A/N: I hadn't realised before how hard it could to write a fanfiction about My Fair Lady, mostly because it's hard to make it a little more romantic without making Higgins out of Charactter, seeing as he is so bull headed and against the whole romance thing all together, but I'm going to try my best.

Disclaimer: I bet everyone knows that I get nothing out of writing this (except perhaps a few reviews for which I shall remain very grateful!) since by rights it doesn't belong to me. oh well...

He slammed the door of his bedroom, and sat down on the bed, staring at the beautiful jewels she had handed to him, and thinking regretfully how the sparkle of her tears running down her soft cheeks resembled the shine of the diamond on the necklace. How could she talk like that, to him of all people, after all they had done for her. Why couldn't she just stay here, why go anywhere else? Of course that's what's the matter with all women; creating worry and despair when everything can be perfectly fine! He could not understand them at all!

Placing the jewels on the table beside his bed, he lied down, without bothering to undress. He stared at the ceiling for what felt like hours though it was only minutes. Deciding, at last, that he could not sleep, he got up and resolved to go downstairs to the library and take refuge in Literature, however, as soon as he stepped outside the door he became instantly aware of the sound of sobbing combined with several mute thuds and poundings coming from Eliza's door.

What on earth was that girl doing? Crying herself to sleep or wrecking the room? He briskly walked towards the door and knocked "Eliza?" No reply but the sobbing did stop

"Eliza, what are you doing?" suddenly the door swung open, revealing the tear stricken face of Eliza Doolittle. Her nose was red and her hair dishevelled but yet she looked defiant. He was hurt by the pain he saw at the depth of those brown eyes.

"Was there anything you wanted professor?" she said in a hoarse voice yet managing to sound cold and formal.

"What were you doing, Eliza? What was all that noise?" he looked pass her, into the bedroom and was surprised to see her bag open on the bed and her open wardrobe empty. Knowing well that it was wrong to do so, he still walked in the room and examined the obvious evidence of packing.

"Have you been packing?"

"Yes, professor."

"Whatever for? Where do you want to go to at this time? It's past midnight!"

"What does it matter to you where I go as long as you can be rid of me?"

"Rid of you? Why would you think that? Who said I want to be rid of you? By George, you are making a great deal out of this simple matter! Worrying yourself for nothing. Why do you have to go anywhere in the first place, weren't you happy here? Tell me!"

"Yes, I was"

"Then what is the problem that you are fleeing away at night?"

"It is not proper for me to stay here any longer, and there is no reason why I should now that your "project" is over and your bet won."

"Well," he said gathering himself up "if you wish to go, you are free to do whatever you want, only not tonight, wait until morning and we'll see what can be done about it, you can't just leave in the middle of the night, having no where to go! Just go to bed now, and stop crying, there is nothing to cry about, it will only ruin your beautiful eyes" he said it fast and as casually as if he was making a remark on the weather, but she heard it, him complimenting her, as clear as bell ringing in her ears. He did not notice the hopeful smile that graced her lips for a moment as he was marching out the door.

"Professor?" he turned, facing her.

"I'm sorry."

"oh, well um it's alright, don't worry about it" and he went back to his own room, leaving Eliza, standing there wondering if there was any hope left after all?