"Goodnight Nathalie" Adrien called out as he was about to head up to his room the night.

"Goodnight Adrien. Don't forget you have that photo shoot your Father organised for you straight after school tomorrow and your piano tutor has just confirmed your piano exam for 8 am Saturday morning, so don't forget to practise." Nathalie replied.

"Thanks, Nathalie. I won't." Adrien sighed, as he walked the staircase to his bedroom.

Adrien walked into his room and close the door behind him, headed straight for his bed and flopped on his back. As soon as he hit the bed, Plagg came screaming out of Adrien's shirt.

"Adrien, where's my cheese? I'm dying over here!" Plagg said, pretending to pass out from starvation.

"Here" Adrien replied, still laying on his bed but completely spaced out as he handed Plagg his cheese.

"Kid, you were way too emotional for me to handle today! Maybe you should go take an icy cold shower to cool yourself down!" Plagg complained.

Adrien sighed and roll over to face the wall next to his bed.

Plagg finished scoffing down the last of his meal when he realised that Adrien wasn't moving and flew over to check on him. "It's been a lot harder than you thought it would have been, you know, knowing her identity and not been able to tell her who you are, isn't it?"

"I don't know what to do Plagg! If I keep doing what I'm doing, I could scare her off completely. If I take too much of a backwards step, I could lose her altogether." Adrien cried out, extremely frustrated at himself.

"Ick, lovey-dovey stuff! I can't help you there. Is there anyone else that you could talk with about this lovey-dovey stuff too?" Plagg replied in disgust.

Adrien sat up on the end of his bed, "I can't talk to Nino, I tried that earlier today when he was with Alya, but neither of them can understand how complicated all of this is. The only family I could really talk to about these things with is gone. I can't talk about this with Ladybug because it's too personal and close to revealing my civilian identity and all my other friends aren't that close so that I wouldn't discuss this kind of issue with any of them. The only other person I could talk with is…" he stopped and his heart sank, his face dropped and he fell backwards again onto his bed as he realised who.

"Is who, Adrien?" Plagg shot over, extremely curious as to who he was thinking of.

Adrien sighed, "It doesn't matter, Plagg. I wouldn't be able to talk to her about it anyway."

"Adrien, who is 'she'?" Plagg said sternly.

Adrien sighed. He knew his Kwami wouldn't let up until he gave Plagg an answer, "It's… It's Marinette." He said before curling back onto his side again.

"Marinette, well that's great!" The curious Kwami cried.

Adrien sat back up in confusion over the excitement in Plagg's voice. "Have you gone crazy, Plagg? There's nothing 'great' about me talking to her about how I feel about her as Adrien!"

"No, that would be me going onto eBay and buying you a coffin and burying you in the backyard if you did that!" Plagg replied sarcastically.

"PLAGG! You're not helping here!" Adrien's frustration was starting to show through again.

"Kid, you're missing the point here! Ok, so you can't go talk to her as Adrien, but… you can talk to her as Chat Noir. Besides, weren't you going to be going and visiting her tonight to check up on her anyway?" Plagg replied, floating in an overly proud like posture.

"Plagg! You're a genius!" Adrien exclaimed, "Why didn't I think of that!"

"Do you really want me to answer that for you?"

"It would be better for me if you don't!" Adrien replied ruefully.

"So, what the plan then?"

"PLAGG! CLAWS OUT!"

"Oh no! I spoke too soon!" Plagg cried out as he was being sucked into Adrien's ring.

...

Marinette was trying to make herself comfortable on her chaise lounge after her Father, Tom Dupain had helped her upstairs to her room to retire for the night when she heard an all too familiar knock at her balcony window. She slowly limped over and unlock the hatch to let Chat Noir in.

As the hatch opened, Chat's head popped into view, "Hello Purrrincess, how are y…" He stopped mid-sentence, seeing her ankle bound up as he remembered the accidents that she'd had over the course of the day. "I'm sorry, Purincess. I didn't realise that you had been in the wars today or I would have been here sooner to check in on you" he said, as he slipped down into Marinette's bedroom.

Marinette tucked a piece of hair behind an ear, "It's ok Chat, I've just had a bit of a rough day" she sighed.

"Here, let me help you" as Chat swept her up off her feet, took her down the stairs and gently laid her down on her chaise lounge, helping her to rest her foot. "So, what happened to you today that's got you all banged up?"

