Disclaimer: All rights to the name "K-On!" belong solely to Kyoto Animation and their affiliates. I neither own this franchise nor do I profit from the writing of this story.

Author's Note: My favored pairing in K-On! but unfortunately not many people write it. That said I figured to do something about it and decided to post this instead. Anyway enjoy.

Mio Akiyama had always been a skittish girl as long as she could remember. At times when she was alone in her room, like right now, and did not feel like writing lyrics she often pondered as to why she was so frightful. Perhaps it was genetic. Her father was severely claustrophobic which made his relationship with his wife trying at times as he felt their bedroom too confining and most times would go downstairs and sleep on the couch in their wide open living room.

Likewise Mio's mother had an acute fear of insects, bugs and any other sort of creepy crawler. She would literally scream at the sight of a roach scurrying along the house floor at times and jump on a chair as to not make the slightest contact with the insect. While cute initially this soon began to grow bothersome for the woman's husband as he was often times interrupted from important work he had to do at home so that he could kill the bugs. This was made worse as Mio held the same fear as her mother and would not be caught within ten feet of a roach if she could help it. The times that the Akiyama patriarch was not available to kill these insects were utter hell for mother and daughter as neither had the courage to kill the insects and would often resort to abandoning that part of the house for long periods of time hoping the roach would leave when they decided to go back.

While her friends thought it cute that Mio was frightened easily (especially Ritsu) the young bassist could not help but grow frustrated. She hated feeling scared all the time and hated it even more when Ritsu took advantage of that. Each and everytime Mio would put up with Ritsu's antics but lately she was beginning to grow tired of it. Ritsu thought it cute but Mio thought it inconsiderate. How many times had Mio made it clear to Ritsu that she did not like being frightened in that matter only for her words to in through one ear and exit the other?

In her worst moods Mio sometimes felt that Ritsu really didn't care about her at all. Was it so hard for Ritsu to listen to her for once? To respect her wishes? It was not like she was asking her drummer friend much just to show some understanding but even that small request seemed to be too much.

Of course Mio knew that Ritsu did care for her and that they were the closest of friends but still it was hard to think that when she would get so frightened by Ritsu's antics that her heart would nearly skip a beat. Mio simply could not get across to Ritsu that she was genuinely frightened each time Ritsu decided to prank her. She did not yell and scream to attract attention or anything ridiculous like that. She screamed because she was genuinely scared. Sure Ritsu had her laughs and giggles and in the end Mio would forgive Ritsu. She always forgave her. But that did not drive the ever growing thought out of Mio's head that Ritsu was terribly selfish and inconsiderate. That she would genuinely scare her best friend half to death just for some petty entertainment.

Is that all I am to Ritsu? Just some cheap thrill to her is all? I don't know. Sometimes she can be so sweet and respectful and others I almost feel as if she was put on this Earth just to torture me. Is it so hard for her to pay attention to me for once? That if she truly cared for me she would stop making light of my frightful nature and instead be more considerate? Is that too much to ask?

Mio turned as she lay her back flat on her bed wrinkling the covers underneath her. Her long, black hair fanned out beneath her as her bluish-gray eyes stared up at the ceiling.

Perhaps her biggest reason for hating her frightful nature wasn't simply because of Ritsu.

The black haired bassist sighed as an image of her purple haired kouhai suddenly appeared on the white ceiling of her room.

If there was one member in the Light Music Club that Mio held genuine respect for it was Azusa Nakano. The daughter of a jazz playing couple the young teenager was talented in her craft and often played the more complex variations of their music when performing. Yui would often chalk this up to the fact that she did vocals or back-up but Mio often assigned the more technically challenging guitar parts to Azusa because Yui simply could not play the parts.

Even though Mio enjoyed being with her peers at the Light Music Club she wished that they could practice more. Ritsu would often exclaim that they were shooting for Budokan and yet to Mio this still felt like an impossible dream. They were nowhere near ready to perform in such a grand stage and it seemed that the rest of her bandmates were in no hurry to try.

This apathetic attitude struck Mio more than she let on. She was proud of her skills on bass; skills that took years to nurture and often times were self taught. Mio was proud of her craft and took pride in it and was sad, even insulted, that her fellow band members did not take their own band seriously. Here she was devoting her time and energy in order to make the Hokago Afterschool Tea Time work, writing lyrics, composing sheet music and parts, listening to other bands and taking cues here and there.

While the idea of joining the Light Music Club was Ritsu's it was Mio who put in the hard work and dedication to make it work. Mugi and Ritsu would come up with thier own concepts but it was ultimately up to Mio to finalize it. Yui, though getting better at playing the guitar and singing, was totally oblivious to music in general and often times Azusa would have to step in and come up with a concept for Yui, who then would have to send it to Mio to have it polished and altered so that Yui could understand.

Mio took her work seriously so of course she would get miffed when the band would simply not practice and drink tea instead. That they would throw aside the parts she assigned them to the couch as if it were a useless fliers and not even bother to look over them even though she would pratically stay up half the night coming up with them.

The dark haired bassist soon turned to her side and grasped a nearby pillow and held it close to her body. She curled up in fetal position. Mio could not help but feel that she was being taken for granted. Not that Mio ever intended her bandmates to shower her with praise or anything but at the very least they could take her seriously and practice the parts assigned to them in a timely manner. They could show her that much respect at least.

It was then that the thought of Azusa came into Mio's head once more.

The young guitarist seemed to be the only one who took on her assigned parts seriously, who would actually start to skim and study it over. Sometimes the young kouhai would come into a disagreement and would talk to Mio about it, in which case both would start to evaluate what the discrepancy was and address it.

