What on earth is he doing walking up these stairs? He's gone out of his way to come to her apartment. Before he realizes it, he's knocking on her door, fighting to stay upright.

Kate opens the door, looking frightened, and he realizes he's never knocked on her door this late at night before. "Richard?" She swings the door open wider. "What's wrong?"

Pulling his fingers away from where they were pressed against his side, he answers, "I've been shot."

A look of horror crosses her face, and for a moment, he's afraid she won't let him in. Then it passes, and she takes his arm, pulling him inside. She leads him over to the couch, and takes his coat before he sits down. "Wait here, I'll get my first aid kit."

As he sits down, the room spins and darkens around him. More questions run through his mind while he waits for her return. Why is he so comfortable in her apartment? Before he can truly consider the question, Kate returns with the kit.

Lifting his shirt, she begins to mop up the blood. Richard hisses in pain. "Sorry." She continues to bandage the wound. "This looks bad Richard. You should go to a hospital."

"No. Hospital's the first place they'd look." And he can't risk Kate like that in the open. Not for him. He shifts, wondering where that thought came from.

"They? You don't know who did this?" She looks more worried than before, if possible. Why?

"It was dark. I was on my way back to CIA headquarters," he twists on the couch and hisses, picking up a small canister, "to deliver this microfilm."

Kate takes the canister, setting it on the coffee table beside her. She stands up, saying, "ok, we should call someone."

He grabs her arm, pulling her back down to the couch. Forcefully, he asks, "don't you understand? It was somebody on the inside. Nobody else knew about the drop." He's breathing heavily and wincing in pain from exerting himself.

She nods in understanding, smoothing the bandage he had just dislodged. "A double agent."

"Listen to me Kate. This has to be delivered to the CIA by noon tomorrow. You're going to have to take it in for me."

She takes a deep breath and nods. "Ok."

Grabbing he wrist, he brings her undivided attention back to his face. "Nobody knows I'm missing. And if anybody from the agency contacts you; if they ask about me, that person is the double agent. Understand?"

Kate looks pained, but nods, and he releases her wrist. She rubs it, and he hopes he hasn't hurt her. More thoughts run through his fevered mind. Why does he care about hurting her? He's trying to make a point. Anyone else he wouldn't have thought twice.

Kate gets up, and returns a moment later with blankets and a pillow in her arms. "Here, these are for you. Sleep well, but let me know if you need anything."

"Thank you." Kate returns to her room, turning out the light a moment later.

Richard lays down on the couch, pulling the blanket over himself. But sleep does not come easily to him. Questions continue to plague him.

Why did he feel compelled to come to her apartment for help? She's not a nurse, or an agent. She's a stewardess with an unusual aptitude for this work.

Why is he so comfortable around her? This isn't the first time he's invited himself to her apartment. He's even broken in before when he needed to talk to her before she flew off to Moscow.

Why does she always seem to be able to get him to do what she wants, even if it's just as simple as sitting down on her couch? He got the Haitian girl she and her friends brought back a place in the country without ever putting up a fight. She broke the rules in Berlin and he couldn't help but be proud of her and congratulate her, even though she deserved to get in trouble.

Why does he feel so protective? When she was going to Paris and momentarily forgot the recognition code, he didn't try to end the mission because she forgot the code, but because he didn't want her to get hurt if something happened. Before she went to Moscow, the warning about being arrested and not coming back wasn't just a standard warning, he genuinely was worried about her safety.

Why does he always feel the need to touch her? It seems like every time he needs to make a point, he takes her forearm or hand. Is it just to remind her of the seriousness, or something more?

Finally, the pain from his wound begins to make him nauseous, and he falls asleep.

When he wakes up, the sun is high in the sky, and he can smell coffee. Kate exits her kitchen with a cup of coffee in hand, which she hands over. "Thank you."

"Of course." Kate is dressed to go out. "It's a little after 10, and I think it's best I head to the agency now and not cut it too close.

"Hold on. You need to hide the canister. Do you have your coat?" He sits up, wincing.

"Of course." Kate motions to the door, where her coat is resting on a chair nearby.

"Open up a seam where the buttons are and sew the canister in."

Kate gets her sewing kit and begins to rip out a seam, before stitching a pocket next to a button.

Richard hands her the canister to put in. "The microfilm should be safe inside the lining, even if someone searches you. Walk straight into CIA headquarters, Alan O'Neill is on the 14th floor, last office on the left." He gingerly shifts his weight onto the end of the couch. "Don't stop. Don't say anything except the password."


Pride in her rushes through him. She's brave. "Alan will know what to do."

