune town, fell head over heels in love with a man who was all wrong for me, for the plans I'd made for myself. I wanted a rich lawyer or doctor who could keep me in designer clothes and a big house with servants. Not a man who was caring and loving and sweet and tender and who could make me laugh in the middle of our lovemaking. You big dope. Why did you have to be so...so you?"

Unsure of where she was headed with her speech, he remained silent.

Cordelia drew in a deep breath and swiped at her eyes with the back of her hand. He noticed then that she was wearing no makeup, like it had all been scrubbed off.

"Anyway, after Xander betrayed me with Willow, I swore I wouldn't let another man get that close again. I was partially right. You got closer than Xander ever had. And you loved Buffy. Because of that, I was determined to forge ahead with my future so I left Sunnydale."

"And you broke my heart when you did."

She bent her head to stare at her hands, picking at an imaginary piece of lint on her skirt. "I thought you and Buffy would find your way to each other and you'd be happy with her. That was my one attempt at being selfless. Look where it got us. As soon as I saw you that day you came down to help Angel, I fell hard for you all over again only, the funny thing was, I realized later that I'd never gotten you out of my system at all. Out of sight, out of mind only goes so far."

Giles sighed. "I am happy with Buffy. And I'm happy with you. I'm not sure how or why it happened, but I love you both."

"Oh, *please*," she said derisively. "That just doesn't happen except in fairy tales and romance novels."

"For once I agree with Cordelia." Buffy stepped into the room, her arms folded in front of her. It was clear she'd been listening from just outside the door.

"But it's true," Giles insisted. It was true. He needed them to understand that.

The heart monitor which had been beeping softly at a steady rate, speeded up.

"I love both of you. I don't know what else to say to you."

Cordelia looked at the monitor and its rapidly increasing beeping. She turned back to him. "Rupert, calm down. You really will hurt your heart if you don't watch out."

Buffy went to the other side of the bed and put her hands on his shoulders. "Please, Giles. We can talk about this when you get out of here."

The doctor and two nurses hurried into the room just then. She checked the EKG then said, "Both of you get out. You're agitating him."

One of the nurses shooed the women out the door. Giles watched them go and then a white sleeved arm blocked his view.

When the doctor released him the next day, Giles called Xander to pick him up and take him home. Physically he was fine. The doctor said there were no lasting effects from his panic attack, however, he was so mentally exhausted he couldn't face Buffy or Cordelia.

When they arrived back at Giles' apartment, Xander hovered anxiously, unnoticed by Giles for a while until he asked, "Um, Giles? Now will you let me know what's going on? Cordy called to tell me to tell you that she's going back to L.A., and Buffy called me to say that she's got classes all day and won't be around to see you. And what I really want to know is, what the heck were you doing in the hospital anyway? I don't see any fresh bruises." Despite his joking, there was worry in Xander's dark eyes.

"I'm fine now, Xander. Thank you for the messages and for picking me up."

Xander parked himself on the coffee table in front of Giles where he sat on the couch, lost in thought.

"Uh uh. Answers, G-man, and I realize I'm not helping the cause any by calling you that, but I want to help and I can't help if I don't know what's going on!"

"I...it was nothing. Just a panic attack."

Xander's eyebrows rose. "You? Panicking about what?"

Inexplicably, everything from the last couple of days gelled into anger and he took it out on Xander. He knew it was wrong and unfair, but couldn't help himself.

"I panicked because I bloody well can't make up my mind who I want to have a relationship with -- Buffy or Cordelia! One is right here under my nose every day, and I've loved her for what seems like forever, and the other is proving the saying that absence makes the heart grow fonder. I can't be with her as much as I want to so I lust after her all the more. There. Are you happy now?"

Xander stared back at him. His big brown eyes were wide with shock and then he laughed, "Riiight. You really had me going for a moment there. You and Buffy and Cordelia? Tell me how you and Pamela Anderson play house on the side."

Giles' anger was gone as abruptly as it had blown up.

"Would you please leave now? I want to lie down for a while. They don't let a person get a good night's sleep in the hospital."

