A/N: This is another of my flashback stories, exploring the development of Jacob and Rachel's relationship. This story would be set after my story Rendition, but before the episode Titans, as Jacob is unaware of the strained relationship Rachel has with her father.

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Rachel Young heaved a huge sigh as she turned over, yet again, in her bed. She had been trying unsuccessfully for the past hour to turn her mind off, to get the sleep she desperately needed. She and Hood had finished with the case a few hours ago. It had been difficult; several college students had developed severe neurological problems. They had been called in because there were no connections between the victims. The authorities could not find a causal link between the cases. It turned out that the students were victims of a professor in the medical school running illegal trials of a drug he was developing for Parkinson's disease. As they neared the end of the case, Hood had refused to sleep; he had been desperate to find a way to reverse the damage the doctor's experiments had caused. By the time they had wrapped things up; neither of them had slept for over 24 hours.

Rachel couldn't get what the doctor had done to the students out of her mind. It didn't help that one of the victims reminded her of herself at that age. Every time she closed her eyes she would see the young girl, lying almost lifeless on her hospital bed, attached to a respirator. It had just about killed Hood, and her, that he hadn't been able to totally reverse the damage the drugs had done to the students.

'That bastard, that god damned bastard, that god damned fucking bastard.' Rachel kept running the words over and over in her head. She couldn't believe how callous the doctor had been. "Fucking greater good, I can't believe he said that.' The doctor had been unrepentant when she and Hood had confronted him; had claimed that the students' sacrifices were needed for the advancement of science. She had thought for a moment that Hood was going to hit him. Hell, she wished Hood had; if the doctor had tried to defend himself she could have justified shooting him. Her lips curved up, 'Sir, I had no choice, he was going for Hood, I had to neutralize the threat to my protectee.' Unfortunately, Hood had turned from the man in disgust; she had to content herself with merely arresting him.

Rachel tossed in her bed again, the events of the past few days running relentless over and over through her head. 'Shit, this must be why Hood can never sleep.' Just as the thought of the scientist entered her head, she heard the man himself enter her room.

"Um, Rachel?" Jacob said hesitantly. "Are you having trouble sleeping? Would you like to talk, or play cards, or something? It might help."

Rachel silently groaned to herself. Just what she needed; a late night visit from Hood. She squeezed her eyes shut, maybe she could pretend to be asleep and he'd leave.

Instead she felt the mattress shift as he sat down on her bed; his hand on her shoulder. "I know you're awake." Rachel could hear the amusement in his voice. "I've been listening to you toss and turn for the past hour. It might help you unwind if we talked for a bit."

Rachel's eyes snapped open and she shot up in bed. "What the hell do you think you're doing? Get off my bed."

Jacob practically leapt to his feet, a look of alarm on his face.

"I am trying to sleep, I do not want to talk, or play cards, or do anything with you," Rachel said through gritted teeth. "And I highly suggest you get back to your own room. Now."

Jacob held up his hands defensively. "Sorry, just trying to help." He shrugged as he turned toward his room.

Rachel sat stiffly up in bed until Hood disappeared though the door, carefully closing it behind him. She flopped down on the bed with a groan. 'Shit, he was trying to be nice. Good going Rachel, you sounded like a hysterical virgin, ordering him off your bed and back to his own room like that. Christ, what a bitch he must think you are.' She sighed again and got out of bed slowly. Maybe Hood knew what he was talking about, maybe talking to him would help her wind down, get the case out of her head so that she could sleep.

Rachel opened the door, relived that Hood had not locked it. She knocked on the doorframe to get the attention of the scientist. He was sitting crossed legged on his bed, with his laptop balanced on his knees. "I'm sorry I yelled at you. I'm not used to not being able to sleep; I guess I was a little …grumpy."

Hood smothered a smile. "It's ok. I shouldn't have come into your room without permission. "

"So, what do you want to do? Play cards?" She approached the bed curiously. "Or are you working on something now?"

Jacob shook his head. "Sorry, we can't play cards. I thought I had a deck in my duffle, but no. I'm playing computer solitaire." He twisted the laptop to show Rachel the screen.