"It's nothing really, just me being my clumsy self. Nothing compared to a superhero who takes all those hits during Akuma fights like you do" Marinette replied, looking rather embarrassed and avoiding eye contact with him.

Chat knelt down beside Marinette, his hand reached up to caress her face before drawing it back so he could make eye contact with her, "You don't have to be a superhero to be important and cared about by others you know!" He said softly and sincerely, "And rumour has it that you took a tumble down a flight of stairs and didn't even break a nail! That's rather impressive, even by my standards!" he teased, casually inspecting his claws while watching as Marinette's eyes and jaw flew open at his comment.

"How did you…" she squeaked, before Marinette paused to re-compose herself, "Ok, so I may have done that at school, but it's nothing, really," she said, as Marinette broke the grip holding her face, so she could look away again. She didn't want Chat to see the tears that were starting to well up in her eyes after the emotionally draining day that she'd had.

"Purrrincess" Chat purred softly, "you do realise that I have eyes and ears everywhere, don't you? And I also know that your fall down the stairs at school today wasn't how you got this injury either" as he pointed down to her bandaged ankle. "Is it ok for a 'Superhero' like me to be concerned about the welfare of others, especially my friends?"

Marinette nodded, still avoiding eye contact in fear that the tears would start to flow if she looked over at him.

Chat stood up and joined Marinette on the chaise then leaned in to give her a hug placing one arm around her and gently pulled her head into his shoulder with the other. Marinette flinched as Chat touched the lump on the back of her head and he pulled his hand away as soon he realised what he has found.

"Is that a lump I just felt on the back of your head?" Chat exclaimed, really concerned.

Marinette's body slumped and she pulled her legs into her chest in defeat, "Yes Chat, it is"

"Please Puurrincess, please tell me what happened to you today" he pleaded with her.

Marinette sighed, "Where do you want me to start?"

"How about the first thing that happened to you today" Chat replied.

Marinette took a deep breath in, "Well, I took your advice about doing something different and wore an outfit that I had designed that was inspired by you actually. This shirt and matching jacket" as she gestured at the shirt she was still wearing and the jacket that was now hanging over the back of her computer chair.

Chat's eyes widened in surprise, "Really! Did I inspire you with these designs? I love them!" he exclaimed as he jumped up to take a closer look at the jacket, "The emerald green colour of the polyester really matches my eyes! However, did you manage to match the colour so well?"

"Thank you," she said sheepishly, "Hang on, you know what fabric I used by looking at it?"

"Ummm… let's just say that my civilian self knows a thing or two about fabrics" Chat replied, realising the mistake he had made. "You didn't answer my question though"

"My friend Alya takes a lot of photos of Ladybug and Chat Noir for her blog, the Ladyblog. I was able to use those pictures of you to find the right colour that would match"

"Well, you have a keen eye when it comes to choosing the right colours for your work"

"Thanks, Chat" she replied, "Anyway, I was running late to school so I only just got to my seat as the bell rang. Apparently, Alya caught Adrien trying to turn around to catch a glance at me as Ms Bustier was doing roll call."

"Well that's a good start, right?" Chat queried.

"Yeah, I guess. Anyway, during class, we were told that we had to work in pairs for a Shakespeare assignment and when Chloe told Adrien that he was working with her, he told her that he was already going to do the assignment with me, without asking first!"

"Well, would you have said no if he had asked first?" Chat replied, a little puzzled as to how this could be a drama for her.

"NO!" she blurted out, a little too quickly. "I mean, it would have been nice if he was able to ask me first."

"Ahhh, I see. So, you think that he just assumed that you would agree to work on the assignment with you then" Chat replied, rubbing his chin with his thumb and finger in the thinking motion while nodding in agreeance. "That makes sense. And I bet this Chloe girl loved every minute of you spending time with him instead of her too!" Chat said sarcastically.

A smile broke across Marinette's face, 'Yes! I got her to smile!' Chat thought to himself.

"Yeah, she threw death threats at me" Marinette replied, "But it was nice to be able to spend a little time with Adrien, even if it is just for a school assignment."

"So, what happened next?" Chat asked.

"Well, the rest of the morning ended up being a bit of a blur, to be honest. I think I must have had my head stuck in the clouds or something from my Adrien encounter"

Chat had to turn away for a brief moment to hide the red hue that was creeping out from under his mask. "So, I take it that your flight down the stairs was what happened next then?"

