Thank you for taking the time to read my first fanfiction piece. The story begins about an hour after the Uprising episode ended. It imagines how things might go after.

I don't own Arrow or any of these characters, but I thoroughly enjoy them.

Felicity was shaking, her hand fumbling the key in the lock to her apartment door. It had been an hour since her exchange with Oliver in the alley and she was still reeling from her own honesty and the way it appeared to affect him.

She had said what was on her mind, told him how she felt about his decision to ally himself with the worst man in the world in order to defeat the second worst man, Ra's Al Ghul. She knew, in most circles, the head of the League of Assassins would be considered the greatest villain alive, but from her perspective, Malcolm Merlyn was worse because his actions had set so much pain in motion and he threatened so many people she actually knew. He also had the nerve to waltz into their Arrow Cave in his $800 suit, breaching her security and then dared make some observation about her love for Oliver. Merlyn was a bastard and she hated him.

She lurched into her apartment and dropped her purse and red coat by the door. Exhausted, Felicity didn't even turn on the lights. She shuffled into the kitchen, uncorked an open bottle of Malbec and filled a Starfleet mug. Trudging to her couch, she set her drink on the end table and proceeded to crumble into the cushions. Hysterical sobbing into the armrest came next.

Tonight should have been so wonderful. After weeks of worry, wrestling with doubts about Oliver's existence on the planet, he had appeared as if summoned by the collective will of his friends. She could hardly believe it when she saw him standing high above the crowd, uncharacteristically out of the shadows, rallying everyone…leading like she always knew he could. It was like Christmas (if she actually celebrated Christmas) and Santa Claus was real (but incredibly hot and had told her loved her on a couple of occasions). Her heart nearly burst out of her chest. For a fleeting moment, she even wanted to scream, "I love you too!" because leaving his previous declaration unmatched had been gnawing at her deeply. But within an hour it had all gone to hell. Oliver had announced his intentions and Felicity found herself reacting and saying things she'd never dreamed she'd say to him. Damn it all.

"Felicity," she heard Oliver Queen nearly whisper from just a few feet away. He had been watching her for a few moments and the sight of her crying was devastating. She took a labored breath and raised her face from the pillow to see him hovering in the doorway.

"You didn't lock the door," he continued quietly. Felicity shook her head and folded herself more tightly on the sofa.

Oliver entered and paused to gather his thoughts as he locked the door behind him. Then he headed to the center of the room to kneel next to the sofa. Adrenaline had brought him to her, but the day had taken a lot out of him and he was feeling the pain of his wounds again. Felicity was close enough to touch and he wanted so badly to reach out and wrap her in his arms. He wanted to stroke her blonde hair and comfort her with his lips and his hands, but he knew that was not welcome. Instead, he waited silently as her sobs became whimpers.

He got up, stifling a wince, in search of tissues in the dark room. Returning with kitchen napkins, Oliver placed them in front of her. He carefully lowered himself back down to the ground beside her. Felicity's breathing calmed until the sound of slow panting filled the room. She used a napkin to wipe her nose and eyes and crushed it in her trembling hand. Oliver reached for the nearby mug and took a sip only to be surprised by the spicy flavor of wine instead of tea. He cupped it to steady himself and continued to drink.

"You're still hurt. Ra's injured you badly with that sword." She said it with surprising detachment.

"Yes, he did. I thought I was dead. I probably was. But it was really cold and that probably kept me from bleeding out until help came."

Oliver swallowed more wine and let it warm him.

"You shouldn't be here, Oliver. I said everything there was to say." Her words struck a chord and he finally engaged her eyes. They looked tired and puffy. He stared into them, grateful for the chance to see them again after his ordeal on the mountain.

"I know you did…but I didn't."

Felicity sat up on the sofa, rigid, wearing invisible armor. She wondered for a minute if Ray could build some for her. Oliver reached out to her and pulled off one of her shoes and placed it next to him. He was so tempted to grab her tiny foot and massage it to release her tension, but it looked too delicate. Instead, he peeled off the other shoe and studied it, running his finger along its edges. A shoe was easier to look at right now than Felicity's stricken face.

