*Warning*: This takes place after the episode 'Startrain', so go watch that first if you haven't already! Also fair warning this is a lot longer than the last one.

"Marinette, you look exhausted!"

"I am Tikki, but I'm not going to miss out on a class sleepover! Especially since it's at Adrien's place!"

Tikki simply smiled. She and Marinette had just returned to Paris after a long day in London on their class's field trip. On the way they had encountered Startrain, an akumatized villain out of Hawkmoth's reach, who had sent the entire class and the train up to space. After rescuing the class with the help of Chat Noir and Pegasus, Marinette and her class had enjoyed a full day of sightseeing in London. She was absolutely drained of physical energy, but her head was still very much awake as she continued to pack her bag.

"I hope Adrien's feeling ok." said Marinette. "He missed out on so much…"

Tikki let out a sigh, and flew up to Marinette's face to give her a reassuring nuzzle. After the akuma attack, her class had bonded together like never before, and had become incredibly close. The only one to miss out on the fun was Adrien, who had been brought home after the initial encounter with Startrain. In order to make up for this, the entire class was going to sleep over in his room.

"I'm sure he's doing alright." Tikki said knowingly. "Just be glad he managed to persuade his father to let you guys sleep over!"

"I know, right? I couldn't believe it when I first heard it! I thought Alya was messing with me again."

Marinette's hand involuntarily went to her left cheek as she remembered falling asleep on Adrien. Tikki let out an evil giggle.

"Mmm hmm, and who knows what she's planning this time."

"What's that supposed to mean?" Marinette frowned.

"I'm just saying" chuckled Tikki, giving her owner a cheeky wink. "If she can make that happen on the train, there's no telling what she could do at a sleepover!"

Marinette rolled her eyes. "Well, I won't get my hopes up. Oh shoot, look at the time!" she said, glancing down at her watch. "We better get going. Have I forgotten anything Tikki?"

"Do you have your clothes?"

"Check!"

"Sleeping bag?"

"Check!"

"Your phone?"

"Che...wait, where's my phone?"

Marinette rummaged inside her bag for a few moments, slowly starting to panic. It was only when she looked up that she saw Tikki holding her phone out for her.

"Phew! Thanks Tikki." she said, putting her phone in her pocket and patting Tikki's head. "What would I do without you?"

By the time Marinette had made her way to the Agreste mansion, the entire class was already there. Adrien's room looked as grand as ever, as many of his classmates were marvelling at. Adrien himself was standing over by the grand piano, chatting with Nino and Alya as they recounted the tales of the journey. Marinette set down her bags and made her way over to them, being very careful not to trip over anything as she did so.

"Hey Marinette!" came the friendly greeting from Adrien. "So glad you could make it!"

"M-me too! Thanks for having me over."

"You mean having all of us over" said Alya. "I can't believe your dad was cool with it!"

"Yeah dude, what 'dyou tell him?" asked Nino.

"Well, it took a lot of persuading." replied Adrien. "I think Nathalie felt bad for me because of how close you guys are now. She wanted me to feel included, so she reasoned with him and..somehow I guess he caved."

"Awesome!" said Nino, giving him a playful punch. "Hey, wanna play one on one?" he asked, nodding to the foosball table.

"How about we make that two on two?" said Adrien, turning to Alya and Marinette.

"Sure!" said Alya, seizing her chance and shoving Marinette forward. "I'll team up with Nino!"

"Well, I guess we're together then Marinette." said Adrien, causing her heart to skip a beat. "Is that ok?"

"Oh yes, that's all I've ever wanted-I MEAN-y-yes, yes, of course...eh he he…"

Adrien smiled sweetly as Marinette stumbled on her words; he was very much used to it by now. Alya cackled under her breath as the game started, whilst Marinette blushed as red as the Kwami in her purse, who could only facepalm herself at her owner's awkwardness.

The party went on for a few more hours, However, exhaustion quickly got the better of the class, and they eventually decided to turn in for the night. The class prepared their sleeping bags, and as a memorable touch, split off into the same pairs as their seating arrangements on the train. Despite Alya's insistence, Marinette refused to pair off with Adrien, knowing it would probably give her a heart attack. Alya quickly became too tired to argue, and settled down next to Marinette as Adrien set himself up next to Nino.

