Based on S2, Ep 19 Sweet Caroline-This is an altered scene fic starting where Michael is about to leave the hotel room where he, Lincoln and Sara had been listening to the tape of Caroline Reynolds. I don't own Prison Break but believe me I wish I did . I am always wanting to alter scenes for my favorite couple!

ESCAPE TO PARADISE

"Whatever happens, know that I love you both." She looked up, surprised by his boldness. She couldn't match it. That look. Couldn't even speak. Lincoln was now staring between the two of them, as dumbfounded as she felt in that moment.

As Michael departed, she exhaled...utterly, emotionally, exhausted .

She hadn't replied.

And the guilt was overwhelming.

Busying herself with packing up so she could meet him at 3rd and Racine, she kept mulling over what he had just said to them in her mind, her lips pursed with worry.

"What was that about?" Lincoln asked, his back to the window as he continued to stare her down.

"Hmm?"

"What's going on between you two? What really happened back in Fox River?."

Pausing, she replied. "I fell for your brother Lincoln. That's what happened." She was irritated by the question and he wasn't getting the hint.

"How does shit like that happen in a prison, Sara?"

She exhaled on a sigh to herself. "I'm not sure Lincoln. It just happened I guess. We spent a lot of time together in that infirmary."

"Hmmph. Enough time to ..."

"Wait a minute. Lincoln. I'm not sure what you think happened... but it wasn't ...that. We just had a deep connection. I mean, he somehow just...understood me. At first I thought it was all in my head, sometimes I still do. This was the last thing we were looking for. ..." She whispered to her nervous hands and suddenly he got it.

Michael's confession of love terrified her.

"The truth is...he never said anything like this to me before, about... loving me? God it wasn't ...like that. I am just as surprised as you are Lincoln."

"Oh. I think he meant it...if it makes you feel any better. " Lincoln grumbled while rolling his eyes.

"Honestly, sometimes I think that he never really expected me to follow him and now he feels kind of... stuck with me, you know?"

"Stuck with whom?" They both turned toward Michael's voice as he re-entered the room hesitantly.

"Michael!" She said breathily

"What's going on? " he whispered guardedly .

"That's my cue to leave. " Lincoln muttered sarcastically as he exited the hotel room .

"Forgot something?" she directed toward Michael.

"Something like that. What did I walk in on?"

"Lincoln... uh he has a crazy imagination, that's all."

"Huh." he said to himself. "What was he saying ?" He sat down to face her.

" He wanted to know how serious things had gotten between us in the prison. He was actually thinking that we had um, you know..been intimate back in the infirmary . Don't worry. I corrected him about that. God knows how complicated that would have made things..."

"I wanted it all with you, you know. I mean, I would have hated myself for allowing things to go that far while deceiving you about everything else...but I did want you. " he interrupted. "Complicated though it would have been."

She paused. "Y ...you did?"

"Of course." Smiling , he said "the more I got to know you, the more..."

There it was again. That overwhelmed feeling whenever he confessed these things to her. She immediately felt regret for not knowing how he felt back then. How could she have missed that?

"Sara. Lincoln wouldn't understand any of it. I doubt most people would. Look, we don't owe anyone an explanation. You know that , right? Come away with me...instead of this crazy, God forsaken plan. Just leave all of this."

She just stared at him in disbelief. "Michael , I thought the plan was to get our lives back here...through a pardon?"

"You see." he sighed. "Here's the thing Sara. What life? What are we really going to miss?"

For a moment she tried to recall why they were fighting so hard to stay in a city that imprisoned them both, a country that was compromised.

But then it occurred to her...she had to look beyond what she wanted.

"Michael, uh I want this too. So much." she indicated between them. "But I need you to stop and think before you promise me a future with you . The truth is, I don't think you really know what you are getting into with me. And now you want us to run off somewhere together ... You'll really be stuck with me then. She said to herself , "God what if I relapse? What if ... "

And then he saw that she was crying.

"Don't you have questions about my past Michael? Where I've been? I'm an addict. I've done things..."

"Is that what scares you?" He asked incredulously. "That when reality hits me I wouldn't want you anymore?"

She sighed. "I'm not sure what scares me more. Seeing your disgust or your disappointment." She covered a sob with her hand. " Sometimes, I wonder whether I surprised you by meeting you at the train station, coming here. Maybe at first you were trying to keep me safe but then things got crazy ...and now we've come so far and you feel obligated to me. You know , I won't be offended by the truth. If you need to walk away.."

He stood up and sighed.

So that's what this was about.

Holding out to take her hand in his , he kissed her fingers and whispered "Look at me ."

Holding her breath momentarily, she looked at him. His blue eyes were suddenly overwhelming to her. Brushing her hair back from her forehead , he smiled . Then his lips met her forehead tenderly and he held them there, whispering. " When I found out what happened to you after we escaped, guilt was the only thing I felt. "

She sobbed louder , her body shaking. Leaning in, he held her closer. "Hey, shhh. It's okay Sara. And for the record, I was surprised when you followed me here. But, that was only because I thought you knew you were above all of this. Listen to me. You don't need any of this in your life but you came here anyway. If you want to give me a chance to make you happy...I would die trying."

Tear filled eyes looked into his.

Two hours later, they were lying in a post-coital embrace in a small cabin on board the freighter, Michael's fingers gently brushing her jaw line. "I need you, you know" She whispered shyly into his chest. She needn't say more. She obviously had no idea that it was the other way around. With a soft smile he pulled her hand to his lips and kissed her ring finger , thanking the heavens for angels , and for the ring he had just purchased for that finger. It had stopped him in his tracks and forced him to go off course , to change his original plan, just like she had. He had almost forgotten that it was the reason he had returned unexpectedly to that hotel room back in Chicago.

Rolling over to reach for the diamond in his jeans that were on the floor next to his side of the bed, he almost fell back trying not to break contact with her. She giggled, teasing him about it. "I'm not going to just disappear if you let go of me you know." She laughed.

Suddenly serious , he reached for it and turned to her in the bed, the tiny box in his hand behind his back...