The room was eerily silent and even Frasier wasn't sure that he'd actually said the words, albeit so harshly. But the stunned look on his estranged wife and loving son's faces confirmed that he had.

He knew that Lillith must be livid but he could hardly take his eyes off of his young son. The boy's eyes were wide with shock and filled with tears. And the way Fredrick's lower lip trembled simply crushed Frasier's heart.

"Dad, is it really true?"

Frasier sighed deeply. "Yes, Frederick. I'm afraid that it is."

"But Dad, you said you'd do anything I wanted! You said we'd still see each other after you and Mom got divorced! Now it'll be just like Jimmy Warren's parents!"

Frasier looked at Lillith, surprised to find compassion in her expression.

"Of course we'll still see each other, Fredrick. As often as we can. But right now your Uncle Niles and your grandfather need me!"

"I need you too, Dad!" Frederick cried. "And so does Mom!"

Frasier cast a glance at Lillith who put her hands on Frederick's shoulders. "I know this is going to hard, Frederick, but your father is just..."

"Frederick, please try to understand." Frasier pleaded.

"I can't, Dad! I'll never understand it! Why are you leaving me?"

Frederick began to sob and his distraught expression blurred before Frasier's tear-filled eyes.

Frasier held his son close, the two of them crying together and when they had no tears left, Frasier kissed Frederick's damp cheeks.

"Frederick, I think it's time for you to get ready for bed."

Frederick looked worriedly at his father. "But Mom..."

"I'll be up in a little while to tuck you in." Frasier assured him. "Now go on..."

Frederick hugged his father and then Lillith.

"Goodnight, Mom."

"Goodnight, Frederick."

Alone in the living room, Frasier sighed deeply. "Lillith, I-."

"It's all right, Frasier. I know what you're going to say. This is the best thing... for all of us. But really I think what's best for Frederick is..."

"For him to stay here with you." Frasier finished. "You're right, Lillith. And that's what hurts. I mean the expression on his face... but I can't just take him away from the only home he's ever known... I just... hope he doesn't hate me."

"Oh Frasier, Frederick could never hate you. I might at times, but perhaps after we're divorced..."

Frasier chuckled. "Right... We should probably get started on that right away. I'll call my lawyer in the morning."

"And I'll call mine."

"Lillith, I'm so sorry... about all of this. I-."

Lillith smiled and took Frasier's hand. "You're right, Frasier. This is the best thing... for all of us. And Frederick will be fine. He just needs a little time."

"What about you?"

"I'll be fine, as well."

On impulse, Frasier hugged her, but she pulled away sooner than he would have liked.

"Frederick's waiting for you."

"Right..."

Frasier took one last look at his estranged wife before heading to his son's bedroom.

He still loved her, even if their marriage wasn't meant to be. And he had a feeling he would always love her, no matter what.