Will could still see her standing in the doorway, with her bag packed a sad smile on her face and it was his entire fault. He should have told her the truth from the very beginning. It would have saved a lot of heartbreak and truth in the end. He didn't expect to see Grace at the store and he sure as hell didn't expect to see her conversing with Karen.

It made him nervous. It made him really nervous to see them laughing over something and they were actually got along. There were 2 options, one was they actually knew each other and they were laughing at something that was an inside joke or the other one was they had no idea who the other one was and that they just found something entertaining.

As he rounded the corner he saw Grace's eyes light up at the sight of him and Karen's curiosity getting the better of her, turned and smiled at him. As his cheeks started to warm in embarrassment and being caught, he forced a smile. Two of the most important people in his life had no idea who the other was.

"Will!" Grace exclaimed. She enveloped him in a hug and held on tight. Over Grace's shoulder Will saw Karen's smile falter but grow when she looked him in the eyes. "What are you doing here?"

"I came to have lunch with a friend next door." Will said his attention shifting to Karen who was standing there with her hands gripping the handles of her purse. "Karen,"

"Will." She said smoothly. Grace looked between the two of them, her eyes wide with surprise.

"You know her?" She asked, jerking her thumb in Karen's direction. When Will nodded, Grace shoved his chest. "Get out! How?"

"I uh-"

"My husband and I met him at Club 33 a few months ago." Karen filed in for them. It would have been an awkward conversation.

Grace linked her arm through Will's and drug him away from Karen who just moseyed around the store looking at the different pieces of jewelry in the cases. She would look up every so often and find Will looking at her. The way his shoulders were tense and the way his brows were knitted close together, he was uncomfortable. And with a simple massage, a few seconds, he would be fine. And only she knew that.

It was strange how Grace had just approached her complimenting her on her shoes. It was a pair she had bough months ago, months before she met Will even. Grace had gone on and on about wanting to find those one pair of shoes that she'd wear forever and everywhere. Karen just smiled and nodded as she continued to listen to Grace ramble.

When Grace had lifted her head and saw Will, Karen's heart stopped for a moment. It was a train wreck waiting to happen. Someone could have joked about them sleeping together and one of them could have denied it, but even though Grace had been out of the loop for a while, she was still receptive to his moods. She would have said something, made the situation a lot worse and him and her would have been in the same spot when she left. It was a mess then and a lot bigger one now.

"So you two met at the Club?" Grace asked before shoving a fork full of pasta in her mouth. Will had invited Grace over to his apartment for dinner when they had skipped lunch. She had extended an invitation to Karen, which she was all ready to decline, but Will insisted.

With Grace's unexpected presence, they were thrown into reality. A reality they were dancing around, taking baby steps into. Yes they went out to eat, they slept together, spent time together; but they weren't dating. And they weren't in a relationship. Not really anyway. But now that Grace was here and they were lying, both to each other and her, keeping track of what was being said was becoming difficult. A slip of the tongue would bring everything down.

"So Grace, how do you know Will?" Karen asked, taking a sip of wine that Will had placed in front of her.

"In college he was my best friend. And then we got engaged and that night he told me he was gay." Karen choked on her wine at the word engagement and gay. Her eyes snapped up, looking at him. Grace has seemed so blaze about it.

Will's head was tilted down, his food suddenly more interesting. He hadn't told her straight out that he wasn't gay, but he didn't need to in order for her to see it. He hadn't showed any attention to men and he didn't show any attention to any other women other than her. It was a sore subject at the beginning of their affair, if that's what they wanted to call it. And now that they were in way over their heads, it was a delicate subject.

"He told you he was gay?" Karen asked even thought it sounded more like a statement than a question. She shoved her glass of wine away from her and scooted her chair back, the proximity suddenly too close for her. There had always been a question of his sexuality, but it was never 'told' to her.

"Karen, are you okay?" Grace asked. If only she knew.

"Yeah, honey. I just remembered I had to do something at home." It was a lie. Stan was there and she didn't want to be there. She wanted to be in Will's bed, with Will, but at that moment it was just too much to even ask for.

Karen grabbed her purse and her coat off the couch, pulling it on before exiting the apartment. As the elevator doors closed she heard the slamming of Will's door. Either he was chasing after her or he was kicking Grace out. But the feeling that he was doing neither had crossed her mind and she didn't care. Or at least she would like to not care.

The doors opened to the lobby, a place that she had walked before and waited in quite a few times in the past five months. There always were vases of flowers on the tables, a nice sitting area that was accompanied with light music; it was a very nice lobby. And now she was leaving it, probably for the last time. She was done. She couldn't handle it anymore. Not when her husband was asking about where she was going every time she was going to Will. And she couldn't handle watching Will get cornered by Stan when Karen had gone missing. It wasn't fair.

The moment she stepped out onto the concrete she immediately cursed the weather of New York. It had started to rain some time between the moment she left Will's apartment and now, which was a whole of possibly sixty seconds. It didn't bother her that she got soaked wet then second she stepped out from underneath the green awning. It didn't bother her that she was going to have to throw out the now ruin pair of heels, it bothered her that Will was standing on the same street, yelling her name.

"What do you want from me?" She asked him when he came to her. They were standing in the middle of the street, no cars were passing, they wouldn't dare driving out in the weather.

"I want you to come back inside and allow me to explain," He took her hands in his, pulling her to him. "Come on, Kare-"

"So you can explain what exactly?" She asked, stepping out of his grasp. "You told her you were gay. She still believes your gay. How am I, the woman who is sleeping with you, supposed to take that?"

"I told you that I had said that to get out of the engagement. I didn't want to sleep with her. Hell I didn't want to sleep with anyone then, not really. She had been gone for a few months before I met you. Then I met you and I couldn't get you out of my head."

"So I was your rebound girl, great," She said throwing her arms up in the air, flicking water in all sorts of directions.

"You mesmerize me Karen. You force me to see things in different ways. Directions I wouldn't have looked if you hadn't come my way. You changed me. And I like it. "

Karen shook her head, tucking wet strands of hair behind her eats. She hated feeling like she was loosing him when she never really had him. It wasn't fair that Stanley was probably waiting at home for her as he said he would. Something he had to talk about with her. It made her nervous, but it made her feel good that for once he needed her for something.

She gave in and allowed him to take her hand and pull her into the apartment, wrapping his arms around her as they waited for the elevator, and allowed him to kiss her as they rode it up to his floor. When they entered the apartment Jack was sitting on the couch looking excited.

"Oh Karen, Stan wanted me to tell you he wasn't going to be home tonight," Will looked at Karen and she could feel her entire life slowly unraveling. And in that moment Jack ripped any sort of progression forward between Will and Karen to shreds. It was a nice fantasy while they lived it.