A/N: That was a long wait and I'm sorry! Next chapter should be up pretty quick though. :) Thank you so much for all the kind reviews, I really do appreciate them immensely!

The last two weeks had been a haze for Caroline, dealing with after school meetings and Lawrence's final rugby matches. She had hardly had any time to herself and was looking forward to the next week off. She had promised herself, and her mother, at the start of the week to finish her tasks and not take any work home with her during the break.

She sat at her desk working on mid-term figures to send to the board of governors, a barely touched chicken salad sitting before her. There was a soft knock on the door, breaking her focus and making her jump slightly.

"What is it Beverly? Come in." She almost barked, annoyed by the interruption.

The door opened slowly as Caroline watched impatiently for her PA to walk in, removing her glasses to better show her agitation at being disturbed.

Kate peeked timidly around the door and saw Caroline's displeased look, whispering "I'll come back later" and beginning her retreat.

"Oh Kate, it's you. I'm sorry, do come in. I was just working on some reports for the governors and was a bit distracted." She said, waving for Kate to come in and take a seat.

Caroline leans back in her chair, exhaling loudly and squeezing the bridge of her nose as Kate takes a seat across from her.

"Geez, no wonder the students are scared of you. That Ice Queen glare is fierce." Kate joked, pulling a frightened face.

"Oh, hush you, or I'll glare you into oblivion," Caroline quipped back with a laugh.

You're welcome to, any time you like. Kate couldn't help but think to herself.

"So, what's up? And please don't tell me some student is being a little shit, I really don't have time for that right now."

"No. Actually, this is a personal visit. I wanted to see if you might like to have lunch next week while we're off, if you're free."

"As a matter of fact, I would. John is taking the boys to Liverpool on Thursday and they'll be gone all weekend. I'll be a lady of leisure for the first time in, god….years. What did you have in mind?" Caroline queries as she rolls to her desk and finally takes a bite of the chicken salad.

"Well, I decided last time, so you should pick." Kate replies, smiling at Caroline as she watches her eat. Even the act of eating is sexy, when done by Dr. Caroline Elliot.

"Oh, being diplomatic are we? Alright, let me think….how about lunch at La Feria, that Spanish rotisserie place at Montpellier Quarter, then maybe a bit of shopping after? I haven't been shopping since, god knows when." Caroline replies between bites.

"Yum, that sounds great. I love that place and there's a cupcake shop a few doors down that's to-die-for."

"Cupcakes? God, don't tempt me. I'll be the size of a house if I eat any of that." Caroline cracks with a sly grin.

"You'd be a beautiful house then." Kate replies before her brain has a chance to stop her.

Oh shit.

"I think you need your eyes checked, Miss McKenzie." Caroline pans back with a hearty laugh and cheeky grin.

Thank god, she thought I was joking.

"Right, will Thursday work for you then? What time is John picking up the boys?" Kate quickly replies, in an attempt to hide her discomfort.

"He says he'll be there by 9. Thursday noon will work. I'll just leave the boys if they are still there, they can take care of themselves for once."

"Great. I'll let you get back to work, but have a good weekend with the boys and see you Thursday." Kate says as she gets up, standing at Caroline's desk awaiting a reply before leaving.

"I look forward to it Kate, and you have a good weekend too."

They exchange a warm smile and Kate floats on Cloud 9 out the door.

oOo

Caroline is lying propped up in bed reading when her phone starts vibrating on the night stand. She picks it up and sees it is John and lays it back down with a sigh.

It's 11 o'clock on a Tuesday night, what the hell could he want? Actually, I don't give a shit.

She resumes reading her book as the phone goes still, but a few minutes later it's buzzing again. She lets him call 3 times before finally picking up, against her better judgement.

"What do you want John? It's bloody 11 o'clock on a Tuesday night." She bemoans in the phone.

"Oh, well it's good to hear your voice too, darling," he slurs from the other end.

"Are you drunk?" Caroline replies in disbelief, but quickly realizes she shouldn't be surprised at all. Since he moved out it seemed he was rarely ever sober.

"Maybe. I might have had a little too much wine with dinner."

"No shit, Sherlock. What are you calling me for John? Can it not wait until you are sober?" Caroline snarls impatiently into the phone.

"Whoa, whoa, don't be such a bitch. Wait, I'm sorry, I'm sorry, don't hang up."

Caroline is losing her patience fast.

"What do you want John?" She repeats sternly.

"Caroline, I miss you. I was thinking….why don't you come with us, me and the boys, to Liverpool. We could have a proper family holiday. You and I could talk and send the boys out to the cinema and…talk…or something. I miss you. I love you Caroline." John rambles on the other end, slurring more with each word.

"You're unbelievable, you know that? How fucking dare you call me, completely pissed, raving about how much you love and miss me. If you really loved and missed me, you'd call me sober and try your damnedest to fix things then!" She growls through pursed lips and gritted teeth.

"You're bloody impossible Caroline. You are a boring, average, old bitch, just like your bitch of a mother. That's why I cheated, I needed some excitement. You bored me. Have fun being boring all alone! " He yells before hanging up the phone.

Caroline sits quietly for a moment, completely shell shocked at the exchange. Despite his increased amount of drinking there hadn't been any heated exchanges between them since the day he moved out. She had just started entertaining the idea that she might be able to forgive him and move on, but this juvenile outburst made her change her mind, vehemently.

She was sad, confused, angry and hurt. Why did he feel the need to be so cruel? The tears started to stream down her cheeks and in that moment she felt keenly her solitude. She needed someone to talk to, to listen to her vent. Her mother was asleep and she didn't want to wake her, besides she had listened enough. Then it hit her…

Kate. I can call Kate, she'll listen. No, it's far too late, I can't bother her.

