He was worried. He could admit it. He worried that Marinette was in over her head in something. He didn't know what it was, but she wasn't acting like herself. She barely took part in conversations; Adrien couldn't remember the last time he heard her laugh.

It came to a head when he invited Nino, Alya, and Marinette to watch one of his photo shoot. They hadn't spent much time together recently, and he took the initiative to fix that at lunch one day.

"Can you guys come this weekend?" He asked, hoping at least Marinette would say yes.

Alya shook her head. "I am babysitting the twins, and they are not allowed to go out until they clean their room. Between you and me, they are a handful when they need to do their chores."

Adrien understood. "Nino?" He asked.

"Sorry bro, I promised Alya that I would help watch the girls. You know how they can be." Nino shrugged. "Next time?"

Meanwhile, Marinette barely paid any attention to the conversation. "What did you ask, Adrien?" She continued scribbling away in her notebook.

"Do you think you can come this weekend? To my photo shoot?" He asked quickly.

She frowned immediately, and Adrien's stomach fell. Oh no, what happened between them that caused that reaction? He could swear they had reached a point where he felt comfortable. That must have been a one sided feeling.

Marinette opened her mouth to answer, but then her eyes dimmed. "Sorry Adrien. I can't." She quickly gathered her supplies and hurried away.

Alya frowned. "That's not like her at all," she pondered.

"Is everything okay? She seems distracted," Adrien commented.

"It's not like Marinette to be closed off. I'll try to find out what's going on," Alya said.

Nino put his arm around his girlfriend. "Just remember not to push too hard. If she's not feeling up to it, then leave her alone. Marinette is entitled to her privacy just like us." He directed his words to Alya, but they hit Adrien in full force.

He tried to forget what Nino said all day. When it didn't work, he decided to start his patrol early. Patrol was the one time of the day he felt truly free. As Chat Noir, he leapt across the rooftops of Paris and watched for potential akumas. At least that is what he said he did. Sometimes, he just liked to bask in the glow of the city. But as he neared the school on his patrol route, he realized there was a special set of lights that were out.

The Dupain-Cheng bakery was long closed, and its bakers were likely asleep. Marinette, on the other hand, was usually awake long into the night. He sometimes found her sketching on her rooftop under her twinkly lights that were always on. It was a beacon to him on late patrol nights. Tonight, however, the lights were off. In fact, he realized upon further inspection, they were gone altogether.

What was happening with Marinette Dupain-Cheng?

—

The next week, it got worse. On Monday, he entered Ms. Bustier's classroom to find the seat behind him empty. It wouldn't have been odd if he hadn't seen Marinette sitting in the back corner of the room. She sat there with her head ducked over her notebook. She scribbled away as she had done last week at lunch.

Adrien took his seat and glanced at Alya, who wore her hurt plainly on her face.

Nino turned around and whispered to her. "Did you talk to Marinette?"

Alya spoke lower than him, and Adrien had to strain to hear what she said. "Barely, but I did not see this coming. Nino, do you think I did something?"

Her boyfriend patted her on the hand. "Marinette might need some space. She'll come to us when she is ready."

The problem was that Adrien didn't believe that was coming any time soon. As Ms. Bustier started the lesson, he spied a look at Marinette. A little part of his heart hurt. Adrien knew they weren't that close, but Marinette always had a smile for him. He enjoyed having her behind him. Her chatter with Alya lightened his busy days. Now, however, she made no eye contact with anyone and looked straight at the board. He heard the whisperings between his classmates. Did Alya do something? Is Marinette at fault?

All the unanswered questions finally got to Adrien, and he excused himself from class for a bathroom break. He hurried to the stalls for some privacy. Once Adrien was sure it was safe, he beckoned Plagg out of his shirt.

"This is getting worse Plagg! Marinette doesn't act like this with her friends, not even when she's not feeling great."

The kwami crossed his arms. "What do I know about Pigtails?" He tried to change the subject. "You have any cheese?"

Adrien refused to take the bait. "I've got to figure this out." His brainstorming was interrupted by a crash and a roar. Seriously? He never needed an akuma, but today he was already stretched thin with his Marinette problem. At least, he might get some of his frustrations out as Chat.

"Plagg, claws out!"

One freed akuma, Chat Noir stood on a rooftop with a panting Ladybug. This battle seemed to have taken more out of her than usual. Though, now that he thought about it, Ladybug had good reason to be tired.

