A/N: My first Teen Wolf fic, as I've only just been introduced to the show but have watched the whole two seasons in two weeks, now eagerly awaiting the new season. The title was inspired by the conversation between Stiles and the mysterious school counselor. And that both Stiles and Derek are slowly drowning in their sea of troubles. Started this before any information about what's in store for season three was released, and what the Alpha Pack is.

Setting: Directly after the events in the warehouse with Jackson.

Spoilers: Season two finale.

Warning: No Beta, so WILL have spelling and grammar mistakes. (You have been warned so please don't complain. If this is likely to bug you, stop reading now.)

Stiles walked into the large abandoned railway deport. It was eerily quiet but then, it was meant to be. Derek and what remained of his pack had already cleared out, Erica and Boyd already leaving town while Derek had taken up residence back at the Hale house with Isaac and his crazy serial killer uncle who was back from the dead. That's why he was here. It was the last place any of them would think of looking for him, not that anyone planned on looking. It had been a hectic couple of days but he'd survived, barely, so he should be celebrating, only he didn't feel much like doing that.

The bottle of Jack that was hanging from his fingers wasn't for celebrating; it was to help him drown his sorrows, to wallow in his misery. His hand tightened around its neck as he walked further into the large building. He'd lost again, while everyone else saw it as a win, he'd lost. But then, he always did, it was the story of his life. At least Lydia was happy, and Scott was happy. - And everyone else was happy.

"What do you want Stiles?" called a familiar voice he hadn't expected to hear. He jumped at the sound, almost dropping the bottle he's swiped from his dad's liquor cabinet. Derek? He turned in the direction of the voice, finding himself staring at the old train carriage.

"I know your there Stiles. I can smell you. - Not to mention hear your heart racing."

Taking a deep breath Stiles straightened his posture, raising his chin and headed into the abandoned carriage. "Hey Alpha-man. What's up? - And you know the smelling people thing is creepy as hell, right?"

"Why are you here?" the man growled, looking up at him from the makeshift bed.

"I could ask you the same thing? Why aren't you at the house?"

Derek didn't answer, his just sent him his trademark death glare, causing the teenager to swallow hard and hold up the bottle of Jack as if it was the answer to everything, or maybe a peace offering.

"And that's for?"

Stiles lifted his brow, looking between the bottle and the wolf man. "Huh, to drink."

"Why?"

Stiles shrugged nervously, slightly worried that Derek was going to confiscate it. "Cause when a guy gets dumped, his friend get him drunk." he smiled awkwardly.

"I haven't been dumped Stiles."

"No. - But I have." he sighed, staring down at his feet. "Lydia's back with Jackson, Scott's off with Alison. I'm back to being Robin again, even though I totally saved all your asses and won the championship game. - And got my face pummeled by Alison's crazy old grandpa. Serious does everyone in this town have wacko's in the family?"

Derek raised a brow at the teenager, taking in the healing cuts and bruises on his face, knowing there were others covering his body, he could sense them. He looked at him with a deep frown. "That doesn't explain why you're here?" he said in a harsh angry tone that was totally aimed at Gerard Argent and not the teenager.

The teenager shrugged once more. "Because I thought the place was going to be empty, and I didn't want to get caught by my dad. I've disappointed him enough for one month."

Derek watched him for a long while, listening to his heart, smelling the misery roll off him. He wanted to tell him to leave, to get out of there, to just go away and never show his face again. - But he couldn't. When it came to Stiles, a part of him just couldn't let go, no matter how much he knew he had to. Swallowing hard, he nodded his head in acceptance of the boy's presence.

Stiles grinned in that excited adorable way of his, though beneath it Derek could still see the sadness. He glared at the boy as he dropped heavily down on the bed next to him.

"So." he sighed dramatically, trying to sound causal, turning his attention to the bottle; he twisted the cap and took a swig, cringing at the taste before handing it to Derek.