"Yeah, Alya and I were last out of the classroom so she had called out to the boys from the balcony to wait up so we could join them for lunch. Alya was dragging me down the stairs so fast that all I remember is that I somehow missed the last 10 steps of the staircase with Adrien breaking my fall. I can't remember if I even thanked him for breaking my fall, but I was so embarrassed that I ran off and hid in the girl's bathroom crying."

"Hmmm. Sounds like someone helped you to fall down those stairs if you ask me!"

"What do you mean? You think someone tripped me up on the staircase on purpose?" Marinette responded in surprise.

"Well, it's a little bit hard to completely miss 10 steps on purpose now, isn't it?" Chat replied.

"True, I hadn't thought about it that way"

"So, then what happened?" Chat asked, encouraging her to continue.

"While I was in the bathroom, I heard a noise at the doors, so I decided to sit behind one of the doors to find out what all the commotion was about and I may have overheard a conversation I shouldn't have" Marinette said, getting quieter and quieter, rather embarrassed that she was admitting to eavesdropping to a Superhero.

"You heard what now?" Chat said, his eyes widened as he started to realise exactly what conversation Marinette was referring to.

"Ok, I'll tell you, but you have to promise me that you won't tell anyone about what I heard outside the bathroom, especially Adrien, OK?" Marinette replied, a little frazzled.

"Chat's honour" he replied, holding one hand in the air with the other hand over his heart and secretly crossed his ankles without Marinette knowing. It hurt him to make that promise knowing all too well that she was about to confess to 'Adrien', the only differences were that he was in a mask and that she didn't know it was him under it.

"OK" Marinette calmed herself down again, "So, I overheard a conversation that just happened to be between my friends, Alya, Nino and Adrien. At first, I thought it was just some random heated discussion, but as I listened in by the door, that's when I found out that they were grilling Adrien because he's trying to figure out his feelings for me but was also saying how things were complicated at the same time, so he couldn't just come out and confess his feeling to me either."

Chat froze, his blood had gone cold. She knew. She heard everything, well Adrien's confession, so how should he be trying to proceed with things now? Chat's emotions were starting to bubble over on the inside again.

"… so, what do you think I should do, Chat? Chat? Chat, are you ok?" Marinette said as she looked up to see Chat looking blankly into space, before leaning in to hug him, which helped snap him back to reality.

"Oh, sorry princess. You see, it sounds to me that your friend Adrien might have always had strong feelings for you, but just never knew it and now that he has figured out those feelings are genuine and are at a more than 'just a friend' level, he is torn between what he thought was real and what is real. Does that make any sense to you?" Chat quickly replied as he tried to race through his mind to give her some kind of answer. 'Man, I wish I could give myself this kind of advice!

"Hmm. I never really thought about it that way. But, there was a mention about someone else that he has feelings for as well. The only person I can think of that I know he speaks of is Ladybug" Marinette replied, a little confused by his bizarre explanation.

"Well, that's game over right there!" Chat joked as he panicked on the inside.

"But why would anyone of his calibre want me? Look at me, I'm a mess! I'm just a clumsy baker's daughter with a dream of working in the fashion industry." Marinette squeaked as she pulled her legs up to her chest once again but this time, she buried her head between her knees.

Chat reached out and placed a hand on one of her shoulder's, "Marinette, you shouldn't criticise yourself so much. You are a wonderful person who has many, many talents and the way you treat your friends and those around you with your kindness and generosity is more than worth any weight in gold. I'm just honoured that you accept me as a friend and treat me no different than anyone else instead of idolising me like most of Paris does" he said sincerely.

"But I would only cause him more problems and cost too much in damages if he took me out to any of those expensive places where celebrities dine and hang out at" She whined.

"It doesn't matter who your parents are or if you're just a little bit clumsy at times, the point is that all these things help make you unique and I'm sure that I um..." Chat quickly cleared his throat, "Adrien doesn't see you that way either. If he thought that you were a problem or even that you would be too costly or high maintenance, would he still be silly enough to try and pursue you like he is?" Chat replied.

Marinette looked up at him as his words started to sink in, "Hmmm…"

"What is it, Princess?" praying that she hadn't heard his slip up.

"Hmm... You've just given me a lot to think about, that's all." She replied, deep in thought.

"Would you like it if I gave you some space to think on your own then?"

