Severide knew he had made Shay mad...again. He knew this because of that "I'm so disappointed in you" look that overtook Shay's entire face. He had seen it many times before. And, yes, usually it was his fault. He recognized that he could be an insensitive jerk at times, but always came clean with his best friend. He always did the right thing by her and always made things right. There was no way he would jeopardize possibly the best thing he had in his life right now- their friendship. He knew what he had with Shay and it was something he had never experienced. Yes, he had talked to Darden, confided in him, but most of their conversations ended with the playful ribbing of childhood friends. He could talk to Casey, sure, but bare his deepest darkest secrets, no way. Shay was there for him through everything - the good and the not so good. She was a rock when he broke his neck giving him what he needed, support and tough love. When he went to see a victim's widow to show her the video he took of the man's last words. No one had seen Kelly that night and the emotional toll it took on him. No one except Shay. She had wrapped her arms around him and held him on the couch for hours. Shay was always there for him. But now, what she was asking. He knew he had to disappoint her. But maybe this time he was right.

"Kelly, answer one question, do you think we'll be friends for the rest of our lives?" asked Shay.

"Of course! But..." said Kelly.

"Do you plan on being a big part of any child's life that I bring into this world?" interrupted Shay.

"You know I will be. You know I will love that child like..." began Kelly.

"Then why the hell won't you agree to be the father? I asked you because looking at these lists of sperm donors is making me crazy. I'm looking at hair color, height, education, aaahhh! It is making me truly crazy. Then the other night you walk in, you have my favorite ice cream, you ask me how the search is going and it hits me. You would be the perfect father to my child! You have a heart bigger than anyone else I know. You have so much love ready to give. It sounds crazy, but it's true. I saw you and how you were with Wesley. You and I will be great parents- together." Shay was out of breath with her plea. She looked at her best friend waiting for him to respond.

"Leslie, I love you. I do. You know this. I would do anything for you. Almost anything. I can't do this. I think you are on an emotional roller coaster still from the Clarice thing. I think you are not thinking this thing through all the way. I..." Kelly replied.

Interrupting again, Shay yelled, "So you don't think I should become a mother and you definitely want nothing to do with it! I guess you think I'm suffering from some breakdown from getting my heart ripped out twice by the same person! I am going to be a great mother!"

"Leslie," Kelly whispered, "I think you are going to be the best mother. It's just that I don't want to mess up what we have. I can't mess that up. I will be with you for all of it. I just can't help you with the making of it."

Shay felt her eyes welling up ready to overflow. She had to get out of there. Now. She couldn't believe her best friend had said no. It wasn't an I'll think about it. It was a definite no.

"Shay, wait. I'm not done," pleaded Kelly.

"I'm done," said Shay quietly as she ran out the door.

Kelly sat stunned, motionless, numb. The whole conversation had been a shock. First, blindsided by the request, then Shay's reaction to his answer. He knew he couldn't become a father to her baby. Uncle, yes. Father, no. He would be a terrible father...look at who his role model was, Bennie. Yes, they had reconnected but it hadn't changed the fact that Bennie had walked out on Kelly and his mom so many years ago. An eight year old needs his dad. What if I'm exactly the same thought Kelly? I am the same he thought. Look at what happens in every relationship I have. Either I end up hating the woman or she ends up hating me. This wasn't what Kelly wanted for Shay. He needed her in his life. But had he just lost her?

At the station, Kelly tried to talk to Shay but there were too many people around. Finally, she was alone in the kitchen.

"Hey, I don't like where we left it. Can we talk?" asked Kelly.

"Don't worry about it, Kelly. No responsibilities coming your way. Dawson and I were looking at sperm donors and I think I finally found one that is perfect. He has a PhD in some bioengineering something, so really smart. He's good looking too. Don't find that combination too often, so your services are no longer needed," said Shay turning around, walking out, leaving Kelly feeling like someone had just sucker punched him.

Dawson saw the look in Shay's eyes as she stormed out of the kitchen and knew her friend was not happy.

"Hey, Leslie, what's wrong. What's our favorite roommate done this time? Do you need to stay with me tonight?" asked Dawson jokingly.

"I don't know what's wrong with me," started Shay, tears forming and quickly pouring down her pale cheeks. "I just hurt my best friend, on purpose."

Shay told Dawson about the morning with Kelly, about her plan to have him be the father of her child, about his refusal, and about her insult to him about two minutes ago.

"Hmmm..." said Dawson quietly.

Shay's eyes grew wider. "That's all you got for me? Really?" Leslie expected her friend to respond with the usual fire that Dawson could be counted on. Quick to judge and quick to have your back, Dawson was never one to be at a loss for words.

"Well," began Dawson, "I can kind of get where Severide is coming from. Hey, get that look off your face! I know it's not what you want to hear, but I can see his point. Think about it Leslie...if you were to have sex and have a baby, it would change everything."

"We didn't even talk about the sex! We didn't get that far. He didn't even give it time..."

"Shay. Think about it- having sex with your best friend, the complications, the new feelings, it changes the whole relationship. That doesn't even mention the complications of raising a child. I think Severide has a point. You and Clarice did just end for good. This doesn't even mention the fact that he just had major surgery, ended things with Renee Royce, then reconnected with the first Renee. Your accident. That's a lot to deal..."

Dawson's words were cut off by the sound of the alarm.