It had been nearly three months since he'd seen Alicia, and they certainly hadn't parted under the best of circumstances. Nearly every night, all summer, he had picked up the phone in his temporary Chicago apartment to call her, but he'd chickened out every time. He couldn't forget how shattered he'd left her on that park bench in early May, and he was terrified that she, his best friend, would hang up on him. So he just didn't call.

----------------------

Will and Alicia were walking side by side on their way to her apartment. Finals were over, and everyone was getting ready to head off on their summer adventures. Alicia, typically full of chatter with Will, was strangely silent. When she finally spoke, it shook him to his core.

"I saw you with that girl last night." Will had always been a playboy, and the girl from the night before was far from his first one-night-stand, but Alicia was well aware of that fact. They'd been best friends for two years, and she'd seen all there was to see of Will Gardner, good AND bad. "Yeah?" He couldn't understand why she wouldn't look at him. Suddenly, she grabbed his arm and pulled him onto a bench along the sidewalk, and he could tell she was trying not to cry. "Alicia?"
"Why can't it be me, Will? Why hasn't it ever been me?" She looked up at him, her dark curls falling across her cheek, and he felt his heart break. He hadn't realized how she felt. He loved her more than he could say, but he'd never been the commitment type, and he refused to drag her into that part of his life, knowing she'd end up hurt.

"Baby, you're a forever kind of girl. I love you too much to treat you like those other girls, and I'm not the kind of man you need right now. I'm not ready to settle down, at least not yet, especially without knowing where I'll be after graduation, and I won't tie you to me until I can give you everything. I'm so sorry, Alicia. I didn't realize…" He wrapped his arms around her as she cried into his chest and he wasn't sure he could keep breathing. She was perfect, his Alicia, but until he had his life straightened out, he was going to keep his feelings to himself, even though he knew she wanted to be with him.

They sat on that park bench for nearly an hour, but Alicia's tears never fully subsided. Will knew her, knew she was too proud to ask him to reconsider. Eventually he had to tear himself away. "I've gotta run. My plane leaves in just a few hours." Then, because he couldn't help himself, "We'll talk about this, okay? Don't give up on me, Alicia." He couldn't resist one last backward glance as he walked away; she was stone-still on the bench, with tears still shimmering on her completely shocked face.

-----------------------

"I shouldn't have kept her waiting so long," he said aloud to himself as he picked up the phone. But now he had news to share, news that could change everything. Jonas Stern had been so pleased with Will's work this summer that he'd offered Will a job after graduation, pending Will's passing of the bar exam, and Will had curbed his normal playboy tendencies since he'd left Georgetown. It was finally time – time to tell Alicia how he really felt.

Will watched his hand shake as he dialed her number. She had stayed in her Georgetown apartment all summer, working as a summer associate for a law firm in D.C. The phone rang once, twice…

"Hello?"

Will nearly dropped the phone. "I'm sorry; is Alicia there? I think I have the wrong number."

"Nope, this is the right number; she's in the shower. Can I have her call you back?"

"Um, no, that's all right. Just tell her Will called?"

"Sure." Click.

Will dropped the phone back onto the desk and put his face in his hands. He was too late – Alicia had found someone new, and Will seemed to be out of luck.

Alicia walked out of the bathroom, dressed in sweatpants and an old T-shirt she'd borrowed from Will ages ago. Her damp hair curled gently around her face. "Peter? Is everything all right?" They had planned a quiet evening in, watching a movie, for their sixth date, but she thought he looked ready to bolt.

"Who's Will?"

Alicia's heart stopped and she couldn't breathe. Will. She'd done her best to forget him all summer; it hadn't worked, but she'd tried valiantly. How did Peter know?

"He's my best friend."

"Really? Hmm."

"What, Peter? How do you even know about Will?" Alicia was too defensive, she could hear it in her voice, but she didn't like Peter's attitude.

"Why haven't you mentioned him? And why doesn't he know about me?"

Oh, hell. "Did Will call just now?"