Without really thinking about it, Rachel crawled onto the bed to sit beside Hood. Jacob's eyebrows rose as Rachel settled in beside him. He was slowly beginning to get used to the closeness they shared on the road. It had been different with his former handlers. Once he made it abundantly clear that they could NOT turn on the television when he was working in his hotel room, they had contented themselves with skulking in the hallways; intimidating the hotel staff and random guests.

His relationship with Rachel had been different from the start. At first, she had stayed aloof, but soon she was asking questions about his work; what he was doing and why. She slowly started to become more involved, to actively contribute to his cases. They usually used his room as their shared workspace. Rachel would sprawl on his bed doing paperwork, making calls, or checking leads, while he conducted tests or ran searches on his laptop.

He was even getting used to her insistence not only on connecting rooms, but that they keep the door between their rooms ajar. While he understood her reasoning, it wasn't like she had to pay for the repairs to the door she kicked in that time in Seattle. Jacob scowled inwardly. Frank had insisted that he pay for that little item personally.

But this was a first. He put her current actions down to her exhaustion. He highly doubted that Special Agent Young would think it appropriate behavior to be sitting with him on his unmade bed while they were both in their pajamas. Jacob smiled inwardly. 'Not that her pajamas are any more revealing than her regular clothes.' Jacob considered her camisole and sleep pants downright modest. Especially when he remembered that flash of black lace under the short white robe she had worn the first time they had been in the field together. With a bit of difficulty, Jacob dragged his attention back to what she was saying.

"What, plain solitaire? You don't even play spider solitaire?"

"I'm a traditionalist." Jacob's lips twitched.

"How do you play? Vegas or regular scoring? Timed, how?"

"What?" Jacob looked at Rachel blankly. "I play solitaire, what are you talking about?"

"Jeez, you really are a traditionalist. You mean you don't use any of the options?" Rachel shrugged. "Ok, that's how we'll play then."

"I thought the point of solitaire is that one is solitary?"

"Just play," Rachel ordered. "Black nine on the red ten."

Jacob obliged by dragging the black nine down from the deck to place it on the red ten. He then pulled one of the two red eights on the game over to the nine. He was about to click on the deck when Rachel grabbed his hand.

"Wait, what about the other eight?"

"No, statistically speaking your best option is to choose the card on the largest stack of unplayed cards."

Rachel huffed. "Statistics? I'd rather go for a sure thing." She reached over to the touchpad and clicked on 'game' and then 'undo.' The eight Hood had dragged over flew back to its place. Rachel then dragged the other eight to the nine.

"See," she crowed, "my move gives us a much better card to play than yours."

"But that's cheating! Why in the world would you want to cheat at solitaire?"

"You sound like Sister Mary Katherine." Rachel snorted.

Jacob raised his eyebrows inquiringly.

"My high school chemistry teacher." Rachel grinned reminiscently. "She always said that the real problem with cheating is that you're cheating yourself. And why would you want to cheat yourself?"

Jacob was intrigued. Rachel had recently begun relaxing a bit in his presence. They had started, in down times, to talk. He had always told her stories, to help her understand the science behind the cases. Now they were beginning to share more personal thoughts. Sometimes they would talk about their feelings, reactions to the people, the situations they encountered. He had even told her a bit about his wife, her illness. But Rachel was reticent about her past. He decided to take advantage of her tiredness and see if he could dig a little deeper.

"You had a nun for a chemistry teacher?"

Rachel yawned. "Umhmm. I went to an all-girls Catholic high school. Half the girls were there 'cause they were good Catholics; the other half were there 'cause they were discipline problems."

"And?"

"I was never a good Catholic."

Jacob laughed softly. "I find it hard to believe that you were ever a discipline problem. "

"Yeah, well," she yawned again. "Maybe that's why I got stuck with you, karma."

Jacob feigned indignation. "I hardly think I qualify as cosmic payback." He paused. "So, what kind of trouble did you get into?"