Looking a bit unsettled, Xander let himself out.

Giles slept the rest of the day.

Buffy came to visit him two days after he got out of the hospital. She let herself in when he was lounging on the couch reading. He got to his feet as she entered the apartment.

"Hi," she said softly.

"Buffy."

"How are you feeling?"

"Physically, I'm well. Emotionally, I feel like a wretched fool. Buffy, I'm so sorry I've done this to you and Cordelia."

"Looked to me like you were the one who was suffering."

Glancing away, Giles said, "I deserved that."

"Yes, you did." She stepped closer to him but remained out of his reach. "I don't get how you let things get so far out of hand. How could you lie to me? And, if you love Cordy, as you say you do, how could you lie to her? That's so unlike you, Giles. I just don't understand what happened. Will you explain it to me?"

"Not sure I can."

"Well, start practicing because Cordy is on her way here and she wants to know, too."

"Deely is coming back?"

Buffy frowned at the blatant happiness in his voice. "Yeah. Why do you call her that anyway?"

He shrugged, embarrassed. "It's a pet name. It just came out one...night when we were..."

Screwing up her face, Buffy said, "Never mind. I don't want to know that." She walked away and sat on the couch, her body language warning him not to approach her.

"I don't get it." She looked up at him with wide eyes. "Wasn't I good enough for you?"

"Oh, Buffy. Never think that. If anything, you're too good for me."

"Then why go back to Cordelia? What does she have that I don't...besides a terrific figure and legs as long as I am tall? Never mind. Don't answer that." She scowled at the floor.

"Please don't think that I chose her over you. If I had, we wouldn't be having this conversation. It's because I couldn't choose between the two of you, because you both mean everything to me, that this is such a problem."

Perversely, she said, "I don't want to hear just yet. Wait until Cordelia gets here."

With a sigh he went into the kitchen.

"Can I get you something? Tea?"

"Sure."

At least she was still talking to him. He filled the kettle and began to get cups out of the cupboard when there was a knock at the door. Buffy made no move to get it and, since he was reasonably sure it was Cordelia, he wanted to answer it himself anyway. Putting the kettle aside he walked to the door.

"Hi." Cordelia stood on the doorstep.

"Hi," he greeted her with a tiny smile then stepped aside so she could enter.

She walked in and saw Buffy.

"Thought you'd already be here."

"I am. Here I am," the Slayer replied.

Cordelia dropped her purse beside a chair and sat down. Like Buffy, she kept herself closed off, forbidding his approach. The two women avoided looking at each other and at Giles.

He could tell that something was needed to ease the tension in the room. He decided to go ahead and make the tea. There was a reason why the Japanese made a ceremony out of it. Afterwards they could get to the heart of the matter.

As he steeped the tea, he listened to the deafening silence in the other room. Filling the teapot, he arranged it and three china cups on the tray and carried all out to the living room. He set the tray on the coffee table, poured tea into all of the cups and handed one to Buffy and one to Cordelia, deliberately keeping his movements slow and easy.

He watched as they each took a sip of their tea.

"I have a solution," he announced after a few stonily silent moments. Two sets of eyes turned to him filled with hope and his heart constricted. "I will stop seeing both of you, except, of course, as a friend and as Buffy's Watcher."

"No!" Cordelia got to her feet. Buffy remained where she was, her expression sad. She said nothing.

Looking at Cordelia, Giles explained, "It's for the best, luv."

"How can anything that leaves all three of us alone and miserable be for the best?" she demanded. "Nobody wins. Rupert, please don't do this."

"What's your answer then? How do I do what's right for you and Buffy? I can't choose between you. I don't want to choose between you. I love you both too much and, despite what you said in the hospital, I believe I love each of you equally. You are two wonderful young women and there are different qualities that attracted me to you, but the depth of emotion I feel for you is the same. I want to spend my life with you both. I know that's completely unreasonable, but whoever said love was reasonable?"

"That doesn't sound like you, Giles." Buffy finally spoke, but did so very quietly. "You never talk about what you're feeling. That's what got us into this mess in the first place."