"Are you okay, LB?" He asked his partner.

She straightened and shot him a not smile; really, it was a quirk of the lips without any conviction. "I'm fine, kitty." She readied her yo-yo to swing away when Chat stopped her.

"Wait! Can I ask for some advice?"

Ladybug raised an eyebrow. "What do you need my advice for?"

"A girl." When he saw her wince, he realized how callous that sounded. "Not like that! I promise. I'm just worried about my friend. She's been alone lately, and it's not like her."

She patted him on the shoulder. "You're a good friend, Chat, but maybe she needs space?"

"That's what everyone else says. I'm just not sure."

"Sometimes, it's nice to take some time alone for yourself when you're overwhelmed. I know I do."

Chat caught the misery in her tone. "Ladybug, it's been weeks since Master Fu left. How are you doing?"

Her shoulders tensed. "I said I'm fine, didn't I?" Before he could say anything else, she swung away. Between her and Marinette, Adrien didn't have the heart to chase after her.

—

Adrien ran. He ran faster and faster until his lungs burned, but he couldn't stop. Marinette and Ladybug needed him. Marinette struggled in a pool of water while Ladybug hung from the ledge of a building by her hands. He couldn't transform, he couldn't reach them, he couldn't do anything to help them. Everyone stood around Marinette and watched her struggle. No one even tried to help her out. Why wasn't anyone helping her? Adrien punched out, ready to shout his transformation phrase.

He woke with a start. "Plagg!" He groaned, reaching for his kwami.

Plagg flew over to him. "What happened, kid?" He waved a small paw over his chosen's glassy eyes.

Adrien finally controlled his breathing. "Nothing. It was just a bad dream."

His kwami sighed. "Just go back to sleep. You're overthinking all of this."

He reluctantly followed Plagg's orders. What use was he to Ladybug or Marinette if he couldn't even think straight? Some sleep might do him some good.

Adrien fell asleep as soon as his head hit the pillow, but Plagg waited a few minutes more to fly out into the Parisian night. He did not want to explain to him why he was sneaking out, nor could he explain.

Plagg alternated his route whenever he left the Agreste Mansion, but he always ended up at the same place. He phased through the familiar pink walls to find Marinette snuggled up to a few kwamis already. She wore the comb, the bracelet, and the pendant along with her signature earrings. Pollen and Trixx sat on her lap while Wayzz snuggled into her hair.

Plagg harrumphed. "Way to start the party without me, Buginette."

Marinette giggled. "You sound like Chat Noir with that nickname. Don't worry, we waited for you before we started storytime." She gave him a small scritch on the ear before he made his way to his favorite spot on her left shoulder. Tikki made a face at him from her right shoulder. He returned it with sticking out his tongue.

He would never admit it aloud, but he enjoyed this secret time with Marinette. Plagg didn't get the chance to say goodbye to his old Master; this was the best time to make the most memories with his new Guardian.

As he listened to Trixx tell stories about a former fox heroine, Plagg wondered what he could do for her. Adrien was right; she was too stressed to do this alone, even if he didn't understand what exactly was going on with her.

Maybe it was time for him to really step up to being her partner in all ways.

The next morning Adrien woke up refreshed despite his bete noire. He had a plan, and he was going to stick to it no matter what. As the Gorilla drove him to school, Adrien recited the plan over and over again.

No matter what, talk to Marinette. It was a simple plan. Anything more, and he would surely mess something up.

Unfortunately, as he walked into the classroom, he forgot to account for one major problem: Lila Rossi. Class hadn't started yet, but that didn't stop Lila from spouting her poison.

"Oh Alya, why are you sitting by yourself? Where's Marinette?" Lila asked dramatically. Adrien clenched his fist. Anyone could see Marinette was sitting in the back as soon as they entered the room. Why did she need to make everything a big deal.

Alya, to her credit, didn't take Lila's bait. "It's not your business Lila." Her tone would have been enough to stop any more intrusion, but Lila was unstoppable today.

"Is she not feeling well? Poor thing, she's probably taking on too many responsibilities at once. It's not her fault she can't handle any of them." Silence fell over the classroom after she finished her sentence. Adrien sensed the tension in each of his classmates. He looked at Marinette who stood quietly at the back of the room. One second, she was stoic, and the next, tears fell down her face. With a quiet sob, she ran down the steps and out the door.