"You were right when you said that almost dying would change me – that it would give me a new perspective. It did. I had to fight to live. Dreaming about you was what kept me alive." Oliver put the shoe down, then reached out for Felicity's hand, forcing her to look into his shadowed face. "I wanted more than anything to come back to you. To show you who I am. Who I want to be." Felicity bit her lip and tried to stifle a new wave of tears, but droplets were brimming in her eyes.

"Go home," she muttered as she stood. Felicity pushed him out of her way and stalked out of the room.

He watched her disappear through a short hall on the opposite side of the living room. A soft light switched on. Oliver rose, using the sofa for support. He grabbed the shoes and then followed after her, toward the illumination.

Felicity's bedroom. He hesitated outside in the hallway, like a vampire waiting for an invitation. But it didn't come. So he leaned into the door jamb, gripping her pumps in one hand while the other came to rest atop a wound that was slower to heal than the others. Still, it hurt less than this conversation.

Felicity had retrieved her pajamas from beneath her pillow and was clutching them to her chest, protecting herself. Pajamas could protect her heart? From Oliver? How dumb was that?

"I know you don't want me to work with Merlyn, knowing who he is. What he is. But you have to understand. Ra's isn't going to go away. He's going to come after me to finish what he started. And since he didn't kill me the first time he's going to put more into it than just a sword fight on a mountain. He's going to try to get into my head first. By going after people I care about. And thanks to Nyssa, he knows who those people are."

Felicity tried not to listen. She didn't want to hear anything that might lessen her anger towards him. She charged past him and into the bathroom across the hall. She closed the door with a 'thwack'. Oliver heard the zip of her dress and closed his eyes. It was an intimate sound that cultivated a longing.

With the woman he loved behind another door and the sink running, Oliver ventured into the room and looked around. It was her retreat, wasn't it? A place where she could quiet her busy mind after a day of writing code and tracking criminals. Mostly light grey with pops of joyous color. He could imagine spending a lot of time here.

Oliver spotted the open closet door and moved to put the shoes on a rack inside. Afterward, he toured the room, examining details. Photos on the walls. The perfumes on her dresser. He turned his attention to her bed and studied it with interest. For a fleeting moment he imagined himself in it, tangled in sheets and Felicity Megan Smoak. A powerful thought.

Later, when Felicity emerged from her bathroom, fresher faced and pajama-clad, she found Oliver sitting on the floor beside the bed petting a fuzzy fuchsia-colored throw pillow. Not what she expected.

"Your room is nice. Soft." Like you, he thought to himself.

"Devoid of anything pointy and sharp. I get enough of that at work. This is where I sleep. I TRY to sleep," she said breathlessly. Felicity rushed past to the closet. She rifled through clattering hangers and hung her dress. Oliver looked up and saw how lovely she looked, golden hair down and dressed in penguin lounge pants and a t-shirt. His heart was beating fast, like the time she wore that little gold dress at the fundraiser or the red one in the restaurant, before the explosion…

"You really need to leave now, Oliver," she pleaded.

"I know." He heard Diggle's wise, calm voice in his head chanting, "You need to go, Oliver." Go away, Dig.

Felicity pulled back the covers and climbed into her bed. She fluffed her pillows by punching them aggressively. Oliver watched her, wide-eyed and mindful that they were likely a substitute for his face at that moment. Felicity settled in, arms folded across her chest.

"I'm turning out the light. You have to go home." This time, she deployed her loud voice. It was impressive.

"Okay." He liked it when Felicity dug in her heels. His girl was brave.

