A/N: First, I promise that Kotori and Umi get together! I think I ended up turning my stress from the last semester into an extra angsty chapter without realizing it. I apologize for worrying anyone! The angst is more toned down and pretty much over after the first scene. I hope it'll be worth it for everyone at the end of the chapter.

Umi

"I-... I have never thought of you that way." She paused hesitantly. "The way I think of Honoka-chan, I mean..."

Not even knowing what was coming could prepare Umi for the impact of Kotori's words. They had knocked the wind out of her and all she could do to steady herself was draw in a shaky breath.

She shut her eyes but the tears refused to stop pouring down her cheeks. Kotori's hands were still gently cupping her cheeks and Umi weakly grasped at her wrists. The two sat motionlessly and Umi didn't know for how long.

"I'm so sorry, Umi-chan..." Kotori whispered.

Umi finally reopened her eyes, the tears beginning to slow.

The tears streaking down Kotori's cheeks caused her heart to ache further.

"Rejected before I could even officially confess..." Her voice sounded raw even to her own ears but she managed to croak the words out with a hint of a smile- trying to lighten the mood a bit.

She gave Kotori's wrists a gentle squeeze before removing the soft hands from her face.

Kotori looked distraught and moved to say something- but was cut off as Umi held up a hand to stop her.

The blue-haired woman took deep breaths and they both wiped at the residual tears on their cheeks.

As she gathered her thoughts she didn't even question how Kotori had known about her feelings. A small part of her was actually relieved that Kotori somehow knew. But that was only part of the battle.

"Haah," Umi exhaled roughly. "Who would have thought that my kouhai's confession would influence me so?" A poignant smile tugged at the corners of her lips.

"Since it's already come to this..." her voice clearer than before, "Will you do me the favor of listening to what I have to say?"

Umi was significantly calmer now that her biggest secrets were out. Sad, but calm nonetheless.

She figured that change in their friendship was inevitable, but this was a chance to release everything she had been bottling up.

"Of course I will, Umi-chan. Always."

Umi smiled gently at the reassurance from her friend.

'Friend.'

Pausing again to organize her thoughts, she ran a hand through her hair.

"Well, I'll start off by saying that I think you were right. I should let everything out, shouldn't I?"

Kotori just nodded meekly in response.

Umi huffed lightly and began before her courage ran out.

"I've been in love with you for a long time now... Since junior high, perhaps?"

"But I can't pinpoint the exact moment when I fell in love with you. There was no grand realization and it was certainly not love at first sight or anything like that... It was more of a quiet acceptance, I suppose."

"I believe it was a combination of all of the time we had spent together, the shared secrets and jokes, and things I had already felt for you. And one day I thought to myself 'Ah- I'm in love with Kotori.'" she laughed quietly. "And that was that. I didn't have to think about it very hard and I didn't fight it either."

Even Kotori was wearing a gentle smile- albeit a little sad as well.

But Umi supposed that couldn't be helped.

"Why... Why didn't you say anything to me, Umi-chan? When you realized it, I mean..."

Umi hummed thoughtfully, lips pursed.

'Full honesty now, what would be the point otherwise?'

Weary but resolved, she continued.

"Well, for many reasons." She sighed. "The main reasons I suppose... were that I was afraid... Afraid that our friendship would change if you had found out about my feelings. You are too nice to cut me out completely but..." Fear trickled into Umi's expression as she continued. "I didn't want to be distanced from you. I- I can't lose you, Kotori."

Kotori grasped at one of Umi's hands and held it tightly, a silent vow of sorts. But Umi shifted her gaze over to the couch cushions and the painting behind them.

"But I supposed we've already started to drift apart anyway" she sighed.

Bemused, Kotori followed Umi's line of sight.

"What do you mean?" She questioned, the puzzlement clear in her voice and expression.

"It's a small thing, really, but when I saw these cushions, the painting..." she gestured vaguely at the offending items, "I will admit I was a little hurt."

Umi smiled thinly as Kotori's expression remained confused.

