DISCLAIMER: Don't own them. Don't make any profit; that goes to the WB, Tollin/Robbins Productions, etc. Also, if you get freaked out by the thought of two women kissing, you be on the wrong site.
AUTHOR'S NOTE: Beta credit goes to Kelly and Cheerful Minion. All mistakes are my own. Feedback and constructive criticism are appreciated.
PAIRING: Helena/Barbara

Wasn't Looking
By Thunder

"Wasn't looking," I mumble as I barge out of the elevator and nearly mow Barbara down. That must be the story of my life. "Sorry."

She smiles; that gentle smile that warms her eyes and my heart at the same time, and I know that if I'm not careful, I'll lose myself in it.

"No harm done," she says softly. "Is everything okay?"

"Yeah, fine. Just, you know... thinking." My words sound lame, even to my own ears, and she obviously thinks so too, because I've suddenly got soft, gentle fingers wrapped around my wrists pulling me nearer, and an up-close and personal view of those wonderful green eyes.

"Helena. What's wrong?"

I just stare at her, finding that I really don't know how to answer that. When I was younger, I could - and regularly did - lie straight to her face without compunction. Without much skill, either, according to her, but that's besides the point. Now, even though I can crack off a stone-cold lie without a twitch, I'd never do it; at least, not to her. The question is, how do I get out of this without lying?

The truth is that... well, the truth did an end run when I wasn't looking, then jumped up and smacked me right between the eyes. I'm in love with Barbara. That's the simple, unvarnished truth.

How the hell can you not notice something like that?

It took nearly losing her to make me see it, and I don't mean to that dorky guidance counselor, either.

It's been six weeks, and I still can't say his name. Not even in my head.

No, it wasn't losing her to him that did it. It was nearly losing her; the very essence of what makes Barbara the person she is, to that demon inside her. The demon that drove her to the same crumbling, precarious edge that I danced on for years, and almost couldn't pull her back from. And when I finally did, and she lay there in my arms, trembling and in pain, it was like I was looking at a different person.

Or maybe what I mean to say is that I was looking as a different person.

Or maybe I mean a little of both, because suddenly, I was looking, not at my mentor, but at my friend; a woman with doubts and faults, fears and weaknesses. She'd saved me all those years ago, and I'd never been able to see past that. I'd spent so long mesmerized by what I thought she was - or maybe what I'd turned her into in my head - that I'd completely missed what was right in front of me. Not the Hero - capital H, Technicolor and Dolby digital surround sound, all wrapped up in a pretty, larger-than-life package - although she was that, but the person. And at that moment, I'd seen that all the while she'd been saving me, maybe I'd saved her too. Maybe she needed me, too.

And with that little insight, I'd seen something else as well. Love, without the benefit of the proper perspective, can be written off as a bit of a childhood crush and a whole lot of hero-worship.

"Helena." A tug at my wrist, and her voice is more insistent this time. I must have been wool gathering for longer than I thought.

"What is it? What's wrong?"

The gentle care and concern in her voice are too much for me to handle after what I did. I choke on the words that want to come out of my mouth and start to turn away, but she's got one hell of a grip. She's as stubborn as an old mule when she wants to be, and she's not going to let this go.

"Helena. Don't turn away. Tell me what's wrong."

"There's nothing wrong," I mumble, still not facing her. It's a blatant lie; I know it, and I know she knows it. If I thought she'd believe me, I never would have said it, but I'm hoping against hope that she'll let me off the hook.

"I think we both know that's not true," she says quietly, dashing my hopes against the rocks. "Talk to me Helena. Let me help you."

"You can't help." I wince, both at the crack in my voice and the fact that I just confirmed what she already knew. Not that she would have ever believed I was okay, but admitting it just made it real to both of us. Now I know without doubt that there's no way I'm getting out of this without talking about it.

"No," she agrees. "Not if you won't talk to me. Helena, please."

I'm still not looking at her, but I could describe the look on her face without the slightest hesitation. It's always the same look that goes along with that tone of voice. The one that says she'd die for me; that she loves me no matter what. I don't want to see that look right now, so I turn quickly, drop down to kneel in front of her, and cement my eyes to the back of my hands, which are resting on her knees.

"There's nothing you can do."

I don't know why I'm still fighting this. It's going to come out. I'll look in her eyes, and that will be the end of my resistance. Then I'll tell her how I feel, and she'll tell me it can never happen.

And that will be the end of me.

She's the best friend I've ever had; the only person besides my mother who never let me down. The only person who never gave up on me, even at my very worst. The one I strive to be like, even though I know I can never come close.

She told me once, in the middle of a fight, that I could leave, but I'd never be able to stay away. She was right, but not for the reason that she thought. When my mother died, my world crumbled. When I rebuilt it, I built it around her. Everything I do, I do for her. I'm surprised she's never realized that.

Now, for the first and only time in my life, I find myself wishing I could be a little bit more like my father; fighting the good fight, for all the right reasons. I wish I could be more noble; make it sound more honorable, but I can't. If she died, I'd be lost. If I lose her, I'll die.

