Disclaimer: Paramount owns all Star Trek characters. I make no profit from this story.

Author's note: This story is based on a song called "Tell him". It is one of my favorite songs. The lyrics are great and the singers Celine Dion and Barbra Streisand are incredible! They have amazing voices! When I listen to this song, I close my eyes and put the music really loud so I can feel the vibrations deep in my soul. It gets me really emotional and makes me smile (and sometimes almost cry). Anyway, this song is beautiful and since it's about an older woman advising a younger woman in love, I thought it would make a great Deanna-Lwaxana-Will- story.
Takes place after First Contact.

Big thanks go to Jeannette for checking my story (and coming up with the title) and to Sarajayne for her kind words and encouragement. :)

Feedback please!

Rating: G

I'M SCARED
by Sunstar 02/2002

She sat cross-legged on her bed. Her eyes were closed and her hands were resting on her knees. She drew in a deep breath and let it out slowly, trying to clear her mind. After 150 failed attempts she gave up and opened her eyes letting out a long sigh. She was unable to meditate, again. Tears threatened as the frustration grew. Quickly she stood up, grabbed her sweater and ran out of the house. A pair of worried eyes stared after her at the door she had just slammed shut.

After the Borg attack all federation ships needed repairing and the Enterprise was no exception. Her crew had been thrown out of the way. Some were on shore leave, some had got temporary assignments and some did not know what they were supposed to do. Deanna Troi had decided to go home to Betazed.

The first few weeks had been okay but now she was feeling miserable. Miserable, bored, lonely and forgotten. She stood on a hill and tried to enjoy the view but it was impossible. Her mind was focused on one thing and one thing only, Will Riker. She missed him. Missed his friendship, his laughter and his presence in her mind. She felt empty without him.

On the Enterprise they were constantly close to each other, the door to his quarters was right next to hers, they worked together on the bridge, they ate dinners in Ten-Forward, went for a walk to the arboretum or holodeck and played poker with the other officers. Sometimes they spent a quiet evening in his (or her) quarters, sitting on the couch just talking. They could talk for hours. Will would replicate hot chocolate for her and she would curl up under his arm feeling safe and secure.

The good memories filled Deanna's mind and made her smile. She wondered if Will even knew how he made her feel. He was always there when she needed him, during the good times and bad. Actually, they were both there for each other. She listened to him when he had troubles and she could cry on his shoulder when she was sad.

The most recent time when Will had helped her had happened just a few weeks earlier, during the Borg attack. They had been on Earth looking for Zefram Cochrane. She had found him... ... and had ended up as drunk as he had been. Deanna still could not believe she had drunk so much. What had she been thinking! And afterwards... she had felt so bad! Or nauseous would be the right word. She had vomited for hours and the headache had been horrible! To say nothing of the embarrassment! Will had been there all along but he had not said a word. He had found her some painkillers and held her up when her body got too weak to stand. He had carried her to a quiet corner and let her sleep for a few hours so the worst effects had worn off. After they got back aboard the Enterprise she had expected him to tease her about the incident but he never mentioned it or told anyone.

All this was running through Deanna's head while she stood on the hill. She realized how much she was dependent on Will and how grateful she was for all the things he had done for her. She loved him so much! He was her best friend... ... and more. Her love for Will ran much deeper than a love for a friend. She felt that now very strongly and for the first time in years she truly admitted it to herself. She finally was willing to share her soul with someone and that someone was Will Riker. She was deeply in love with him!

But she was afraid, afraid that he did not feel the same way. What if the reason he had been quiet about the "drinking-scene" was that he was so embarrassed and ashamed of her? What if he had only helped her because he had felt obligated to do so? What if he was still upset because she had gone out with Worf? What if he loved someone else? What if he did not love her...?

After the Enterprise's repairs had started he had got lots of offers of what to do with the time off. Deanna had assumed he would ask her what she was going to do but no, he had not asked. He had just informed her that he had chosen to keep lectures at Starfleet Academy.

"I have to go now, my transport is waiting. See you in a few months, bye!"

Those had been the last words he had said to her before he had left. No "I wish you could come with me", no "I'll miss you" just "See you in a few months, bye!"