"You always used to call or text me whenever you bought something new, ecstatic to share your new purchases with me. No matter how small. It hit me harder than it should have... I guess I just felt like we weren't as close as we used to be... Especially..."

Umi trailed off, uncertainty lacing her tone.

"Especially after last night..." she finished.

And by the look on Kotori's face, Umi knew that her friend was sorry about giving all of her attention to Honoka. But that didn't change the fact that it had hurt.

"It's silly... But I just feel like Honoka means more to you than I do." The bluenette sighed. "Well, I suppose that is true given that you're in love with her and all."

"Umi-chan..."

The blue-haired woman flashed Kotori a sad smile and just shook her head. "It's okay, really."

Umi sighed for the millionth time since the night before. For a moment she wondered if there was some sort of physical limit to how many times a person could sigh in 24 hours.

"But even if I could have somehow gotten the courage to tell you how I feel, I thought it would be selfish to confess to you." She paused, her voice getting softer. "I've come to accept that I'm probably not right for you. Someone bright and passionate seems to suit you better," she mused. "Not someone as strict as myself. I didn't want to put you in an awkward position when all you've wanted from me was my friendship."

As much as the words pained her, Umi was feeling lighter with each admission. There was a lingering tiredness that caused her shoulders to slump but she had decided that full honesty felt good.

Kotori had remained silent, brow furrowing lightly.

"Hey" Umi called softly, squeezing Kotori's hand to get her attention. "I'm sorry to dump all of this on you so suddenly. I just- I... I hope we can stay friends?"

Umi couldn't keep the apprehension she felt from seeping into her voice, the end of her sentence coming out as more of a question than a statement.

Kotori was looking at her thoughtfully.

The uncertainty of the situation had caused her insides to clench. The earlier lightness she felt was nowhere to be found as she met Kotori's pensive expression.

Finally, Kotori smiled gently at her.

"It makes me happy for you to have shared that with me."

Kotori's expression seemed trouble, the corners of her lips drooping as she seemed to get lost in her thoughts again.

"But..." Kotori trailed off, her brow furrowing once more. "I think I need time to... Process everything."

Umi simply nodded and gave the other woman a small smile.

Kotori was taking the situation better than she could have expected. She supposed it was due to how Kotori had already seemed to know about, or at least suspect, that Umi's feelings. But she was too tired to question how Kotori was able to figure it out in the first place. And this certainly wasn't the worst way for things to play out, either.

She was startled out of her thoughts when Kotori abruptly stood up from the couch and clapped her hands together.

"Well, it's pretty late now. Why don't we get some sleep, Umi-chan?" Kotori asked a little more cheerfully.

"Mm, I am feeling pretty tired." She nodded in agreement, thankful for some semblance of normalcy. "But I'll uh... I think I'll sleep on the couch tonight."

The blue-haired woman wanted to give her friend plenty of space to think and figured, aside from leaving, this was the best option.

But she was caught off guard when the amber-eyed woman jutted out her bottom lip and puffed her cheeks in the cutest possible manner.

"Ehhh~ No way, Umi-chan!" She protested. "We always share a bed whenever we have sleepovers and that isn't changing now."

Without giving Umi a chance to argue, Kotori grabbed one of her calloused hands and proceeded to tug the archer toward her bedroom.

Feeling too exhausted to argue and unable to fight against a pouting Kotori anyway, Umi allowed herself to be dragged along with a small smile.

Kotori

Luckily, her bed was rather large so the two were able to fit comfortably without too much contact.

The two settled in and each had mumbled a sleepy 'good night' to one another.

Kotori felt a mix of surprise and relief when she noticed Umi's slow, steady breaths only moments later. The blue-haired woman was already fast asleep. Though she couldn't blame her for feeling drained.

But unlike the woman beside her, Kotori didn't think sleep would find her for some time.

After beginning to suspect Umi of having feelings for her, Kotori had expected to feel some sort of relief after confronting her. But her feelings were more muddled than ever.

She was undoubtedly feeling tired but thoughts of the woman next to her had been plaguing the amber-eyed woman since the previous night at the bar.