"Yes. After thinking he had the wrong number, he just said 'tell her Will called.' Are you hiding us from him?"

"No! I mean, we've just both been busy with work, and he's in Chicago, and we haven't talked much." Or at all, she amended to herself. She shifted from one foot to the other. "Did he leave his number?"

"Huh-uh. He just said to tell you he called."

Damn it! "Well, I'll just go get ready, then we can start the movie."

"You look perfectly fine to me," said Peter as he reached to kiss her, but she was too quick. She kissed his cheek and slipped away.

"I'll be back in ten minutes." Alone in her room, Alicia picked up the phone and dialed the operator. "Can I have the number for Stern, Lockhart law offices in Chicago?" She knew the firm was handling the cost of the Chicago apartment, so directory assistance wouldn't be able to find Will's number. She wrote down the number and glanced at the clock – almost seven, which meant almost six in Chicago. She quickly dialed the law firm and sighed in relief when someone answered. "I'm trying to reach Will Gardner."

"I'm sorry, he's already left for the day."

"Would you be able to give me his home number? We're old friends and…"

"I'm sorry, ma'am, but I don't even have that information. May I take a message?"

"Please ask him to call Alicia right away, it's important." She rattled off her office number, just in case. "Thanks."

As the secretary hung up the phone, she knocked the stack of messages to the floor. When she gathered them up, she didn't notice that one had drifted far under her desk, and Will didn't learn that Alicia was trying to reach him.

When Will didn't call back, Alicia crushed down the hope she'd had that he was ready to give a relationship with her a shot. She decided he must have been calling to simply chat, so in an effort to get Will out of her head, she threw herself headlong into the fledgling relationship she had with Peter Florrick. She knew he was planning to transfer to the Chicago branch of his current firm in the spring, to be closer to his mother, but for now, she just didn't care. Forgetting Will was her top priority.

Will moped through his final weeks at Stern, Lockhart, wondering why Alicia hadn't called the office. He tried her apartment again, but that same arrogant male voice had answered, so he'd hung up. Anxiously, he waited for his return to Georgetown; would he still have a chance?

-----------------------

It was a beautiful, sunny Saturday afternoon when Will pounded on Alicia's door. He had left his farewell party early, promising to return after graduation, and caught the first flight back to D.C. that he could find. He still carried his suitcase from the plane – he hadn't even stopped to shower, shave, or eat. He had to see her.

"Will!" She'd never expected Will to turn up at her place like this, rumpled, tired, unshaven, sexy. He was carrying a suitcase…

"I just got back, Alicia. I needed to see you. God, you are as beautiful as I remember. I haven't been able to stop thinking about you."

"Don't say that, Will."

"Why didn't you call me back?"

"I did. I didn't have your number since you hadn't called before, so I left a message at the office."

"Oh, God, I never got it. Alicia, they offered me a job after graduation, and I got my act together, and I'm ready now. I shouldn't have waited so long to call you, but I didn't know if you were angry, and I couldn't promise you anything, but now I can. I'm ready for us. We'll make it work; I know we can."

Will suddenly realized how pale Alicia's beautiful face had become, how tightly she'd wrapped her arms around herself. "What's wrong?"

"Oh, Will. Why did you wait so long?"

No. It couldn't be too late. "Alicia, you deserve a better man than I was last spring, but now…"

"I'm seeing someone."

"The guy from the phone? Come on, Alicia, he can't be right for you. We're right; it just took some time for me to see it."

"I can't do this, Will. Leaving the way you did was bad enough; not calling for months, torture. I started seeing Peter to distract myself from you, and when you didn't call back, we got closer and closer. I'm fa…"

"Don't say it."

"I'm falling in love with him. I'm learning so much about law, and he makes me feel special, and you weren't here. I'm sorry, Will. Please don't hate me."

"I could never hate you. So, I guess I'll see you around?" he asked with a wry smile on his unshaven face, just above his slumped shoulders and defeated posture.

Alicia felt her heart break a little, and she softened. "Always."