She had been crushed. Did he not care about her? She would have stayed on Earth with him if he had asked but he had not. She had not heard from him since. No calls, no messages, nothing.

Deanna felt her throat tighten and her eyes burn. She refused to cry. Swallowing hard she clenched her fists and breathed in but it was too late, her face was already wet from the tears. She buried her head in her hands and collapsed to the ground. Her whole body shook from crying and heartbreaking sobs filled the air.

Suddenly a gentle hand touched her shoulder and a calm sensation flowed through her foggy mind. Startled she looked up, locking her gaze with the black eyes that belonged to her mother. Lwaxana knelt down next to her daughter and pulled her into her arms.

"Shh... It's okay Deanna, let it out."

For a long time they stayed like that, mother holding the daughter, until Deanna's crying had ceased to a hiccup.

"Deanna, you should go to him. Tell him how you feel." Lwaxana said gently stroking her daughter's hair and wiping the tears from her face.

"I...I can't. What if he doesn't want to be with me anymore? What if he loves someone else?"

"Darling, you just have to risk it. I know it's hard but it's the only way. Believe me, I've been there."

"You? What do you mean?" Deanna asked puzzled lifting her head from her mother's lap.

"Oh Deanna... ... When I met your father I fell in love immediately. But I was young and Ian was a Starfleet officer and a human! At first I thought that he wasn't interested in me and even if he was, it would never work between us. ... But that didn't stop me from dreaming of him.... and one day I decided that I had to take the chance and ask him how he felt. I didn't want to spend my whole life thinking what it might have been. If he loves me and wants to stay here with me, we'll be very happy but if he doesn't.... well, at least I would know. "

"But mother, if you feel that way then why have you always tried to keep Will and me apart?"

"Honey... I've always wanted what's best for you and at one time I thought William was no good for you that he would only break your heart. I know how much it hurts to lose someone you love. When Ian died I felt like my whole world had fallen into pieces... .... but I had you and I didn't want to let go. Now I realize how selfish I've been. I've wanted to keep you all to myself so that I wouldn't feel lonely and you wouldn't get your heart broken. But you deserve to be happy, with your Imzadi, just like I was. I know life can sometimes be cruel and take away our loved ones too soon but at least then you'd have some memories. If you don't take the chance you're left with nothing. True you might be left with nothing even if you take the chance but I'm pretty sure that won't happen. I've read William's mind enough times to know how much he loves and adores you. He would move mountains for you if you asked! IF, by some reason, he doesn't feel the same way, it hurts, I know but then you'll be able to start over with someone else. So, whether he loves you or not, you should go see him and let him know how you feel. The truth will set you free."

Deanna was quiet for a long time, thinking what her mother had just told her.

"I do love him with all my heart and soul..."

"Then show him! Reach out to him! Men don't understand subtle hints. You have to spell it out for him. Don't let the chance to love him pass you by." Lwaxana said sounding almost pleading.

"I think you're right." Deanna finally said. "There's so much he's unaware of, so much I want to share with him. No matter how he feels about me, he's been my best friend for years and I want to thank him for that. He deserves to know my feelings and I too deserve to know his. I don't think I could live without knowing."

"That's my girl! Show him how much you care! He can't deny the truth. Your love for each other is too strong. You'll have what's meant to be, trust me!"

"I just want to hold him close. So I can feel his heartbeat and sense his presence in my mind..."

"You'll be able to do all those things and much more soon. Just let him feel your love. Touch his soul with gentleness and let the passion shine from your eyes. If you treat him right your bond will grow and glow. Your faith will lead love where it has to go. Believe me, I know what I'm talking about!

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Part 2

"Will that be all, sir?... ... ... ... ... ... Sir?"

"Uh, what?"

"Will that be all, sir?"

"Oh yes, sorry. You're dismissed."

Will Riker sat behind his desk at Starfleet Academy and stared at the wall. He had been caught daydreaming again, third time this week. At least this time it had not happened while he was keeping a lecture. That had been very embarrassing! Will sighed and got up, he needed some fresh air.

