In episode 3.03 (don't ask, don't tell) Susan 'accidentally' invites Mark on holiday with her. They then get all befuddled trying to figure out whether she meant it 'like that' or if he wanted her to mean it 'like that' and then she ends up backing out leaving on her own. silly chook. see, if Mark had gone then i'm sure it would have been a slightly different story...

(on ER Susan actually doesn't get to Maui, she's afraid of flying and goes to Phoenix, sees Suzie and co. and decides to move there... just a little bit of trivia that might make this make more sense.)

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Theme song: Free Falling (Tom Petty)

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Susan found him in the lounge nursing a not-so-appealing mug of hot coffee. "Hey, I'm sorry about before, I didn't mean anything by it, I just…" Susan wasn't sure what she 'just…'

"No, don't worry about it. I don't need to go." Mark shook his head. He wanted to go.

"I mean, you can if you want, I just…" again, no idea.

Mark shrugged.

She could see how awkward this was for him. "Either way." She tried to sound careless, "I mean, you're more than welcome but, whatever." She didn't mean to sound that careless.

Mark smiled, 'go for it' Doug had said. He has resolved to be spontaneous. Here was his chance. "I'll see if I can get the time off."

She nodded, unable to suppress a smile. She hoped he'd come. There was something so sad about holidaying on your own.

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"Good news." Mark slammed a chart down on the bench beside her.

She jumped and looked at him, eyebrows raised.

He grinned, "I can come."

She grinned right back. "Excellent."

"So they'll have spare seats on the plane right?"

"Yeah, I'm going via Phoenix, but you can meet me in Maui if you like."

"Na, I'll tag along. Plus I know how you feel about flying, you'd never show."

"I wouldn't stand you up." She tried to look back to the chart, she just wanted to finish it and go home. Then she could go to bed and then she would soon wake up and then she'd be going on holiday. To Maui. With Mark…

"Good to know. When are you finished?"

"Ten minutes ago." She slipped the chart onto the pile and turned to him, "So, I'll see you tomorrow?"

"What time's your flight?"

"9 am. Sorry." She grinned. "What time do you finish?"

"Midnight, not so bad."

"Okay, well have a good shift." She backed away. This was going to be an interesting holiday.

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Susan had her eyes shut, jaw clenched, hands tightly gripping the armrests, head leant back on the head rest.

"You're missing the view." Mark laughed at her.

"No I'm not." She spoke through her teeth.

"Well in that case we're swapping seats." He playfully flicked off his belt then hers.

"Hey!" she opened her eyes.

"Come on, if you're not looking out the window then I will."

She rolled her eyes and got up, squeezing past him.

"Excuse me the seatbelt light is on." A flight attendant strode toward them.

"Sorry," they mumbled, quickly sitting and doing up their belts.

"Please remain seated until the seatbelt light is off." The flight attendant walked away.

"Check it out." Mark's eyes were scanning the city below them.

"I thought we swapped seats so I didn't have to." She tried to relax.

He laughed and took her hand, "You're fine."

"mm-hm." She agreed unconvincingly.

"You don't know what you're missing."

"Yup, thoughts of plummeting to my death, I'll watch the sunrise from the ground in Hawaii, I can miss this."

Mark considered this for a moment, "Okay, fair argument."

"The pilot has not turned off the fasten-seatbelt light however, please keep your seatbelt on while seated." An emotionless voice filled the cabin.

"Hey, you used to live there."

"Yup." Okay, now you have to distract her, he told himself, it's not a long flight – just to Arizona. What, six, seven hours of conversation. Possibly not the most charming prospect if he'd been with anyone else, but with Susan… "I'll show you all my old haunts."

"Sounds good." She'd opened her eyes and almost controlled her breathing.

"In the meantime we just have to keep your mind off the flying thing."

"Peanuts?" the flight attendant was back again.

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"Okay, next question."

She hardly stopped laughing.

Mark read from a magazine, "What would you do if you planned a surprise romantic night in and he came home with a truck-load of beer and football buddies? A – smile sweetly and quickly clear the candles, offering your dinner-for-two as snacks? B – take a few lines right out of Ricki Lake, click your fingers at him and get rid of the lot of them? C – join the party, romance is overrated? Or D – Take him aside and play little-miss-naughty until he wants his mates to leave." Mark laughed.

"D." she answered almost too quickly. "You?"

