Notes: Apologies in advance for this creepy mess of creep. I have a tendency to write really uncomfortable things, and HA! is no exception. I don't REALLY believe Brainy would grow up to be like this, I actually think he's adorable in the show. But this is a definite 'what if' scenario of (mostly) harmless stalking and tom peepery. As with my other HA! fics, this was written two years ago, got an update for AO3, blah blah, but it's still the same fic it always was.

Disclaimer: All characters belong to Craig Bartlett.

...

"I would like to be the air that inhabits you for a moment only. I would like to be that unnoticed and that necessary."
- Margaret Atwood

...

It had been many years since he first became infatuated with Helga Pataki, and he'd never been able to move on. She was, and probably would forever be, the most interesting, complex person he'd ever known. He liked listening to her talk – but his damn breathing would always get in the way. It would always get him caught, and more importantly, it would make her stop talking. So he became very good at controlling his breathing around her, as the years went by.

He liked to think of her as his secret. She, as a human being, was a beautiful secret that only he knew about. Everyone else saw misery and aggression, but he saw poetry and grace and a vocabulary that exceeded even Phoebe Heyerdahl's. He liked listening to her spin words together, words that he only wished he knew the meanings of. Mostly he liked the way she sighed, though it was a sigh that was reserved for a person who wasn't him and never would be.

Arnold. How he hated him. The thought of this idiot, this thick-headed fool who just couldn't see what was right in front of him. Fussing over brainless twits when this embodiment of glory and beauty was pining for him. And he never even noticed. Not at first. Not until he had to be told. And of course he returned her affections, after seeing her for who she really was. No one could possibly resist her after that, so Brainy couldn't hold that against thim, though he was jealous because Arnold didn't deserve her. Not after all he put her through.

But they dated... and Brainy knew she was lost to him after that. The moments where he could just hide out and listen to her became rare, as her muse was tangible at the time. No more alleyways and dumpsters. No more verses filled with longing. She was happy, and even though he was glad for her, he missed his secret. She wasn't his to covet anymore. Her soul was being given, and willingly, to Arnold, who got to experience things Brainy never would, like kisses and hand-holding and the sighs that were meant just for him and no one else.

Brainy was glad when he moved away, not because he wanted Helga to be miserable, but because he knew what her misery meant. She would go back to living a life of hidden desperation, pining after something out of her reach. He knew he should feel bad for her, but he couldn't help but feel like she was his again.

But the words and the poetry and the sighing never came. She hardly spoke after that. She was like a ghost, and it made Brainy feel bad for being so glad to be rid of Arnold Shortman. Sighs that were not meant for him were better than nothing at all. He wanted to tell her to snap out of it, wanted to tell her to punch him again, like the old days, but he could never bring himself to actually speak to her. He only watched. And listened.

She was always beautiful, to him. But not long after Arnold left, she became beautiful to everyone else, too. She grew into herself. Had her eyebrows waxed. Wore her hair down. He couldn't help but want to hurt the boys in his gym class, whenever he would hear them talk about her. How she was so quiet and so pretty, but she was so crazy when they were kids so she just had to be an animal in bed. But Brainy never said anything to them, because he was a coward. Those perverted words never left the locker room, anyway, because everyone who knew her knew that she was untouched. Untouchable, to anyone but the boy who was now thousands of miles away. He thought that maybe they knew that and that's why they talked about her. She was unattainable, and so they wanted her. Brainy was different though. He had always wanted her.

However, he was not immune to perversion. He knew she was untouchable but he figured out ways to have her. He started with a blow-up sex doll, upon which he glued a pink ribbon, like the one she used to wear. It wasn't the same. The doll had none of the attributes he admired about her – it couldn't speak, after all, let alone write poetry. It would have been nice for those fools in the boys' locker room, because they only saw her, they didn't really know her, not like Brainy did. Still, it was nice to have something to sleep next to at night.

Later, he took to climbing the tree outside her bedroom window in the dead of night. Most nights, she left the window slightly cracked, so he had to work hard to control his breathing when he was sitting in that tree. He would sit up there and wait, wait for her like he used to, but not to hear poetry, no. This time, he wanted to hear the noises she made while she touched herself. Sometimes he waited in vain, but most nights he could hear it. The soft moans. The sigh he so often longed to hear, though this was a different and better sigh than the other one. But that's what he liked best, because he could pretend that this was his sigh. If it weren't for the inevitable gasps of a certain name, he could almost pretend she was doing it all for him. Almost.

Sometimes, if he was really lucky, the moon would be bright and full enough to cast a dim light on her bedroom. It was those nights when he had to keep the most still and wear a black ski mask to blend into the darkness better, and he was successful in that she never saw him, too distracted by what she was doing to look out the window even once. But he saw her, those nights. Not clearly, but enough to see her stomach tighten and the way her naked breasts were small, but so perfect. He saw the way her back arched, the curve of her throat when she threw her head back, and it was all he needed. The image of that, coupled with her sounds, were all he needed to be able to have fantasy after fantasy of what it would be like to touch her there himself. To hear her gasp his name into the night instead of Arnold's.