Felicity waited, but Oliver wasn't moving. He just sat there, knees up, fixated on this ridiculous pillow like it was the most precious thing he'd ever seen. After weeks in a rustic cabin and rough surroundings, it was the plushest, most decadent thing he could imagine. He stroked it gently, like he would Felicity's shoulder. If he could. Suddenly, Felicity took off her glasses and set them on the nightstand. She switched off the bedside lamp. Now, Oliver and Felicity were illuminated only by a meager nightlight near the doorway.

"Oliver." He heard her and nodded, but kept sitting, staring at the night light. Felicity closed her eyes tightly, wishing he him gone. Hell, she wished a lot of things right now. There was a long, quiet pause. Then Oliver spoke, just above a whisper.

"Tommy and I were inseparable growing up. Then, when I went away we took different paths. It was hard when I came back, but we couldn't forget our friendship. Then I lost him because of the Undertaking. Because of his father's vengeance and his disrespect for human life. I hate Merlyn for what he did to Tommy. I hate what he's done to Thea. I wish I could have killed him before. But he was too strong."

Hearing desperation in his voice, Felicity felt herself wanting just then. She wanted to climb out of bed and put her arms around Oliver. She wanted to feel his warmth again and comfort him. But he loved her and that made things complicated. She knew that she loved him too, but to say it and to act on it would only bring her misery. She was convinced of this.

"Tommy was my best friend and I miss him. But nothing I can do will bring him back." Felicity could hear his pain, low and trembling. His words reminded her of what she had said to Ray recently about his wife, Anna. She put her hand over her mouth so her own reaction was silenced.

"Felicity, I do love you. You know that. And I understand that you don't feel the same way either because you aren't attracted to me or maybe you have feelings for Ray now. Maybe both. But whether you love me or not, I need you to know that you are my best friend now." Oliver's words hung in the dark while tears slipped down Felicity's cheeks.

"And I know you don't like what I have to do now. I know you hate Merlyn and you think I'm making a big mistake. I respect that. But even if you can't love me, I still need you. I need my best friend right now."

Felicity chewed on her bottom lip and processed all of it. He had revealed more to her in the past half hour than he had in months. Of course, she now saw it too. An earnest romance had hardly begun between them, but their friendship was grounded in reality. Hours spent side by side. They had taken huge risks to keep each other from harm. They were partners, willing to take risks for each other. Of course she was….

"You're my best friend too," she managed to whisper.

Oliver let out a deep breath, like he'd been holding it in since he arrived at the apartment. His eyes watered, but he held himself together.

"That doesn't change what I said earlier. You hear me?" she continued. Oliver slowly nodded, then realized she couldn't see his response. "Love is not happening."

"Whatever you say." For now, he thought.

"And I am not going to hold my tongue about what you are doing. Just because you aren't dead and we're best friends, that doesn't mean you get a pass. I am going to be honest and tell you what I think."

Oliver nodded again. "I would expect that."

"You really are exasperating, you know. Here in my bedroom. Finally. Fondling my favorite pillow and exasperating me."

Suddenly, the pillow hit her softly on the side of the head.

"Hey!" she yelped.

"Most women don't take issue with my fondling," he growled with a smirk. Felicity clamped her eyes shut and asked silently for strength.

Oliver approached the bed and leaned over her as she grimaced. His hand lightly adjusted the hair around her beloved face. Then he drew closer, his breath on her cheeks. "And they don't find me exasperating in their bedrooms, Felicity."

His initial intention had been to kiss her on the forehead. He hovered near her lips, then shifted his trajectory at the last moment. He softly kissed her nose instead. She gulped. Oliver turned and headed for the door. No longer feeling the weight of their rift, he smiled a little to himself and adopted a more relaxed Oliver Queen saunter.

When he reached the doorway, the fuchsia pillow, hurled with great speed and accuracy, nailed him squarely on the ass. He stiffened and paused for a moment, but didn't look back before resuming his way out. Felicity managed a minor fist pump in the air before turning and pulling the covers over her head for some desperately needed sleep.

And there we have it. The first of 4 chapters. Thanks again for reading. I am really enjoying writing this.