Author's Note: I would like to thank Jaded Angel, Penname wa Silver B, Mia 26, Denise Simpson, and Galaxia–hime for their reviews! Sorry it took so long to update this time, I had a horrid case of writer's block. Chapter 11 is coming shortly. Enjoy the fic!

Chapter Ten – Farewell to Love

Fry lay in bed, looking up at the ceiling as the moon poured into his bedroom. He lifted himself up onto his elbows, unable to sleep, and glanced at the clock. It was 3:30 AM. Fry found himself unconsciously looking over at the phone. Mentally, he scolded himself. He sighed and let himself fall back against the bed, covering his face with his hands.

"I can't keep doing this..." he said quietly to himself, "damn that Rodney..."

He lay there in bed for a moment more before he finally swung his legs over the side and sat up. Grumbling, he got out of bed and dressed. He knew that sleep was not going to find him tonight.

Leela sat on her bed, relaxing against Rodney's chest. His fingers were intertwined in hers and he spoke to her in sweet tones and for a moment she found herself at peace. This was the way it was supposed to be. She closed her eyes and let herself be hypnotized by the steady sound of his heartbeat.

Rodney began to stroke her hair gently. She had let it down earlier and it hung in waves around her shoulders. He had missed her so much and sitting here with her felt so right. He leaned down and gently brushed her hair from her shoulders, kissing the milky skin gently. Again, he kissed her and then on her neck.

When she turned to look at him, Leela recognized a look of longing and love. She closed her eye and gently kissed his lips. She had missed and longed for the taste of his kiss for so long. For once, sitting here with him, everything made sense.

Rodney took her in his arms, kissing her passionately. His hands traveled slowly across her skin as he slid her shirt off, revealing a lacy white bra. Smiling, he kissed her again.

Leela looked at him. She had known this moment was going to come and though she had looked forward to it for three months, she suddenly found herself hesitating. She tensed involuntarily as Rodney leaned down to kiss her chest. He noticed and pulled away.

"Something wrong, Leela?" he asked, a look of concern on his face.

She looked over at her nightstand where her picture of Rodney stood. For some reason, her picture of Fry still remained there, next to his. For a moment, memories of Fry came gushing back and his presence flooded her senses.

Leela looked into Rodney's eyes and saw nothing but love and adoration. He would forgive her and understand is she didn't want to be with him tonight. She knew that she could simply say that she was tired and he would pull away and lay next to her and hold her in his arms. And he would be none the wiser. But she would know. And she would never forgive herself.

She smiled sweetly, "No," she whispered and pulled him close.

Rodney began to kiss along her neck and when his hand began to softly cover her breast, she forced herself not to pull away. Mentally, she made a promise not to let Fry's memory screw this one up.

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Fry sat by the window at the diner, sipping at his coffee. He had ordered pie, but it remained untouched.

The young girl at the counter had been his waitress. She was cute with a light brown braid trailing down her back and blue eyes. She had flirted with him when she took his order, but he had disregarded it. Had it been any other time in his life, he would have taken advantage of the situation and scored. But this was a different time and a different place and the memory of holding Leela close was embedded in his heart.

He sighed and slumped back against the booth. I wonder where she is right now, he thought to himself. He stopped for a moment, about to mentally scold himself, but he let it pass. It was just something that he was going to have to deal with. Leela would always have his heart, but Rodney would always have hers.

"Can I get you anything else, Mr. Fry?" a sweet voice asked.

Fry looked up his waitress. For the first time, he noticed the big brown eyes looking back at him from behind the fashionable glasses. Her face was young and innocent and her uniform showed off her curves perfectly.

He smiled, "It's Fry," he said.

"Excuse me, sir?"

"You can call me Fry."

The waitress smiled warmly, "Is there anything else I can get you Fry?"

"Company," he said, motioning to the empty booth in front of him.

She smiled and looked around the diner quickly. It was nearly empty and she had some time to spare, so she took the seat across from Fry.

"I'm Rae," she said, reaching her hand across the table to shake his.

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Leela gazed into the darkness. She could feel the warmth of Rodney's body beside hers, his strong arm laid over her waist and holding her close. His steady breathing told her that he was near sleep. Still, though she was lying next to the man that she loved, she couldn't let herself enjoy the moment. She had longed for him in ways that she couldn't describe while he was gone, but lying there next to him in the dark, she couldn't get her mind off Fry.

Tears started to burn in her eye, but she closed them back, trying to choke them off. She felt Rodney move beside her. He ran his hand along her waist and then brought it up and let it rest on her upper arm. She could feel his face against her bare back and his legs intertwined with hers.

"I love you, Leela" he whispered into the darkness.

She lay quiet for a moment, hesitating to answer. Then a calm seemed to come over her and she relaxed in his arms, "I love you, too, Rodney."

She turned and laid her head against his chest. His arms wrapped around her, one hand laying on her shoulder and the other on her waist. She cuddled into him and he rested his head on hers.

I'm sorry, Fry, she thought to herself as she drifted into sleep, I just can't do this anymore.