AN1: This is my first attempt at Song Fic. Based on the song "What Sarah Said" by Death Cab For Cutie. (Song lyrics in bold)

AN2: Also my first Chuck fanfic, so please let me know what you thought of it! Thanks!

NOTE: Large section in italics is a flashback. Spoiler for Chuck Vs. The Other Guy (dialogue taken directly from episode).


And it came to me then that every plan is a tiny prayer to father time

The mission had begun like any other. Before we left, we gathered our weapons and supplies. I strapped my knife to my thigh, relishing in the comfort of its cool steel against my soft skin. The bite of the blade placed firmly in concealment was a sensation I had grown to love. Little did I know that this supposed comfort, this safety, would do me no good. Not today.

As I stared at my shoes in the ICU that reeked of piss and 409

None of us could have known that the operation was doomed from the start. Even Beckman had no idea. So we surged ahead, blissfully unaware of the horror that would occur. Blissfully unaware of the violent turn the mission had taken. We entered the cruddy warehouse, ready to bust our bad guys. It was supposed to be simple, easy…the kind of mission even Chuck could do in his sleep.

Chuck. He stood next to me, gave my hand a tight squeeze before releasing it and grinning that beaming, innocent grin that floods my heart. I think I smiled back. I hope I did. I honestly don't remember. All I can see is his flashing teeth and compassionate eyes. Then, of course, what came next.

And I rationed my breaths as I said to myself that I'd already taken too much today

We didn't have a chance. The moment we stepped foot on the concrete floor, they opened fire. There were five, maybe six, of them. Their eyes were hard, calculating, lifeless. So very different than the orbs I had been gazing into only seconds before. Cold, blackened, uncaring eyes. Cold, blackened, uncaring hearts. That was who we were dealing with.

Casey took cover quickly, shouting for us to join him behind the tall, broken fixture. I stared up at the eroded Mother Mary statue, grateful for the temporary cover. As each bullet impacted the stoic figure, bits of her cracked and shattered. I silently thanked her for her sacrifice. I had no idea how miniscule that sacrifice would seem when compared with another that day.

Casey and I managed to take down three of the men, leaving only two still shooting. I had no idea where the other had gotten to. At that moment, I couldn't even remember if I had even seen another or not. I just kept shooting.

Chuck was crouching beside me, shouting into his watch for backup. It was good that he'd decided to add Beckman to the radio loop. We just had to hold them off a little longer.

One more down. Casey double-tapped him in the chest. Only one more to go. We looked at each other gravely. We were both running out of ammo.

Nodding to Casey, silently asking for cover, I leapt into the open, getting off two shots and diving to the ground. Both hit their target, and the man fell over, dead before he hit the ground.

Chuck scurried over, helping me to my feet, asking me anxiously if I was ok. I smiled and nodded.

We thought that was it. We were wrong.

I started walking toward Casey. He seemed uninjured, but it's always good to double-check. So I walked on, stepping over the chunks of Mother Mary.

I never saw it coming.

Next thing I knew, the air was gone from my lungs as a freight train slammed into me. No, not a freight train. Chuck. The two of us flew into the air before skidding to a stop. It took me a moment to regain my breath and sight. At that time, Casey was shooting down the perp, the one that got away, the sixth man.

It was then that I realized Chuck hadn't gotten up, hadn't asked me if I was ok…hadn't moved at all.

I immediately dragged my body to him. "Chuck?" I asked quietly, the fear seeping from my core, out my voice, and filling the warehouse. "Chuck!" I screamed. That was when I saw it. The grotesque, growing stain. The putrid red liquid saturating his chest. No…

As each descending peak on the LCD took you a little farther away from me
Away from me

The ambulance got there quickly. They loaded his limp body onto a stretcher and whisked him away from me. I wasn't about to let them snatch him from me like that. So I followed, and wordlessly climbed into the back of the ambulance. They shouted all sorts of things during the ride. But all the noise faded away as I focused solely on the tiny beeping screen. The jagged lines reassured me that there was still hope. Chuck was still there. Those little mountains, up and down…they gave me hope. Even if they were slowing down way too much.

Amongst the vending machines and year-old magazines in a place where we only say goodbye

And now I'm sitting here, awaiting possibly the worst news of my life. Waiting was never my forte. I'm not an exceptionally patient person. Never have been. But I would wait forever if it meant I would get good news in the end.

We couldn't get a hold of Ellie or Devon. They're probably on a date, or maybe they're working…Who knows? It's not as if we have anything to tell either of them yet.

It stung like a violent wind that our memories depend on a faulty camera in our minds

How is it possible, that I can't remember exactly how his hair curled today? It's always so sporadic. I love seeing which shapes it makes. I love twirling my fingers in the brown curls. How can I not remember? I have to remember…always. I never want to forget…

But I knew that you were a truth I would rather lose than to have never lain beside at all
And I looked around at all the eyes on the ground as the TV entertained itself

'Tis better to have loved and lost than to never have loved at all.'…What bullshit. I don't want to feel this anymore. This suspended pain. This undying uncertainty. I don't want to have lost him. I just want to love him…Why can't we just enjoy happiness? Or at least our own unique version of it?

'Cause there's no comfort in the waiting room
Just nervous pacers bracing for bad news

Casey is sitting across from me, eyeing the blood on my hands and shirt. He opens his mouth, and then closes it, at a loss for what to say. He huffs in frustration and stands up. That's when he starts walking back and forth, back and forth. He continues like a pendulum and I watch, mesmerized and grateful for the distraction.

And then the nurse comes round and everyone will lift their heads

She looks tired. That's the first thing I notice about the woman in the white uniform, slowly walking toward us. Her eyes are slightly droopy, with deep bags beneath them. Yet somehow, she still retains a level of vitality in the sparkling brown. I'm immediately impressed by her posture and stamina. She holds herself respectably, despite the obviously arduous day she's had.

