I'm falling apart… I'm barely breathing… With a broken heart…

"Will?" Terri stood at the door, papers in hand, looking stern. "Will, we need to talk. We have to finish this. You can't keep changing your mind. You are either in love with me or you aren't. Now, who are you gonna chose? Me, your loving wife who would do anything for you. Or that ginger freak, Ella?" Terri crossed her arms.

In the pain… there is healing… in your name… I find meaning…

Will had been thinking about the situation with Emma non-stop for several days. He still had no idea what he should do. He got up from his desk and looked at the clock, 10:17pm. No one else was bound to be in the building, he could let off some steam. He found that singing was one of the ways he could do that. Will looked out the door of his classroom and looked down the hall. No lights were on. He was alone.

"You're in my arms/And all the world is calm/The music playing on for only two/So close together/And when I'm with you/So close to feeling alive/A life goes by/Romantic dreams will stop/ So I bid mine goodbye and never knew/So close was waiting, waiting here with you/And now forever I know/All that I wanted to hold you/So close"

Emma looked up from her paperwork that she was filling out. She heard a man's voice, singing, from a couple of halls over. Will's classroom was over there. She slowly got up from the desk and made her way to Will's classroom. She could see the light was on and she could hear him singing a love song. Who it was meant for she didn't know, but she could hope. She stood by the door, listening to his beautiful voice.

"So close to reaching that famous happy ending/Almost believing this was not pretend/And now you're beside me and look how far we've come/So far we are so close/How could I face the faceless days/If I should lose your now?/We're so close/To reaching that famous happy ending/And almost believing this was not pretend/Let's go on dreaming for we know we are/So close/So close/And still so far"

Will finished the song and sighed. He was just so confused it was giving him a headache. Emma sighed outside the door and started to walk back down the hall, her heels clicking with her steps. Will snapped back to reality and stuck his head out the door, seeing Emma walk away.

"Emma?" Will called out to her, wishing that she would turn back around.

"Will?" Emma turned, but did not walk back towards him.

"Emma, I miss… I miss you." Will sunk down into his chair, his head in his hands."I miss talking to you, eating lunch with you, watching you clean your grapes individually." Emma gave a weak smile.

"Where do we stand, Will? I'm not exactly… sure how to act around you" Emma looked down at her shoes.

"Emma, I…" Will looked up at her, his eyes filled with longing. "I have to be honest. I still have those feelings for Terri. But I have to say, that she came to me tonight, and I… I told her I wanted to be either you. But I was too - - scared to admit it. I mean, I've been with Terri for a long time. I forgot what it was like to really love. To really care." Will poured out his heart to the woman standing in front of him.

"Will, you know how I feel about you. But I don't want to get in the middle of anything. To break anyone up." Emma looked up at him, feeling his gaze on her. She was scared too, especially since Will had crushed her once.

"You aren't. Terri lied to me. She faked a pregnancy in order to keep me. That's not love, that's manipulation. I couldn't go back to that. You are who I want. I want… I want you. I love your little quirks. I want to be there for you, always." Will was standing right in front of her now, taking her hands in his. "What do you say, Em? Take a chance on me?" Will gave her his famous grin, the sincere look that told her he was telling the truth. He loved her.

"Will. I want to be with you. But… I think I made a mistake." Emma looked back down at her feet.

"Em, what is it?" Will put his hand on her shoulder. Nothing she could've done would make him doubt his love for her.

"Will. I took Ken back."

So I'm holding on… I'm barely… holding onto you…