Alya moved to follow her when Adrien stopped her. "I'll go."

She nodded. "Take care of her," she whispered as he left.

Adrien heard Alya's voice rise inside the room as he left, but he didn't have time to hear what she said. He needed to find Marinette. Footsteps faded away, and a door closed on his left. She must be in there, he thought. Adrien quietly leaned his ear against the wood. Soft crying could be heard. He knocked on the door.

"Marinette, are you in there?"

"Please. Leave me alone," she pleaded.

Adrien stepped away from the door. Isn't that what Ladybug suggested he do? Give her space to figure out her life? Wouldn't he want the same consideration? He almost walked away when he saw Marinette's face flash through his mind once more. Tears streaming down her face. Adrien shook the image out of his head and opened the door. He found her hugging her knees and burying her face in her arms. She was surrounded by cleaning supplies precariously perched on their shelves.

"I told you to go away." Her voice came out muffled.

He sighed and sat down in the small space next to her. "I'm not leaving you alone. If I left the room crying, you would be here right next to me."

Marinette snorted. "How do you know that? For all I know, you would rather be in a supply closet than learning about the various invasions of Paris." She looked up at him with her bluebell eyes. They were still a little glassy from her crying, but he saw that little spark of Marinette in them.

"Come on Marinette, I wouldn't be caught in a supply closet with anyone but you."

She let out a small laugh, and then buried her head once more in her knees with a sob. "I don't have time for this. No time for any distractions."

He recognized a panic attack when he saw it. Adrien grabbed her right hand with both of his. He relaxed her fingers and massaged them between his own. "Shh, Marinette, it's okay."

"No it's not." She tried to tug her hand away. "I need to do this alone."

"What if you don't Buginette?" A nasally voice interrupted them. They both turned to see Plagg floating in front of them.

"Plagg!" Marinette hissed. "What are you doing? You shouldn't be away from Chat; what if he needs you…" she trailed off from her scold. Her gaze drifted from Plagg to Adrien's right hand holding her own. Specifically, to the ring on his right hand. "Oh no. Oooooh no. Nooooo," she moaned.

Before Adrien could say anything to defend himself, Plagg zipped back inside his shirt pocket, and the door opened to reveal Ms. Bustier and Alya.

"Is everything alright? Alya told me you both left the classroom and hadn't returned," Ms. Bustier explained. Her brow was furrowed with worry.

Marinette opened her mouth, but Adrien spoke first. "I was having a panic attack, and Marinette helped me through it."

She hummed in agreement and dropped his hand. "Adrien is right…" Marinette softly said. "Can we go back to class, Ms. Bustier?"

Ms. Bustier nodded reluctantly and bundled the three back to class. Marinette returned to her seat in the back, and later when Adrien glanced her way, she looked anywhere but at him. His phone lightly buzzed, and while Ms. Bustier wrote on the board, he checked his notification.

Meet me at the bakery today after school -M.

—

"What were you thinking, Plagg?" He hissed down at his bag as he made his way to the bakery after school. Fencing had been canceled, and with the promise of macarons, the Gorilla allowed him to go to the bakery.

"My lips are sealed until you talk to her," the kwami responded from inside.

Adrien entered the bakery and smiled at Marinette's mother. "Hello Mrs. Cheng. Is Marinette here yet?"

She returned the smile. "Yes she is. In fact, she said that you would be coming today. Go on up, the door is unlocked."

"Thank you ma'am. Can I also get a box of macarons for my bodyguard? He loves the strawberry ones." He reached for his wallet when she smacked his hand away.

"Marinette's friends don't pay here. Just grab it on your way out, dear. Now shoo!" She playfully pushed him toward the stairs.

When he reached their apartment door, he paused. She said it was open, but he was skeptical. Adrien knocked anyway, and the door opened to reveal Marinette. Without a word, she grabbed him by the wrist and dragged him up the steps to her room.

Marinette sat him down on the chaise lounge. "Wait here." She climbed up to her bed and grabbed a package. When she came back down, she placed the box in his hands.

"When I first saw Plagg, I was angry. Not at you," she quickly reassured him. "At him. It was unfair of him to reveal your secret."

"Marinette…" Adrien started when she held up a hand.

"Let me finish. I was angry, but now I am not. Not because what he did was right, but because he did what I was too scared to do myself." She stepped away from him.

