A/N: This isn't really AU but takes place early season 3-ish outside of the whole League plot craziness. This will eventually get pretty smutty, guys. I don't own Arrow or its characters. Please leave a review :)

"This is a bad idea," Oliver says, leaning up against the side of the luxury condo building.

"This was your idea," Felicity says, exasperated, tugging down the hem of a black dress.

"You look slutty," he says, frowning.

The dress dips low in the front, revealing the generous swell of her breasts, has seemingly no back whatsoever, and barely covers the curve of her ass. It's an old dress of Thea's, donated to Felicity for the night. It's too small, and not in a good way.

"That's the point," Felicity says, rolling her eyes.

"Go over it one more time for me," he says, even though she knows it backwards and forwards, because call it intuition, or his tendency towards paranoia, but he has a bad feeling about tonight.

Felicity sighs impatiently. "I go to Walker's apartment on the fourth floor. I make the rounds, mingle, wait for him to notice me, which he will, because, hello."

She gestures to the dress. "I get my flirt on, ask for a tour, stick the bug under Walker's desk, and get the hell out of there."

"Okay," Oliver sighs, rolling his shoulders, trying to shake off the tension.

"Hey." Felicity touches his wrist, and it burns right through the leather. "I'll be fine. This is like, the easiest thing I've ever done for you."

He nods stiffly. "You know what to do if something goes wrong?"

She pushes her blond hair, blown out straight for the party, behind her ear and taps her com twice. There's a reassuring double thump in his ear.

"I should go," she says. "It's almost eleven. Party'll be in full swing."


"I'll see you soon, Oliver." She walks away, her legs looking miles long in five-inch heels, and enters the frosted glass doors of the building.

Oliver climbs up the fire escape until he's four stories up. He's waiting for her here while she plants the bug. He's next to a window of an empty apartment adjacent to Walker's. If she gets into trouble he can break in to get her out.

For the next fifteen minutes he listens to the sounds of a cocktail party. Glasses clinking, snippets of conversation as Felicity moves through the room.

"They have a really nice champagne out," she whispers. "Can I?"

"Not on a mission," he says gently.

"Oliver," she hisses. "Do you know how awkward it is to be sober at a cocktail party?"

He chuckles. "I'll buy you a drink when we're done."

"It better be something expensive," she says, and he laughs quietly.

"Whatever you want," he tells her, and then shuts up when he hears a masculine voice speak up.

"I don't believe we've met."

"Amanda," Felicity says.

"Congressman Walker."

"Wow," she says, all breathless naïveté. "I've never met a congressman before."

The man laughs, and Oliver clenches his gloved hands into fists.

"Well it's my honor to be your first," Walker says, and Felicity lets out a tinny little laugh.

"You need champagne," Walker says, and Oliver hears the delicate clink of crystal on a tray.

"Thank you," Felicity says sweetly. "Wow, that's so good."

"Felicity," he hisses, and is rewarded with an annoying pop in his ear when she taps the com too hard.

Two taps, trouble. One tap, everything is going according to plan.

"Your place is so cool," Felicity says, sounding for all the world like a vapid sorority girl. "It's huge."

"Would you like a tour?" Walker offers. "I have some lovely antiques in the den."

"Sure," Felicity giggles.

Oliver listens as they tour the den, the kitchen, the dining room, the conservatory.

"What about the office?" Felicity asks brightly.

Walker chuckles. "Nothing interesting in there, I suppose."

Oliver imagines the look she must be giving him, that pout. Batting her eyelashes at him, bending him to her will.

"I like books," she says, and Walker laughs.

"Beautiful and brainy. My kind of girl," he says. "Alright then, come on."

There's a faint smack, and Felicity lets out a little squeal that sounds more like surprise than delight. Something in Oliver's chest tightens.

He takes a deep breath and closes his eyes, listening to Felicity's voice in his ear appraising the books in the office.

"I like your chair," she says, and Oliver snorts.

"Really?" he whispers. "You couldn't come up with a better excuse to get close to the desk?"

There's a soft cluck of her tongue, and then she says, "Nothing like a really good chair, you know?"

It's weak but the congressman doesn't seem to notice, no doubt enchanted by her cleavage and silly little giggle.

