Emma stared through the glass wall of her office at nothing. Instinctively her hand flew on her face, blocking out the world, if only for a few seconds.

It was pointless. Emma knew every flicker of emotion would register in her features. She could never hide what she was feeling. Her awkward blushing when on of the students mentioned intercourse, the frustration that beamed from her furrowed brow every time she dealt with Figgins. The yearning for Will, the tentative delight after sectionals and the bitter betrayal that followed.

And now she sat desperately trying to gain control over the tears that were building and the anxiety that sat in her gut like cold, wet, slimy rocks.

Breathe.

She had been doing so well with Carl, who'd scooped her up with his dashing smile just when Emma needed it the most, and she had repaid him by following his lead, facing her fears and getting rid of her problems. He was charming and handsome and knew exactly what she needed.

She queezed and felt a cold sweat rise up her spine but it was after 8 already, there wouldn't be time for another shower if she was really going to go through with this.

She had answered the phone knowing it was him and resisted the urge to wipe it down with Clorox. The germs felt hot and prickly on her skin but she smiled anyway hearing his voice.

"Cheese tasting? I don't know Carl, I think that's a little too crazy" but he said it would be great. The same way he thought handshakes and sitting on unsanitized park benches were great.

Of course she agreed and then silently berated herself. She hated the way he swayed her, floating ideas into her head as if she were a child. She was stronger than this and she knew it. Carl had no idea the strength it took to get up at 4 am everyday to wash the linens before work, how some days it took hours to leave the house because she didn't vacuum in an even line and touch the door handle in exactly the right way.

He only saw the tiny crumbs of her problems and still, there he was, charging in like a mad bull trying to save the day.

She cried until her head shook, thinking that he would any minute and then she'd be dragged into her own personal hell of brie and bacteria.

Breathe.

"Emma?"

She snapped her head up already visually the facial wipes in the left drawer of her desk. It was Will. Always appearing at just the wrong time, like a giant smudge on the glass, reminding her of all the mistakes and unfinished business.

"You Ok?"

She nodded swiftly, with all the conviction she could muster but he was unconvinced.

He hadn't seen her cry since her almost wedding day, he remembered how small she had looked then, but how firm she had been, every word forced out with intent and meaning. He knew Emma was smarter and tougher than anyone gave her credit for and yet he couldn't help but ache as he watched the distress on her face.

"I'm fine Will, I'm about to go on a date"

"With … him?"

They let the silence hang in the empty question. Everything had already been said and done. Will had said he loved her and Emma had kissed him back and yet now she was crying and still he was the only one there to help

"What are we doing Will? You can't come here, to my office out of hours"

"Em, we're friends. You're upset." He shrugged with that same crooked grin that made her swoon, he could take over the world with that smile, she was sure of it.

"I'm not upset Will, it's just hard to keep facing my problems everyday. I'm exhausted" she sat up straighter, clearing her throat and already feeling her tension ease.

"You're really brave, Emma. The bravest person I know"

"We're going to a cheese tasting tonight. Carl thinks it will help with my problems, he's right, it's just ah, a little overwhelming" she pursed her lips like she always did and Will knew she was terrified.

"You don't have to do everything he says. You have to be ready Em"

She took another deep breath and thought of all the things Will had given her. She hadn't felt anything but bliss after that shocking first kiss. She laid on his couch, rested her head on his chest and gotten so close to him she could feel his breath and didn't once think to run from the germs.

"I miss you Will" she sighed with wide-eyes, begging to tear up again for a whole new reason.

" I miss you too" he choked just as Carl strutted in, leaning against the doorframe, with an eerie movie star glow.

"You ready babe?" Carl crooned smoothly, nodding to Will but speaking to Emma.

With one more deep breath and tight wide smile, Emma nodded curtly and stood up to join Carl, feeling sicker than she ever had before.