The alpha looked from Stiles to the bottle and back again. It took him a few minutes before he reached for it. His fingers were barely closed around it when Stiles pulled it back.

"I'm not gonna catch no freaky werewolf disease or anything if we share, right?"

Derek's green eyes flashed red as he snatched the bottle violently out of the boys shaking hand.

The pair sat for a while, passing the bottle between them until Stiles became too restless and got to his feet, walking aimlessly around the small carriage, looking at things. "I'd have thought you would have moved all this stuff back to the house?"

"I will, eventually." Derek remarked, taking a large gulp of the alcohol. He watched him moved, hating himself more and more as he took in the awkward teenager.

"This your sister?" Stiles asked, lifting the small frame with the image of Laura safely inside.

The dark haired man stiffened at the question, his heart pounding in his chest. He was glad the others were gone, so they couldn't hear the way his heart raced, it meant he could relax and stop controlling what he was feeling. Stop hiding everything, for fear of them all finding out his secrets.

Stiles looked over his shoulder at the alpha, noticing the sadness that covered his features. His gut tightened. Good one Stiles. He scolded himself. "Sorry, Sorry." he stuttered, replacing the picture quickly. "I shouldn't have brought it up. - I get it." and he did. He knew the pain never went away, that there was nothing to say that would make it better. That something, someone, would always remind you what you'd lost. He cringed at his own stupidity and fell silent, heading to the other end of the carriage, swooping down to grab the bottle as he went. He paused by an old trunk, staring down at it, the marking the same as Derek's tattoo.

"Get out." Derek snapped, though he didn't sound particularly angry or threatening.

"Huh?" Stiles gaped, turning to stare at the wolf-man.

"I said, get out. Leave. Go away. Get lost." Derek was on his feet but he wasn't stalking towards him, he just stood there, glaring at him, only it wasn't his usual sour-wolf glare, in fact if Stiles was honest it wasn't even a glare, not by Derek's standards. "What? Why? - If this is about….I'm sorry okay."

"Just go!" Derek shouted, his green eyes turning alpha red.

Stiles didn't move, either from fear, stubbornness or stupidity.

Derek got closer, towering over him slightly. "Don't you get it? I don't want you…" he swallowed his words, once again glad Stiles wasn't a wolf and wasn't able to hear his heart racing, or smell the desire flowing off him. He reached out for his anger and pain to anchor him, before he did something that they would both regret. "Just go, will you!"

"No!" Stiles shot back, meeting his gaze. "You owe me." he snapped. "This is all your fault. The least you can do is spear me some an hour or so to get drunk!"

"Stiles…I didn't do anything." he knew it was a lie. "What happened wasn't…"

"You could have let him go!"

Derek frowned at the teenager. "Who?"

"You know who, Scott. You could have let him kill Peter and gain his freedom from the curse. Why didn't you?"

"Because it wouldn't have worked." Derek stated firmly.

"What?"

"It wouldn't have worked. There's no cure to the bite Stiles. I lied about killing Peter releasing Scott."

Stiles stared at him with an open mouth. "Why?" he stuttered.

"I needed Scott's help. I knew the only way to get him to work with me, to learn what he needed to know was to give him hope."

Stiles started at the alpha with wide horrific eyes, his heart racing with anger and hatred. "You son of a bitch!" he yelled, rushing at the larger man furiously, not caring that he didn't stand a chance. "How the hell could you?"

Derek grabbed him by the upper arms, forcing him back till he hit the back of the carriage, then he held him there, soaking in every ounce of hate and fury. "Would you rather I let Peter kill him?"

Stiles glared up at him, breathlessly panting with adrenaline and anger. He knew Derek was right, he knew Scott had needed to learn to control his abilities or die, but the idea that Derek had lied to them filled in with a surprising feeling of betrayal he hadn't felt since Scott kissed Lydia. He pushed the man off him, and was shocked that Derek backed away, turning his back to the teen. Stiles watched him closely, noting the way his body was slumped slightly.

