"Napoleon Solo massaged his temple, trying to will away his throbbing headache. His head was pounding not only from the copious amounts of scotch he'd drunk, but from the terrible sadness that overwhelmed him on this date. Some years were better than others, but this particular one was bad.

The old wounds for the American had been opened wide once again. Those feelings for Clara had come back to the surface after he'd come to the rescue of she and her husband in Terbuf.

Illya sat beside his partner on the sofa, trying to get Napoleon to drink some black coffee, offering some surprisingly insightful words of comfort. His ministrations were appreciated...

"Napoleon, she is married, there is no place for you in her life. That is the way of things."

"I told you not to think too much about what might have been. It does no good to dwell on the past."

"This coming from a man who won't even tell me his past?"Napoleon snickered.

"I suppose you're right." Napoleon sighed.

The timing of Terbuf could not have been worse, as not long afterwards, it was the anniversary of day Napoleon had proposed to Clara years ago, but she'd sent him him away. They'd tried to make a go of it, having a normal relationship, but it just wasn't meant to be, he supposed.

As he knelt on bended knee, holding a diamond ring in his hand and asking her to be his bride, she gave him a choice, a caveat to her answer. It was either her or his job with U.N.C.L.E.

Napoleon recalled the hurt, as he'd chosen the latter; duty and obligation to the Command came first. He tried telling her there was room for them and his job too, but she refused to believe it.

Clara couldn't live with the fact that he could go away on a mission and never come back to her. No that wasn't the life she wanted. She wanted the husband with a nine to five, the white picket fence and kids in the backyard. Napoleon told her that couldn't be, but he'd try to make as normal a life possible for the two of them.

It wasn't enough for her...

The tenderness she showed him while refusing him, made it all the more difficult to accept. If she'd acted the shrew, it would have made the whole mess a lot easier to him to accept.

Napoleon Solo's heart had broken and there was nothing he could do about it. He told himself If this was what having a close relationship with a woman meant; he was better off without one.

He loved Clara, yet he felt abandoned, empty like a hollowed out shell, and lonely. He remembered that night, opening the top drawer to his desk in his living room, turning on the reading lamp as he searched for something he hadn't needed in a long time...his little black book.

Perhaps he could find solace in the arms of another woman, filling the void that Clara had left. That was when he started his life as a ladies man...

Illya tried consoling him,and for a man who kept his emotions under lock and key, he did a pretty good job of it.

"I am not well versed in matters of the heart, but I will tell you I have had mine broken a few times. Though as I said it is best not to dwell on the past, my life though saddened, was made all the better for the experience. I do not wish to rub salt in your wounds, but I have found happiness and contentment with Marion. Someday you will find it as well, this I believe to be true."

"So you believe in Tennyson's philosophy. "It's better to have loved and lost, than to have never loved at all."

"Yes, I suppose I do. Just think how life would have been had you not met Clara. The love that you felt for her, the joy of being with her never would have been. Yet by knowing her, though she was lost to you, your life was all the more richer.

"Sometimes you can be a pretty smart Russian." *

Napoleon felt better, with the exception of his headache, and hurried his partner off, knowing he was to go spend the weekend with the beautiful Marion Raven.

He was glad Illya had finally found the right woman... at least one of them was happy.

.

The radio was playing low, a song that was all too real for the Russian...

"Your day breaks, your mind aches

You find that all her words of kindness linger on

When she no longer needs you

She wakes up, she makes up

She takes her time and doesn't feel she has to hurry

She no longer needs you"

.

It was just after daybreak as he leaned on his elbow, still lying in bed, nursing a terrible headache as he watched Marion slip into her robe and walk to her dressing table, doing her morning makeup routine.

She said nothing to him, and had a vacant look in her eyes. Their lovemaking the night before turned into a nightmare, as it never happened, instead she told him she didn't want him anymore.

"Why Marion, what have I done wrong?" Illya broke the silence.

"You treat me like I'm your whore, that's why," she turned, snapping at him. "You come and go when you please, expecting me to just hop into bed with you at the snap of a finger. There's no romance, nothing. A girl likes to be fussed over, sweet-talked...you know. No you don't know, I guess. You really are the cold-hearted man they say you are, Illya Kuryakin.

His face flushed with the sting of her words. " I cannot give you everything you wish, my job will not allow it. You knew when we first got together that my life was haphazard. I told you then we could never have a normal life together. You are not being fair to me."

"And you're not fair to me. I'm tired of always taking a backseat to U.N.C.L.E."

He sat up, holding the sheets around himself, suddenly feeling uncomfortable in his own skin and he headed for the bathroom. He showered quickly and dressed, not bothering to shave, and when he walked out Marion wasn't there.

Illya heard her in the kitchen, seeing to a tea kettle that was on the boil and he quietly walked up behind her, wrapping his arms around her waist.

"I am sorry I am not romantic enough for you. These things are hard for me...all my life I have had to hide my feelings in order to protect myself. I guess old habits die hard."

She wrenched herself away from him. "Illya it's too late. I don't have any feelings left; you've drained me dry." She started to cry, "I don't need...want you any more."

"You want her, you need her

And yet you don't believe her when she says her love is dead

You think she needs you"

.

"No this cannot be. I do love you Marion...please?" He was devastated. "I cannot believe you no longer love me."

"Illya you aren't the man I thought you were...I can't take the coldness any more. I thought you were the one, and this would last, but you're not. It's over."

He couldn't accept her love for him was gone...dead. How could he not have seen this? He was trained to observe people, to see things. Illya felt blindsided, yet dumbfounded at his lack of awareness at what had apparently been going on.

Marion reached up, trying to touch his face, but he flinched. "I'm sorry Illya, I don't want to hurt you, but I know I already have. Can forgive me?"

He stared at her with blue eyes that were now filled with sadness, not sure if he could grant her forgiveness at the moment, and turned away from her, walking towards the front door.

"I will be back later to collect my things," he answered her dispassionately. Marion had made up her mind and he was not going to force himself on her, or beg for that matter.

He closed the door, hearing her sobs. Why was she crying if she no longer wanted him?

"And in her eyes you see nothing

No sign of love behind the tears

Cried for no one

A love that should have lasted years"

.

When Illya returned, the house was empty, and he saw his belongings in a cardboard box sitting on the sofa. He took one last walk around, hoping she'd be there in another room.

There was a photo of Marion on the mantel, and at first he thought of taking it with him, but no, why have a reminder of this painful moment?

He gathered up his things and walked through Marion Raven's door for the last time... burying his feelings and locking them away as he'd always done to protect himself. Still, he'd never forget her. He now truly understood how Napoleon felt.

The words to the Beatles song Illya had heard on the radio only hours before echoed through his head once more...

"Your day breaks, your mind aches

There will be times when all the things she said will fill your head

You won't forget her..."

.

* note: I added snippets of dialogue from a previous Terbuf follow-up fic called "Things are what they are," These bits just screamed to be part of their conversation here.