Los Angeles

"Vaughn, this is not only risky and dangerous, it's also stupid. How can the CIA make these kinds of decisions for me?" Sydney kept her voice low so other shoppers in the bookstore wouldn't overhear. But even at the whispered level Vaughn heard the sternness of her voice load and clear.

"6 months non-stop, then add to that finding out last week that your mother worked for the bad guys, they're worried about you and since you can't just waltz in and see the Psyche Department at Langley they think this is the next best thing. They want us to talk."

She sighed heavily as he continued, "Look, I agreed to this only because it would be good for you to relax for a few days. You can get burned out, get tried or distracted and then you're dead. I'm not gonna let that happen."

"So I don't have a choice in this…" She broke off while a mother and her 5-year-old passed them on their way to the Children's section. Syd picked up a thick biography and opened the front cover pretending to read the summary on the inside flap. Once they were clear again, Vaughn spoke before she had the chance to pick up on her trail of complaints.

"It's set up for Chicago. SD-6 will think you're captured or detained, they give you 48 hours before they come looking for you. Meanwhile you and I will be at a secure location."

"I'll be bored out of-"

"See you then," He cut her off and walked away.

Michael Vaughn took deep breaths as he left the bookstore, trying to control his anger. He'd always though of himself as a patient person. Until he meet Sydney. Her stubbornness could make him angry in ways no one he'd ever known could. Sydney Bristow takes care of herself and she doesn't need anyone and damn it, no one got him angrier than she did. Vaughn knew she'd resist the idea, but did she have to react like it was going to be worse than Hell? Was it talking about all of this, or was it the 48 hours with him that was going to be Hell?

Vaughn bought a paper at the corner then hailed a taxi. Her mother, his father, their combined pain tangled together in such a cruel way, and they hadn't even spoken a word about it since that day they found out. It was so unbelievable that a soap opera wouldn't write this story line. They did need to talk, he didn't want to and he could tell she didn't want to; hell the CIA hated this idea but came up with it anyway. But the truth was, he and Sydney needed to talk before this became a shadow always in the background growing blacker and larger as time passed.


Sydney Bristow pulled the long trench coat tight around her shoulders. It was a chilly evening but also she wanted to hide the mud in her hair and streaks of oil on her face from curious observers. It was almost 11 PM now, her assignment having been a success despite the fact that one of the warehouses blew up as she was running from the old shipyard on the south side.

Sydney had been calm, as she always is on an assignment, but now that the easy part was done, she could feel her muscles tensing and mild panic grew in her stomach. The next 48 hours was something she had no training on how to handle. All she wanted to do was go home. Maybe make dinner and tell jokes with Francie.

Vaughn had been walking next to her carrying two bags, but now he stopped in front of a three story brick building that looked like nothing other than ordinary in the middle of Chicago's Bucktown neighborhood. He put one bag down at his feet and held open the glass door for her. Sydney stepped past him.

Inside was a large, richly colored room. Thick carpet swirled with brown and maroon hues beneath her feet, overstuffed red chairs and a sofa sat in front of a large black iron fireplace to her left, and directly ahead of her was a sweeping staircase. Vaughn stepped to the desk and began speaking with a black haired, middle aged woman.

Syd rolled her eyes, when the CIA decided you needed a vacation they certainly forced it on you in grand style.

After a few moments Vaughn walked over to Sydney along with the woman from behind the desk.

"Honey, our room is ready." Vaughn was certainly doing a good job of playing up their cover as a married couple.

"Hello Dear, I'm Martha the owner, welcome to The Clarkstone Inn." The woman stuck out her hand and Sydney shook it. They were lead to their room by Martha who babbled the entire way about the history of the house, raved about the café on the first floor "open at 7 AM for breakfast" in an entirely too chipper voice. Then finally opened a door at the end of a hall and waved them inside. "I'm sure you're both very tired, I'll leave you alone. Have a good night Mr. and Mrs. Banks." Martha finished with a toothy grin.

Sydney and Vaughn entered the main room of the suite. It was tasteful, cozy and Sydney hardly noticed.