"You need to go Stiles." Derek whispered loud enough for the boy to hear. When he didn't hear the teen move to leave as ordered, he rolled his eyes and glanced over his shoulder at him. The amber eyes of the youth were on him and he felt his heart clench at the sight. "Stiles." he sighed warily. "You don't understand….I need you to leave. - Now."

Stiles looked at him with concern. Derek never sounded like that, tired and desperate, not even when he'd been dying from the wolfs bane. "Then explain it." the youth said defiantly, his heart racing, Derek could hear it.

"Explain?"

"Yeah. What's wrong? - Are you….changing or something?" he swallowed at the idea that he may be trapped in an abandoned train with a possible killer wolf, then he shook it off. Derek can't be changing, the full moon wasn't for weeks.

"No, Stiles. I'm not changing. - That's the problem." he sighed again, running his hand through his thick dark hair.

"Huh? You're not making much sense."

Derek knew he'd regret it, for a hundred different reason, but if it got Stiles out of there, if it kept Stiles away then maybe it was his only choice. Turning sharply, he cover the few feet that had been between them, pressing the teenager back into the rusty metal, his eyes flashing dangerously a second before his mouth crashed down on the teen. He heard Stiles heart skip and then race. He'd like to think it was a good sign, but he knew it wasn't. It didn't stop him though, tugging on the boy's lower lip, sucking on it hungrily. If this was his only chance, he may as well make the most out of it.

Stiles froze under the onslaught of Derek Hale's mouth. He didn't know what to think, or feel. Part of him desperately demanded that he push him away, while another part of him wanted to surrender. He still hadn't made up his mind when Derek pulled away, releasing him.

"Explained. Now leave."

Stiles stood there on shaky legs, too shocked and confused to move. Then something in his mind clicked, he drew in a deep breath and turned, almost running from the deport, the bottle forgotten.

Derek dropped down onto his bed and allowed his head to fall into his hands, his jaw clenching painfully tight as he cursed himself.

~HARDER TO SWIM, THAN DROWN~

It wasn't meant to be this hard. He'd thought it would get easier, that it would go away, especially once he'd become the alpha. He thought - hoped - that the need to build a pack, to find a mate would override any other 'human'feelings he was having, but it hadn't. Laura had told him so, that his human side was as much a part of him as his wolf, but he'd ignored her, because it couldn't be true, he had to be normal, he had to find a mate and rebuild their pack. And now that he and Peter were the last in their blood line, that was twice as important. The Hale clan had to survive and prosper. Not through bite but blood. That had been why he'd taken Erica, she was meant to be his. Help him rebuild, only he couldn't stand her, at least not when it came to her physical touch. When she'd tried to lure him in, he'd tried to surrender, he tried to ignore the boiling desire in his stomach to push her away, telling himself over and again it was for the good of the pack, the bloodline, but his human side - his heart, Laura would say. - had won out and he'd thrown her off without thinking. And he kept waiting and watching for another female, someone he would be attracted to, who would make it easier to forget what he really was and what he really felt.

He hadn't realised it was happening. Not at first. He'd been so caught up in finding out what had happened to Laura that he completely ignored the emotional impact of the new….acquaintance was having on him. When did it really begin to occur to him? Well it all happened at once really. Standing nose to nose with the boy, trying to intimidate him. It had worked but the boy hadn't allowed his fear to stop him mouthing off. Despite his fear, Stiles had always tries to show him that he wasn't a pushover. It was hard not to be impressed and turned on by that.

Derek closed his eyes and lay back against the ratty pillow, staring up at the rusted metal ceiling. He should go back to the house, but he didn't want to. He wanted to be alone, just for a while, though the way things were going he may end up that way forever. Closing his eyes he allowed his mind to wonder.

A/N: Please let me know what you think so far as this is my first Teen Wolf fiction.