A/N Title from an ee cummings poem. On the subject of Winni, I'm not a big fan, but hey, this was fun…Actually, I had an idea for a chaptered fic, which involved much obivious!Maxie and a sort of friendly rivalry/understanding between Winn and Spin, but then I thought oh, you know what? I don't like Winifred quite that much, and I figured I'd get bored with it pretty quickly, so I just one-shotted instead.

Also? I actually really haven't watched most of the Winni scenes, as I find them boring, so I'm kinda winging it.
If you see any huge mistakes, go ahead and point them out. (I am aware that the tenses get wrong in places, which is always a big problem of mine, but frankly I'm not sure I care enough to change them right at this moment.)

This was posted a while back on livejournal, took me forever to get around to posting it here.

Things Which Enclose Me

As much as Winifred didn't like Maxie, she also did. Like her, that is. Sure, it was sort of in a "let's be friends" sort of way (because Winifred had few friends, and none who would be so absolutely resolute on her behalf, as Maxie was to Spinelli) – but also, it was just that she was so aesthetically pleasing. She had that hair, and the nice makeup, and the eyes, and ,well, she looked quite pleasant when she deigned a smile to the world.

Winifred was by no means a shallow person. It's just wasn't in her nature, but – but she wasn't blind, and the first time she saw Maxie, she was flat out surprised by her almost unrealistic beauty. As far as Winifred had ever been concerned, real people didn't look like that, they didn't dress like that, they didn't look so pretty and put together all the time. But Maxie, from what Winifred had seen, was happy and selfish and angry and hateful and beautiful through it all, from the tip-top of her blond locks to the bottom of her high-fashion heels. And Winifred appreciated that, liked that, in the way that she liked violets and the crisp-clean cover of a new laptop.

A few tables over, Maxie was very much ignoring her (that is what Winifred hoped for, because the alternative was that Maxie hasn'd even noticed her), tapping away at her laptop in what would have been an atrocious fashion if it hadn't been for how good she looked when she did it, so determined and focused.

So, okay, maybe she was interested in Maxie a bit differently than those other things. Because Maxie was real, and was alive, positively explosive, and Winifred had no idea…no idea what it was that inspired such loyalty and devotion from a man as great and brilliant as The Jackal himself. Maxie was a conundrum – although she was beautiful, Winifred had never readlly seen her as anything other than mean, and jealous – but there must be something she was missing, something.

A few feet away, Maxie droped her head into her hands, a sudden stillness that was pretty much startling after the flurry of activity that Winifred has been watching all morning.

There's no one else watching the way Maxie's whole body shuddered out the saddest sigh ever, the way she seemed to sink lower than lower without moving at all. Winifred couldn't help looking around though, at the couple in the corner, at the men at the bar, looking for someone, surely someone, who would be heading to the Blonde's help---

But then again, she had said it herself, once, what a horrible person Maxie must have been. And she'd meant it completely in the sting of the blonde's harsh words.

Nonetheless, Winifred found herself standing at the sound of the first sniffle, and shuffling slowly, nervously, over to Maxie. "Umm…."Winifred twisted a handful of her coat. "Maximista?"

And this is the first time she's seen Maxie as anything less than perfect. The bit of mascara and eyeliner are smudged just so, and her eyes are rimmed red and getting puffy. Still, if possible, she is even more, even more…Winifred tries to squash that bit of tenderness that starts to well up.

"Winifred." Maxie says thickly, giving her a dismissively cold look before looking away into the distance. "Did you come over here to point and laugh?"

Does she think that? Winifred thinks, startled. Does she think that is the kind of person Winifred is? And she realizes, then ,that she doesn't know Maxie (only knows that she can be frightening and angry and pretty and there's so much more to any person, really) and Maxie doesn't know her at all. "I – no, I- - the Maximista looked so upset, I was just—"

"My life – " Maxie says bitterly. "I'm sure you'll be glad to know, is ruined." She pressed her hands into her eyes for a moment, coming back wet and salty and smudged black. It makes her look wounded.

"I would not be happy for such a thing." Winifred swears and sits down at Maxie's table before she looses the nerve and just turns to flee. "May I inquire why…"

"My job!" Maxie barks out a laugh, like an animal, like a kicked puppy. "My job means the world to me and – and now I'm going to lose it because of –of stupid Lulu and this stupid computer!" she shoves the notebook roughly away then, turning her head away from it.

