Bill has been slow to admit and accept that his friendship with Kate is never going to be what it was. The past few weeks the truth has been staring him in the face, but he's refused to see it; wanting to believe that eventually things would sort out, he'd be able to help her, and things would go back the way they were.

Her response to his offer, they way she hasn't looked him in the eye more than a few times during this whole conversation, and the finality of her decision to leave, puts an end to the hope he'd been holding onto. So many things have changed for him over this past year or so, and this is one of them that isn't going to get fixed.

She's still his friend, though, even if things are different. He hopes she knows that; he wishes he could tell her, but he's got no words to the effect, and no argument to try and convince her to change her mind.

Goodbyes are hard, and if she doesn't want any, he won't make things harder by trying to insist.

So, he gives Doc a nod, then stands up; sucking in a quick breath of air when his body protests the movement.

"Alright, not sure when we're headin' out, but if we don't see you I'll be sure an' leave a note t'let you know we're gone an' okay."