A/N: Yeah, it was supposed to be a oneshot… but the very next day I wrote a sketch for another two (it may end up being three) chapters because I want to get to the happy ending! I was trying to focus on my other fics, so I didn't get around to polishing this one to be posted for weeks, but you know… It's done now!

Marinette went rigid in the seat next to him – making her own impression of a wax statue, Adrien surmised. He would have missed it entirely had he not been watching for it. Her anxiety around him had become so obvious, he wondered how he could have been oblivious for so long.

She twisted around in her seat to watch their two best friends retreating forms as they abandoned Adrien and Marinette for their own "lunch date", before turning back to him with a fragile smile. He beamed back at her, hoping to put her at ease while he internally cursed Alya's brute-like attempts at matchmaking.

He knew that the aspiring journalist meant well, but she was not actually helping. She had left Marinette alone with him for what had to be the fifth time in as many days. And the poor girl was unraveling on the edges, and trying so hard not to show it.

"So, uh, you are the party… I mean… are you excited about doing Nino! I mean going to Nino's! Oh god!" Her face fell into her hands. "I thought I was getting better."

He smiled. Thank god, he didn't laugh. He had always thought her tendency to mix up words cute, but now that he knew the reason was that she had feelings for him, it was even more endearing. And she was so much easier to understand and read now. That wasn't the problem.

"Marinette," Adrien interrupted, cutting off her garbled attempts at a sentence, with a hand on her shoulder.

The problem was he was second guessing every action he took and every word he said. Was putting a hand on her shoulder to calm her down just a kind gesture? Or was it straying into leading her on territory? His tone of voice; was it too friendly when he tried to reassure her that he wasn't going to bite her? Or was it too firm and direct, giving away that he knew why she was struggling?

"Just breathe for a minute," he instructed, staring directly into her overblown blue eyes. "Take a minute to think about what you want to say, take another breath, and then say it."

Forget, leading her on? Was this too condescending? Was it sexist of him to assume that she needed his coaching to get out her words? He was only trying to help, especially since she had shared her struggles with anxiety the week prior. But he didn't know! And Alya kept stealing Nino away, so he had no one to ask!

He held eye contact as she took a breath and then another, smiling patiently.

"A-Are you excited about Nino's party this weekend?" she finally asked.

He pulled his hand away and offered her a small smile. "Thrilled. I can't believe my dad is letting me go to a co-ed sleepover! Nathalie must have talked him into it. It'll be nice to get to spend time with all my friends. You're going to be there, right?"

Her cheeks blossomed in pink. She was so cute when she did that.

Focus Agreste!

"If y-you're there, I would miss it," she said, her smile bright and genuine. Then her face fell. "I mean! Wouldn't! I wouldn't miss it!"

"I figured that's what you meant," he said patiently.

She grinned widely at him. "T-Thank you for helping me reset. So, I can get my words out."

"I'm always happy to support you, Marinette. Anxiety is no joke, and your words are worth waiting for."

Her blush deepened. It was adorable.

Their ordered lunch arrived, and they chatted about the upcoming party, their classes, and speculated on what powers the next akuma might possess while they ate. The conversation became less awkward as the meal continued. Really, she was only visibly nervous around him now when she was caught off guard. She could talk to him just fine when they were at school or hanging out with their mutual friends. Marinette was right, she had been getting significantly better at being able to talk around him. Alya just kept throwing her into the deep end of the pool, and Marinette's nerves were likely fried after a week of it.

Adrien didn't know what to do about any of it except be patient when Marinette's tongue twisted all that she wanted to say.

Lunch proceeded without incident, but that didn't stop Adrien from pulling out his phone while Marinette had excused herself to the bathroom to shoot off a text to Alya.

We need to talk.

What's up, sunshine?

I'd prefer to talk in person. Meet me before school tomorrow?

Sure thing!

...

It had been easy to convince his driver that he had to be at school and hour and a half early for a project. That the project was personal, about and for Marinette, and not any of his classes, remained undisclosed.

"Morning sunshine!" Alya greeted as she took a seat next to him on a bench outside the school building. "What did you want to talk about?"

He offered her a coffee in a paper to go cup, which she took gratefully.

"You need to stop leaving Marinette alone with me," he began without preamble.

Her almond eyes narrowed into slits. "Why? You don't like hanging out with my girl, Agreste?" She was like a mama bear protecting her cub when it came to Marinette.

"No, no, I think the world of Marinette!" He defended, his hands up in surrender. "I love spending time with her. I think that you might... you might be putting too much pressure on her."

"What are you talking about?" she demanded.

"When she's alone with me it triggers her anxiety. And then when she can't get her words out, she just gets more upset. And you've thrown her into this situation every single day this week. She never gets a chance to recover or breathe. Her panic yesterday was worse than I've seen it get in a long time."

"Thrown her into what situation exactly?" Alya asked, her voice smooth and completely innocent.

"Uh... being alone with me?" he stammered.

"But why would that be stressful, Agreste? You're friends, right?" she pointed out. She took a sip of her coffee.

He shrugged, playing for innocence. "You'd have to tell me."

"Nino told you, didn't he?" she pounded a fist onto her lap. "I'm going to kill that boy!"

"No! Nino didn't tell me!" Adrien objected, determined to keep his friend out of trouble with his girlfriend when he hadn't done anything wrong.

"But you know," she accused, her eyes as sharp as Marinette's needles.

He hesitated. He had no other explanation though. So, he nodded, albeit very reluctantly.

"How?"