When he was gone, she slumped to the floor and cried like a baby. If she had known he'd meant it when he said "Don't give up on me," she would have never gotten so close to Peter. She'd have waited forever for Will, if she'd known that's what he wanted. What were they going to do now?

As the year went on, other students began to notice the 'dynamic duo' wasn't so much of a duo anymore. Will and Alicia didn't team up on projects or mock trials like they used to. Alicia was seen more and more often with Peter during her off-class hours, and Will was seen with more flings than ever before.

Just before graduation, Will caught her alone in the hallway. "I heard you'd taken an offer, but didn't hear where. Congratulations." He couldn't quite look her in the eye.

"Oh, thanks." As she mumbled the firm's name, she couldn't look at Will, either. "It's in Chicago."

Will's head snapped up, and this time their eyes met. He could still feel the same heat between them that had always been there. Then Alicia self-consciously pushed her hair back, and Will's gaze locked on her hand. Once he could speak, he nodded toward the ring and asked, "He's going with you?"

Alicia nodded. "He actually helped me get the job."

"No, he didn't. You don't need any help with that."

"Peter says I still have so much to learn. He thought this place would be a good fit for me, for now."

"Don't marry him, Alicia. He doesn't respect you, or appreciate how brilliant you are. He's not right for you."

"Will." Alicia had to take a deep breath so she didn't start to cry. "It's too late. We had bad timing." Will didn't respond. "Hey, since you'll be in Chicago, we'll still get to see one another." When he still didn't answer, she said, "You know, it would be nice to have my best friend at my wedding." She reached for his hand and the jolt of chemistry nearly knocked her to the floor. "Think about it, Will." And she walked away.

Against his better judgment, Will had gone to Alicia's wedding. It nearly killed him to see her promising forever to someone else. It hurt even worse when he saw how Peter ogled some of the other women when Alicia wasn't at his side. As time went by, Will put his career development in overdrive while Alicia started a family and walked away from the law. They saw each other occasionally, at various events around town, and were always polite, but distant. Will knew she was off-limits now and Alicia didn't want to cause him any more pain. In time, she figured, he'd move on.

But he didn't. The parade of women in his life got longer, and he still missed her every day. She was the only one he'd ever gotten close to, the only one he'd ever loved.

Now she was back in his life, working with him, talking to him. They spent time together nearly every single day. He hated that Peter, the cheating, condescending, disrespectful ass that he was, was back home with Alicia, but according to Kalinda, they were living pretty separate lives, in separate rooms. He'd barely been able to avoid punching Peter in the face when Peter deigned to ask how Alicia was doing at work. Peter clearly either had no idea what Alicia was capable of, or he didn't care.

And now Will couldn't stop reliving that kiss. He knew he shouldn't be touching her, kissing her, but he hadn't been able to stop himself. When he was finally able to pull away, to ask her if they were making a mistake, she had pulled him back in, wrapping her arms around him and moaning against his mouth as she passionately kissed him back. He hadn't been surprised when she'd run in the end, but he was flabbergasted to learn she'd come back. Now he was doing everything he could to reassure her that he was there for her no matter what. His mouth kept saying those words Alicia had spoken so long ago, "bad timing," but every time he remembered how she felt in his arms, how she tasted when they kissed, his heart screamed "right woman."

His world finally felt right when she asked him to meet for dinner – he'd felt like a foolish teenager, choosing the restaurant, changing into the perfect outfit. Sitting alone at the table, waiting for her, was brutal, but having her call and cancel had been even worse. He'd wondered if it really was time to abandon the 'Will and Alicia' fantasy, and he'd met up with Sadie – the first date he'd been on since Alicia had come to work at his firm.

But by the time he returned from the mock trial, although unfortunately after Alicia saw him flirting with the law student, Kalinda came to him with news.

"Will, the other night, when you were planning to meet Alicia for dinner?"

Will just stared. She really was too good at her job sometimes. "How did you?"

