A.N.: This is my first fan fic. Years ago, I thought I could be a writer but eventually came to the realization I just did not have the talent. So, I wrote for fun but real life intervened and I put it aside. Several months ago, I discovered this site and it inspired me to pick up my pen again. Writing is good fun and great therapy.

This story is definitely post season 2 AU. I have been toying with it for months and finally got the guts to start posting it, thanks in a large part to my great beta, KittyGoddess415. I appreciate comments and constructive criticism, so review and let me know how I am doing.

Disclaimer: I don't own Chuck or anything else to which I might make a cultural reference.

Charles Carmichael slowly entered the dark apartment, pausing to enter the bypass code into the security system. The system disarmed with a beep but still, he glanced around for something out of place. A glass where it shouldn't be…maybe an open drawer. Paranoid, Carmichael knew, but security systems could be hacked. He should know, as he himself had hacked more than a few. Finally satisfied that no one had been in the apartment, he pitched his keys on the counter as he headed to the small kitchen for a drink. Long day and it was probably going to be a long night.

Jack Daniels, neat.

Martinis were his cover drink but Jack had become his best friend when he wanted to drink for real. Not that Carmichael ever allowed himself that lack of control anymore. A drunk agent was a potentially compromised agent. Besides, drinking tended to bring on a big case of the "if onlys," and he was much more afraid of being compromised by his emotions than by the enemy. Carmichael pulled a glass and a fifth of Jack from the cabinet and poured himself a few fingers. Walking back to the living room, he sat his drink on the end table and flopped in the big leather recliner. The recliner and the table were the only pieces of furniture in the rather bare living room. Without any company, there was no need for furniture.

Carmichael surveyed the austere apartment. No pictures, no mementos, no books, no television, no game consoles…not much of anything really. If it was meant to convey pleasure, Charles Carmichael shunned it. Material things had never meant much to him but in a previous life, he had enjoyed the escape they provided. Now, these things threatened to steal his focus.

This moment of the day was the closest thing to relaxation or meditation he allowed himself. A little time to lock away the demons. He thought about Ellie and realized he had not seen his sister since New Year's Eve, nearly six months ago.

Six months earlier

Ellie stared at her brother with her hands on her hips.

"Chuck, what is wrong with you? Sandra is a great girl! Smart, funny, pretty, not to mention she blew off three other guys to come here and meet you."

Carmichael looked at her dully. Forever the kid brother.

"Charles."

"What?"

"It's Charles. I'm not thirteen. Chuck makes me sound like I'm in Little League."

"Charles, Chuck, whatever. An ass by any other name is still an ass," retorted Ellie.

"It's not like I was rude to her," countered Carmichael.

Ellie seethed. "Indifference is rude, Charles," she emphasized. "Chuck would know that. You know, I invited Chuck to this party, not Charles."

Carmichael only stared at his feet.

"She's gone and she's not coming back, Chuck. It's been over two years. It's time to move on."

Ellie continued ranting. "I could just kill her for this. And to think, I thought of her like a sister and thanked God everyday that He brought her to you, to make you whole again." Ellie shook her head. "But, all in all, Jill beat the hell out of Sarah. At least Jill had the decency to break up with you and tell you upfront about screwing Bryce. At least she didn't leave without an explanation. Hell, I thought the thing with Jill was bad but at least you were functional. Now, you're just…just…I don't know."

"Ellie, you don't understand."

Ellie's voice turned quiet, almost a whisper. "You're right, I don't understand. I don't understand how you can throw away everything over someone who apparently never loved you at all. Chuck, her leaving hurt me, too. But, you know what? I'm done with her and I am done with you. You're on your own," she said sadly and quickly turned away to hide her tears.

Carmichael felt a twinge of regret. Had it really been six months since he had last talked to Ellie? He remembered a time when he barely went six hours without some sort of contact with her. It all seemed so long ago. He looked at his nearly empty drink and heard Jack calling.

"Whoa, don't need to go down that road," he thought as he shook the cobwebs out. "Get a hold of yourself. Enough with the remorse. You have things to do."

