Author's note – time for one of my favourite ships to start sailing…

Marinette was shaking, her nerves firing on all cylinders. She was going to ask Adrian to come over and hang out. They've already done it twice now; the precedent was set. It wasn't weird. And maybe, if they spent more time alone, he would try to kiss her…

She tapped her foot, starting at the clock, anxiously awaiting the bell to ring. If Hawkmoth's trend for evening akumas was going to continue, she needed to ensure she got plenty of time with Adrian before the akuma hit.

The bell rang and Marinette leaped from her desk to stand beside Adrian before he could move.

"Oh, hi Marinette," Adrian replied, obviously a bit surprised to see her standing there so suddenly.

"Hi Adrian!" Marinette replied, her voice going up by two octaves. She shifted her glance onto Nino, who was avoiding her gaze. Maybe to give her some privacy as she talked to Adrian, but she couldn't help but notice it felt off.

"I was just wondering," she continued, wringing her hands, "if you maybe wanted to come over after school? We could play some more Mecha Strike III?"

"And get my butt handed to me again?" Adrian replied, the remark teasing, but no heart behind it.

"I could go easy on you, if you'd like," Mari replied, sensing the shift in Adrian's energy.

"Thanks for the invite, Marinette, but I actually have to go to Chinese lessons."

"Oh, no worries," Marinette replied, disappointed. Of course, he had Chinese lessons, as if she didn't have his entire schedule memorized. She would need to return to it and find another day to offer.

"I'll walk you out though? There's something I wanted to say to you anyway."

Marinette's heart stopped. This was it. She was sure of it.

"Oh-okay, sure!"

Adrian and Marinette walked outside, Nino and Alya purposefully staying behind to give them some privacy.

Adrian stopped outside of the school, walking over the side to avoid the foot traffic.

"I just wanted to say, thanks for hanging out with me this weekend and helping me with that assignment."

Marinette deflated slightly. This was what he wanted to say? She hoped he would continue, but when he didn't, she replied in turn. "It was really nice to hang out with you Adrian. And I was happy to help you out, it's not like you didn't help me in return."

Adrian smiled, looking nervous.

"Is that… all?" Marinette offered, hoping, no, praying that he had something else to ask her.

"Uh, no, actually. It's just been really nice getting to know you and see this side of you. I'm glad we're friends."

Friends.

Marinette felt her heart drop into her stomach. Do friends try to almost kiss each other? Did she imagine everything? Is he glad they're friends but still wants more?

"Uh, yea, friends. I'm glad we're friends too."

"You know," Adrian continued, unaware of what he was putting Marinette through, "you were the first real friend I made when I started here. I'm so glad we're getting to hang out more. So, uh, yea. Thanks for being my friend."

His hand went up to scratch the back of his neck. This was obviously hard for Adrian to say, but it was even harder for Marinette to hear. But she heard it loud and clear. Adrian just wanted to be friends.

Marinette was crushed.

But Marinette also knew how busy Adrian was. If she could support him as a friend, she would.

Even if it broke her heart.

"Thanks for being my friend too, Adrian. Now, get going before you're late to Chinese lessons! Or have we learned nothing from detention?"

Adrian laughed, smiled, and went over to his car. He opened the door and waved before sinking into the seat, shutting the door, and being driven away.

And with that, Marinette turned towards her home and ran.

…

2 hours later, Alya and Marinette were still in Marinette's bedroom eating their feelings.

"I still can't believe that boy," Alya said, stabbing her spoon into the carton of ice cream with more force than was necessary.

"I mean, I must have misunderstood the signs. Looking for what I was hoping to see instead of what was actually there. Wouldn't be the first time," Marinette lamented with a sigh, not wanting to burst into tears again.

"I don't know Mari. From what you said, it really seems like he was smitten. I don't know what's worse, if he was leading you on, oblivious, or two-timing!"

Marinette tilted her head slightly, looking down as she tried to get out another scoop of ice cream, "Two timing? Why would you think he was two-timing?"

Alya froze. Marinette looked up from the carton of ice cream to give a sour look to her friend.

"Alya," share started, while Alya avoided her gaze, "what aren't you telling me?"

"Uh…. Nothing?" Alya replied, shoving a huge scoop of ice cream, as if to stop herself from saying any other stupid things. "Ah! Bwain fweeze!" she yelped through a full mouth of Neapolitan.

"Alya Cesaire. That is not a nothing reaction. What aren't you telling me?" Marinette knew how to be firm when she needed to be, and Alya knew better than to end up on the wrong side of her wrath.

She signed, rubbing her temples.

"Uh, well, I'm not even supposed to know this, which means you're definitely not supposed to know this…" Alysa lamented, speaking more to the ceiling than her friend.

"Alya. What is it?" Marinette said, the ice cream a forgotten thought.