"You should really try sitting on the desk," Walker says. "Oak. Sturdy stuff."

"Oh, I couldn't. That's where you do all your important work, right?"

"That's right," Walker says, and Oliver flinches as his voice takes on a predatory tone.

"You're powerful, aren't you?" Felicity says slowly, feeding his ego.

"Darling," Walker says, "you can't even imagine."

"Must be nice," she says softly, and Oliver notes the slight tremor in her voice.

"Okay?" he asks softly, but she doesn't respond.

"It's intoxicating," Walker says. "You should try it."

"Oh, I-"

Her com goes out.

There's no crackle, no slow fade out. She's just gone.

"Felicity?" he shouts into the com. "Felicity!"

There's nothing. He checks his watch and starts to time her.

One minute. He'll give her one minute to get out of there, fix the com, whatever, before he breaks the window.

"Come on," he mutters, staring at his watch. "Come on, come on."

One minute.

Nothing happens.

He freezes for ten seconds before deciding to give her one more minute, because Felicity was very annoyingly insistent on no heroics tonight.

"He's a congressman, Oliver," she had said. "What's he going to do, murder me in the middle of a cocktail party with thirty people in the next room?"

"I'm still bringing my bow," he had said, obstinate.

"He's a politician. If he catches me I can always get out of it by offering him a blowjob."

He had stared at her in horror. "Felicity, you are not giving Walker a blowjob!" he had yelled.

"Whoa, Oliver," she had said, stepping back from him, "I was joking."

Two minutes.

If he were a different kind of man he would be praying right now. But Oliver believes in doing, and he pulls an exploding arrow out of his bow.

Two minutes and fifteen seconds.

He readies his bow.

Two minutes and twenty-two seconds.

He takes a few deep breaths and aims for the center of the window.

Two minutes and thirty seconds.


He gasps, almost dropping the bow in shock when he hears her voice, crystal clear, in his ear.


"It's done. I'm getting in the elevator."

"What the hell happened in there?"

"I'll be in the lobby in a second, just hang on."

He swings down the fire escape and meets her around the side of the building from the front entrance where he left her.

The first thing he says to her, kind of loudly, is "What happened?"

She starts walking in the direction of the car. "I put the bug under the desk."

Her voice is shaking.

"No, Felicity, what happened?"

"With what?"

"The coms!" he yells.

She gives him a blank stare. "What about the coms?"

Is she serious? "You went out for two and half minutes."

"Oh," she says awkwardly, suddenly looking a little shifty. "Really?"

"You didn't notice?"

"That's weird," she comments.

He grabs her wrist. "That's what you have to say? It's weird? You scared the shit out of me. I thought you were in trouble."

"I'm sorry," she says, but she doesn't look at him.

"Felicity, are you okay?"

"I'm fine, Oliver."

"I'm sorry I yelled at you," he apologizes. "I was worried."

She sighs and then suddenly she's hugging him, her arms wound tightly around his neck.

"It's okay," she whispers. "I'm sorry I scared you."

He puts a hand around her back and thank god he is in his Arrow suit and not touching all of that exposed skin, or it would be over for him.

"You still want to get that drink?" he asks softly.

"Um..." Felicity shrugs out of the hug as quickly as she started it. "Maybe another time."


Felicity starts acting strange. Its subtle, little differences he wouldn't notice if he didn't know her so well, wasn't so attuned to her.

She's jumpy, startling easily when he touches her. She seems distracted, zoning out it the middle of conversations. He thinks at first he's the only one who notices. He assumes maybe she's tired, maybe she's burned out.

But he can't shake the feeling it has to do with Walker.

Oliver tries (and fails, spectacularly) to not worry about it - she should tell him if something was wrong, wouldn't she?

But one night in the foundry, when everyone else has left but him and Roy, the kid lingers at the base of the stairs and says, "Hey, what's up with Felicity?"

Oliver stiffens. "What do you mean?"

He sounds more aggressive than he means to, and Roy shrinks a little. "Nothing man. It's just, Thea said something to me."

"Thea?" What would Thea have to do with this?

Roy shifts his weight, looking uncomfortable. "I guess she saw Felicity in Verdant the other night."