She thumbs through her contacts, squinting to see the numbers through her tears. She pulls up Kate's number and sits for a while, staring at the screen. Should she really call this late? That's not exactly following proper etiquette. After hesitating for a few moments more she decides to send her a text, reasoning that it's more easily ignored if one's sleeping or busy.

Hi Kate. You awake?

A few minutes pass, then a response.

Caroline, hi! Yep, just reading. You ok?

Caroline sits for a moment, thinking of what to say.

Oh just John, being a prick. Fancy a chat?

Caroline sits watching the phone in her hands, awaiting a response. After a few minutes it vibrates and she looks down to see that Kate is calling. She wipes her tears and nose, and clears her throat before answering.

"Hi, thanks for calling. How are you?" Caroline says, trying to keep her voice as calm as possible.

"I'm doing fine, but how are you? The prick strikes again, eh? Want me to knock him about a bit? I've recently added kick boxing to my exercise routine." Kate says in an attempt to cheer Caroline up. She could tell instantly that she was crying, but didn't want to fuel the fire by drawing attention to it.

"Ha, yes, would you. Is that why your arms are so toned? Maybe I should take that up too." Caroline says with a chuckle, sniffling away the last of her tears.

There's something so calm and soothing about Kate, her voice and her demeanor that Caroline once again notices. Kate always makes her smile, something she seemed to do so little of these days.

Kate decides to ignore the compliment as her heart is beating so rapidly with excitement she'd only make a fool of herself if she tried to respond to it.

"So, what did he want?" Kate asks, feeling Caroline is more calm and able to continue on the subject.

"He called asking, practically begging, me to come to Liverpool this weekend, said he 'missed and loved me'." Caroline replies, using air quotes despite being alone in the room. She knew the sarcasm would be received on the other end.

"Wow. What did you say?" Kate asks, a small fear creeping in that Caroline might have said yes.

"I told him no! He was bloody pissed. If he loved and missed me so much, surely he'd be able to manage to call me when he's sober." Caroline can feel the emotions bubbling up again and stops, taking in a deep breath to stave off the tears.

"Caroline, I am sorry. I know this isn't easy." Kate coos over the phone, trying to put as much comfort in her voice as a warm hug.

"And he called me boring. He said I was an average old bitch and that's why he cheated, because he needed some excitement." Fresh tears have started to fall now and she's working hard to not turn into a complete mess of sobs in Kate's ear.

The flutter in Kate's chest gets stronger just hearing the hurt in Caroline's voice. She desperately wishes she was there to hug her and hold her and assure her that she was special and John was complete a tosser.

"Oh, Caroline. I am so sorry. I know it doesn't really fix things, but he is absolutely wrong. You are anything but boring, and average….I would never use that word to describe you. Everything about you is so far greater than average."

"No, he's right. I am boring. I'm vain enough to know I'm not average, but I'll admit I am pretty boring." Caroline sighs between tears.

"But you're not Caroline. I think you're very entertaining. You're smart, strong, a great leader, an excellent mother, funny, and beautiful. Damn him for making you think otherwise. He's lashing out because he's beginning to realize just how wrong he was."

Kate listens intently to Caroline, relieved to hear that her breathing has slowed and the sniffling has started to become more sporadic.

"You know, you are a wonderful boost for my ego. We should have become friends a long time ago." Caroline finally teases into the phone as her tears have subsided once more.

"I'm only telling the truth, and yes, we should have become friends sooner, now you mention it. I was too daunted by the Ice Queen to offer though."

"Oh, you were not, were you? I don't get the impression that you're so easily intimidated." Caroline replies in amusement, all signs of waterworks now gone from her voice.

"I was, a little a first, but I could tell there was something softer underneath. I could see it when you would look at William and Lawrence at school." Kate admits, her heart picking up pace a bit with the confession.

"Really? I'm that obvious around them? God, I've got to get that under control, I can't be giving the impression that I'm really a big softy."

"It was obvious to me, but I don't think anyone else notices. Don't worry; your Ice Queen persona is still intact." Kate replies with a laugh.

"Good. You know, you are rather intuitive Kate. You're always so calm, cool and collected, and you're an excellent motivational speaker. I'm a bit envious of that quality." Caroline says with a smile that she's sure Kate can hear in her voice.

"It's taken me a long time to get here. Believe you me there was plenty of shouting on the way though. I can be a bit stubborn sometimes."

"Well, we have that in common then." Caroline responds slyly.

"I'm glad you called me Caroline. You know you can call me anytime you like, any time you want or need to talk. You shouldn't have to go through this alone and I'm willing, no, I want to be there to help you." Kate articulates seriously.

"Thank you Kate, that is very kind of you. I'm feeling much better now so I'll let you go, it's getting late and I'm sure you'd like to get back to your book or go to sleep."

"Well, this book is pretty entertaining…" Kate cheekily replies.

"Oh is it? What could be more entertaining than me and my melodrama?" Caroline chimes back, returning the cheek.

"I'm reading Gone Girl, but you're right….your melodrama gives it a run for its money." Kate laughs into the phone.

"I'm just reading that too! That's what I was doing before John the Tosser interrupted me. I'm completely hooked." Caroline replies excitedly in the phone, laughing at the coincidence.

"Oh, me too! It's intense but so good. I've stayed up entirely too late each night reading."

"So have I; that's too funny. Well, I'll let you go to read then. I'm going to do the same. Have a good night Kate and thank you for listening to me vent. I really do feel much better now."

"I'm glad Caroline. Sleep well and I will see you Thursday. Good night, bye."

"Yes, see you Thursday. Goodbye Kate."