Kaidan shuffled data pads around the desk, more intent on his thoughts than on the mess he was making of his commanding officer's work space. Said commander was perched on the bed, sitting cross-legged amidst a pile of yet more data pads, trying on vain to catch up on mission reports. After having shifted the same data pad from left to right several times, he gave an exasperated sigh and pushed away from the desk, moving to collapse inelegantly on the couch instead. Shepard glanced up from amidst her own disarray, one eyebrow winging up in inquiry. "I don't know," he replied in his husky voice, one shoulder rising and falling in a shrug. "I'm... restless. Something's itching at me and I'm not sure what."

"Maybe you need some exercise," she mused absently, already absorbed in her report again. With her attention on the datapad, she missed the quick leer he sent her. "I bet James'd love to let you use some of his equipment down in the shuttle bay."

Kaidan considered her suggestion for a long moment, his chocolate eyes fixed on her, then slowly shook his head. "It's mental," he finally decided. There's something bugging me, but I can't quite pin down what." Pushing himself up from the couch, he wandered over to the aquarium, watching the fish swim through the clear blue water. "Why Thane?" he asked abruptly.

"Huh?" Startled out of her reading, Shepard stared at him blankly for a moment. "Why Thane what?" she finally asked, brow furrowing with confusion.

Kaidan rested his hands on the slight recess at the base of the tank, leaning on them. "Why did you... I guess what I want to know is why him? What was it about him that made you willing to... uh... cheat?"

Shepard was quiet for a moment, her attention now fully on the major. Her sharp green eyes studied him as he watched the fish, sliding along the curve of his back and noting the tension beneath the carefully nonchalant facade. "First of all," she said evenly, "I did not cheat on you." She watched the muscles jerk and bunch beneath his tunic as he restrained himself from reacting. "I had a relationship with a man - a good man - while I had every reason to believe I was unattached."

This time, his control slipped. He shoved himself upright and turned towards her, dark eyes snapping angrily. She continued to face him, her dark face serene, green eyes locked on his, even as she saw the first wisps of blue drift from his clenched fists. "So we meant nothing? Shepard, I know we were only together for a few months before you... before the Collector attack, but I thought we had something."

Carefully, she put the datapad aside and slid from the bed, never once taking her eyes from his. Shoving her hands in the pockets of her cargos, she approached him until she stood only a few feet away. "Kaidan, almost from the first moment I met you, I was drawn to you. After I got to know the wonderful man you are, I quickly grew to love you. Those months... chasing down Saren, dealing with the geth... they were the best months of my life, because of you. Well," she added judiciously, "the time with you was the best time of my life."

"Then how can you say -" he began angrily, only to bite off the words when she held up one hand to stop him. Despite her outward calm, Shepard felt a line of sweat snake down her spine beneath her tank. She was intimately familiar with Kaidan's impressive control - for him to be angry enough that his biotics were pulsing... She knew she had to tread carefully in addressing a subject so tender.

"I died, Kaidan," she said quietly, and watched her words act as a bucket of cold water. The flickering stopped and his face went to stone. Although her heart ached to see the wounded look in those whiskey-hued eyes, she pressed on relentlessly. "For two years I was clinically dead. By the time I was in a position to consider my previous life, I'd come to the conclusion that you must have moved on. Not," she added, "that I had any intention of acting on it. After you... No one could ever take your place in my heart, Kaidan."

He didn't bother interrupting this time, simply watched her with wary brown eyes. She took a step closer, stopped cold as she saw him tense in response. "When I met with you on Horizon, I became convinced that that part of my life was over. I understood your reaction," she pressed on as he opened his mouth to respond, "but the fact was, you pretty much made it clear you wanted nothing to do with me."

Silence fell for a long, awkward moment as Shepard paused to let him respond. She could see him warring with himself about what - if anything - to say. Finally, he just waved for her to continue. She shot him an eloquent look, then shrugged. "When we brought Thane into the squad, I... felt compassion for him. Here was a man who had spent his life killing people for others, who had let the Hanar use a body as a weapon against their enemies. I was... conflicted On one hand, cold-blooded murder for profit... That is something that is hard to accept. But as I learned more about him, his philosophies, his morals, I realized that I couldn't define him by how he had been raised."