Casey stops pacing. He's standing next to me now, still as Mother Mary. We're both holding our breath.

But I'm thinking of what Sarah said…

When I walk in, he's sitting there…so dejected…so crushed. Through three years of heartbreaking missions, family drama, and our own tumultuous relationship, I'd never seen him like that. The mischievous spark in his eyes was deadened, dull. I can't bear the sight. He looked utterly…defeated.

I quickly free Morgan from his wire/cord cage and go to Chuck's side. The pain in his eyes is palpable…the pain in his voice even worse. I tell him its ok, hoping it would ease the tension and lighten the atmosphere. I don't like this different, somber Chuck. It's so unnatural. It's heart-wrenching.

"No, it's not," he says. The words are bubbling with barely-contained emotion. "I thought I could save you. I thought Shaw was bad and that I was gonna save you, and that we were gonna be together…But that didn't happen."

I insert some pathetic comment about Shaw…about what a great spy he is, pale in comparison with the outpouring of heartfelt emotion coming from Chuck. The simple comment sets him off, and he finally says what he's been wanting to say for so long. The bitter pain in his words cuts me. He didn't want to talk about Shaw, obviously. And with that, I realize…neither did I.

He continues sadly. "But earlier on in my...drunken haze," he says with a hint of shame. "...I realized I hadn't asked you a question, a really important question. I'd like to ask you now, if that's okay. Just once for the record." I hold my breath, both excited and terrified for what he's going to say next. "Sarah, do you love me?"

There's a pause. It should be awkward, and I think it was for him…but not for me. In that infinite moment, I just look at him. And I think…and I know…

"Wow. I'm, uh, in my underwear. I'm sitting in my underwear holding a plastic guitar. There's a very good chance I'm making a complete fool of myself, isn't there?" he says. He misinterpreted my silence.

I've never been a woman of many words. Only what's necessary. So I simply give him my answer.

"Yes."

He doesn't understand. "I should probably put some pants on."

"No, Chuck," I say with conviction. "Yes."

He still doesn't understand what I'm saying. Or maybe is just too guarded to accept it. "What? Uh, what?"

"Chuck, I fell for you a long long time ago. After you fixed my phone, and before you started diffusing bombs with viruses. So, yes." I look into his eyes. Those beautiful, compassionate, soft brown eyes. The moment is everlasting in a world of time beyond our earthly concept. Everything passes between us in that moment. Emotions, events, words…It's perfection. Infinite perfection.

"Yes."

that 'Love is watching someone die'

The nurse is talking to us now, with a sad look on her face. I understand her words, but can't comprehend what she's saying…I won't.

"I'm so very sorry," she says, the weariness evident in her tone. "We've already informed him of the situation. If you follow me, you can say your goodbyes. We have him on a ventilator, and when we take it out, he'll have a few minutes of consciousness before…" She trails off weakly. Casey nods and thanks her politely. Casey, polite? God, this has to be a nightmare.

I wish.

When I don't follow the nurse, Casey gently grabs my shoulders and nudges me forward. I move without words, without feeling.

We enter the room, so quiet, so sterile. The whoosh of the ventilator is calculated, predictable, calm…the opposite of everything I've been through in the last few hours. Everything we've all been through. I instinctively grab Chuck's limp hand in my own. The contact causes his eyes to open. He sees my face and smiles around the tube in his mouth.

The nurse looks at me, silently asking permission to remove the machine. I hesitate, still unwilling to totally let go. But I know that suspending the inevitable will only make things more painful for everyone. So I numbly nod. She swiftly pulls out the offending tube, and after a few seconds of weak coughing, Chuck lies still against the bed. Casey looks at the clock, all too aware of the rapidly dwindling time.

He walks to the side of the bed and places his hand on Chuck's shoulder. Chuck looks up at him, obviously unsure of what Casey is going to say. He cringes in anticipation, ready for a barbed insult or reprimand. Casey just clears his throat and looks at him sadly.

"It was an honor," he says firmly. Then, leaning down closer to Chuck's ear, he says quietly, "You did good, kid." Squeezing Chuck's shoulder, he turns to me, holding my gaze for a moment, and walks out.

Chuck looks at me, tears welling in his eyes. "Ellie?" he questions, voice rough.

I just shake my head. "I'm sorry, Chuck. We-" My voice cracks. "We couldn't reach her."

He nods mutely, blinking the moisture from his eyes. I notice his breath deepening, as if the air was thinning. It pushes me over the edge.

"I'm not ready yet, Chuck," I cry. "It's not fair."

"Come here," he whispers, patting the bed with his trembling hand. I crawl up next to him, laying my head on his chest, feeling the shuddering rise and fall. We only had a few minutes left. And for the first time in my life, I don't think I have the strength. Not for this.

"It's ok," he says gently into my ear. I'm thrown back to that day, so long ago, on the floor of his apartment.

"No," I say simply, echoing his words. "No, it's not." He squeezes me tighter.

"But it will be," he assures me. "Maybe not today, or tomorrow…" He pauses to take a deep breath. "But one day, it'll be ok again. I promise."

"When?" I ask. He doesn't answer. I don't expect him to.

I pull myself closer to him, laying my arm across his body. "I love you, Chuck."

He smiles at me. That big, beautiful smile. The one that melts my heart. The one I love. The one I've always loved, long before I had the courage to say it.

He kisses me gently before laying back again. He breathing slows and his eyes close. With a small whisper, he replies, "I love you, too."

And we lay there, relishing in the moment, rejoicing in the memories, until one fades away, and the other stays close, holding on desperately, wistfully present, unable to do anything but watch.

So who's going to watch you die?