Kalinda waved her hand, brushing him off. "It doesn't matter. Don't worry, I haven't told anyone and I don't plan to. Apparently, Peter followed Alicia out of the apartment as she was on her way to you. She had to drag him upstairs, deal with his lawyer and the police, and her kids pulled some stunt to keep Peter out of jail." Kalinda's voice softened just a bit as Will released a breath he didn't know he'd been holding. "She didn't willingly bail on you, Will. She's just got a lot to handle." Before she walked out of his office, she turned to Will again. "Be careful, Will; don't hurt her." The door clicked shut behind her.

Will knew Alicia was about as close to Kalinda as she was to anyone. But would she have told Kalinda everything? Maybe some of the story, but not all of it. Will smiled at how Kalinda's last statement had felt a bit threatening, although he simply took it as her way of protecting a friend.

When he noticed Alicia pass by his office, deep in conversation with a colleague, he took a moment to look her over from head to toe, his gaze resting for a moment on her legs in that skirt, before going to the door. "Alicia? Do you have a minute?"

"One sec, Will." She wrapped up the discussion, then came into Will's office. "Is everything okay?" They hadn't really spoken except her quick apology for the broken dinner date and Will's solemn reassurances.

"Alicia." Will closed the door and settled onto the edge of his chair. "Why didn't you tell me?" She could tell he knew why she'd missed dinner.

"I….don't know. I just felt so awful about it – it was my fault, no matter what the reason."

"It does matter, Alicia. Did you still want to meet me?" Say you wanted to be there with me,cried Will's inner voice.

"I did want to be there. I had the cab door open, ready to meet you, then Peter…well, Peter tried to change my mind."

"And did he?" asked Will softly, looking at her with those puppy dog eyes that had haunted her long before they ever shared a kiss.

"No." A ghost of a smile flickered across her face. "He didn't really care if I stayed; he just didn't want me running to you."

"Is that what you were doing? Running to me? Or from Peter?"

Alicia squirmed in her seat, twisting her hands in her lap. She still wore Peter's ring, but it didn't mean anything anymore. She gathered her courage and finally looked Will in the eye. "To you, Will. I told Peter before I tried to leave that it was over."

Will took a heartbeat to revel in the fact that she really did want him, then he sighed. "But how's over going to work? You can't kick him out, can't leave yourself."

"He just lives in my house, Will," replied Alicia, hoping to convey with her eyes what she didn't want to say. She wasn't sleeping with Peter...except that one time, which was only fueled by her need for Will, who she hadn't been able to find after she'd originally run from their first kiss. "It won't be easy, but, are you still interested in trying? Because I want to."

Will was silent for so long that Alicia fretted he'd changed his mind. He stood and walked to the window before he spoke; he didn't want anyone walking by to see the emotion on his face. "Do you remember that charity dinner two years ago, the one where we were seated at the same table? And Peter just left you there, during the salad course, to run off to whatever was so urgent."

"That was his mistress," said Alicia quietly. She hadn't known it at the time, but she'd learned a lot of unhappy truths in the last year.

"I could have killed him. You were so beautiful, in that blue dress, and so forgiving when he abandoned you…he never understood what he had."

Alicia was astonished. She remembered that dress; she'd chosen it in an attempt to distract Peter from everything else he saw as more important than she was. Peter had barely glanced at it, saying, "You look nice," before calling a colleague from the car. But now she also remembered Will's slow appraisal as they'd found their seats; how he'd said, "You look wonderful" in that general, society way, but his eyes, as always, had shown more.

"You remember all that?"

"I remember it all. I do want you, Alicia. I've wanted you for so long I almost don't remember what I was like before we met. And if this is what you want, I'm here. No matter how hard it is, no matter how long it takes, I'm here." He wanted to go to her, to touch her, kiss her, but he knew better. There were too many people around. "Let's have dinner Friday; we can leave from here, so we won't chance a repeat of the last time." He turned to Alicia and smiled. She returned the smile, looking happier than he'd seen her in years.