It wasn't until after midnight that Tom saw B'Elanna again. He was on the dance floor, still trying to figure out how to shake Cadet Katrina Duell, and spotted the half-Klingon engineer leaning slightly against the clear wall as she looked out toward the stars. He couldn't quite read the expression on her face, but he suspected that she wasn't having as much fun as Siobhan had thought they would.

"I need to go take care of something," he told the tall redhead after the song had ended.

She pouted slightly. "Find me when you're done?" He gave a quick nod in reply as he split off from her and headed toward Torres.

"Hey," he said softly, placing a hand gently on her back as he approached.

To his surprise, she didn't jump or glare at his touch. "Hey," she replied, not moving her eyes from the stars.

"Got sick of Siobhan already?" he joked.

This at least got a small smile from her. "She found a guy. She left about half an hour ago, told me she'll see me on the ship tomorrow." She finally turned to him. "Where's your shadow?"

"Duell? Finally managed to escape from her."

She raised her eyebrows at this. "No one-night stand? That doesn't sound like the Tom Paris of lore."

That surprised him. "The Tom Paris of lore?" he repeated. "What do you mean?"

"You have a bit of a reputation at the Academy," she informed him. "The other girls on the track team, even quite a few of my classmates, have told stories about the attractive squad leader of Nova Squadron and his conquests."

"You always believe everything you hear?" he asked, leaning against the glass, fixing her with a challenging gaze. "Because I've heard quite a few things about Klingon women, and yet here you are, looking out at the stars alone, as if you weren't surrounded by a hundred interested men."

She flushed slightly. "You shouldn't generalize," she responded in a clipped tone. "My social life is none of your business."

He held up his hands as if to ward off an attack. "Hey, I was just trying to make a point about what happens when you believe every bit of gossip. I'm pretty sure there's no truth to most of the stories you've heard—for one, you're pretty much the only plebe I've even talked to all year."

She gave him an apologetic smile. "Sorry. I get a little defensive when I've been thinking."

"You don't stop thinking," he pointed out with a wide grin of his own. "What were you thinking about this time?"

She turned back to the stars. "It's nothing," she muttered.

"That's okay. I hear a lot of nothing. If you don't believe me, you try living with Ryan for awhile."

She smiled slightly, then looked back at him. "A few weeks ago, when we were talking in my room at Saturn, you said that you can't let yourself care about what I thought of you. What did you mean by that?"

His first impulse, as always, was to make a joke, but the challenging look in her eyes told him that that would not be a good idea in this case. He sighed and looked out the window for a moment before turning back to face her. "I like you, B'Elanna. A lot. But this isn't a good time for either of us, with you busy at the Academy and me about to become an ensign." He sighed again. "That's not it, either. It's just… I've screwed up almost everything I've ever done, and that's not what you need right now. I'm your friend, and if I did anything to ruin that, I wouldn't be able to forgive myself."

To his surprise, she didn't accept his explanation; rather, her eyes burned with anger, and he realized that she wasn't as sober as he previously thought. "That is so typical of you, Paris. You decide what's best for you and never once consider what anyone else around you thinks."

He flinched. The fact that she was probably the only person who knew how untrue that statement was made the words hurt even more. "B'Elanna—" he began, reaching for her arm.

"No!" she exclaimed, twisting easily out of his grasp. "Don't touch me, and don't try to explain. You've said enough. Have a good night with your pilot friend." She turned on her heels fast enough that her hair flew up and hit him in the face, but he didn't react, and just watched as she stormed away and out of the building. He groaned in frustration as he leaned his forehead against the wall.

"There you are," a soft voice cooed into his ear as a pair of arms wrapped around him from behind. "I've been looking for you."

He loosened the grasp enough to turn and face Katrina Duell. "Well, you found me," he said, giving her a roguish grin that didn't reach his eyes. "Now what are you going to do with me?"

"Well," she said slowly, tracing small circles on his chest. "How about if we return to the dance floor, and then see where things go from there?"

"Sounds like a plan," he replied, allowing himself to be led away.