As they changed into their pajamas, Marinette and Adrien made sure to keep their Kwamis close in case of emergency. Marinette placed a tiny blanket for Tikki in her purse, which she then snuck into her sleeping bag, making sure Alya didn't see it. Meanwhile, Adrien simply fed Plagg a generous amount of camembert, and had him hide in his pajama pocket. He then climbed very carefully into his sleeping bag, making sure not to wake Nino. Checking one last time that their Kwamis were safe, the two nodded off into a deep sleep.

In true Marinette fashion, the exhausted superhero rolled onto her side, and eventually straight onto Alya, waking her up. Alya took one look at her, and instantly hatched another dastardly plan. If it worked on the train, it could work again, she thought.

With the lightest touch possible, she slowly rolled her friend over to where Adrien was lying. She had to quickly suppress an evil laugh as Marinette mumbled in her sleep, and immediately rolled onto him. Adrien stirred a little, and unconsciously rested his head on hers as Marinette nuzzled into his shoulder. Seeing her work was done, Alya tucked herself back in, and finally fell asleep.

As Marinette leaned further into Adrien, Tikki felt herself being crushed. The purse was not solid, and was folding inwards under Marinette's weight. Plagg was also being suffocated as Adrien rolled back into her, crushing him under his right hip. Desperate for air, the two Kwamis phased through the sleeping bags and into fresh air, coming face to face with each other as they slowly emerged into the dimly lit room.

"Plagg?"

"Tikki?"

"Were you being crushed too?"

"Yeah, and that's why" whispered Plagg, pointing at their owners, who at this point were flopped all over each other.

"Aww, look at them! They look so comfortable." chirped Tikki.

"Well they might be, but I prefer not to be squashed, if you don't mind." sulked Plagg, his eyes turning to the windowsill. "Besides, I'm awake now. I napped pretty much all day."

"Same here, I napped for the whole ride back."

Plagg looked around through his night vision, and made out a windowsill that had a dim street light shining through it. He gestured silently to Tikki with a little shrug, as if to say well, we're both up anyways. Tikki read his mind, and the two flew up to the windowsill for a chat.

As they watched over the class sleeping contently, Tikki couldn't help but notice that most of the class had split into happy couples. She could only look at them lovingly as they snored away peacefully.

"So you noticed it too then?" asked Plagg, glancing up at Tikki.

"Yeah, isn't it adorable?" she smiled, pleasantly surprised that Plagg cared enough to notice.

"Ugh, I don't care. Besides, it's all too sickeningly sweet!" he grumbled. "And frustrating."

"Frustrating? Why?"

"Because! If it's that easy for humans to tell each other how they feel, then why can't Adrien and Marinette?" said Plagg, ringing his paws. "I have to suffer through all this pining over Ladybug, and she's literally right behind him in class! But if you ask him he says 'she's just a friend', and then goes and calls the same girl the love of his life and-"

"Aww, Plagg, I think you do care!" giggled Tikki, with a sweet yet distinctly evil grin.

"I-...uh...f-fine, I care about who my owner does, big deal!"

Tikki just laughed. "I'm not making fun of you Plagg, it's ok to care you know. It frustrates me too"

"...It does?"

"Of course! You haven't seen what Marinette's like in her room." said Tikki, with a slight shudder. "She's so obsessed with Adrien but keeps rejecting Chat Noir, even though at least he had the guts to tell her how he feels."

Plagg smiled back at her. He was glad he had someone who understood how irritating the situation was.

"Do you think...you know, they'll ever..." he asked cautiously, trying his best not to sound at all emotional.

"Get together?" Tikki finished his question for him. "I don't know, to be honest. I know that Marinette has Adrien, but I think that's more of an obsession than love. Her relationship with Chat Noir is a lot healthier. They fight Hawkmoth together, so they have more genuine love and appreciation for who each other are. And I can tell she's developed a soft spot for him, especially compared to when they first met."

Plagg went deep into thought as he listened to Tikki's analysis. Her high-pitched voice and bubbly personality sometimes made him forget that Tikki was several thousand years old, and incredibly wise because of it.

"Well, as for my boy, I hope he can get through to her someday." said Plagg. "I know that he actually loves Ladybug for who she is. He means it when he says he fell in love with the girl, not the mask."

"Really?"

"Really." said Plagg firmly. He felt a strange desire to defend his owner on this. "And everytime Ladybug says he only likes her because she's a superhero, it hurts him. Even if he doesn't show it."

Tikki felt her heart sink. Ladybug did have a heavy-handed habit of doing just that.

"B-but it's not all Ladybug's fault!" Plagg assured her, seeing Tikki looking down. "Adrien is completely blind when it comes to Marinette. He says she's just a friend, but I know that's just because he's loyal to Ladybug."