Mark laughed for a while. "Girls don't bring home beer and football buddies."

"You sure?"

He was thrown off for a moment then laughed with her.

"Please put your seatbacks and tray tables in their upright and locked position. Fasten seatbelts for landing."

Susan stopped laughing and took a deep controlled breath. That was a quick six hours. Which was good, cause she hated to fly. But bad, cause landing was the worst bit – the closest she ever came to plummeting to her death.

"You're fine." Mark smiled at her reassuringly and tightened his seatbelt with one hand, taking hers with the other.

She smiled in appreciation.

"What are you going to do for your flight rotation?"

"I'm trying not to think about it." she squeezed his hand as the plane hit a spot of minor turbulence.

He tried to ignore the fierce desire to protect her, which was ridiculous because what she feared was safe. There really was nothing to be afraid of. And yet here he was almost afraid for her. He had to get over this – she just wanted his friendship – she'd made that fairly clear as she awkwardly tried to explain her invitation to Maui. He leant back in his seat – now he was the one trying to relax… think happy thoughts… not those kind of happy thoughts… her hand is really soft… NOT those kind of happy thoughts… but she doesn't mind you holding her hand… that's cause she thinks she's about to plummet to her death, you could probably kiss her and get away with it right now… NOT those kind of happy thoughts! He opened his eyes. Susan was squinting.

"You okay?"

She nodded, "Just my ears."

He let go of her hand to find a stick of gum in his bag, which was awkwardly tucked under the seat in front of him.

"What are you doing?"

He found the gum right on cue. "Ta-da." He handed it to her. "It might help."

"Worth the try." She unwrapped it and slipped it between her teeth, chewing hungrily, hoping her ears would unblock.

It sort of worked.

Then the plane hit more turbulence and she forgot about her ears. She grabbed Mark's hand. "Why the hell are we doing this?"

"Desperate need for a holiday." He took her hand in both of his, "Susan, look at me."

She pried her eyes open and did what he said. She was taking deep controlled breaths through her open lips.

Damn, he wanted to kiss her. He forced himself not to look at her lips. Go for the eyes. Not a huge improvement but still… "We're okay." He held those eyes tight.

She nodded as her breathing calmed a bit.

"Just think about the beach, lying in the sun," his voice sing-songed a bit and she couldn't help but smile. Why couldn't there be more men like this? Oh there probably were, but she had to fall for her best friend. Just to make life difficult. He wasn't over Jenn… well maybe; he'd shown symptoms of moving on. But still, she couldn't bear to be a rebound thing. She was in this one too deep as it was. She tore her eyes away from his and noticed the pain in her ears again. So far… great holiday.

Turbulence hit again and she inadvertently squeezed Mark's hand. He squeezed it back, sitting back in his seat. There was nothing he could do. She'd calmed for a moment, or so it seemed, but now she was gripping the chair and his hand with white knuckles. Kind of like how women always crush the guy's hand when they're giving birth. He almost laughed at the thought.

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"That wasn't so bad." Susan stood up to get her hand luggage from the overhead locker.

Mark just laughed at her.

"Take my word on it. It's been worse." She looked at him seriously.

"Oh." He still laughed, pulling out his bag as they joined the throng of people in the aisle. "So, are Joe and Chloe meeting us?"

"No, I gave her this book and it said something about getting babies into a routine is healthy or something. Anyway, I told them we'd take a cab."

He nodded, "Do you think they'll mind my barging in?"

"Our turn." Susan grinned cheekily. He looked worried so she changed her tune, "Don't worry, they'll be fine. Plus we're only here for one night."

He nodded.

"I can't wait to see Suzie."

He smiled. He couldn't wait to see Susan with Suzie – her whole face lit up. He loved to see her that happy. And if Suzie was what it took to make her that happy… well as long as Susan didn't think about leaving. A nagging voice told him he wanted her to be happy, even if he wasn't there to see it. He didn't want to think about it. She wouldn't leave Chicago.

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"The couch is fine." Mark insisted. He was talking to Joe but his eyes kept flitting across the room to Susan. She was bouncing Suzie up and down in her arms, smiling then laughing, smiling again. Mark smiled watching her.

"I didn't realize you two were… y'know." Joe followed his eyes.

"Oh, we're not."

"Oh, sorry."

Mark shook his head. There was no need to apologise.

"Why not?" Joe teased.

