A/N Takes place AU post 2.18 since 2.20 would kinda make it null and void. thanks to Tshdow for the beta. Warned again not a happy go lucky fic.


Chuck Vs Panic

After months of dedication it had finally happened. All his hard work everything he'd strived for. Agent Carmichael a proper spy. No longer shirking his fate rather embracing it.

"Congrats Chuck, you deserve it" Casey said, winked and then left. Leaving him alone with Sarah.

Sarah was the motivating factor behind his decision. She seemed slightly shocked at this turn of events, which didn't really make much sense as he hadn't hidden his training from her.

"Chuck I'm shocked! I didn't think you wanted to become an agent."

"I was sick of being useless, plus it has other perks."

"Such as?"

"Would you like to go out with me Sarah Walker?" Chuck said with a smile.

Sarah was still reeling, she hadn't really comprehended what had happened and the repercussions involved. She could date Chuck if she wanted to now but was she willing to go there. With no more excuses, she'd have to actually let him in and it terrified her.

"Sarah?" Chuck inquired, his hands fidgeting nervously.

"I'm sorry Chuck but I still am your protector." She said, groping desperately for a way out.

"Bullshit!"

"What?" Sarah was stunned. Chuck never cursed.

"I said Bullshit Sarah. I'm your partner now not just your responsibility. I won't deny your the better agent but the dynamic of our relationship has changed and that excuse isn't gonna cut it."

"Chuck, even if you don't need 24 hour protection, you still need protection."

"If you want I'll ask Beckman but she was pretty clear I'm an agent now not an asset. I thought you would be thrilled. Isn't this what you wanted, too?"

Was it what she wanted? She'd never let anyone get as close to her as Chuck but the people she loved always left her. Her Mother, her Father ….. She'd survived them but could she survive losing Chuck? She didn't think so, but why did he have to go change things. She never really thought he'd go through with becoming an agent.

Not knowing what else to do, she steeled herself and pushed. "No thanks, I'm not interested" she said, her voice cool and detached.

Chuck's eyes widened, his mouth gaped open, he looked in shock! "Sarah, I don't understand."

He never could leave things alone. "I'm not interested in dating you. Surely an agent should be able to understand that or do I still need to hold your hand." she responded sarcastically.

Chuck flinched as if he'd just been slapped. "Sarah" he implored, his voice breaking slightly. His face tightening as he regained control "what do you mean Sarah? After everything we've been through, I thought I meant something to you, that we had something."

God this was hard but he'd leave her, they always left. She had to protect herself. Over the 3 years they'd spent together, he'd shared every facet of himself with her. His hopes, his dreams, his fears and she knew his insecurities, his weaknesses. The places where she could hurt him the most and she lashed out ripping into him.

"Me love you, please. Some nerd earning eleven dollars an hour working in a Buy More. You actually thought someone like me could ever fall for a loser like you?" she said her voice laced with scorn.

He recoiled from her onslaught, backing away. She felt a need to comfort him but she stifled it, funneling the emotion into rage instead, as she advanced on him. Letting Agent Walker take full control, shutting down her feelings for him.

This wasn't happening. This wasn't his Sarah, his mind grasped for proof she cared for him, that it hadn't been a lie. "The 49B, you were almost reassigned because of your feelings for me." He said in a rush, desperately grasping at this faint hope.

She laughed "49B" she parroted, mocking him. "Please I set that up, I couldn't take anymore of your emotional bullshit, I was about to hurl. Took you forever to man up as well. The love of your life being taken away and I have to actually save your pathetic ass before your willing to stand up for me. You disgust me your so weak."

His back was up against the wall, his body hunched as he shrunk into himself after every verbal blow she struck. "Sarah pleases stop. I love you." he whispered.

She loomed over him "Like you loved Jill? Seriously, your pathetic. The way you pine after the girl who broke your heart for 5 years. Then she pops back into your life for a second and you fall over yourself to get back together with her. Pathetic. She probably was with Bryce for months before he finally got around to framing you. I Bet that was a giant relief for her, easy way to get your pathetic self out of her life. I'll give her credit though, Bryce is awfully good in the sack. You know he still stops by from time to time when he's in town, Cole too. I can't tell you how satisfying it is to have a good fuck after listening to your dribble day in and day out. You really think you could satisfy me like Bryce or Cole? You aren't even in there league."

He was actually crying now, curled up in a ball desperately praying for it to stop "Well at least I don't have to put up with your crap anymore. For the love of god, your an agent now toughen up. You make me sick." With that she left.

She felt a sense of satisfaction as she drove home, she'd left him now he couldn't leave her, she was safe. Going up to her apartment Agent Walker turned off her phone and collapsed onto her bed and slept. Mission accomplished.

Chuck lay huddled in a ball rocking aimlessly for nearly an hour. Had he really misread her that badly? God, he really was pathetic wasn't he. She was right, he'd been a fool. How could he have deluded himself into thinking she could possibly care for him. Chuck Bartowski was a pathetic loser. It was time to end it.