The chair scraped loudly across the floor as Max pulled it out and dropped into it, immediately taking a pen and paper out of her backpack. Will shot her a brief smile before turning his attention back to his painting, squinting and tilting his head to the side as he assessed his progress.

He could hear the harsh scratch of her pen gouging into her notebook paper from across the room—a definite indicator that something had pissed her off today. Or someone, most likely.

They had developed an unspoken agreement to back each other up whenever one of them made an excuse to avoid hanging out with the rest of the group, citing a neverending stream of English projects and essays since that was the only class they had together.

Will had been surprised when Max started showing up in the art room after school over the past few weeks. Usually, he was the only one there. He didn't think it was even strictly allowed, but the art teacher had taken pity on him. One of the few perks of being Zombie Boy, he supposed.

Max never seemed to draw anything of importance, just aggressive black scribbles that she balled up and threw into the trashcan at the end of each day. It was obvious that she was avoiding being around Mike. She probably figured that since Will knew about them she didn't have to hide how miserable she was.

At first, he'd thought she and Mike were just being dumb, horny teenagers and he couldn't for the life of him understand why they'd jeopardize the entire dynamic of The Party just to fool around.

But Will got it now. It had been real. At least for her.

"Your dad's not around is he?" she asked after several minutes of working in comfortable silence.

Will paused mid-brushstroke. He glanced over at Max but she kept her head down, continuing her furious doodling.

He cleared his throat and looked back at his canvas. "Um, no. He lives in Indianapolis, but I don't really see him." She was silent so he kept going. "When I was younger, he'd make all these promises of coming to visit and then he'd always call right before with some bullshit excuse for why he had to bail."

Max gave a mirthless chuckle. "Mine did that too. Except he just wouldn't show. No phone call or anything."

Will grimaced sympathetically. It hadn't happened for a few years now, but he had vivid memories of all the times Jonathan would bring him into his room and they'd listen to music and pretend not to hear their mom yelling into the phone. But Max hadn't had anyone.

He pictured her younger, with her hair in braids and scabs on her knees, watching the end of the street and waiting. He knew that exact feeling of foolish, desperate hope.

The screwed-up thing was, Will didn't even particularly enjoy spending time with his father, but that didn't mean he didn't still want him to want it. Even after everything, Will had craved his approval for so long.

He never really talked to the guys about his dad. Mike and Lucas both had solid, dependable fathers, and Dustin's had passed away before he'd ever really known him. Max understood though.

"You know, I don't think mine even likes me…" Will mused. "Actually, I know he doesn't. I'm not the kind of son he wanted. Neither is Jonathan. He wanted sons who liked hunting and baseball and fixing cars. Like real men."

Max propped her chin up on her hand and got a faraway look in her eyes. "My dad and I, when he would bother to show up, we always had the best time together. In hindsight, he was probably high the whole time, and most of it was me helping him commit low-level crimes, but… I wouldn't've traded it for anything.

"On my eleventh birthday, he let me drink a whole beer. And I loved just sitting in his living room and spending time with him so much. I didn't want it to end so I asked if I could have another one." She huffed out a laugh. "The next morning I puked for hours and we told my mom it was from too much cake."

Will's dad had done that as well when he was twelve. Here buddy, have a beer with your old man. It'd felt so special. But then he gagged from the first little sip and he could tell his father was disappointed.

He was always so disappointed. He would probably rather have a daughter like Max than a son like him; at least she knew how to throw a baseball.

"When my mom started getting serious with Neil and he and Billy moved in… god, it was awful," Max continued. "I begged my dad to let me stay with him. He said he'd talk to my mom about it, and that was the last time I saw him.

"Before the wedding, I tried to run away and go to him, but the cops found me and brought me back, and my mom informed me that my dad had already called and told her he had no interest in keeping me."

Will winced, his heart giving a painful squeeze on her behalf. He had thought about running away once, back when his parents were still together but fighting all the time. But he knew he could never leave his mom and Jonathan. Castle Byers became enough of an escape for him.

"They always want to be there until things get real, don't they? Then they bail when shit gets hard. When you actually need them," Max finished, her voice thick with emotion.

He nodded. "I think our dads would be friends."

He both was and wasn't surprised by this hidden, sensitive side of her. It was clear that the tough facade she put up was just that—a protective mechanism borne out of necessity. Will knew what that was like, too.

"He wants to see me," she sighed. "He sent me all these letters. Apparently, he got married again last year, to some woman who has eight-year-old twin boys. I'm just imagining two miniature Billy's…" She shuddered before quietly adding, "He also says he's sober now."

Will glanced up from his easel and met her troubled gaze. "Do you want to see him?"

"I dunno…" Max chewed on the inside of her cheek for a second before looking back down at her doodles. "Everyone lets me down eventually. Probably best not to get my hopes up, you know?"