Mark tore his eyes of Susan. Not this again. They'd had enough torrid affairs. "We're just friends." He answered lamely.

Joe laughed. "Hey, chlo, give us a hand." They pair took off into the hallway.

Mark knew they were being set up but he didn't mind. He crossed the room. "She's happy."

"She is." Susan agreed without looking at him.

"Are you?"

Susan nodded but still didn't look at him.

Suzie laughed and Susan's serious face turned into a smile.

Mark let his eyes linger on her – she was so beautiful. She looked up at him and caught him off guard.

"What?"

He shook his head, excusing his stare, "can I hold her?"

Susan carefully put Suzie in Mark's arms, all too aware of every of his warmth through his sweater as she pulled her hands away. Damn, that's attractive. Damn, indeed. Now, wasn't that just happiness in a shoebox? Her Suzie and Her Mark. This she liked. She didn't want to leave. What was keeping her in Chicago anyway?

No, she didn't want to leave. No. Cause half of the reason she was grinning so ridiculously right now was usually in Chicago. And Suzie… not hers anyway. Even if she was here everyday Suzie was still Chloe's girl. If only Chicago weren't so damn far away.

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Mark wiped soapy water off a plastic bowl and put it on a dry patch of bench. He didn't know where it went. Neither did Susan. She was washing. She'd sent Joe and Chloe to bed; they'd pay their bed&breakfast by dishes. Suzie was asleep. The little portable stereo by the phone was playing a savage garden tape. Something about cherry cola. Good song. 'Ooh, I want you I don't know if I need you. Ooh I'd die to find out…' Susan fished in the murky for the cutlery at the bottom of the sink.

"Thank you for coming." She'd wanted to say it all day. It seemed odd. But what a relief to get it out of her system?

He laughed at her – just a little. "Thank you for inviting me."

"Yeah, sorry about the mix up – it's just people kept saying things about us. I didn't mean it like that, I just didn't realize how it sounded until afterwards."

He smiled at her, ignoring her all-to-clear message that she only wanted his friendship. "It's okay. Who cares what people say anyway? We'll have fun. We'll show them photos, revenge." He opened his eyes wide and not a little crazily.

Susan pulled the plug out, squeezing out the dishcloth over the bubbles left in the sink as it drained. "Sounds like a plan. Oh, and thank you for helping me not freak out on the plane."

"Yeah, whose hand would you have grabbed if I hadn't been there?"

She laughed. She'd grabbed his hand because she had a good excuse to do it. But he didn't need to know that.

"So does it get better – like each flight is easier or something?" he asked hopefully, they were, after all, flying to Hawaii tomorrow.

She laughed, "I hope so."

"You don't fly much I gather."

"Not if I can avoid it."

"Well, I promise Hawaii will be worth it." He put the last dry dish on the bench.

"I know. Maybe you could slip something in my drink – I could sleep through the whole thing. Or at least the take off and landing."

"You'll be fine. I'll read you stupid quizzes. I wonder if they serve mai-tais on the plane. That could be the trick."

She laughed.

His laugh turned into a yawn.

She thought for a moment before asking, "Did you finish at twelve last night?"

He nodded not-so-convincingly.

"Go to bed – you're going to need your energy to force tranquilizers down my throat tomorrow."

He laughed. "Okay. Are we done?" he put the tea towel on the bench. He'd rolled it up into a ball, fidgeting.

"Yeah. I'll see you tomorrow." Susan smiled and went to the spare bed in Suzie's room. She didn't turn on the light. Not that Suzie would wake, but she didn't need it. She changed quickly and slid into the cool sheets. It was going to be a good holiday. She'd probably make a total idiot of herself tomorrow but Mark had seen it before. Still, it'd be nice if he were pleasantly surprised, for a change.

Mark cocooned himself in blankets on the couch. He wouldn't have believed he'd ever be here. Partly because he'd had even less faith in Chloe than Suzie so sleeping on her couch seemed highly unlikely. Sleeping on her couch while she and Joe slept upstairs and Suzie and Susan slept in the next room, everyone healthy and happy was impressive. And he was going to HAWAII. With SUSAN. Tomorrow. This could be great. As long as I just manage not to give away that I'm in love with her, it'll be great, he told himself sleepily. It can't be that hard? He wasn't convinced. Hawaii was one of those places that aimed right at couples. This holiday would be full of moments that were way too easy to pretend…