"I'm going to take a shower." She said while dropping her coat on the sofa and heading into the bathroom.

"Sure. Yeah. Then we could order some food." He answered while she slammed the bathroom door. "Or not," he finished under his breath.

Cream tiles and white marble surrounded her. It was at least three times the size of her bathroom at home. "This is ridiculous," she said aloud to no one.

Sydney turned on the shower and stripped. Under a spray of hot water she washed away the dirt and grime along with the adrenaline and emotions from the earlier assignment. Once she washed her hair, inspiration struck, if she was supposed to be relaxing, well, she'd take her time and do just that. Sydney pushed the plug at her feet and switched the water from the showerhead to the tub spout. She stepped out momentarily to turn off the harsh overhead light and instead turned on the dim lights over the vanity in the corner.

She climbed into the now full, steaming tub and sighed as she leaned back. Thoughts drifted without connection or reason from one thing to another. She would remember a paper was due next week in her 431 class or try to imagine what her friends were doing right then. But in the end, her thoughts would return as always to the list of betrayals, SD-6, Danny being taken, her parents and the past being a lie, and then Vaughn. He had recorded her heartache on tape to use it against her just last week. Was he any better then Sloane or her mother?

Yes. The problem was that he was better. He almost used it but didn't, he turned it over to her instead. Why didn't she feel relieved? He was the first person not to hurt her. But somehow it was the last thing she felt. Guilt, anger, pain, fear, loneliness, tiredness these had taken up permanent residence inside her heart.

She was angry that he and the CIA were forcing her on this vacation/therapy session. It was just one more way that they controlled her life. She was afraid of losing Vaughn, she wouldn't blame him if he left now knowing the connection to his father's death. She couldn't blame him but she wanted to, abandoning her when she needed him. The pain and the guilt she felt on many levels. It was as if she'd been the one to pull the trigger, not her mother. If she could chose to bring someone back, it wouldn't be Danny, she'd bring his father back for him and that inevitably brought about more guilt.

Danny was her mistake. It was under her control. It was her decision and her mistake. That's why, though it had been hard, she'd found a way to move on. It was these things she had no control over, other's lives, other's decision's, other's mistakes that betrayed her and hurt her every time and left her feeling empty with no chance of moving on from it. She was completely alone in the middle of a mess that had spiraled out of her control.

Vaughn had heard the shower running and decided to unpack while he waited. He carried her bag into the bedroom and placed it in the middle of the bed. He returned to the main room to set up the interference scrambler he brought with to prevent any listening device from picking up anything from their room, just in case. He unpacked the few clothes he'd brought along and then began flipping through the order-in menus laying by the phone. Suddenly his head snapped up and his ears picked up on the silence. The water hadn't been running for at least 15 minutes, maybe even 20. He dropped the pamphlets and rushed into the bathroom.

Sydney was lounging in the tub. Her right foot hanging over the edge and her left knee breaking the surface of the water. He stopped himself from looking any higher as he realized his mistake and turned away from her. "I, ah, I'm sorry. I thought…" He stumbled.

"Get a good look?" She asked with a voice so flat and detached it sounded foreign to him.

"No, I didn't. I wasn't trying…I thought you were…" His embarrassment was obvious.

"I'll be out in a minute, Vaughn." She said. This time sounding more herself, and saving him.

"Kay." He left and closed the door again.

She dried off with a towel and slipped into the robe hanging on the back of the bathroom door. As lonely as she was, she was almost disappointed he didn't try to take advantage of her naked and in a bathtub. She stepped into the room and Vaughn didn't look up at her but said, "There are four places that will deliver to the Inn. I didn't know what you felt like eating."

"I'm not really hungry. You decide."

Syd crossed the room while mentally trying to push away all the emotions the bath was supposed to have erased, but somehow only managed to bring more to the surface. She should really put on her sunshiny smile and pretend everything was OK, have some surface conversation about the last few weeks with him to make him feel better. Then just get through the next two days so Vaughan can go back and report that everything was fine between them. It was a good plan except for the fact that she did not feel anything close to sunshine and smiles.