"So? We come through Verdant all the time."

"No, she wasn't passing through, she was drinking. Like, a lot. Thea said she started crying and made a total scene."

"That doesn't sound like Felicity."

"Don't tell her, okay? Thea said she was really embarrassed."

"I won't."

"Okay. Um...can I go home now?"

"Yeah," Oliver sighs. "Thanks."

He knew something was wrong. He knew it. Oliver clenches his hand and resists the urge to kick the table.

He doesn't know what bothers him more: that something's wrong with Felicity, or that she didn't tell him.


Oliver catches her at Verdant the next day. It's the middle of the afternoon and he's meeting Diggle and Roy to train in the foundry.

The last thing he expects to see is Felicity, in a pretty pink dress, perched on a stool by the bar crying into her phone.

Her back is to him and he pauses, hiding around a corner. He knows he shouldn't be eavesdropping, but he can't help it. He has to know what's wrong, and he's not above spying on her to find out.

"It was so bad, Caitlyn," she's saying, sounding despondent. "No, I just left...what was I supposed to say?"

There's a long pause, and then Felicity wails, "I can't do that...you know why!"

There's a torturous few seconds while Felicity cries softly, listening to whatever Caitlyn says, and then Felicity sighs, "Okay, I'll think about it...okay...tell Barry and Cisco I said hi...yeah, I know. Talk to you later. Bye."

Felicity hangs on and places the phone down. He expects her to get up but she stays put, leaning down to rest her head on her folded arms.

Oliver approaches softly, crossing the club until he's standing behind her, and rests a hand on her shoulder.

Felicity jumps, one hand over her chest.

"God, you scared me," she gasps.

"Sorry," he apologizes softly.

She looks sad and her eyes are red and puffy. It makes him irrationally angry. He wants to destroy whatever it is that's done this to her, made her look so small and defeated. Normally Felicity is so bright, his one shining light in the darkness. To see her like this is just wrong.

"What's the matter?" he asks gently.

"Nothing," Felicity mutters, shaking her head.

"You've been crying."

Felicity sighs. "You're annoying perceptive, you know that?"



He cups her shoulder, her smooth skin warm under his hand. "Tell me what's wrong."

She takes her glasses off to rub her eyes. "I can't."

He frowns. "Why not?"

"I just can't, okay?"

"Felicity, you're my friend. You can tell me anything."

She shakes her head. "Not this."

He slides his hand down her arm, watching the way her eyes squeeze shut, like his touch hurts her.

"I'm worried about you," he says, slipping her fingers through his.

She lets out a shaky little laugh.

"What?" he asks, confused.

"No, it's just, I worry about you, like all the time, so you know. Irony."

"Felicity, are you sure you don't want to talk?"

"Oliver, stop. Please," she whispers.

He could push her. He's a trained interrogator and she's his friend. He could get her talking in five minutes flat if he said the right things, applied pressure in just the right places.

But it's Felicity. He's never been able to treat her like that, like an object he can manipulate.

She's always been his weak spot.

So he hugs her, pulling her gently to his chest even as she stiffens in his arms. His hand finds her neck and he cups it, running his thumb along a tight muscle, teasing it until she relaxes.

Felicity sniffs delicately. "It's not that I don't want to tell you, it's just that...I can't."

She pulls back to look at him. "Does that make sense?"

"Yeah," he says tightly. "I understand. I just didn't think we kept secrets from each other."

He regrets saying it immediately, because something in her face pinches and she steps out of his arms.

"Have you told me everything that happened to you while you were on the island?" she snaps.

The question throws him off guard, mostly because they both know the answer.

"No," he says shortly.

"Because it's a secret?"

"It's not a secret, it's just...stuff I haven't told you yet."

He can barely look at her. The idea of looking Felicity in the eye and telling her all the things he's done, the people he's killed and how, makes his stomach cramp.

She would never look at him the same way if she knew.

"And why haven't you told me?" she demands.

"Because," he says, pulling at the collar of his shirt, hot and ashamed. "I just...can't."

Felicity hoists her bag on to her shoulder. "Do you get it now?" she huffs, and stomps out of Verdant.