"The kind that gets you grounded for life. If you get caught." Rachel smirked. "I didn't get caught often."

He gave her an inquiring look, but she shook her head. "Need to know only Hood."

Jacob considered the matter. While he wanted to take advantage of this opportunity to get beyond Rachel's defenses, he felt instinctively that if he pushed, it would break the mood. She would retreat into herself, maybe retreat to her room. He reverted to the original subject. "So, how did you do in chemistry?"

"My grades were varied. We had four grading periods and I got four different grades. Depended if I liked what we were studying that grading period."

"Did you pass?"

Rachel tipped her head up and glared at Hood. "Of course I passed. I told you, I never fail at anything. It's not acceptable."

Jacob raised his eyebrows. "Never?"

"Never." Rachel replied firmly. But her glare was spoiled by another yawn.

Jacob was intrigued by her attitude. He decided to explore it a bit further.

"You know, Rachel, failure's not always a bad thing. I told you before, in science a negative result, a failure, is often as important as a positive result." He shrugged. "It's how we learn."

"Yeah, right," Rachel snorted. "I'll bet you learned plenty without failing." She nudged him. "Bet you were straight A's in school from kindergarten right through to your PhD."

"Well, not quite." Jacob shook his head. "Science and math maybe, but not everything else."

Rachel's laugh turned into a yawn. "Don't tell me, you were one of those geeky science nerds who failed gym in high school?"

"I guess I felt about gym the same way you felt about chemistry. I didn't find most of it very interesting. Much to my dad's disappointment."

"Huh, just like my dad."

"What?" Jacob was confused. "Your dad was disappointed because you weren't a science whiz?"

"Nah, my father didn't need an excuse to be disappointed in me."

Jacob's eyebrows rose sharply. 'Interesting.' But before he could pursue this line of thought Rachel leaned forward, pointing at the computer screen.

"Red four on the black five."

Jacob silently acknowledged to himself that the time for confidences was over. They continued with their games of solitaire for a while longer. Rachel's contributions came further and further apart. Eventually, Jacob felt her slump against his shoulder, she was sound asleep.

Jacob hesitated, unsure of what would be his best course of action. Should he leave Rachel here or try to get her back to her own room? He finally decided to let her be. He thought she'd be embarrassed to wake in his room, to realize she had fallen asleep in his bed. He knew she'd be pissed off to think that he had carried her back to her room. And a pissed off Agent Young would be a pain to deal with. So he carefully eased Rachel down on the bed and drew the covers over her.

He stood for a moment staring down at her. He was glad that she had swallowed her stubborn pride and come in to talk to him. He knew that this case had hit her hard. She liked to think of herself as tough as nails, but he was beginning to suspect that her special agent persona hid a tender heart. He also suspected that Rachel had identified with one of the victims.

The girl had borne a certain superficial resemblance to Rachel. Plus, Rachel wasn't much older than the young victim. He searched his memory for the details of the personnel file he had badgered Frank into letting him see. She was only twenty-nine years old. 'Damn, she's what, twelve years younger than me.' No, he mentally corrected himself. It was nearer thirteen. He had a birthday coming up in a few months. He shook his head ruefully, 'She probably thinks of me as middle-aged.' For some reason he couldn't quite put his finger on, that thought depressed him.

Dismissing these errant thoughts, he reached out a hand to brush her hair back. Rachel stirred at the touch of his hand on her face. Jacob froze, 'Crap, I didn't wake her.' Rachel didn't wake. With a slight smile she turned over on her side, her right hand reaching out, groping the empty bed. She grabbed onto the extra pillow lying next to her and cuddled it close to body with a murmur of pleasure. Jacob blinked in surprise; he wondered who the man was she was dreaming of. He shook his head again; it was definitely time for him to be getting some sleep.

Retreating to Rachel's room, he stretched out on the bed and closed his eyes. Try as he might, he couldn't fall asleep. His curiosity had been aroused. Jacob had never thought about his previous handlers, their lives, their feelings. He had barely tolerated them, and they him. But Rachel was different. He acknowledged his respect for her; they were beginning to build a tentative friendship.