"Pizza? How about Pizza?" He asked while she sat down on the sofa and turned on the TV by remote.

"Humm. Fine." She answered while flipping through channels. He ordered the food then moved to sit down on the other end of the couch. She was flipping through the 15 channels for the fourth time now.

"Why don't we talk instead of watching TV?" He suggested.

"I saw more on the computer at the warehouse but the oil drum exploded and-" she began but he cut her off.

"No, I didn't mean about work. I meant talk about other stuff. Things we never talk about."

Syd didn't answer but she did turn off the TV and set down the remote. This is it, here comes the big talk, the accusations, pain, anger and probably another betrayal to add to my list mixed in for fun.

But Vaughn surprised her, "So…read any good books lately?" He asked.


"Read any good books?"

After a pause in which she processed the absurdity of it all, she finally answered, "I'm an English major. That's a stupid question."

"I majored in asking stupid questions." He flashed her a smile and it seemed to relax her. After a few moments of silence she asked, "Have you ever read the book 'White Noise' by Don DeLillo?"


"It's about these normal, middle class people. A chemical spill causes everyone to evacuate their homes for a night." Syd sighed. Her eyes were watching her hands lying in her lap.

Vaughn watched her hair spill forward, nearly hid her face from him as she spoke. "Last week I listened to my professor explaining how the point is the way everyone faces their fears of death. And the whole time I'm thinking these people, the characters in the book, my professor, all the students sitting around me have no idea. They couldn't even come close to understanding facing death and what that's like. They discuss it as if it's last weekend's football game."

Syd looked up, meeting his eyes, searching, as she explained, "my professor called facing fear of death 'the common human experience.' I don't share it. I don't have these normal things in common with anyone. I sat in a classroom surrounded by 40 or 50 people and felt totally and completely alone."

They stared at each other in silence. Did she really just admit her loneliness to Vaughn? Did he have any clue how much that took for her to do? It was his fault, he started the wrong conversation and she needed to end it before she said too much.

"Anyway," she whispered, "you should read the book sometime. Good-night." She got up and went into the bedroom and closed the door. Vaughn noticed that she didn't slam it this time but other than that, he had no clue what had been happening the last hour.

Two hours later, he sat on the floor next to a half-empty pizza box and watched the scene in the movie "Rudy" where he finally gets accepted into Notre Dame on the television. Vaughn turned off the TV and rubbed his eyes. He'd been trying to read anything he could into Sydney's words and actions tonight. He knew she was angry, tired, and maybe even a little depressed. That's all it was. Right?

He got up and cracked the door of the bedroom open. She was asleep on her back in the middle of the bed. He slipped inside the room and crossed to her side.

The moonlight from the window made her skin almost seem as if it glowed. He knew he was attached to her in some strange way. More than once he'd put his job on the line for her. But tonight when he saw her in that tub, he couldn't deny there were very…inappropriate feelings as well as professional ones when it came to Sydney. 'She is a beautiful woman maybe it was just that, I am a guy after all, it's just natural…'

Sydney shifted in her sleep. Vaughn watched the sheets skim across her legs. Yep, he wanted her, no point in pretending otherwise.

But wasn't just that, only that. He thought about how small she looked in the queen-sized bed. She was tough and strong and because of it he would forget about how slight she was. 'She could be killed tomorrow.' The thought always brought about mild panic in his chest. He knew some other part of him, north of the other one, needed her also, in a way that he couldn't quite grasp.

Her life and his were so far from what people would use the word 'normal' for. 'Was that it?' he considered, they shared the one part of both of their lives that no one else could ever understand. Without each other, they would both be lost souls, alone in the middle of the conspiracy, mistrust, and lies that defined their world. Without her, Vaughn was sure he'd have lost himself. With her, his life had meaning and friendship and wasn't quite so lonely. One of these days, he decided, he should tell her just how much having her in his life meant.