Mio was never insulted when Azusa did this. In fact Mio enjoyed the fact that Azusa was just as serious as she was in her craft and loved having the little one on one time she had with the girl. How they would have their instruments out and start to practice as the rest of the band was eating cake and drinking tea.

How Mio would often times guide Azusa through certain parts of the music, where to mute, where to vibrato. How occasionally Mio would make hand contact with her kouhai, noting just how smooth and delicate Azusa's hands really were.

The thought instantly made Mio blush with embarrassment as she felt her heart beginning to pick up pace. Mio never understood why she felt this way around Azusa. She had plenty of physical contact with Ritsu and never did she feel this way with her childhood friend.

Which brought up another interesting thing.

Mio, lately, had been finding her thoughts filled with images of Azusa. She did not know why but often times when she felt stressed, or was at a loss for lyrics, the image of Azusa's smiling face would lift Mio's spirits and make her feel better.

The thought saddened Mio however. Most of the smiles Azusa had seemed to be directed towards Yui. It was also Yui who was able to have such close contact with the small girl, hugging her tightly most times. These thoughts often started to incur some sort of anger within Mio and the young bassist was often at a loss as to why she felt this anger to begin with.

As Mio continued to think she recalled a time when Azusa had just barely joined the Light Music Club. How in the beginning the only person that Azusa felt at ease around was her, Mio.

The black haired bassist could recall a time when Azusa pretty much only spoke to her. However Mio could not understand what had happened. They were so close then but now it seemed as if a gulf had formed between them. Sure they still were friends and practiced together and such but it was not the same as then, when Mio was one of the very few (Yui being the other) that could touch Azusa without having the young girl recoil in fear.

Mio could feel the anger coming back again as Yui's name had popped into her head again.

Why? Why do I feel this way whenever Yui is mentioned around Azusa. That everytime I see Yui embrace Azusa I almost wish it were me instead. I just don't understand it.

When Mio really began to think about it her close relationship with Azusa had cooled after their training camp last year. When both she and Azusa had been paired together during that silly bravery contest. It was then that Mio remembered being frightened out of her very wits when Ms. Yamanaka had popped out of the darkness like a dark wraith.

At once Mio started to grin mournfully.

I can't believe it took me this long to realize it. The way I acted. I was supposed to have been the strong one for her, to be there if Azusa was afraid. That I could show her that she could rely on me at time like that. Instead I let my stupid fear get the best of me again and made myself look like a fool in front of her.

Could that be the reason?

Does Azusa not rely on me because she feels that I am not strong enough to do so? Or is it simply out of concern?

Either way it doesn't change the fact that the way I acted then was completely unacceptable.

Damn it! I hate this! I hate being frightened by every little thing. What if I decide to have children? Will my children lose their respect for me because I was too much of a coward to stay strong for them in their time of need? Is this why Azusa has gone to Yui now?

Wait, gone to Yui? What am I saying? I mean, we're still friends and all but that doesn't change the fact that I don't like Yui holding Azusa the way she does.

Azusa...I wonder...would you let me hold you like Yui does? Or is that a special privilege just for her?

I don't know why I keep thinking like this about Azusa. It is almost as if I...

Mio started to feel her eyes sting.

She could not help but feel as if she had failed Azusa that night. Mio was sure that Azusa too was frightened by Sawako's figure walking out there in the dark and instead of trying to comfort the young girl Mio ended up making a fool of herself by going nearly white with fright. The fact that she, the older sempai, could not be brave for her kouhai suddenly filled Mio with shame and most of all anger.

Anger at herself for being too much of a coward to stay brave for Azusa when the young girl was probably just as scared as her. That she had failed Azusa.

The desire to want to be with the young guitarist was stronger than ever. Mio turned over once again on her bed and hugged her pillow tighter, wishing that it was Azusa.

I...I think I like her...

Oh my god I think I really like Azusa! But that can't be right! She is another girl!

Yet I can't help but feel my heart race when I see her. That my breath always seems to hitch when I am about to speak to her. Or how I can never get over how quaint and soft her little hands are. That I when she is feeling down I want to be the one that she comes to, the one that gets to hold her close and say that it is alright.

If that is the case then is the anger I have been feeling towards Yui be envy then? That I'm jealous that Yui is able to have Azusa to herself like that?

Even if I acknowledge my feelings I'm sure there is no way I can win now. Yui and Azusa are so cute together and Azusa really seems to like it when Yui dotes on her. That when Azusa smiles so beautifully it is usally reserved for Yui only.

What chance do I have against that?

I'm so scared.

I know what I feel is true but the thought of imposing on them is cruel. Not only will I hurt myself more by the inevitable rejection but hurt them as well. I...I don't want that. The best thing to do is swallow my feelings and keep silent.

Even if every moment that I hold my tongue torments me still I will keep quiet. I do not want to be the one to ruin their happiness.

Mio, knowing now that she had indeed fallen for Azusa and yet realized that the girl was beyond her grasp, could not help but start to weep in earnest now as she buried her head in her pillow.

What made it all the worse was the fact that she had her opportunity and let her fear and cowardice control her instead.

Never in that moment did Mio despise her fearful nature and at once start to pound her bed with her fists in anger and frustration before lying back down again in her pit of self loathing before finally exhaustion overtook her and she finally went to sleep.

Yet the tears did not stop falling.

Author's Note: A little short story I want to work on. I really should be updating my other K-on! story but have coming to a blank so far. For that I apologize but I will do my best to update my other story when I can. Anyway hit me up. Let me know what you all think, any improvements or suggestions are welcome.