Carmichael needed to get the daily report out of way so he could take his CIA-prescribed meds and begin his nightly battle to get some sleep. If he was lucky he would get six hours but, more than likely, he would have to make do with four or five. It seemed he never could quite get all of the demons locked away. There was one in particular that was ever present and refused to be exorcised.

"Enough of the lady feelings," Carmichael again chided himself. There wasn't enough Jack on hand for the path his mind was headed down, but it refused to be denied.

Two years and eight months earlier

Chuck was not in good shape. He had just uploaded Intersect 2.0 and Bryce was dead. The 2.0 abilities had a habit of popping out unexpectedly and, to top it off, Sarah was cold and distant. At first, Chuck chalked it up to shock. Someone she had loved had just died and someone she was in love with had just re-imprisoned himself, maybe for life.

Yes…"in love". It took a while to piece it together:

"Chuck, I don't want to save the world…"

"She wasn't coming with me…"

Between that and what happened in that little motel in Barstow, he knew she was about to profess her love for him and stay.

Then, it all went to hell. Chuck was convinced that Sarah was hurt and angry with him for denying her a normal life. The house, the white picket fence and the 2.5. A normal life with him.

"Oh, God," he thought to himself at one point, "How stupid could I be? I have the most perfect, the most beautiful girl in the world in love with me and I threw it away. Why? Duty? This goddamn moral compass I have that has become an albatross around my neck?"

Chuck knew he could not have done anything else. If he had, he would not be the man Sarah fell in love with. He knew that…he just hoped Sarah would eventually remember it as well.

Thankfully, Chuck had spent most of this period at Langley undergoing testing and evaluation. Since he had quit the Buy More, a new cover was in order. His new cover was as an analyst in the newly opened CIA Los Angeles field office.

His cover for working for the CIA was working for the CIA. How ironic.

Chuck's time away was explained as training and orientation. Ellie was overjoyed if a bit skeptical. She also sensed something was wrong between Chuck and Sarah.

Finally, testing was done and Team Bartowski was headed back to LA for good. Sarah had gone ahead a couple of days earlier to help prep the new facility. Once back, Chuck called Sarah only to be met with a disconnect message. At first, it was just a tiny itch at the back of his mind but it began to grow exponentially as the realization of what was happening dawned on him. He called again just to be met with the same message.

"…number you have called is no longer in service…"

"No, no, no nono," he stammered as panic began to set in. He was starting to hyperventilate.

"Damn it, Bartowski, breathe…just breathe deep," Chuck said to himself as tried to control his rapidly rising heart rate. He could feel the Intersect coming online, trying to identify the source of his anxiety so it could load the proper skill set to eliminate the threat. It was at times like this when he was the most dangerous. There was no identifiable threat for the Intersect to focus on so he might lash out at anybody. Self-preservation was one of the Intersect's primary directives.

Chuck tried to remember his breathing exercises. The last thing he needed at the moment was to hulk out. He felt a little like the Incredible Hulk. Mild mannered, nerdy guy who wouldn't hurt a fly, but piss him off…well, a couple of agents found themselves on the wrong side of the Intersect during the evaluation period. Let's just say the Intersect was a take no prisoners kind of computer.

The team had been at Langley a few weeks and Chuck had not even come close to repeating what had happened the night Bryce Larkin died. The powers that be decided that the Intersect needed to be tested in a real life situation. One evening, Chuck and Sarah were allowed to go to dinner outside of the facility. Not wanting to go back, Chuck talked Sarah into taking a walk. Two agents, posing as muggers, attacked them. Chuck saw one agent going for Sarah and that was pretty much where his control of the situation ended. Before Sarah could react, Chuck's hand shot out and grabbed her assailant's gun hand while throwing a back kick into the other's face. Giving the unfortunate agent's wrist a sharp twist, Chuck felt an odd satisfaction as the gun dropped to the pavement and the bones cracked beneath his hand. As the agent whimpered, Chuck yanked and spun him around until his arm was securely wrapped around his neck and…what the hell was that sharp pain in the side of his neck!? Chuck's vision began to dim as he dropped the agent to search for the new threat. Things began to get fuzzy…he remembered Sarah screaming his name…and there was that pain again! This time in his shoulder. The Intersect was trying to counteract whatever was happening to him but it became a losing battle when he felt yet another sharp pain in his neck. Darkness claimed him.