Adrien was confused. "To do what?"

"Will you promise not to freak out?" Marinette asked with a small smirk. There it was again, that spark. If he wasn't careful, he would happily be blinded by that spark one day.

He nodded. "I promise."

Marinette giggled. "Liar. Hey Tikki, do you want to say hi to Adrien again?" A pink blur darted out from Marinette's alcove.

"Hello Adrien. It's good to see you," Tikki sweetly said. If Adrien hadn't promised, he might have freaked out a little just a bit.

"Hi," he gasped. If Tikki was here, then Ladybug was here. And he for sure wasn't Ladybug right now, which meant… "You're Ladybug?" He squeaked.

"And you're Chat Noir." Marinette took the box and sat down next to him. She said nothing else. What else could she say? She was Ladybug. The savior of Paris, his partner, and the most amazing girl he'd met twice over.

After a few minutes of cycling through shock, disbelief, and excitement, Adrien finally knew what to say. "I can't believe you thought you were alone."

Marinette jerked back. "What do you mean?"

He turned toward her. "You told me that you couldn't tell anyone. You could have told Chat Noir at any point."

"Do you even know what I have to do?" She whispered. Marinette put the box down on the ground and lifted out a ladybug patterned egg. The Miracle Box. "I am the Guardian of this Miracle Box now. Along with defeating Hawkmoth, I need to learn all that I can about the Miraculous. There's no room for distraction anymore!"

"But you don't have to do it alone. Just because Master Fu did it alone doesn't mean you do." He thought for a second before adding, "Especially since you think you have to push away those that care about you."

Marinette held the Miracle Box close to her. "It was my mistake that cost us Master Fu. What if I make another one because of my relationships?" She looked into his eyes. "I don't want to make a mistake where I could lose you."

Just as he had earlier that day in the closet, he pulled her into a side hug once more. "Is that why you pushed everyone away? You were trying to hide yourself away from the world and focus on being the Guardian?" He nuzzled cheek on top of her head.

She wrapped her own arm around his waist. "It worked for Master Fu."

"You aren't him. You are Marinette Dupain-Cheng. You are the bravest person I know with or without a mask. You're beyond intelligent and driven. I lo-" He stopped himself. She didn't need that right now. "Best of all, you are the one he chose to succeed him. He trusted that you could do it. Isn't that enough?"

They sat once more in silence, both processing what had occurred.

"You really think Marinette is all that great? She does make mistakes, you know?" She finally said.

"I know. If she didn't, I wouldn't trust that she was actually Ladybug." He took a risk and placed a soft kiss in her hair before getting up. "I have to go, or the Gorilla will be here to drag me out of your room. Can we talk tomorrow at school?"

Marinette stood, rubbing her head in a daze. "Yeah." She shook her head. "Yeah, we'll talk tomorrow," she whispered as he made his way down the steps.

—

The next day when Adrien walked into the classroom, his eyes searched for Marinette. His heart did a little flip when he saw Marinette sitting with Alya and sharing macarons with her and Nino. Adrien thought his romantic interest was dormant after Miracle Queen. Watching Marinette giggle proved him wrong in the best way. Oh well, at least if his heart was falling again, then maybe he actually had a chance this time. She looked at him and smiled; he definitely felt that one in his toes. Marinette met him at the doorway with an individually wrapped macaron.

"Here. Passion fruit is your favorite, right?" She placed it in his hands with a wink. Yep, he was a goner. This Marinette was such a stark difference from the one he'd seen recently. If he hadn't been there yesterday, he would've thought it was an akuma attack.

He took the macaron to his desk and unwrapped it. A small folded note fell out of the packaging. Adrien hid the piece of paper under his tablet, just in case someone decided to butt into his personal business.

Adrien,

From the bottom of my heart, thank you. I realize that I was scared of the future and my role in it. I thought long and hard about how to move forward from here. I still don't know what to do, but I do know one thing. If you want to be part of my journey as Guardian, I won't say no. In fact, you're welcome to join in on storytelling tonight. I'll explain when you get to my balcony kitty.

Yours truly,

Marinette

His heart flipped once more when turned to meet her eyes. She tapped her ear and winked at him. See you tonight, she mouthed.

He heard Plagg groan at his sigh, but Adrien didn't care. He was a goner once again.