"No." She replied.

"No?" Chat queried.

"I don't really want to be on my own right now otherwise my mind will start overthinking all of today's events and I could really use the company that isn't my parents if you can understand what I mean. Besides, you're looking a little frazzled yourself, Chat. Are you ok? You didn't answer me when I asked you earlier."

"Well, no, not really to be honest. It's funny because I was coming to talk with you and ask for some advice as my civilian self is a bit of a mess emotionally too. You're the only one I can talk to right now and if I tried to talk to Ladybug about it, she will shut me down for being too close to revealing my identity to her" Chat's body slumped.

"Don't you have friends that you could talk to as your civilian self?" Marinette asked.

"I do, but I can't exactly explain the whole 'superhero' scenario to them. Besides, I tried that already and because I can't reveal my identity to them, they can't understand the full story of my dilemma." Chat explained.

"Ahhh. Well, that makes sense then. So, how can I help you then?"

"Well I have a friend that I have developed feelings for and now I don't know how I should be acting around her. I'm struggling to keep my emotions in check because I don't want to scare her off and I don't know how she feels about me as to know if she would want to spend more time with me on our own rather than as part of a group" Chat explained.

"Have you tried to ask her or had someone else ask her on your behalf? That would be a good place to start"

"Well, every time I try and approach her, she talks to me like she's scared of me and if I tried to get one of my friends to find out for me, they would tell me to just go and talk to her and ask her myself or laugh at me" Chat sighed, feeling defeated.

"There must be something that you're missing if your friends are laughing at you about getting them to ask what she thinks of you. Could it be that she's acting that way because she likes you, not because she's scared of you?" Marinette asked.

"What do you mean?" Chat asked, curious as to what her answer will be.

"Well, you know I have a crush on Adrien, right. Well, when I'm with everyone else, I talk like I'm talking to you now. Whenever I'm with Adrien, I feel like my brain short circuits and my body stops functioning so trying to form 'normal' sentences are really hard and I often wonder if my weirdness when I'm around him makes him want to avoid me."

"I get it. Whenever I'm with her, my heart feels like it's about to beat right out of my chest, I try to play it cool but I feel so nervous that it makes me feel nauseous. I feel like I'm in heaven when I'm with her but the sound of her voice brings me back to Earth, to her. I look forward to seeing her every day because she brightens my day, she's the light to my darkness."

Marinette watched Chat's body language as he talked about this girl that made his heart swell with the same warmth that she felt as she does when she talks about Adrien, but at the same time, she felt a little jealous by his infatuation and couldn't figure out why. 'Nuh, I'm just been one of those overprotective friends, I should be happy that he has found someone who makes him feel that way.'

"It's really obvious to me that you really love her, don't you?" Marinette enquired.

"I… Love… Her…" Chat froze as the words started to register, "Oh My Gosh! I love her! I'm in love with her! That's why things weren't making sense to me all this time! Thank you, Marinette!" as he leaned over and gave her a great big hug then pulled back enough to kiss her on the lips in all the excitement.

"Chat?" Marinette squeaked, a wave of panic flowed over her as she turned red in embarrassment.

Chat realised the move he'd made and also started panicking, "I'm so sorry, Princess! I don't know what came over me. I was so excited and caught up in my little moment that I didn't realise what I was doing. Please forgive me?" he pleaded.

"Chat, I think now would be a good time to leave!" Marinette cried with panic in her voice.

"Yes, Princess. I'm sorry Princess." Chat sighed as he stood up and slowly dragged himself over the balcony hatch. He unhitched his stave off his back and turned to look at Marinette one last time before heading on up, "I am truly sorry Princess if I have upset you, it was never my intent. I hope you sleep well and you will allow me to come to visit you again tomorrow to see how you are doing?"

Marinette just sat there in silence, her back turned to him as the tears welling up in her eyes once more and started to flow.

Chat dropped his head before turning around, used his stave to lift him up onto the balcony before turning back around and kneeling, ready to close the hatch. "Goodnight, Princess!" he called back to her as he closed the hatch and headed back home.

Marinette waited until she heard Chat's footsteps leap off her balcony, "Goodnight Chat" she said as she turned into a blubbering, emotional mess.

Tikki had seen everything and instantly flew out of the dollhouse as soon as Chat had departed to comfort Marinette, "It's going to be ok, we'll work this all out together".