"I know. It's time I tried it. So far it's very... liberating." At Buffy's frown, he added, "I don't mean to make light of the situation."

"It's okay," she relented, "I understand what you mean."

Cordelia looked from one to the other and sat back down.

"Now what?" she asked.

Buffy shrugged. "We break up. Giles loves you. I won't stand in your way." She tried to remain nonchalant but the tension in her shoulders and jawline were obvious.

Cordelia regarded Buffy. "That's very noble of you, but we all know that won't work. Rupert may think he loves us equally but when it comes down to the bottom line, he spent a lifetime preparing to devote himself to you."

"Yes, as Watcher to me as the Slayer. Not man to a woman."

"Hang on," Giles protested. "First you won't let me walk away and now you're both stepping aside as well? I'm confused."

"That makes two of us." Cordelia sat back.

Buffy shook her head and said nothing.

Giles sat heavily on a nearby chair and leaned forward to hold his head in his hands.

"You okay?" Buffy asked.

"Rupert? Are you all right?" Cordelia demanded at the same time.

Lifting his head, Giles reassured them, "I'm fine. Just overwhelmed. Again."

"Well," Cordelia said, "I would like for us to clear this up today. I can't keep stealing Angel's car to come up here at the drop of a hat. Well, I could, but he was really mad at me for doing that the other night. He backed off when I explained what had happened. Said to tell you he hopes you're feeling better. He got this weird little smile on his face when I told him you were two-timing me with Buffy. That was after he brooded about it for a little while, of course."

Leaning back against the chair, Giles stared up at the ceiling. Bloody hell. Even Angel had seen it. Maybe that's what living 200 years longer than everyone else did for a person; it gave them a unique kind of perspective. Or maybe it was just obvious.

He glanced over at Buffy. She also wore an odd smile. He knew she was thinking about Angel.

"Do you still love him?" he asked her abruptly.

She blinked, bringing her mind back to focus on the present.

"What?"

"Do you still love Angel?" he spoke in a non-threatening tone, merely curious.

"I don't see what that has to do with..."

"Please just answer me, Buffy."

"All right." She took a deep breath. "Yes, I still love him. I thought you knew that."

"You'll always love Angel just like he'll always love you," Cordelia put in.

Buffy sat a little straighter. "Yeah. So...?"

"Cordelia, do you still love Xander?" Giles asked.

She considered the question. "I suppose so. He wasn't the great love of my life but he was important to me. He still is. Just don't tell him I said so."

"Perhaps you should tell him yourself sometime."

She shot him a worried look. "Are you trying to fix me up with Xander again? Because if you are, it won't work. I've changed too much. Besides, he told me he's seeing Anya now and, besides that, I'm not ready to give up on us. You and me, Rupert."

"No," he reassured her. "I'm making a point on how easy it is to love more than one person at a time. The difference here is that I am *in love* with both of you."

"That and the fact that you cheated on both of us," Buffy put in.

"Something I never intended to let go as far as it has."

"What, you went down to L.A. and slept with Cordelia thinking it was a one time thing?"

"Afterwards, yes."

Buffy shot to her feet. "You bastard!"

Giles stood as well and faced her across the coffee table.

"It wasn't intentional. Yes, I could have stopped it before it led to anything. And I should have. I didn't. I made a mistake." He turned and paced away, running a hand through his hair. "Since I came to Sunnydale, I had no life outside of being your Watcher, not until Jenny and even then we never had a chance. You, Buffy, were my life -- my reason for being. And I didn't mind. Up to a point. But I am a man, not an automaton who performs on command and does nothing else. And you were taken. As much as I wanted you, you didn't see me as a man. Not then.

"When Cordelia and I became involved, it was like an entire other world had opened up. I actually, finally, had a life with someone in it to share it. Then she left. And I was alone again. I never stopped loving her. I couldn't any more than I could stop loving you. I didn't want to hurt either of you. That's what led to this -- my inability to tell the truth because it would hurt one or both of you. So, there you have it. The story of my life. Such as it is."