"Okay, well, I can tell you that Nino told me something…"

"What did Nino tell you, Alya?"

"It's just, it's not my secret to tell!" Alya yowled, feeling conflicted. The reporter in her knew not to give up the names of her sources, but Marinette was also her best friend. She had no idea who held the trump card in this situation.

"Well, you should've thought about that before you learned it in the first place! Now spill." Marinette's eyes were firmly locked onto Alya, making her squirm in her seat.

"Alright, fine! But you can't tell anyone, especially Nino and Adrian. You're not supposed to know this, like, at all."

"Tell. Me. Now." Marinette replied firmly.

"Fine fine! Ugh, sorry Nino. This isn't easy so I'm just going to say it. According to Nino, apparently Adrian is in love with someone he works with."

Marinette's heart dropped. Oh. Yea, okay. That would explain it.

"Oh."

"Mari, I'm so sorry-"

"Did he say anything else?"

"Oh girl, are you sure you want to know?" Alya replied, stroking her friend's back. Marinette was obviously devastated at this news.

"Yea, I'm sure."

"Okay then... He said that he's loved her for a long time, and that… they kissed."

What was remaining of Marinette's heart shattered. He'd kissed this other girl. When? Where? Was he thinking of her when he leaned into Marinette last weekend? Had she made it all up?

"I don't know if it makes it any better, but apparently, she doesn't feel the same way," Alya offered.

"What?" Marinette perked up at this, her anger rising. "How could she not feel the same way? Anybody would be lucky to have Adrian!"

"I dunno Mari, Nino just said that Adrian said that there's someone else. What I don't get is why some girl would let Adrian kiss her if her heart wasn't in it."

Marinette felt sick. She knows she would never do that to Adrian… but it sounded awfully familiar to have she had treated Chat Noir just the night before.

Something was scratching at the back of Marinette's brain, begging her to put the pieces together.

She did not.

"I mean, maybe it's more complicated than that…" Marinette offered, her own guilt increasing.

"And we're defending her, why?" Alya said, obvious distaste in her tone.

"I just mean, you've seen Adrian. Maybe somewhere, she does feel something for him, but these feelings for this other boy are stronger. Or more real. Maybe she didn't realize she couldn't return his feelings the way he deserved until it was too late." Marinette's thoughts crashed in her brain. She was an awful person. There's no doubt about it. She didn't deserve Adrian or Chat Noir.

"I mean, I suppose so. Oh Mari, I'm just sorry you had to get tangled up in it." Alya's arms were back around Marinette now.

"Yea, me too."

…

Marinette was alone on her balcony later that evening. There had been no akuma alert just yet, but she figured one would come any second now. There was no point going to sleep until then.

In the meantime, she tried to keep her mind off of everything Alya had told her. She had brought her fabric for her final design onto the balcony as she worked. There was a crispness in the air that meant she was bundled up while she worked, but her hands were exposed to the cold. Her knuckles were turning red from exposure, but Marinette didn't care. The pain on her skin was distracting her from the pain in her heart.

She had at least layered up the rest of her, but she needed her hands gloveless to work with the fabric. She sat on her chair, grabbing pins and mindlessly moving them, following her design, and trying desperately not to think about Adrian, Chat Noir, or any other man for that matter.

These days, they were only causing her grief.

Unfortunately for Marinette, someone had other plans.

A light thud caused Marinette to look up from her work, and her eyes locked on Chat Noir's, who was perched on her balcony's railing. Marinette's heart twisted at his face.

"Great, just what I needed. A reminder of my guilty conscience on top of my bruised heart," she thought as she started at him, and then immediately felt even guiltier. She was the one who had hurt him. She didn't know why he was here, but he deserved her kindness right now, at the very least.

"Oh, hi Chat Noir," Marinette said, not moving from her spot.

"Uh, hi Marinette." Chat Noir replied. Marinette stared at him, puzzled.

His usual air of bravado was gone, replaced with something else. Maybe disappointment – that she could understand from how she had treated him yesterday. But also, something else. Almost like… embarrassment? Guilt? Whatever it was, it was certainly not Chat, and she knew she was the only one to blame for that. She needed to bring the light back into her kitty's eyes. She owed him that.

"Is… there a reason you've come to visit?" Marinette asked, trying to open a conversation.

"Uh, well, I was just on patrol and saw you working up here, so I thought I would check in and see if everything was alright. It's pretty cold and all…" He offered, his cheeks reddening.

If that wasn't enough of an indication that he was lying, or the fact that he couldn't meet her gaze, what sealed it was that Marinette knew there was no plans to patrol tonight. Chat was lying to her. But why, she did not know. Marinette sighed and put her fabric off to the side, giving Chat her full attention. Time for some lying of her own.

"Chat…. I know we don't know each other very well," lie, "but you seem off. Like something's troubling you. I don't know what it could be," also lie, "but if you want to talk about it, I'm all ears."