That friendship, however, had definite boundaries. The more he thought about it, the more Jacob realized that the boundaries were all on her side. And now she had inadvertently given him a tantalizing glimpse, not only of her past, but also her present. In retrospect, he decided that her reticence was a bit odd. After all, Rachel knew quite a bit about his personal life. She accompanied him on trips to Palo Alto and Deale. But she never even mentioned what she did on her free evenings or weekends.

'Or who she spends them with.' The thought popped into his mind, startling him. He had assumed, from her silence, that Rachel's life was as solitary as his own. That she, like he, lived for the job. Jacob now considered the matter carefully and decided that assumption was flawed. From the way she cuddled that pillow, it was obvious that there was someone currently in her life; she was reaching for someone. It made sense, Rachel was a young and beautiful woman. Of course there would be, well, men in her life. The fact that she never talked about any of them just meant that she was a private person. Jacob could respect that; he preferred to keep his life private as well. He grimaced. 'Well as private as I can with a bodyguard in almost constant attendance.'

But now that his mind had started down this track, he followed it relentlessly. He wondered what type of man Rachel would find interesting, be attracted to. 'Invite into her bed.' Jacob's eyes snapped open. 'Where in the hell did THAT come from?' Jacob closed his eyes firmly. It was time he stopped speculating about Rachel's private life. After all, it was none of his business.

. . . . . . . . . . . . . . . .

The sun on her face woke Rachel. She frowned sleepily; she could swear she closed the drapes last night. Screwing her eyes shut against the glare, she rolled over reaching for the cell phone she habitually left on the bedside table. It wasn't there. Her eyes shot open as it filtered into her brain where she was and what must have happened. 'Shit, shit, shit. I can't believe I did that. God, please tell me that he had the sense to spend the night in my room.' Rachel cautiously sat up and sighed in relief; it was obvious from the state of the covers that only one person had slept in the bed.

Her feeling of relief was short-lived. She realized that she couldn't remember exactly what they had talked about last night. She had been so damned tired. She had vague memories of playing computer solitaire. She screwed up her face, she could swear that they had talked about…high school?

She groaned. 'Please god, don't let me have told him any stories about my misspent youth.'

Rachel cautiously got out of bed and made her way to the open connecting door. She peered around the door jam and was relieved to see Hood, dressed, sitting on her bed. He was absorbed in the book she had been reading last night.

"Um, good morning."

Jacob looked up from the book. "Good morning. I hope you slept well?"

Rachel flushed slightly. "Ah, yeah. I'm sorry about that. I mean, I didn't mean to fall asleep like that. You should have woken me up; let me go back to my own room."

"Why?" Jacob shrugged. "I know how difficult it can be to fall asleep. I was afraid if I woke you, you'd have trouble falling back to sleep." His lips twitched. "And it's hardly my room. We spend so much time in hotels; the rooms, the beds, are pretty much interchangeable."

He got up off the bed and started walking toward her. "Actually, whose room is whose is more important now that you're awake than when you were asleep." At her blank look, he continued. "Your things. They're all here in this room." He checked his watch. "You really need to get ready, we should leave soon." He moved past her into his own room.

"Hood, wait." Rachel put a hand on his arm. She wasn't sure how to broach the subject, but she was desperate to know what they had talked about. "Um, about last night…"

Jacob smiled faintly. He knew that she hated to admit to human weakness, how hard it was for her to show gratitude for what he considered an act of simple friendship. "It's ok, some of these cases are worse than others. This one was pretty bad."

"Yeah, ah, yeah it was." Rachel cleared her throat. "Ah, last night, I hope I didn't keep you up talking nonsense."

Jacob's eyes danced with amusement. It wasn't gratitude that had her tongue-tied, it was panic. She clearly didn't remember what they had talked about and it had her worried. He saw no reason to alleviate her fears. "Oh I wouldn't call it nonsense."

"No?"

"Umhm, don't you remember? We debated the ethics of cheating at solitaire." With a smile Jacob gently closed the door on her astonished face.