Throughout his outpouring, both Cordelia and Buffy listened in silence.

Cordy sat back and crossed her arms and legs. "Well, don't think that's going to get you off the hook. You and I had a clean break before I left Sunnydale. You should have told me you were with Buffy *before* you got back into my bed."

"Hey, I'm the one who got cheated on more than you did," Buffy protested. "He was involved with me when he went back to you."

"Must be something wrong with you if he came back to me."

Buffy glared at her. "Adultress."

"Loser."

They both got to their feet. Buffy balled her fist and shoved it under Cordelia's nose. Cordelia put her hands up in a martial arts stance.

Afraid they might actually start swinging at one another, Giles got between them.

"Ladies, please. This is not helping!"

Buffy turned to him, her fist still raised. "You're right. You're the one we should start pounding on."

"Yeah," Cordelia declared. "All we did was love you."

"And that's all I did. I loved you both. I still love you both."

After a moment, Buffy looked at her rival.

"Cordy, we need to talk. Giles, go upstairs and don't come down until we call you."

He started to protest.

"Go on, babe," Cordelia urged. "I promise not to hurt her."

"As if," Buffy scoffed.

He glanced from one to the other, but saw no real animosity, no indication that whatever they were about to discuss would turn into a physical confrontation. He walked away, his step heavy as he climbed the stairs. He went to his bedroom and paced and worried.

It was too quiet down there.

It took less than half an hour for them to call him down. As he descended to the lower level, he thought about how trial juries determined to convict always returned the death sentence very quickly. His stomach had begun doing flip flops again. He felt like a doomed man.

The living room looked the same. No overturned furniture. Both women remained unscathed. In fact, they sat side by side -- not too close -- on the couch and looked up in unison as he returned.

He stood looking from one to the other, unable to gauge anything at all from their expressions.

"Cordy and I made a decision," Buffy told him.

"Yes?" His heart rate picked up.

Cordelia answered him. "We share you."

"Excuse me?"

"Yup. You now belong to us."

"Both of us," Buffy added. "We figured that since your little arrangement worked so well for you -- being here with me and seeing Cordy when you go to L.A. -- it could work to our advantage, too."

"Buffy would get to see you more often since you both live here, but we agreed to set up a schedule of when you can visit me. Extra days to even it out. And you can help Angel when you're down there so it won't feel like you're slacking off in your Watcherly duties. If you want. That part is up to you."

"Joint custody," Giles said slowly, feeling as though he wasn't quite getting the whole picture.

"Right," Buffy nodded. "Understand that neither of us is one hundred percent satisfied with the arrangement, but it's the only way that any of us will get any kind of happiness out of it."

"And no threesomes. That's just too ewww," Cordelia added. "It's all strictly you and me and you and Buffy."

"We keep our lives together separate from the other's," said Buffy.

Cordelia put in, "We both swore on our love for you that we stick to the agreement, no sneaking in extra time or making impossible or unfair demands or competing to win you away from the other."

Giles had been turning from one to the other, feeling like a spectator at a tennis match.

Buffy spoke again. "Anything out of the ordinary gets discussed and agreed to."

Giles was aware of a great weight dropping away from him. For the first time in many weeks he felt lighter, freer. "Do I get any say in this?" he asked, mildly amused.

"Not much."

"Hardly any."

"Oh." Buf

fy laughed, actually laughed, as she reached for his right hand. "Don't worry. We'll go easy on you."

Cordelia tugged on his left hand and pulled him down, turning him to sit between them. "At first, that is. Once we figure out how much loving you can stand, we might step things up. Speed up the schedule a bit."

"So what do you think?" Buffy asked.

"So I do get to voice an opinion?" There was a lingering sense of guilt and not a little fear that it was all going to fall apart on him again.

"Just this once."

He drew in a lungful of air and smiled. "Then I guess I better keep working out. I'm going to need to increase my stamina to keep you two happy."

Looking from one to the other, he noted smug smiles on both of them and his sense of relief shrank markedly. This wasn't going to be as easy as it sounded. They would make certain of that.

He was in for big trouble.

~ end ~