This is an AU starting the night of the masked ball. It picks up after Beatrice leaves after the Prince's failed proposal.

This was inspired by a tumblr prompt: There's no point in staying

Nearly

Beatrice practically ran out to the far garden, the cool air a blessed relief for her foggy mind. The previous half hour's events blurred in her mind, and she leaned against an obliging statue of some sort of deity, taking in deep breaths.

Did the Prince of Aragon just propose to her!? She stared in disbelief at the ground. Did he really? Was that what she'd heard?

And what did she do in response?

All color drained from her face as she recalled her laughter. How he might have taken that! She gulped, remembering the fear in her uncle's eyes; that she'd embarrassed his guest, the prince.

But honestly, the idea that she, the orphaned niece of the governor, would hold any temptation to such a lofty suitor. She nearly snorted again at the thought.

With a slow exhalation, she rested her head against the statue's rear-end, hoping she hadn't done too much damage for her uncle to sort out. She gazed at the thousands of stars dancing above, her mind twinkling along with them at the thought of actually accepting the prince's proposal. Maybe it wouldn't have been so bad.

She shook her head. No, such dreams were meant for more naïve dreamers, like her cousin. Beatrice knew better than to think a future with a prince would push all her troubles away. For all she knew, they could increase, and she felt much better in the safety of maidenhood.

Laughter could be heard from the villa, and she could not help but smile at what everyone was so cheerful about. Hero and Claudio, two bright and young lovers with nothing but happiness and perfection before them.

If she didn't love her cousin so, she'd snort at the sentiment.

The night air started to chill her previously-heated skin, and she pushed herself away from the statue, eager to rejoin the group, if only for a little while longer.

She'd gotten but two steps away when she nearly collided with an oncoming storm of temper and hastily-packed luggage.

"Whoah!" she exclaimed, jumping back. She tossed her hair back and glared at the intruder, only feel herself burn all over when she met his eyes.

With an expression of anger-filled horror, Signor Benedick dropped his two bags and stared at her.

"My Lady!"

"Signor Benedick!"

They remained still, completely stunned at seeing the other.

Beatrice exhaled. "Well, I see now that we've established who the players are," she started and glanced at his bags. "Why the props?"

Benedick stiffened, still staring.

Beatrice smirked at the small beauty spot that remained as part of his earlier costume.

She rubbed her own cheek. "Your beauty stuns me," she said.

Angrily, he rubbed the ornament away and tossed it to the ground.

She frowned, not liking his lack of stomach for a good verbal joust. After the disaster with the prince, she needed someone to answer back to her. But then she remembered when she'd last seen Benedick, and the hateful things he'd said about her.

"So, am I to guess you're to abandon your post?" she asked, again gesturing to his bags.

He blinked, and looked down, as if seeing them for the first time. He grabbed at them but missed at one of the handles, swiping only air instead. "Even though it is not your business, but yes, My Lady."

She felt a sudden sting in her heart which she pointedly decided to ignore. So many things had happened in the last hour that she couldn't handle his departure as well. "Why?" she challenged. "Is Count Claudio's removal from bachelorhood such a blow? You must find a new sworn brother?"

Benedick looked confused. "Count Claudio?" he repeated and then his mouth dropped as he remembered his comrade. "No, I care not what he does."

Beatrice glared. "You are a good friend to him and my cousin."

He looked angry. "You will be off soon enough to forget about her."

Caught off guard, Beatrice was momentarily silenced.

Benedick took that moment to finally claim the bag he'd missed. He heaved it upward. "I left my leave at the Prince's door. I shall be off to Padua."

"Why?"

"There's no point in staying."

Beatrice took an involuntary step closer to him. "What has happened to make you alter your opinion of Messina so quickly?"

He looked pained for a moment, as if confessing whatever troubled him was too difficult to voice. "I find it much too…hostile."

Beatrice's eyes widened. "Is this because I called you the Prince's jester!?" she asked, incredulous.

He remained silent.

She sighed in disgust. "You disappointment me, Signor Benedick. For you have always been a willing and able opponent." She studied him. "What has caused you to lose your will?"

He stiffened. "It would not do for me to spar with the Prince's wife."

That stunned her. "What?"

Benedick dropped his bags and took a step toward her. She braced herself but did not step away. His arm flailed behind him. "I heard the prince proposed to you."

Beatrice could only continue to stare, dumbfounded.

Benedick's shoulders slumped. "And I found the news most disturbing."

Beatrice crossed her arms over her chest. "Because you cannot abide your friend being married to some shrewish harpy?"

The remark seemed to stun him. Pure contrition crossed his face, confusing her all the more. But anger quickly masked it again. "Because the union is most ill-fitting."

She clutched herself tighter, half-wishing she had accepted the proposal. "You are not in the position to make such a claim."

He stepped closer. "Am I not?" he asked, his voice thick with something Beatrice had never heard before. It send shivers down her spine as his eyes bore into hers. "Am I not your combatant? Your worthy foe?"

Beatrice suddenly felt as cluttered as she had in the crowded ballroom. She backed away only to find herself trapped by that damned statue again.

But Benedick did not come any closer. He searched her face, breathing heavily.

"Tell me, Beatrice," he said. "Tell me he didn't propose to you."

Beatrice's heart was beating so strongly in her chest, she wondered if he could hear it. The look in his eyes actually caused her pain. "He did," she said tightly.

A funny snarl overtook Benedick's mouth. He shook his head, unable to meet her gaze any longer. "Then I wish you find happiness in the match." He backed away, taking all the warmth away with him.

Beatrice gasped, panicked for a reason she dare not acknowledge. Don't go she tried to voice, but no sound came out. She cleared her traitorous throat. "I did not accept."

Everything around them froze. Even the stars paused in their winking merrily above. Benedick and Beatrice stood still, gazing at one another, saying things they could never manage with their vast repertoire of words. Beatrice remained firmly glued to the cold marble behind her, but also pulled to him by the expression on his face. She watched as it changed from despair to something else, something that made him look so much more handsome than the usual disdain and dismissal he always threw at her.

She felt her cheeks start to warm as if siting by the fire for too long. The heat overcame her so strongly, she had to push away from the cold statue again. Taking a step closer to him, she marveled at how shy she felt.

He gaped at her. "You did not accept?"

She sighed at the memory. "More like I laughed at him."

Benedick's laugh was one of relief. "Of course you did!"

Beatrice buried her face in her hands. "I shall be thrown out, I am sure!"

"No, I do not think you will be," Benedick assured her. He waited until she looked up to meet his eyes. He still looked so unsure. "You…you did not accept?"

The softness in his voice, fear roughing its edges, wiped away all desire to argue from her. Suddenly, she felt she only wanted to rest in his arms. The thought did not conjure the distress she once thought it did. She just shook her head. "He would not be able to keep up."

Benedick smiled, the normal saucy smile that had irritated her so in the past. But under the stars, it looked different somehow. Different and yet it made her feel something she had not felt in a long time. "No one could," he whispered.

Beatrice blinked and looked down at his bags. "So, will you remain in Messina?" she asked. "At least until the wedding?"

Benedick nodded. "I desire nothing else."