The next morning, Sydney poked at the eggs on the plate in front of her with a fork. Vaughn sipped coffee and read from another page in the tourist handbook that Martha had given him this morning.

"It was the only thing left standing in the entire city after The Great Fire and it is now a landmark…Syd?"

"Yeah. I'm listening." She put her fork down and looked up at him.

"Well, OK if you don't want to do the bus tour, there is always Al Capone's Museum or the Shedd Aquarium or-"

"Michael." The name felt strange on her tongue.

"Yes, Dear," He answered and she raised an eyebrow.

"Why are we doing this?"

"We're here on vacation, that's why. And besides, I don't want you going home and telling your friends that your husband never shows you a good time. I like to keep my woman happy."

"Your woman?"

"Yep. Happy."

"I see." She raised an eyebrow again and then grinned. It seemed like ages since he'd seen her smile and he couldn't help returning it.

"Well," she said carefully, "you do know there is only one way to keep 'your woman' happy. Don't you?

"Ahh," Vaughn's smile vanished, "What?"

"Shopping!" She said brightly and leaned back in her chair, victory written on her face.

He paid the breakfast bill, they waved good-bye to Martha for the day, and left the Inn. Sydney dragged him all the way down the Magnificent Mile going in and out of shops. Some large department stores, others small specialty shops.

The truth was Sydney was never the type to shop much but she knew Vaughn was the type to hate shopping so that's way she suggested it. But as the afternoon went on, she found the mood between the two of them lighten up a bit compared to the gloom of last night. He wasn't groaning or complaining and she was giving him chances to pick some of the places they went into. He'd choose a music store, and then she'd pull him into a candle shop. He got her to laugh when he tried on a cowboy hat and she skipped the shoe store only because she could see his eyes roll back into his head at the thought.

"You know Sydney, maybe you should try on a few of these?" He suggested as they passed the evening gown section in Marshall Field's.

"I don't need a dress."

"But you don't have one with you for tonight." He stepped over to a black beaded gown and ran his hand over the sleeve.

"Tonight?" She sounded panicked. He smiled to reassure her, "And don't even try to drag the surprise out of me, I won't tell. I like this one." He held out the black one for her to see. She just stared at him, not sure how to respond. "Why don't you try it on Syd?"

Sydney stepped past him and pulled a short, red, lycra dress of the rack. "I like this one better," she said as she went off to find the changing rooms. Without many other options, he followed her.

20 minutes later, he sat in a very uncomfortable chair near the mirrors outside the women's dressing room. Sydney and three sales associates had been inside trying on various dresses, but mostly giggling and talking and completely ignoring him for what seemed to him an eternity. Finally Sydney emerged wearing her regular clothes and carrying a shopping bag in her hand. "Ready?" She asked.

"Don't I get to see it?" He asked confused.

"Nope, not till tonight. You have your surprise, now I have mine." She looked so innocent when she said it that Vaughn's blood pressure raised instantly.

He followed her through the rest of the afternoon trying to stay calm. This was definitely a mistake. The more they talked and shopped and joked together, the more he would forget he was a CIA agent. He would forget this was an assignment and nothing more. He was mostly trying desperately to stop feeling like he was 16 and on a date with the Homecoming queen.

They returned to the Inn at 5 PM. Sydney went upstairs to their room while Vaughn stopped in the lobby to return the guidebook to Martha.

Syd entered the bedroom and hung her new dress in the closet, then took out the new shoes and lace underwear she'd also gotten. She had told the sales girls that her and Michael were celebrating their 5-year wedding anniversary tonight and she wanted to look good for him.

The three women had really gotten into the spirit, even sneaking over to the other departments to get her "appropriate accessories" as they called it. Sydney shook her head, it really had been a day. She had even completely forgotten about SD-6 and the CIA and all her responsibilities a few times.

Vaughn came into their room and talked through the half-open bedroom door but didn't come inside it. "Everything's set for tonight. Martha made reservations for us at her favorite restaurant. We've got about an hour to get ready so I'm just going to jump in the shower." He left her alone to her thoughts again.