Slowly, she backed to the couch, settled down on the arm. Kaidan moved to the second couch up against her desk and sank into it, his eyes still locked on her. She noted the tension that still sang through him, but was relieved to see no sign of biotic flare. "He was dying, Kaidan. He was dying slowly, painfully, and all he wanted to do was to atone for his life, his sins. There was something... noble about him. He reminded me..." She trailed off, eyes distant. "He reminded me of you."

She half-expected a flare, or at least some sign of anger, but Kaidan remained quiet, his eyes locked on her face. She sighed, dropping her gaze away from him, then turning it up towards the skylight. "I don't think I could help but love him, anymore than I could you. He was kind, he was honorable... and he was good." He watched her lips curve in a bitter-sweet smile. "And, this sounds so terrible, but... he was also safe."

"Safe?" Kaidan's hoarse question made her jump, almost as if she'd forgotten he was there. She gazed at him with wide, blind green eyes for a long moment, then shook her head sharply to clear it, focusing on him.

"He was dying," she said simply, spreading her hands. "Even if we survived the suicide mission, he wasn't likely to live much past it. I discovered that I could be a lot more accepting of the idea of losing someone I loved to death than of seeing him walk away from me." His flinch sliced at her heart, but she let nothing show on her face. "Don't get me wrong. I did - I do - love Thane. I would have loved him even if he had been healthy - but I never would have pursued the relationship if he had."

"I... think I understand," Kaidan said slowly, his eyes roaming over her face. He didn't miss the sorrow, the pain, or the guilt as she spoke of the drell who had been, however briefly, her lover. "I met Thane in the hospital."

"I know," she replied calmly, but her hands were twisting in her lap. "He told me that you had told him you were waiting for a woman. He asked me... He knew who you were. I had never hidden anything of my past from him. He told me..." She trailed off as her throat closed, and had to draw in several deep, cleansing breaths before she could continue. "He told me he understood, and that he would keep an eye on you, in case my enemies ever came for you to hurt me."

"I didn't know that," Kaidan murmured, absurdly touched. "He and I spoke before you came to see me that second time. He... had some kind of memory flash. It was the morning that the Alliance took you into custody." He paused there, gaze keen on her face, and he didn't miss the faint flush or the glint of memory in her eyes. "He told me... He told me that he had just been keeping your heart safe for me. That you loved both of us, but that it was me you should be with, that it was me you were in love with. I... argued. In the end, he was persuasive. And I desperately wanted to be persuaded."

"Thane was an amazing person, Kaidan," Shepard murmured softly, rising from the arm of her couch to join the biotic on his, though she was careful not to sit too close. "And he meant a lot to me. But no one - no one - is ever going to be able to take your place. I resigned myself to living my life alone after Horizon. Thane was an anomaly - a blessing, but he was never intended to replace you. He never could. No one ever could."

Kaidan drew a deep breath then extended his hand to her. She stared at it for a long, breathless moment, then let out a slow breath and placed her fingers in his. He tugged her to his side of the couch, angling his body so that they sat knee to knee. "I own Horizon. I acted badly. I'd already known you were alive, although I didn't know you would be there. Yeah, you should have contacted me. Yeah, Cerberus is bad news. But I should have had a lot more faith in the woman I loved."

"You couldn't know, Kaidan. You couldn't know I wasn't some kind of... clone, or a VI. You couldn't even know if the Illusive Man wasn't controlling me." She took a deep breath, rubbing her thumb lightly against his hand. "Okay. Maybe you acted a little… harshly. But I was never as angry with you as everyone else seemed to be. I've said it before: in your place, I don't know if I would have trusted you right away."

"Please, Shepard, I'm trying to apologize here." The laughter beneath the words drew a relieved smile to her lips, and Kaidan returned it as he lifted her hand to his lips, pressing a light kiss to her fingertips. "I understand better now. I'm not mad - I was never mad, but now... I'm glad you had him." At her look of surprise, he gave one of his heartbreaking half-grins. "I can't imagine what it was like looking death in the face. You were on a suicide mission. I'm glad you had someone like Thane to help you through it."

"I had you, too," she murmured as she lifted her free hand to his face. "I had a picture of you in my cabin the whole time. I just couldn't let you go."

"You'll never have to," he assured her, drawing her into his arms for a kiss to seal his promise.