Chuck woke up in what appeared to be a hospital room. His eyes slowly opened as he surveyed his surroundings. Seeing Sarah, he went to get up but something was holding him back. He glanced at his arms. Jesus Christ! They had him strapped down like a goddamn prisoner! Sarah ran to his side and pushed him back down. He could see her anguish as she fumbled to undo his straps.

"Chuck, calm down. Let me get you out of these."

An intercom buzzed to life. "Agent Walker, do not release him!"

"He is not going to hurt me," she hissed. "But I can't say the same for the rest of you, so stay the hell out!"

Sarah had him out of his restraints and began to run her hands through his curls.

"Chuck, honey, are you okay? How do you feel?"

Chuck tried to sit up but he was driven back by a wave of nausea.

"Just lay back," Sarah said softly. "They had to tranq you three times. Apparently, the Intersect has some way of counteracting tranquilizers. You'll probably be woozy for a few more hours."

Chuck swallowed, trying to stave off the nausea. "Sarah…why did they tranq me?"

"It was a simulation…a test. You had disarmed both agents but you grabbed one around the neck and it looked like you were going to…well…" Sarah left the obvious unsaid.

Chuck looked at her with horror. "Sarah, I…I never would have killed that guy! The Intersect doesn't have that much control" His voice got quiet. "Please, you have to believe me."

Sarah gathered him into a hug and whispered, "I always believe you. I trust you more than anybody in this world." She pulled back to look at him in the eyes. "But I'm not the one who needs convincing." Sarah continued to hold him and whisper how things were going to be okay, how she was going to make everything okay and finally, he fell asleep.

Chuck awoke in his room alone and strangely enough, the incident was never mentioned again and at first, he was good with that. But, then, he started to get the feeling some momentous decision about his life had been made without consulting him.

And so it was, Sarah Lisa Walker was gone. His soul mate, the light of his life, and every other sappy cliché was gone. Chuck went everywhere. Her hotel, Castle, his apartment, the Buy More, and finally, the place it all started. The place he ended up after his "first" date with Sarah. The beach. Of course, she wasn't there, just like she was not at any of the other places. Obviously, she had been reassigned. Sarah was the consummate agent, it was not in her to not follow orders. But Chuck felt a need to be here. The place he always thought of as theirs. Chuck sat and watched the waves advance and recede. After a while, he wept.

Life goes on or at least, that is what Chuck kept telling himself. It is also what Ellie kept telling him in case he forgot. He tried to move on, he really did. Ellie was happy the Buy More was no more and that he finally had a job with potential, a job worthy of him. Now what Chuck needed was a girlfriend worthy of him because apparently, Sarah had not been. Chuck swore Ellie and the U.S. government were in cahoots as the CIA kept sending replacements for Sarah and each one was more beautiful than the previous. Six in all. Three of them found Chuck to be a great person but impossible to work with and asked for reassignment. The other three developed feelings for Chuck and he had them reassigned. Chuck had certainly not encouraged it…it was the tragic hero persona, he guessed. Finally, he told Beckman there were to no longer be any fake girlfriends. He and Casey would go it alone and if they needed an extra agent, they would just pick one from the small pool kept at the new field office. That would work better as he and Casey had actually become fast friends. They drank and commiserated together quite frequently. For a guy whose primary form of communication was a series of grunts, Casey listened well and offered sage advice at the proper intervals. Per his advice and Ellie's urging, Chuck even tried to date a little. He had little trouble securing the first date but second dates were rare. Every girl he went out with sensed the ghost of a great love lost and no one wants to play second fiddle to that, even on a friendly date. Really, Chuck was fine with that. They all were very nice but none were Sarah Walker.