"People change," he shrugged as he swirled his brush in a jar of water.

"Do you think your dad ever will?"

Will considered it. The last he'd heard of his father was over a year ago when he was still trying to sue the county coroner for emotional distress after the whole dead-body-misidentification fiasco. He hadn't even bothered visiting when Will had come back from the "dead." He was pretty sure the government had ended up paying him off to keep him quiet.

"No," he answered honestly. Max pressed her lips together and nodded, turning her head to gaze pensively out the window.

After a few minutes, she took a breath. "Will?" He looked over and met her eyes. "Your dad's a fucking idiot for not wanting to know you."

They shared an understanding smile.

"So was yours."

That evening, Will felt strange. All that earlier talk of fathers was sticking with him, and as he lay on his bed after giving up on oboe practice he kept hearing his dad's voice in his head, calling him things Will had thought about himself a million times. Defective. Unnatural. Queer.

He reached over and picked up a small plastic stegosaurus from the shelf above his bed, turning it over in his hands. Mike had given it to him years ago—he'd gotten a whole set for Christmas and knew Will rarely got any new toys. He was always doing things like that, for as long as they'd known each other.

It was only recently that Will had come to terms with the truth about himself. He had known for a long time, deep down, that he was different; that he didn't feel the same way about girls that the rest of his friends did. When he'd danced with Donna Richards at the Snow Ball he had wanted to run for the hills.

At first, Will blamed it on all the repercussions of his disappearance, when he'd barely slept because of the nightmares and every little thing seemed to trigger a panic attack. He couldn't possibly be expected to be checking out the opposite sex when he had to go see a shrink at Hawkins Lab twice a week to fix his broken mind.

That was also around the time he fully threw himself into art as a form of therapy, as well as joining band. When his hands and mind were busy there was no time for the flashbacks to creep in.

And, slowly but surely, he got better. The nightmares subsided and then disappeared completely, along with the urge to run and hide from loud noises or large crowds. He'd felt normal for the first time in a long time.

But then Will found he could no longer ignore the fact that his best friend's smile gave him heart palpitations. And instead of slithering vines and demogorgons, he started dreaming of faint freckles and dark, twinkling eyes.

There'd been moments when Will had thought maybe there was something there.

He looked back on the times right after the incident, when his anxiety had been bad and he had to leave a crowded place like the arcade or a movie and Mike would always go with him, no questions asked. When a comforting touch would linger, or a warm smile seemed to turn strangely gentle… We'll go crazy together, right?

But Mike was just a good friend. He couldn't help it that when he looked at someone it made them feel like they were the only person in the room. He wasn't like him. Will was pretty sure no one in Hawkins was.

He'd tried his hardest to push it down—dropping to his knees with tears in his eyes and praying every night to a god he didn't even believe in to just let him be normal, vowing that he would never do anything bad for as long as he lived if he could please, please just let him like girls.

When Dustin started dating Suzie and Lucas was going all starry-eyed over Max, Will had become nervous, not certain he could handle it if Mike got a girlfriend.

But time went on and as far as everyone knew there hadn't been any girls who caught his eye, and Will's crush remained dormant—a slow, simmering yearning in the back of his heart that he'd become adept at ignoring.

Until he'd walked in on Max and Mike in the band room.

And seeing him like that—dazed and dishevelled, lips reddened and pants undone—with somebody else, with Max of all people… nothing could have prepared him for it.

He still couldn't believe they'd actually been going all the way. It felt lightyears away from where Will was in his life—he hadn't so much as kissed someone.

The envy Will had felt was overwhelming. He knew that was why he'd gotten all self-righteous about it. Not that he didn't think it was shitty that they were hiding it from everyone, but he was definitely lashing out a little bit.

As insane and illogical as it was, he couldn't help but think that if Mike was going to screw everything up by messing around with one of his friends, why couldn't it have been him?

And then Eleven came back and threw everything for a loop yet again. Only now it was even worse, because at least he hadn't noticed anything when Mike and Max were sneaking around, but El monopolized all of Mike's time. He'd even started blowing off Hellfire and getting a sub because god forbid she spent an evening alone.

For some reason, Will still hadn't clicked with Eleven like the other boys had. They'd both been trapped in the Upside Down; they could bond over that. But while she had been kicking ass and clawing her way back for two years, he'd been completely useless during his time there.

Will couldn't fathom being in that place for so long. He certainly wouldn't have been able to survive it. He'd barely survived a week. He was just a scared little kid.

When he'd finally formally met her she'd given him this big hug as if she knew him intimately, and Will was once again reminded that his friends had all had this big, formative, life-changing adventure without him. All he remembered from that time was the unending terror. And the cold.