Marinette knew this could be cruel. I mean, she was offering to console him over something that she caused. But this stray had shown up at her railing, obviously not himself. She needed to do something.

Chat's ears flattened against his head, his face turned downward, as if embarrassed for being caught.

"Ah, well, I actually wanted to, er, make sure that you were doing alright…" Chat replied, a blush creeping across his face as his hand rubbed the back of his neck.

Marinette's eyebrows furrowed in confusion. That was not the answer she had expected to receive at all.

"Me? Why wouldn't I be?" Marinette replied, confused. The only things currently plagued Marinette were guilt over how she had treated Chat Noir yesterday and disappointment over Adrien, neither of which Chat would have any idea about.

"I don't know… I just… had a feeling." Chat said, finally looking Marinette in the eyes for the last part of that sentence. Marinette's heart hitched.

His eyes were full of sadness. Marinette crossed her legs underneath her on her chaise and patted the spot where her feet has just been, motioning her partner to join her on the chaise.

Unsure, Chat Noir hopped down from his spot on her railing and sat on the edge of her seat.

Marinette couldn't express her guilt over her behaviour with Chat Noir, she knew that would just be cruel, but if Chat (who was obviously struggling himself) had come all this way truly because he sensed her own sadness, Marinette was touched. Besides, this was one of her best friends. What are friends for if not lamenting one's troubles?

She may also be hoping for him to return the favour if she laid out all her cards first.

"Well, aren't you just insightful, then," Marinette said, smiling fondly at Chat Noir, a touch of sadness not far behind. "I've been better, it's true."

Chat picked at a loose thread on the cushion of the chair, avoiding her gaze. When she didn't say anything else, he looked up into her eyes. It was only then that Marinette continued.

"How about you?"

Chat Noir's pulse quickened. From the question, of course. It had nothing to do with being this close to Marinette.

"Uh, well," Chat started, finally deciding to release some of his own tension. Marinette had no way to know who was behind the mask, and he could use a friend right now, especially one who he could talk freely with. It's not like he could tell Nino the full story. Not as Adrian, anyway. "Yea, I've been better too."

Marinette smiled, sadly. "Quite the pair, aren't we?"

Chat chuckled. "Yea, paw-sitively perfect."

Marinette rolled her eyes and shoved his shoulder. Chat grinned at the response. They were both quiet for a moment.

"Do you…" Chat started, his hands moving back to the loose thread, "do you want to tell me about it?" His eyes met hers now, waiting for her response.

Marinette smiled softly at Chat. "Sure, that… that would be nice."

Chat's ears perked up slightly. He turned his body towards Marinette, leaning back on one arm, ready to listen. Marinette looked off over the Parisian skyline, slightly embarrassed. It's not like half of Paris didn't already know about her crush on Adrian, but it was different now that she felt rejected. It was easier if she didn't have to see Chat's reactions.

"Well, there's this boy," she started.

"There always is, isn't there?" Chat replied, a small chuckle. Marinette couldn't help but cringe, however, reading into the double meaning of it. Of course, Chat couldn't know that in this case, it was in fact the same guy.

"We're friends. Just friends. But I had sort of wondered recently whether he thought that we were more than that. Turns out, I had just been reading the signals all wrong." Marinette's hands twisted together as her gaze continued to avoid Chat's.

Chat, on the other hand, couldn't help but grow more and more guilty, knowing his fault in the whole situation, his ears flattening against his head once more.

"I mean, I am… disappointed," understatement of the century, "but that's honestly not even the worst part."

Chat's ears perked at this. His eyes were desperate to hear what she had to say next. What she was thinking.

"The worst part is just how mortified I feel at having read the situation all wrong. It's just, it's classic." She turned to face Chat, looking him in the eye. "I'm always just, in my own head. I overanalyze and assume the worst case scenario, or make up the best case scenario and live in my own little fantasy world. It's like- it's safer to live in my brain than out in reality, because in reality, I'm a clumsy fool that babbles like an idiot and reads situations completely incorrectly. I should've known better than to get my hopes up like this. Reality is never what I think it will be."

She tried to compose herself, catching her tangent and the emotions she didn't want to release. Chat didn't need to see her cry.

"Oh princess, I'm sure you didn't read it wrong," Chat said, grabbing her hands and looking into her eyes. Marinette's lips opened into a small "o" as he did, not expecting this move from Chat. "I'm sure any guy lucky enough to know you would fall head over heels for you."

He meant it, too. He knew he had. If it wasn't for Ladybug….

Marinette chuckled, partially from the anxiety of his kind words and partially because she knew he was wrong. "Unfortunately, it doesn't seem to be the case. He… he kissed someone else."

Chat's eyebrows furrowed. He had no idea how she knew about that… Nino. He was going to have words with his friend.