The weather outside was dark and freezing cold. The wind was blowing hard and big snowflakes filled the sky. He walked slowly forward towards a small forest wanting to be alone. The frost was biting his cheeks but he did not care. He was born in Alaska so he was used to it, in fact he liked the cold. After reaching the center of the forest he stopped walking and leaned against a tree.

"Where are you?" He whispered looking up at the sky hoping for an answer even though he knew he was not going to get one.

He felt lonely, somehow out of balance. For a week he had been trying to figure out what was wrong with him, but he had not realized it until last night when he had ordered hot chocolate for himself.

He missed her. Nothing felt the same without her.

When he had left the Enterprise he had wished she could come with him but he had not asked. He knew she did not like the cold air and that he would be very busy with work. He would not have time for her, besides she probably had her own plans. So he had not asked, instead he had left as fast as he could.

Not being able to see her everyday was pure torture. He did not sleep well at night and could not concentrate on his work. He wanted to talk to her to make sure she was alright. He wanted to see her smile and hear her laughter. He wanted to hold her tight and never let go. He was a man in love.

He had loved her as long as he could remember and had always thought that someday they would be together again. He had not rushed things because he had never thought he could lose her. But he could. When she had fallen in love with Worf, Will had been totally heartbroken and did not know how to go on. And when the Borg had attacked them, he had been so afraid that they would catch and kill her, or even worse, assimilate her. He had realized that every moment they had was precious, so they should not waste them.

The freezing wind was finally getting through Will's coat so he started moving again and headed towards his rented cottage. He had decided to find out where Deanna was and give her a call. Hopefully it was not too late to apologize his bad behavior and ask her to stay with him on Earth.

--------------------

After reaching his cabin Will ran inside and went straight to the computer.

"Computer, what is the current location of Counselor Deanna Troi?"

"Working... ... ... Counselor Troi left Betazed six days ago with the transport vessel Amadeus. Her current location is unknown."

"What?! What was the destination of the Amadeus?"

"Starbase 7, but the vessel has not arrived there." Came the computer's monotone reply.

Will's heart began to race as he thought of all the things that could have happened to the Amadeus and to Deanna. He was just about to contact Starfleet when a soft voice spoke behind him.

"The Amadeus didn't arrive at Starbase 7 because I asked it to change course and bring me here. Apparently the pilot forgot to report the change of plans."

Will spun around and stared at the small figure by the door.

"Deanna...?" He whispered astonished.

"It's really cold outside so when I saw your door was open I came inside... Hope you don't mind."

Will did not say anything. He was still staring at her, not daring to believe what he was seeing was true. Was she really here?

"Will? Are you okay?" Deanna asked concerned taking a step closer to him.

Suddenly he launched forward wrapping his arms tightly around her. He buried his head to her hair and lifted her off her feet.

"My God, it's really you... it's really you. I thought I was dreaming...." He mumbled holding her so tight she could hardly breathe.

Deanna wrapped her hands around Will's neck and placed a warm kiss on his cheek.

"Yes, Will, it's really me. I couldn't stay away. I needed to see you."

"God, I've missed you!"

"I've missed you too, but Will, we need to talk. Please put me down."

Will looked deep into her dark eyes and put her down slowly. Taking his hand in hers Deanna walked over to the fireplace and sat on the floor.

"Will... there's so much I want to tell you, I don't know from where to begin......"

"It's okay... take your time." He said sitting down next to her and putting his arm around her shoulders. "I'm not going anywhere."

--------------------

For hours they sat, side by side, talking, just talking. Sometimes they laughed, sometimes they cried and sometimes they stayed silent for several minutes staring at the fire and each other. The shadows danced on the walls and on their faces like all the doubts and fears in their minds.

"Why haven't you told me any of this before?" Will asked quietly.

"I... I was afraid... I didn't know how to tell you. I didn't want to lose your friendship."

"You could never lose my friendship Deanna, never. I'm glad you told me." He said pulling her closer to him and pressing a kiss to her forehead. "I love you."

"I love you too." Echoed in his mind chasing away the shadows of doubt and replacing them with the flames of fire that burned as brightly as the undying love in their hearts.

The truth had set them free.

The End