Maybe Vaughn had been right after all when he insisted she take these two days off. It really hadn't been all that bad so far, being around him was fun. She wasn't feeling lonely, or depressed, or guilty. In fact, today had almost felt…normal.

Sydney took her time getting dressed, she curled her hair, piled it on top of her head and pinned it in place. She applied make-up and a little lipstick and slipped on her new shoes. While studying herself in the mirror, there was a knock at the bedroom door and she told Vaughn to come in. She turned and watched his eyes search her new dress with a look that was similar to one appreciating a great work of art.

Vaughn stood staring at Sydney wearing a tight, shimmering midnight blue dress, cut low in front and with a slit on the side to the middle of her thigh. His breath caught and he felt frozen in place. Sydney worked with him, she was not a sexy, beautiful woman for him. He tried to force his heart from racing and get his thoughts to go back to proper places. This dress was a dangerous thing.

"You look nice too, Vaughn." She smiled wide and stepped over to him to straighten his tie. They took a taxi from the Inn to the restaurant. They were seated in a quiet corner, surrounded by candlelight and quiet music.

"Feels like a date." Sydney said as she surveyed the room.

"Nah," he forced a smile, "who'd believe a girl like you would ever agree to a date with a guy like me." He picked up the menu and flipped open the cover. Sydney looked up at him.

"I'd believe it." She said flatly. "I can't imagine why you don't."

He put the menu down and met her eyes. "Yeah? Just take last night for example, I never read books, you can have great philosophical discussions about them."

"How many books do you think I had to read before realizing sleeping alone at night was what I was avoiding?"

He was silent for a moment and then as he was about to speak, the waiter came to their table. Sydney and Vaughn sat for a while in comfortable silence, they sipped wine and looked through their menus. They ordered food and ate their salads.

Finally, Sydney spoke again, "Thank you for this, the dinner and the break. I know I was fighting it but you were right, it was a good idea."

"I know you get frustrated with always being told what to do. But sometimes, you have to believe I do have your best interest in mind. Not everyone is out to betray you Sydney."

Her eyes snapped to his. Did he know her that well? Did he see that was her greatest fear, her worst pain, or was that a good guess? He smiled at her and took her hand. As dinner progressed and they talked about nothing in particular, a band began to play near the back of the restaurant. Sydney stood up and took his hand, "Dance with me." She smiled and led him toward the music.

They swayed to the slow, old songs playing. He held her tightly against him, like he was afraid she might run. Sydney smiled and moved her arms up so they wrapped around his neck, maybe it was the wine and the food, but it was also that it felt good to dance with him, it felt warm and safe to be close to him like this. After three songs Vaughn seemed to emerge from a dream state and suggested they leave. She smiled at him and met his eyes, "Ready to take your date home now, huh?"

"Sydney," he sighed. "This is as far as this should go."

She pressed her body against his and against his lips she whispered, "Does this feel so bad to you? Does it feel wrong?"

He stepped back from her, "Did working for SD-6 all those years feel wrong?"

Sydney's eyes went dark, "Maybe you're right, we should go now."

During the silent cab ride back to the Inn, once again, their mood had turned gray and Vaughn felt frustrated by this roller coaster ride he seemed to be on. Everything he said or did only seemed to make her mad or hurt or just…what did she want him to do, jump her? They work together but she seemed to imply that she wanted to… God, they almost kissed. Right there on that dance floor. Why the hell did he stop her?

Sydney stared out the window at the buildings and lights. Why did he make it so hard to be with him? He had to be in control, if she chose a dress or made him dance or anything- he'd pull back. He had to force her to be what he wanted- go on this trip, play by his rules. She had almost kissed him, why had he stopped her?

Once they were back inside the suite at the Inn, Sydney headed to the bedroom but Vaughn stopped her. "Syd, look, I'm sorry for-"

"No, you can't apologize. You can't just say you're sorry and expect me to act like everything is OK. It's not OK." Her voice was gaining speed and volume, "If you really wanted to earn my trust you would first trust me. You won't do that.