Plagg sighed heavily as he watched Marinette sleep. "I'm pretty sure she's more confident in herself when she's Ladybug, but you can tell it's still Marinette deep down. Adrien loves the part of her she shows as Ladybug, but I think he's beginning to like the rest of her as Marinette."

Tikki stared at him in minor shock. She had never heard him talk like this, or about human emotions in general.

"...wow, Plagg. You really do think about this a lot, don't you?" said Tikki, enjoying the normally sour puss kwami express so many thoughts.

"Um, w-well, I mean, not really!" stuttered Plagg, seeing Tikki grinning and realising what he'd done. "I'm just highly observant, see?"

"Oh, come on!" said Tikki. "You get like this every time we talk for a while. Don't you remember what you were like when our previous owners found out who each other were?"

"That was different!" protested Plagg. "They were complete idiots! They didn't even have masks on and they still couldn't tell! I swear-"

"Shh, Plagg, you'll wake them up!"

"Oh…sorry." he said, quickly lowering his voice.

"It's ok, I don't think they heard us." she whispered, scanning the room.

"Well, anyways" Plagg continued in a hushed voice. "That was just plain stupid. I was glad when it was finally over."

"Me too." said Tikki. "Remember when we could finally talk with each other and our owners about everything?"

"Yeah, that was pretty awesome." said Plagg, smiling at the ground. "I just wish it could have lasted."

"Master Fu did what he had to do." sighed Tikki. "We had to find new owners, otherwise our powers would have gone to waste."

"Yeah, I know. I just wanted a little more time, you know?"

"Aww, Plagg, did you miss me?" teased Tikki, poking him in the cheek.

"N-No! I don't miss people." he said, looking the other way as Tikki laughed at him. "This heart beats only for camembert!"

But this was a downright lie. Plagg had indeed missed her, and still missed her dearly. It was not often he got the chance to be with Tikki as himself, rather than through Chat Noir and Ladybug. His thoughts continued to drift as he pictured what it would be like if Adrien and Marinette ever discovered each other's secret. He could hopefully see them finally get together, and spend some quality time with Tikki without having to hide themselves from everyone.

Meanwhile Tikki sat beside him in silence, smiling to herself. She knew the stupid cat would never admit it, but somewhere under all that sass Plagg had a fluffy heart of gold. She too couldn't wait for the day when Hawkmoth was defeated, and they could all finally be open with each other about everything.

Eventually the sound of Marinette stirring brought her back to reality. Tikki could only sigh as she accepted that it would be a long, long wait. Looking up, she turned to Plagg to say something, but was instead greeted by his head flopping onto hers. A few snores told her that he had fallen asleep.

Tikki smiled. For once he didn't smell of camembert. Letting a small giggle slip, she nuzzled into him, resting her own sleepy head his shoulder. If only they could spend time like this in everyday life.

Before she knew it, Tikki was asleep. Her tiny snores woke Plagg up, and he realised she had fallen asleep on him. Plagg just grinned. He looked up at the window, and noticed that the sun was beginning to rise. He knew they couldn't stay like this, or else Marinette and Adrien would wonder where they went, and seeing the two Kwamis together would be too revealing. Plagg sighed. It had to end again. So soon.

Being very careful not to wake her up, he lifted Tikki up and flew her over to where her owner was lying. Phasing through the sleeping bag, he gently laid her down inside Marinette's pouch, and pulled the tiny blanket over her. He waved a hand in front of her face, making sure that she was asleep. When she continued to snore adorably, he smiled, and planted a gentle kiss on her head.

"Sweet dreams, sugarcube." he whispered, and phased out of the sleeping bag to return to Adrien. Plagg internally scolded himself for being so soft and mushy. He would never let anybody know about this, especially Tikki. He'd never hear the end of it. Stopping to nibble on some spare Camembert on the table, he flew back into Adrien's pocket, and quickly fell fast asleep.

Meanwhile in her pouch, Tikki was curled up in her blanket, unable to stop grinning. Plagg didn't have to know she had only been half asleep for the entire time. Silly kitty, she thought to herself as she closed her eyes. The tiniest of giggles escaped her as her mind drifted off to sleep.

My sweet kitty.

Thank you for all the reviews for the last one-shot! I'm sorry this one was a bit long, I'm going to try and stick with the one-shot structure but if they get any longer than this I might have to betray my username and do them in chapters. Let me know what you think! I really appreciate the reviews, and if you have any ideas for new stories, or characters you want to see in them, let me know that as well!