"I'm… sorry princess. I'm sure… he probably feels just as bad for the misunderstanding between you two. But I'm certain that there's no way he couldn't have fallen for you, even if he did have feelings for another girl. You're a wonderful person Marinette. I'm sure someday you'll find someone who will hold on and won't let go."

Marinette smiled fondly at Chat and his new nickname for her. She blushed at the endearment. Chat sure did know how to cheer her up. It only made her feel worse for her mistreatment of him.

"Well, thank you Chat. You know, you're not half bad yourself. Ladybug is lucky to have you. Uh, in her life, I mean." Shoot. She should not have phrased it like that. She cringed at her own idiocy.

Chat was silent, pensive. "Yea, I'm lucky to be in her life too. Even if it isn't how I'd hoped."

Marinette knew she needed to ask a follow up, and mentally apologized for it.

"Did… something happen between you two?"

This time, Chat was the one to look over the skyline while Marinette cringed over her own actions.

"Yea. I finally put my heart out there. I mean, I've been putting my heart out there for a while now, or so I thought, but really put it out there this time. No way to play it off as a joke, or teasing. And…. She didn't feel the same way. I thought she might have, for a minute, but I was wrong."

Marinette's heart was breaking, seeing the look on Chat's face. He looked… defeated.

"Chat, I'm sorry-"

"You were right, though," Chat said, turning his eyes back towards her, tightening his grip on her hand.

"About?" Marinette asked, unsure where he was going with this.

"It's not even the rejection that hurts the most. She doesn't owe me anything, and I can't make her feel the same way as me. It's that fantasy thing you were talking about. I mean, I realized today, how much do I even know about her? We don't even know each other's identities; did you know that?" He looked at Marinette, laughing a little as tears started to form behind his eyes. He looked away and blinked rapidly, hoping to stop the tears before they came. He turned back after a moment, continuing: "I sometimes feel like Chat Noir, well, he is my fantasy. When I'm Chat, I get to be whoever I want to be. Ladybug makes me feel like my best self. My most free, most fun. In my civilian identity, let's just say I can be a bit of a goodie goodie. There's rules and schedules to follow, and I do my duty and follow them. But when I'm with Ladybug, I can fly over rooftops and tell terrible puns without remorse. I just-" Chat stopped abruptly. Looking at Marinette. This girl who had, maybe, sort of almost liked his civilian identity. He knew he should watch his words around her.

Chat realized Marinette's thumb was brushing his hand, and he found it comforting. He always found her comforting. God, he knew it was inconsiderate to be going to her for support right now, but Marinette always made him feel better.

"Chat," Marinette started feeling a blush coming but knowing what she had to do, "I- I mean that's… wow. I had no idea you felt so… trapped."

Chat's eyes widened. "Yea, that's exactly it." He didn't realize that was the word he had been looked for until she had said it.

"I'm sorry, I can see how maybe being Chat Noir would be such an important thing to you. But… you do realize, that's all you, right?" Marinette looked at him, hoping he understood what she meant. He needed to understand what she meant.

His brows furrowed. He had no idea what she meant. "I don't follow."

Marinette's eyes locked onto Chat's. "Ladybug doesn't make you free. If you were Chat Noir, all by yourself, you'd still get to fly over rooftops and make silly puns. That's all you. You can be whoever you want to be Chat, with or without Ladybug. It doesn't matter if you don't know Ladybug as well as you thought you did. Although, I'm sure you're probably wrong about that. I'm sure Ladybug thinks of you as one of her best friends. I mean, how could she not? But you don't need her, Chat. She won't make you into some perfect form of yourself. You already are, all by yourself. And I'm sure if I knew your civilian form, I would think they're perfect too. They're you, after all."

This time, Chat was the one overwhelmed with emotion. Before he could think too deeply, his arms were around Marinette, pulling her into a hug.

Marinette, froze, pinned against his chest. She could hear his hearth thumping below the leather. It sounded calm, as though he wasn't hurting as much anymore. Could you tell that with a heartbeat? Maybe it was just her gut instinct. Or maybe because she meant what she said – he was her best friend and she did know him, even better now. She reached her arms around him and returned the hug.

"Thank you, princess. That's… that's the nicest thing anyone has ever said to me." He didn't let her go, so Marinette didn't let him go either.

"I meant every word, Chat. Someday, you're going to find someone who will hold wont you and won't let go."

She couldn't see Chat's face, but Marinette felt Chat's smile at having his own words turned back at him.

They sat there like that for a long time, neither one of them wanting to let go. The irony was lost on them both.

Somewhere in the span of a couple of hours, both Chat Noir and Marinette were left questioning the actions of their other halves, and wondering if they had made the right call to turn down the wonderful human sitting in front of them. But denial was something they were both well aquatinted with. So, instead, they each held onto their best friend, grateful to have them in their life at all.

Author's note – and so the square starts to flip…. Tehe.