And yes, she'd saved him, but she was also kind of the reason he'd been taken in the first place. Not that it had been her fault, but…

Will sighed and shook his head. He was being unfair.

She was perfectly nice; sweet, even. She had asked him about Jonathan, and his mom, and been genuinely happy when he told her about Bob. She'd told him how much she loved the pictures he'd drawn, all of them taped to the wall above her bed.

But the truth was, he felt uncomfortable around El. He was self-aware enough to recognize that part of it was jealousy, but there was more to it than that.

He couldn't ignore the fact that he got a weird feeling around her—like a constant, less intense version of the foreboding he'd felt when she had opened the gate last month. It was undeniable that it had started the day she'd returned. As if those old wounds that he'd thought were healed and scarred over had been torn open again.

For those reasons, Will was keeping his distance. He found himself feeling a kind of solidarity with Max. They both wanted something they couldn't have. Someone. The same someone.

Strangely, Will didn't think he'd mind it as much if it was her that Mike was going gaga over. When he thought about it, they kind of made sense together. There had always been an energy between them. They were like a pair of magnets—an opposing, repelling force that could so easily turn into a powerful attraction.

If there were teams here, Will supposed he'd be on hers. Max was his friend too, and she was funny and interesting and actually very caring under her tough exterior.

But this thing with Eleven? It was like she activated some part of Mike's brain that made him act like a total dick.

It was clear that Mike was drawn to strong women, but more than that he liked being needed by them. Will snorted to himself. Mike Wheeler—saviour of the broken, the beaten, and the damned. Their Paladin.

And Max didn't need him. She wanted him, that much was obvious. But it was Eleven who'd needed him, right from the very start. It didn't hurt that she was undeniably impressive—loyal and powerful and uncompromising. A real-life superhero.

A superhero who still needed Mike to save her.

Will understood why they felt bound together. It would be hard not to after all they'd been through. It was just that when his best friend cared about someone like that, he became single-minded to the point of obsession. And everyone else just kind of… fell to the wayside. There wasn't enough room in his big, dumb heart for more than one person at a time.

With a sigh, Will stood and made his way to the bathroom, pausing in front of his brother's door. He was blasting that depressing Bob Dylan album again. He rolled his eyes as he continued down the hall. Nancy had broken up with Steve a month ago and Jonathan was still pining and dragging his feet.

Will didn't understand what the hold-up was. It was obvious they'd liked each other for years, and now they were both single and going to college in Boston in the fall. It would be so easy for them to be together.

It annoyed him—people who could actually get what they wanted but didn't out of fear.

He was surrounded by people who just needed to confess their feelings, and he knew he could never be one of them. It wasn't going to happen for him. Not here in Hawkins.

He couldn't wait until graduation. Then he could get the hell out of here, go to New York or California or somewhere he didn't have to hide. It felt like he had been treading water for years, and he was so damn tired of swimming.

Will studied his reflection as he brushed his teeth. The circles under his eyes were getting darker with each passing day.

Over the past few weeks, the nightmares had returned, but they were different from the ones he'd had right after he'd come back. These weren't his memories from the Upside Down. They were new, and featured a giant, looming shadow monster in the sky, watching him. Waiting for him. And it felt so real, too; the uneasiness lingering inside him for the rest of the day.

He had hoped it was just a one-off, but they became more and more frequent and now it was almost every night that he was waking up drenched in sweat, gasping for breath.

The other night his Mom had burst into his room because he'd been screaming, and he'd played it off as anxiety over a math test. If she knew what was happening she'd haul his ass back to the lab, and Will was not about to let that happen.

He hadn't had to go back for checkups for over a year now and had no desire to ever return to that place. He hated being hooked up to those monitors, recounting his trauma and being observed like some science experiment. Will already felt like enough of a freak just being himself.

Will put his toothbrush away and tugged the collar of his t-shirt away from his neck, shaking out the fabric to let some air in. God, it's so hot in here.

He walked across the hall to see if something was wrong with the thermostat, but it was set to sixty-eight like it always was at night. Weird. He hoped he wasn't getting sick or something.

Then his mouth suddenly flooded with saliva as an intense nausea rose up inside him. He darted back into the bathroom and leaned over the sink, bracing his hands on the edge of the counter as he dry-heaved.

It felt like there was something lodged in his throat, choking him. Shoulders hunching, he retched violently in an attempt to force it out, eyes watering with the effort. He felt something slimy and solid fill his mouth and coughed, watching in horror as a slug-like creature fell into the sink with a wet plop.

Well, Will thought, gasping for air as he observed the revolting thing slither down the drain and disappear, that's definitely new.

Author's Note: Uh oh, Will…

This was my first time writing Will POV! I hope I did a good job :)

Lowkey obsessed with him and Max forming the Daddy Issues Club lol