"I go through life lost and lonely. Here with you, I shouldn't feel those things. You push me away. It makes me feel more alone than ever. For once just let me make decisions. Please." She ran out of words and tears began forming in her eyes.

"OK," he whispered.

Vaughn took two steps and closed the gap between them. Their lips meet in a kiss of passion, pain, and intensity. Sydney's legs shook, she wrapped her arms around him for strength. He pulled back after a minute.

"Again," she demanded and this time their lips opened, he explored her mouth fully with his tongue and she moaned and pulled at his shoulders.

"Tell me what you want Sydney." He spoke into her ear, than ran his tongue around the outside shell and down her earlobe.

"Please, Michael. I need you."

"Sure?" He asked. She nodded as she kissed his neck and began unbuttoning his shirt.

Vaughn pulled her with him into the bedroom while he unzipped the back of her dress. Sydney stepped back and the dress fell to the floor. He stared at her standing in lace underwear in front of him. His hormone-filled body clouding his mind, but he forced himself to memorize this. She may not speak to him in the morning and he needed to remember every detail of this night.

Sydney could see the desperation in his eyes. "Michael, I need to know that you want this too. If you doing this to-"

"Syd, I want you. I just don't want to lose the rest of you in place of this."

"You won't." She ran a hand up his chest to his face, "I promise."

"I trust you." He smiled and pulled her to him. They met for another kiss that quickly intensified. They removed the remaining clothing and she pushed him back on the bed and straddled his legs, looking down at him. With his hands guiding her hips, she lowered herself onto him and bought them both to completion. After, she lay with her head on his chest, Vaughn's fingers in her hair, and she closed her eyes.

"Michael, can I ask you something?"

"Anything," he said and kissed the top of her head.

"Last night…why did you ask me if I had read any books lately?"

"I asked if you'd read any GOOD books lately." He pulled her up, kissed her cheek and along her jaw line to her ear.

"Focus, Vaughn. Why that?"

"You mean, why not ask how horrible it is that your mother killed my father?" She stiffened at his question and he knew he'd found the problem. "Like you could really answer that question, Syd." He sighed, "Besides the fact that I really did what to know what kinds of books you read, along with what your favorite color is and what sports you like, and I don't know, everything thing else there is to learn about you. That's what I want to know."

"My mother killed your father, Vaughn. You loved him and you miss him. How can you not hate me?" Her voice was quiet like she was confessing her crimes.

"You are not your mother. You didn't betray me. I know you, I trust you, you wouldn't do anything to hurt me. We both need to stop reliving the past."

"Create our own future."

"Something like that. At least stop being pawns. Stop living their rules, like you said- make our own decisions, be in control, at least when it comes to this. It's about the only thing in either of our lives that we do have control over and that is something close to normal."

"Birds do it, bees do it…" She smiled.

They were both quiet for a time, Vaughn carefully analyzing this turn of events. "There are drawbacks, this is going to be more complicated now." He pointed out.

"I do complicated better than anyone I know."

"Sydney, I mean it, are you sure this is what you want?"

"I am. Are you? Did you really mean it earlier when you said you weren't good enough?"

"Why are you fixated on that?"

"I don't know, you seem unsure, whereas I have no doubt that I will not get angry the next time the CIA forces me to spend two days alone with you."

He chuckled. "I just, I do want this. I want you. I cared about you the moment I first met you. It's going to be even harder now to see you go into situations and wonder if you're going to come out of them."

"Your job is to protect me but what I really need is for you to protect me from going nuts. I need you to protect my heart. You are the only one who knows the true me, all my sides, my stubbornness, my mistakes, my doubts and fears and yet somehow you still see me as so amazing that you are not sure you're good enough for me. Do you have any idea how that makes me feel?"

"Somewhere close to how you make me feel when you turn to me instead of your Dad, friends, co-workers, or anyone else to talk out your problems. I want to be here for you Syd, in every way."

"In every way?"

"Absolutely." This time he kissed down her neck and kept going and Sydney groaned in pleasure as they found heaven together.