When she finishes sewing, Kate slips on the jacket and leaves.

Spying a key marked 'spare key,' Richard yields to the unknown protective instinct and follows her, using the back door before moving back towards the street. He sees her run into Anderson across from the apartment, and an emotion he doesn't recognize races through him. He wants to shoot Anderson, and not because he shot him.

When Kate and Anderson split up, he follows Anderson for a bit to make sure he doesn't double back to Kate's. When it finally becomes too painful to keep walking this way, Richard turns back.

Climbing the stairs back to her apartment, he again wonders why he came to Kate. He trusts her, but isn't really sure why completely. As he enters the apartment, he stumbles as his vision grays, but sees Kate with a bottle in her hand, looking nervous. "Safety tip. Don't leave a key lying around with a tag that says 'spare key.'"

"Where did you go?" Her voice shakes.

"Let me sit first. The room is spinning." He sits, noticing the concern that flashes across her face. "I followed you to make sure you were safe. I needed to be sure Anderson didn't double back."

"Where's the microfilm Richard?" Her voice is steady again, that's my girl. Wait, my girl?

"Right here. Sorry." He pulls it out of his coat. "I had to be sure."

"So you were testing me?" She's defensive.

"Well that bottle in your hand says you don't completely trust me either." Kate puts it down quickly.

"So you knew about Anderson?"

"Suspected. Ever since the two of you had that little escapade in London. He was after that list for himself. The Soviets put a premium on it, and Anderson decided to cash in." Just the thought of Kate being involved in that makes him want to punch someone.

Kate looks questioning. "Anderson told me that you're the double agent."

He laughs once. "Classic spycraft. Accuse your accuser. Now you have to decide who you trust."

Looking pensive, Kate gets up and moves to the kitchen. A few minutes later she returns with two glasses of tea. "Drink. You should not have gone out."

He starts to fall asleep within minutes. Smart girl. She put something in the tea. As the darkness closes in, he decides to make the best of it and get some sleep.

When he finally rouses, he's in a car. When he groans, the man in the front turns around, and Richard recognizes him as an agent. "We're on the way to the hospital. On the orders of Kate Cameron. Seems she is very upset you went wandering around town today."

Richard grins, even though it hurts to move any muscles at all right now. Gee, but that girl is something else. "What happened?"

"She managed to contact the agency and set up a trap for Anderson. Had him thinking she would hand you over. Never would have happened, the whole train station was full of agents. I'm just glad he didn't shoot her when he pulled the gun."

What? Kate nearly got shot because of him? The thought made him pale.

"Whoa man, calm down. We're nearly there. Just breathe easy and don't pass out on me again." The admonition didn't matter; he was already sinking into oblivion again.

When he woke again, the pain was almost gone, and he was in a bed. Looking across the room, a blurry figure is visible sleeping in a chair. As the figure comes into focus, he recognizes Kate. She looks like an angel.

Noticing that she was stirring slightly, he asks. "What are you doing here? It's New Year's Eve. Don't you have a party to run off to?"

Kate stretches a bit, trying to wake up and work out the kink in her neck. "I do. I couldn't leave you here all alone."

"For people in our business, alone is our natural state." He smirks a bit, knowing how true the statement is. He smiles, adding, "You have come a long way from that stewardess who didn't think she could switch a passport."

A smile creeps across her face at the memory. "It was a lifetime ago. My biggest problem was my sister on the cover of a magazine. My parents were the enemy," she pauses to take a deep breath, "and this country was Camelot."

"The world has changed." How true that was. "It's getting more dangerous every day." As evidenced why what just happened. "That's why we need people like you."

Kate looks at him with a confused expression. "You have me."

Richard continues as though she'd never spoken. "Right now, like most women who work for us, you're just an asset. But that is about to change. We want you to become a real agent, Kate. You'll have to go through training at Langley. A new class starts next month." It may put her in more danger, but he knows that she's perfect for the job. And she'll learn how to defend herself.

Kate asks, "What about Pan Am?"

"Life - is all about making choices." With those words, both Richard and Kate know they've left the decision up to her.

Kate looks down, and he realizes she's been holding his hand all this time. Smiling slightly, gives his hand a squeeze, she takes her leave. "Happy New Year Richard."

As Kate leaves to head off to her party, all of the questions Richard has are answered. He loves Kate Cameron.

For those of you who liked the first part, 'Why Him?,' I hope you like this as well. I know it's quite a bit longer, but I felt I needed to start earlier to do Richard justice. Kate and Richard are my favorite characters in Pan Am, and I hope I have done them justice. Please share your thoughts.