"Helena."

I wait for her to say more, but she doesn't. I know she's waiting for me to look up, but I'm terrified, and I don't think I could move, even if I wanted to. Then her fingers are cupping my chin, tilting my face up to hers.

At the last second I squeeze my eyes shut.

"Helena..."

"Please," I croak. "Don't." I know she's going to ask me to open my eyes. If she asks, I'll have to do it.

"Hel..."

"Don't make me," I beg again. My stomach is churning so hard I think I'm going to be sick.

"Look at me."

And there it is; the beginning of the end.

The white-hot churning in my stomach is gone in an instant. I'm calm suddenly; so calm and very, very cold.

My eyes drift open – the action beyond my control – and meet hers. She smiles gently, but it's a sad smile. Sad for me, I think. I try to return it – because I hate to see her sad, and especially because of me – but my lips don't seem to want to work.

She reaches out and strokes my cheek, her eyes glued to mine. If only she'd look away, I could too, but she won't. She won't let me go.

"I don't blame you."

Leave it to Barbara to cut right to the chase. Or, at least, what she thinks is the chase.

"I know."

She searches my face for a long moment. Finally she's satisfied that I'm not holding back.

"Then what? Helena, you've been off ever since... If it's not that, what's wrong?"

I know I've been fucked up since the whole thing with Quinzel... Quinn... whatever the hell her name was... but I thought that I was hiding it a little bit better than that. I should have known better.

She's still watching me intently, her eyes gentle and kind. I want to run. Hide. Lie. I've never wanted to lie more in my entire life, but I can't. She deserves honesty; after all she's done for me, it's the least that I can do.

"I love you, Barbara," I manage to croak past the lump in my throat. There it is. Now all I have to do is wait for my world to crumble.

"And I love you, too."

Shit. She doesn't get it. "No. I mean... not like friends. Like... like you loved him." Still can't say his name, but I know she'll know who I mean.

I'm startled when she laughs; a choked-off, sad little sound, and says, "God, I hope not."

I don't know what I was expecting, but it certainly wasn't that.

"Is that really so bad?" I ask, and my voice cracks painfully.

"No, love. Of course not," she says quickly. "But Helena, I didn't love Wade the way I should have."

"What?" The word comes out as barely more than a breath of air, but she hears me anyway.

"He was a good man, Helena. He was kind and gentle, and he loved me. I know that. And somehow that makes it so much worse..."

Here, her voice cracks, and she stops for a moment to collect herself. I take her hand in mine, squeeze it gently and wait for her to finish.

"It makes it worse, because I didn't love him the same way he loved me. I was settling with Wade, because I couldn't have what I really wanted."

"What do you want?" That sick-to-my-stomach feeling is back, and I'm trying really hard to remember to breathe, because there's no other explanation for the fact that the air seems really thin all of a sudden.

"Do you mean that you really don't know?"

Her eyes are locked with mine. She's letting me really see her for the first time, and looking into me with the same intensity. I think I know where she's going. Just the thought is making my heart pound and my hands shake. I'd give anything for it to be true, but after everything we've been through it's almost too much to hope for, so I shake my head.

"I love you, Helena. Like Wade loved me."

"But..." I've never been so completely gob-smacked in my entire life. Not even when Barbara told me my father was Batman. I mean I wanted her to care for me as more than a friend, but I never thought it would be this easy. "Why didn't you ever say anything?"

"I couldn't."

She shifts in her chair, and I can see she's uncomfortable, but I don't understand why until she starts to speak.

"Helena, I was your guardian. That's a position of trust. I couldn't approach you without the fear that I'd abused that trust; pushed you into something that you weren't sure you wanted. Don't you see? I had to wait for you to make the first move."

"You mean..."

"I mean I love you; want-to-spend-my-life-with-you kind of love. And I really hope you feel the same way about me."

"I do."

"Good." She smiles again, and it's not sad this time. It has an element of contentment in it that I've never seen before, and I find I like seeing it. Her happiness is everything to me.

Then she leans down and kisses me, and my world doesn't crumble, but it's certainly shaking a lot.

When the shaking finally stops, we're in Barbara's bedroom. I don't quite know how we got here, and I don't think I really care. Maybe it's magic. After today, she could do or say anything, and I doubt it would surprise me.

I lift her out of her chair and place her on the bed, then sit beside her. She slides up to sit with her back against the headboard, then tugs on my arm. My head starts swimming with relief, and a kind of joy that I've never felt before, and I let her pull me closer on the bed, enjoying the feeling of her lips on mine. They're soft and warm, and even though she's kissed me before, the way a friend kisses a friend, it never felt like this. Or maybe it did, and I just didn't notice.

I turn into her embrace, sliding an arm around her waist and pulling her body into mine, and as I begin to kiss her back in earnest, I wonder fleetingly how it is that I didn't see this.

It only takes me a moment to figure it out. It's the story of my life.

I wasn't looking.

The End

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