Unfortunately, his work life was not going much better. The Intersect continued to act out and mission after mission failed. Casey had already warned Chuck that if this kept up, the Intersect project would be terminated and Chuck along with it. He would not pull the trigger but the NSA would send someone who would. However, on the relationship front, things were looking a little better. Chuck had begun to date Megan. If Megan sensed the melancholy undertone to his personality, she didn't let on. On their fifth date, Chuck decided to take her for a walk on the beach…their beach. Perhaps, he sought to banish Sarah's ghost by taking Megan to their spot.

Unbeknownst to them, Derek Williams was also at the beach though for an entirely different reason. He and Chuck actually had a few things in common. Parents left when they were young. Both were intelligent but that is where the similarities ended. Whereas Chuck had found solace with family and friends, Derek had found his with drugs. At 23, he barely remembered his early years and each moment was only about his next fix. He was at the beach because the competition for turf was just too much in all the normal spots. There weren't a lot of people at the beach this time of night and that was good. Less witnesses. The perfect mugger environment as far as he was concerned. Derek spied Chuck and Megan. Oh man! Easy pickings. Some clumsy geek and his girlfriend out for a romantic stroll. Maybe life was smiling on him for a change.

"Hey, dude! Dude!" Derek yelled.

Chuck tried to ignore him but he ran right up to him and Megan.

"Dude, you got a light?"

Chuck became alarmed and he began to feel that familiar tingle in the back of his neck as the Intersect became active and began to analyze the threat.

"S-Sorry, guy. We don't smoke," he stuttered. Chuck was not scared for his life, just for everyone else's.

Seeing a knife flash into his field of vision, he heard Megan scream but it seemed far away. Chuck felt his muscles tingle and tense as his adrenaline surged with an artificial boost from the Intersect. For a fraction of a second, it seemed as if his head would explode as terabytes of data suddenly streamed into his consciousness bringing forth the necessary skill sets to eliminate his attacker. Just as suddenly, Chuck's focus narrowed and his eyes grew cold just as Derek made a jab with his knife. Chuck grabbed his arm and pulled Derek forward. He brought his knee up under Derek's arm, hyper-extending the elbow. Derek dropped the knife with a shrill scream of pain and surprise as Chuck dropped to one knee throwing a forward punch to his solar plexus. As he stumbled back, doubling over with a grunt, Chuck came up and delivered a swift snap kick to Derek's face sending him flying backwards in a spray of blood as his nose shattered. Megan shrank into the shadows as Chuck slowly approached the would-be mugger's crumpled form. He reached down and grasped a handful of Derek's long hair. Derek groaned as Chuck pulled his head up and delivered a solid downward blow to the side of his skull. Reaching down to seize another handful of the now bloody hair, Chuck was valiantly fighting the urge to break Derek's neck when he suddenly remembered…Megan! He dropped Derek and looked around but she wasn't there. Chuck ran down the beach calling her name but she was gone.

Chuck spent the rest of the night and part of the next day trying to call Megan. Not so much to explain but just to make certain she was okay. Her roommate finally answered and said that she was fine but did not want to talk to Chuck. Not surprising after what she had seen. Most people have a difficult time seeing that sort of violence even if it is used for their benefit. Chuck did not try to call her again and she never called back. That was actually fine with Chuck because he had had an epiphany.

Emotion was the reason he could not control the Intersect. Chuck knew that. He had been told that many times by many different people. Old news. His first two "hulk outs" were because he thought Sarah was in danger and then, because of his longing and unrequited love for her, he couldn't control it on missions. Now, he had had a third episode because of his growing affection for Megan. The solution was obvious and it, too, had been explained to him many times.

Control your emotions and control the Intersect.

But, how? For better or worse, emotion was big part of what defined Chuck. Love and concern for his family and friends. As he lay in his bed staring at the ceiling, it came to him. It was not the best solution or even the solution he wanted, but with Sarah gone, he did not care anymore. It was like every injustice ever done to him had come down on him all at once, crushing his spirit. He was tired and broken. And that was the day Chuck Bartowski died, and Charles Carmichael was born.