'I meant it when I said that I had never thought of her the same way I think of Honoka-chan...'

Letting at a small, resigned sigh, she allowed those thoughts to wash over her mind again, hoping for some epiphany.

Flashback: After the Bar

Kotori shut the door to her apartment and leaned back against it with a deep sigh. The night had been much more tiring than she had thought it would be.

She straightened up and slipped her shoes off by the door. Dragging her feet, she made her way over to the couch and plopped down face first. She clutched one of her newly purchased couch cushions to her face and groaned into it.

Her mind was buzzing was with feelings she couldn't even begin to process.

Kotori had been ecstatic to see the object of her affections again. Although it was a group meeting and she had also been excited to see everyone, she could admit she had spent most of her time focused on Honoka.

And why wouldn't she?

She is in love with her, after all.

'Right?'

Her orange-haired childhood friend had always been someone who stood out. And Kotori had always admired the way that Honoka could set her heart on something and, metaphorically speaking, blaze her own trail.

In that way, Kousaka Honoka and Minami Kotori were complete opposites. The designer had always been content to follow her childhood friends and supporting them however she could.

And then there was Umi. Rather than excitable and outgoing, Umi was composed and gentle. And based on some of the lyrics she had written for Muse, rather emotional.

When the bread-lover was passionate about something it was hard to take your eyes off of her and Kotori loved that. In those moments she felt fired up and excited, too.

Of course, Umi was also the type to be unstoppable when she set her heart was set on something. And her passion showed through her hard work and dependable nature; whether it was as a member of Muse, the student council, the archery team, or just as a friend. Kotori appreciated that sort of determination, too.

She couldn't deny that Umi was a little strict at times. It made sense considering she had grown up in a fairly traditional Japanese family. But the blue-haired woman was strict within acceptable levels. Her responsible nature was part of the reason that both the trio and Muse had accomplished as much as they did.

But with Umi, the emotions and sensations that Kotori felt were different.

When they were together Kotori felt serene, safe, and content.

And the archer had always been encouraging of Kotori's desires and dreams outside of being an idol.

And that's not to say that Honoka wasn't. Kotori knew that both of her childhood friends would want nothing but the best for her.

But the ways that the two supported her were different. While Honoka would give Kotori her opinion on matters, Umi would ask the ashen-haired woman what her opinion was, what it was that she wanted and listened closely, offering advice when needed.

And before she knew it, her thoughts were drifting back to the blue-haired woman.

Just earlier that night she had been too absorbed in Honoka's dazzling aura to give Umi- or anyone, for that matter- her attention. Honoka had been practically bouncing in her seat in her excitement and Kotori couldn't tear her eyes away. The reason for that was most likely due to her relationship with Kira Tsubasa.

And shouldn't she be in a much worse state after getting her heart broken? Umi had been able to soothe her in mere moments.

She was well and truly baffled. Honoka was always the one that she could never take her mind off of- but why was it that images of her blue-haired friend's saddened expressions lingered in her thoughts?

Maybe because of the intensity of emotion that Umi-chan had shown when we were alone' she mused.

The bluenette was always earnest- at times almost stupidly so. And the combined sullen and earnest expressions refused to leave Kotori's mind.

Although it hadn't taken much to calm her, during their talk near the restrooms Umi had looked more heartbroken than she felt.

'But why? Was she recently rejected too?'

That also didn't make sense to Kotori. Who would have the audacity to reject such an amazing woman?

And as Kotori tried to recall to whether Umi had dropped any hints about who she liked, she had an odd realization.

In all of the time that she had known the blue-haired woman, she had never- not once- mentioned anything about having romantic feelings for someone.

Sure, Umi would complain every now and again that she was constantly being confessed to by both men and women alike, but that was simply out of exasperation. Anyone that got confessed to that frequently would complain as well.

She felt pinpricks in her heart thinking that Umi didn't trust her enough to confide in her.

And then Umi's words began to repeat in her head.

'She said she understood how I felt when we were talking about my unrequited love... That anyone would be lucky to have me.'