Winifred can't not hear the break in Maxie's voice, not see the wavering of her lips, or the many, many blinks to hold back tears – and before she knows it ,she's pulling the laptop over to her and scanning the screen.

"Look." Maxie sniffs. "If you're here for a rousing game of mock the technologically inept, then please just get it over with – because I am not in the mood."

This Winifred ignores, and she nods to herself. "This file here? You're trying to –" and she taps in some commands over Maxie's shrill hey, what are you doing? And then she just types faster because duh, she can fix this.

"These!" Winifred says, just a teeny bit smug."That's what you needed, right?"

"What-"Maxie is all up in her personal space then, leaving forward to look at the screen. "Oh my god. Oh my god!"

Here's when Winifred looses her breath: when Maxie turns and is beaming ,all tears forgotten and it's a smile all for her, all because she took the time to alter a few files.

Then the suspicion set in, and it settled like a cloud.

"Why are you helping me?" Maxie demands.

"You just…looked very sad." Winifred tries to explain. That's what you do when people are sad – you try to help them.

"But I haven't even been remotely nice to you." Maxie pressured. "Even less so after the whole Spinelli/FBI thing."

Okay, so – ouch. Winifred adjusted her glasses nervously. This was true. Spinelli's forgiveness had not equated to Maxie's forgiveness, and the blond had been hell on heels each time they'd crossed path.

"W-Well…" And it was true that Maxie had been viscous, and possibly said some things that Winifred would keep thinking about for a long time. "I thought that maybe, um, we – that is, you and I, could be …. friends?" Oh my, Winifred thought, because she hadn't thought that at all, but then it had up and come out of her mouth.

Maxie is surprised – Winifred can tell. It's painted on her ace, wide and open, and it's the most vulnerable expression Winifred has seen on her face yet.

"I mean…" Winifred should probably shut up, she knows, but she's so nervous. "If you'd want to. Be my friends, that is."

The smile Maxie gives her, after a beat, is self-deprecating to the max. "I'm not exactly the sort of person who has so many friends that I can afford to turn down offers. " She laughs after she says it, too, but it's not happy at all. Winifred thinks it's a little sad, actually.
"Oh, I don't know about that…" Winifred offers." You – you're very pretty."

Maxie's laugh was a little happier this time, and surprised. She looked happier, too, just a little pleased around the edges. "Yeah well, sometimes I think that's all I am."

"I must disagree. Mr. Jackal would not think of you as such a valuable friend if that were the truth." Winifred watched that new smile fade a bit. "Umm…if I may inquire, why does Maximista not call Mr. Jackal to solve her technical problems?"

Maxie sighs, and she frowns, and she traces unintelligible shapes on the dew of her soda glass. "Because that's what I always do. I call, he comes running. I don't want to use him like that anymore."

"I doubt the Jackal finds helping you out as a burden. " Winifred means it, too. When Mr. Jackal spoke to her about Maximista, he spoke of the sun and the stars and the entirety of the sky above them.

"Spinelli's a great guy. The best. And…" now Maxie just shrugs. "and he's a better friend than I could ever ask for. I just don't want us to have that kind of relationship anymore."

Winifred thinks about this. Slowly she says "I am no Mr. Jackal, but…I am the Priestess, and, well…if you call, I will surely come running as well."

Winifred can feel the hot flush of her cheeks under Maxie's scrutiny. The perfectly plucked blonde eyebrows were furrowed, and those pink little lips were a studious line. "You really want to be my friend?" she asked, blatantly dubious.

"Most definitely!" Winifred assures her. "You know, I also do not have a wide selection of companions."

Maxie examined her finger nails briefly before she said, "I can't just forget that you turned Spinelli in."

"I'm not asking you too." Winifred found herself imploring, hands clasped before her. "But please, consider a – a new start between I and Maximista?"

"Yeah." Maxie says finally, after a pause that set Winifred's heart pounding. "Alright, I'd like that."

Then she laughs, and this time it was happy, and it was even better than anything before, and it was loud and happy. Winifred wants to stand and say look, look what I did. Instead she just watches and Maxie said, "Anyway, you sort of pretty much saved my life today, so I guess I owe you."

Winifred's face seemed to have finally reached a pink It liked and settled on it. "It was my pleasure, Maximista."