His free hand rubbed the back of his neck without thought. He had forgotten what it was like to be under Alya's gaze when she was in interrogation mode. "Actually, Marinette told me."

Ayla's eyebrows furrowed in confusion. "Marinette told you what, exactly?"

He had to admit, she was good. She wasn't going to betray Marinette's trust at all by giving him information he hadn't already admitted to having, which meant if he wanted to truly have this conversation he'd have to come clean. He sighed.

"That she has feelings for me?" He winced at the uncertainty in his own voice.

"So, if she already confessed, why is being in your presence sending the poor girl into anxiety attacks?"

"She doesn't know that she confessed to me?" he offered, completely unable to maintain eye contact.

Alya shook her head. "That makes absolutely no sense."

"Yeah," he agreed, his hand rubbing at the back of his neck soothingly again. He was so screwed. Alya was going to kill him.

"Nino is so dead," she said, coming to her own conclusions.

"No! Wait!" His eyes shot to hers. "It really wasn't him! Marinette did tell me herself. I just... may have been pretending to be a wax model at the time...?"

"What."

He squirmed under her disbelieving gaze. "Please don't hurt me," his begged, crossing his arms in front of his face in self-defense.

"I'm still undecided. Explain," she said flatly.

He told her what happened. He spared not a single self-incriminating detail.

"You are such an idiot!" the brunette scolded, lightly punching his arm. "Why on earth did you let her go that far?"

"It's not like I knew what she was going to say!" he snapped back, feeling defensive. "I thought she hated me!"

"What? That's ridiculous!" Her eyes flashed towards him.

"Is it? I have if she had a crush on me. I asked more than once! I asked about the pictures on her wall. I asked Nino the morning at the museum! They both said no!

She winced. "Nino lying is probably my fault. But it wasn't his place to tell you!"

He held his hands up in surrender. "Touché."

"And Marinette, she was probably just caught off guard. And she panicked."

"Yeah, I'm learning that she says a lot of ridiculous things when she's freaking out," he said with a soft smile.

Alya smirked knowingly over the rim of her to-go coffee cup. "So, why haven't you asked her out then?"

He stared at her in shock, the smile falling from his face. "What? I... uh... Marinette's just a friend."

Alya's jaw tightened, and Adrien found himself shifting slightly away from her, less she decided to punch him.

"Like hell she is! The way you give her that fond smile whenever she stumbles over her words! How you follow her with your eyes during class events. How about whenever there's an akuma you practically body slam Marinette out of harm's way while ignoring everyone else! That's not how you treat a friend, Agreste!"

His green eyes blinked dumbly, as words failed him completely. Did he really do those things?

"Ugh!" Alya growled in frustration. "Nino said you always denied having feelings for her, but seriously! We both figured you were just embarrassed or something."

"Alya, I never meant to lead her or anyone else on," he turned towards her, leaning forward beseechingly. "But I can't. I'm sorry. I'm in love with somebody else."

"Who?" she demanded. "You're a sheltered child who doesn't know anyone else!"

"Someone I... work with. It doesn't matter," he dismissed the question with a wave of his hand. "The point is, Marinette deserves someone that can give her their whole heart. I don't know if I ever could and that's not fair to her. She deserves to be happy."

Alya deflated. "Damn it."

They sat next to each other, staring blankly across the street, in the silence created by the metaphorical dead end they had arrived at together.

Adrien took another sip of his coffee, which had grown lukewarm. "I was thinking that maybe we could try to hook her up with Luka," he offered.

"Luka?" she repeated.

"Yeah, he's clearly into her," he turned back towards Alya, his eyes bright with enthusiasm. "She can't be totally unaffected. She brought him to the ice rink with Kagami and I." God, he had asked Marinette for help on his date! He was such an insensitive moron. Why had she agreed to help him with Kagami?

"That was her trying to get over you!" Alya countered harshly. "It didn't work. Even Luka could see it."

"Luka knows that Marinette likes me?" His cheeks felt suddenly warm.

"Oh, come on! Everyone knows that Marinette likes you! She's so obvious! You're just oblivious."

"I didn't." he muttered petulantly, trying to mask his own embarrassment.

"Apparently, you do!"

They stared at each other unhappily.

"So, how do we fix this?" he asked, breaking the silence.

Alya sighed. "I don't think we can. Unless, you're willing to give up on whatever model bimbo has caught your eye?"

He wanted to object. Ladybug was not some bimbo even if he privately thought she could be a model! (But only if she wanted. He didn't particularly enjoy the role or attention). Instead, he chose not to react, and just shook his head.

"If she ever does manage to confess, promise me you'll be gentle," Alya said, her hazel eyes soft with care for their mutual friend.

"I don't actually want to break her heart," Adrien looked down at his own coffee, finding himself unable to make eye contact.

"Then don't," she begged. "Give it a chance."

"I... I want her to be with someone who can make her happy. I don't think I can do that if I'm in love with someone else."

"That's surprisingly mature of you, sunshine." Alya finally conceded.

"So, you're not mad at me?"

"I'm livid!" And she punched his arm again for good measure.

He rubbed the affected area even as he scowled at his friend.

"But I get it. I really do." She looked up at him then, her mouth twisted into a smirk. "So… are you at least going to tell me who this girl is?"

"Oh, hell no! I've seen how vicious you can be. There's no way I'm subjecting myself or her to that."

Alya laughed. It was an evil laugh of a wicked stepsister he decided. "That's the first intelligent thing you've said all morning."

A/N: Hope you enjoyed! Reviews/Comments are love!