Kotori rolled over so that she was now on her side, the pillow still pressed to her face.

'...If I didn't know any better I would say that the way Umi-chan behaved seemed like she was in love with me. But that couldn't possibly be right. Umi-chan has never said anything about liking girls before...'

'Then again... She doesn't talk about her love life at all...'

She grew increasingly suspicious as she recalled all of the time they had spent together, all of the stolen glances that she never paid any mind to, and the differences in the way Umi would interact with her and Honoka.

She resolved to confront Umi about it before sleep finally took her.

End Flashback

Umi: The Morning After

Umi woke with a strange sense of clarity as she opened her eyes to the brightly lit room.

Even as a morning person it was rare for her to wake without any feeling of grogginess.

Truthfully, she felt lighter than she had in years and thanks to the emotional outpouring, she slept like a rock.

Her friendship with Kotori was in an awkward position, but last night had made her confident that things would work out in the end. She was sure something in their normal dynamic would change, no matter how slight. It pained her to think about but it was also something that she would need to accept.

Feeling movement behind her, she shifted under the blanket and turned to see amused amber eyes very close to her face.

Startled, she tensed and fought against every instinct telling her to yelp and jump out of the bed.

"Good morning, Umi-chan~" Kotori cooed sweetly. She was lying on her side with her head propped against her hand- and her face was still very close.

"G-good morning, Kotori... And please don't scare me so early in the morning" she pouted.

The ashen-haired woman giggled and apologized in such a way that told the bluenette she wasn't sorry at all.

Clearing her throat to dispel any lingering nervousness, Umi sat up and turned toward the designer.

"How long have you been awake, Kotori? I'm usually up before you."

"All night," she replied instantly. "Umi-chan's sleeping face is so cute that I couldn't bring myself to miss it~"

Umi's expression was a look of concern with a light pink blush dusting her cheeks.

"A-all night?!"

"That's right," Kotori agreed easily.

The blush had faded from Umi's cheeks, leaving only a look of concern. "Trouble sleeping?"

But expression instantly morphed into one of guilt. "...was it because of me? Because I slept here?" She asked quietly.

It was Kotori's turn to be startled.

"N-no, that's not it, Umi-chan," Kotori responded quickly while sitting up and angling her body toward Umi. "Sorry, I shouldn't have been so vague..."

Umi looked skeptical but nodded anyway. She should have insisted on sleeping on the couch last night.

And it struck her that maybe things between them were worse than she had initially thought. Panic was starting to seize her insides-

She was quickly drawn out of her reverie by warms hands finding their way into hers.

She looked up and was greeted by the tenderest expression she had ever seen from Kotori.

The very sight of it was causing her to melt. She hoped that if she stared long enough that she would be able to etch the image into her mind for the rest of her life.

And the soft voice that Kotori spoke with was like the sweetest melody she had ever heard. The greatest composers couldn't dream of creating a more beautiful sound.

"Actually, I was up all night thinking," a light blush had found its way to Kotori's cheeks and the hands holding hers squeezes a little more tightly. "And well..."

She watched as Kotori's gaze slowly traveled from her eyes, down her nose, and settled on her lips. Her heart began to beat so rapidly that it almost drowned out the ashen-haired woman's next words.

"Mmm we'll talk after this..." Kotori muttered softly as she slowly closed the distance between the two.

Their lips were brought together in a tentative and gentle kiss.

Umi had never considered herself to be very religious, but she silently thanked any and all gods in the universe as Kotori caressed her cheek and tilted her head to deepen the kiss.

A/N: It took me longer than I would have liked to finish this chapter. My style for each chapter so far has been to just sit down, make a rough outline of the chapter and then write whatever comes to mind. I felt like I kinda backed myself into a corner with that last chapter so it took me quite some time to come up with a product that I found acceptable.

As always, thank you for the reviews, favorites, and follows! Feedback is always greatly appreciated. I promise my next story will be fluffier to balance out all of this angst (for WolfGangSBD who pointed out that there are not enough fluffy KotoUmi stories). I'm planning to update soon!