But all they were, and all they ever would be, were fantasies – because just before graduation, Arnold came back into the picture. Brainy wasn't invited to his surprise party. They probably all forgot about him, the assholes at his school. But something happened at that party, because before he even knew what was happening, they were together again, like nothing had happened.

And she went right back to being happy and content and blissful. It was amazing, and infuriating, the control that - that asshole had over her. His strong and brilliant obsession lived and breathed for this boy who had no idea what kind of power he had over her. But Brainy knew, and he was glad that Arnold didn't – because knowing might lead to mind games, and he wondered if he could just stand aside if Arnold began to take advantage of her.

One night in early July, he was walking to her house, with the intent of performing his usual ritual of climbing the tree to watch her, only to touch himself in the alley by her house right afterward. But this time he had to stop, because she was already in the tree, descending it carefully. When she started off down the street, he followed her. He knew where she was going, and he knew what could possibly take place there, but he had to follow. He had to know. Perhaps he even had to see, because when she climbed the fire escape of Sunset Arms and entered his room through the skylight, Brainy went right up after her. Not immediately, though. He waited. He waited until the light went out.

He knew he shouldn't. This felt stranger, more dangerous, than sitting in the tree outside her window. But he couldn't help but pull his ski mask on and peer into one of the windows, the furthest one away from the bed. The moon was full. He had been excited about that earlier, but he wasn't so sure now. The soft light that draped the room in silver highlighted what Brainy had feared – her in bed with him. It had only been a matter of time, he tried to tell himself, she had been saving herself for him, after all. But still, he couldn't help but feel, once again, that Arnold was taking something that belonged to him. Because Brainy was the only one who was supposed to know what she was like in that state.

But when he saw them together, he couldn't help but watch, fixated, on what was essentially his fantasy, only without him. It was dark, the light from the moon could only help so much, but he saw the way her hands touched his back. The way his head would turn to kiss her neck. He liked when that happened, because then he could see her face, though barely. Her mouth was open and her eyes were closed and he could hear in his mind the sounds he knew she was making. And then he moved down and Brainy got a full view of her body. But this was different. Her head was turned to the wall and her chest rose and fell erratically and her hands clutched at the bed sheets and she bucked her hips and Brainy wasn't familiar with this at all. This was something she couldn't do in her bedroom by herself. And he could hear her then, not in his head, but through the glass, and he marveled at how unafraid they were of getting caught. Her cries were nothing like anything he'd heard while sitting in the tree. He knew he was sick, but he couldn't help but touch himself right then and close his eyes just for a moment, pretending it were him down there with her.

The noise stopped and he opened his eyes. Their faces were together again and she was touching his hair. He wondered what they were talking about. And then her arms were around his neck and he knew they were kissing (oh how he wished it were him), and then there was shifting and movement and suddenly her legs were wrapped around him and Brainy knew what was about to happen. And he hated it. He didn't like this idea at all. He liked his image of her as unattainable and untouched and pure and perfect. She couldn't just give in like that, she just couldn't.

He tried to close his eyes and turn away, but all he could hear in his head were her sighs and the way she'd cried out only minutes before and he couldn't help but turn back to watch. There was movement and it was so obvious what they were doing, and her cries were mixed with talking now. Not the kind of talking she did when he first discovered her brilliance so many years ago. This was loud and unabashed and horrifying and beautiful and oh he just couldn't stop touching himself. The words spilling from her lips were vile and dirty, but it was her, so they were perfect. If only she wasn't calling Arnold's name into the night, he could almost, almost, pretend she was demanding this act of him instead.

He finished before either of them did, and left before either of them could notice him staring through one of Arnold's many windows. When he arrived home, he went to his bed and began to think about her, lying next to his worthless, imperfect doll. In his fantasies, he wasn't the annoying but otherwise invisible nerd; he was the hero, the one who was the object of her affections, the one who was always there to protect her, even when she pretended she didn't need it. He was the one who she wrote poetry about, and he was the one she thought about when she was alone at night. In his fantasies he could do what he could never do in reality – he could feel her. He imagined that her skin was soft and that she would arch into his every touch.

He likes his fantasies. Maybe, if he wished hard enough for it, they could become reality. Yes, he would like that. The chance to experience the miracle of Helga Pataki, something Arnold probably took for granted every day. Someday. Someday she would be his, and she would be out of Arnold's reach. Even if he had to make it happen. Yes, maybe he would make it happen. He'd been sitting idly for too long, watching her fall further and further away from him. It wasn't fair, really. He'd been waiting all this time and he deserved to take what he wanted once in a while. After all, all he really wanted was a sigh that was reserved especially for him. It didn't seem like too much to ask.

But he knew he wouldn't. He knew he was incapable of going that far, and he didn't truly want to take his love to that level. He knew he would get no satisfaction out of forcing her into anything. So he would continue through life as he always had. He would wait. He would listen. And he would watch.

End.