A/N: The lyrics and title are from Pink Rabbits by The National which was the inspiration for the whole darn thing. The premise rests on the promos/spoilers for episode one of season three, and presumes a sequence of events that most people have accepted as likely (ie. SPOILERS date - bad thing - breakup - Ray Palmer). I hope you like it.

xxx

So surprised you want to dance with me now,
I was just getting used to living life without you around.

Felicity would like to say she's reached a state of peace over this whole thing. She would love to be able to say that she's completely rationalized the situation and it doesn't bother her at all.

It simply couldn't be further from the truth.

Oh, sure, she'll say it. When Oliver or Diggle ask—Is everything okay? How's it going?—she'll smile and toss off an easy, Fine! Great, actually. I'm wonderful.

Not that it's a total lie. She's okay—life is okay. She's doing the job she loves with the people she—loves. She's flirting with Ray, a handsome, successful, funny... yada yada.

Yeah. It's good.

But Felicity doesn't forget. She doesn't move on with the snap of her fingers and a witty word. She can't just… step forward, walk away, without a look over her shoulder.

She's sad, to be frank. She's sad pretty much all the time. Her heart is heavy, and it weighs her down. Sometimes, when she's flirting with Ray, or on a hacking roll, it will start to buoy. She will remember that fresh, light feeling of something new, something possible.

And then she will see Oliver, and he will have that look in his eyes. That look that never leaves his eyes, when he's looking at her. The look that says, I'm sorry. I wish… If I could… I'm sorry.

Her heart isn't broken. A whole lot more would have to happen for that to be the case. But wow, has it ever been beaten and bruised. It feels tender, so she doesn't handle it much. Give it time, give it space: heal, heal, heal. But it's slow, and it's hard, and it hurts.

Life goes on. If she gains a few pounds from trying to soothe the ache with ice cream, so be it. The flip side is running until she can't stand, and it evens out. Yes, life goes on, and her job goes on, and she spends fifty percent of her entire life with Oliver, so she makes it work. Even if she's sad all the time. It's slow, and it's hard, but it gets a little less hard. That light feeling lasts a little longer.

When Ray asks her to be his date for the QC relaunch banquet, she floats on air for the whole rest of the day. They've had a few 'business lunches' that were more lunch than business, but this will be their first official date, and it takes some time for Felicity to wrap her mind around that. She hasn't had the best luck with guys—long before Oliver Queen and Barry Allen ever entered her life. The idea that this perfect specimen of a gentleman would want to spend time with her… it's incredibly flattering.

She's aware of their connection, of course, understands why he enjoys their banter, because she enjoys it too. But still. Still, it surprises her into a giddy smile every time she thinks of it.

She doesn't tell the others, not at first. It's a little giddy secret in her chest and she keeps it safe and private.

As the day approaches, she tries to ignore the fact that Oliver will be the only other member of Team Arrow at the banquet. If they were all going, she wouldn't worry, not as much. The nerves sit rock solid in the pit of her stomach, warring with the hot air balloon in her chest. It would be a relief when he tells her he's taking Sara, if it weren't for the delivery.

Everyone is leaving the lair one night, and he stops her at the bottom of the stairs. She looks up expectantly as he pauses long enough for the others to be out of earshot.

Finally, he says, "About the banquet, I—I—" He stops, presses his lips together, and starts again. "I wanted to tell you that Sara will be coming with me."

Felicity smiles and nods. "Okay."

"She just—wanted to come and I—it's not like—I just wanted to…"

The reason for his stuttering awkwardness dawns slowly, realization morphing across Felicity's face as the stone in her stomach twists painfully. She puts a hand there, like that will help, and tries to swallow.

"Oliver…" she says, turning to squint at the stairs for a moment before looking back up at him, a gentle furrow to her brow. She thinks a lot of words, but settles for simple and direct: "Ray asked me to attend as his date."

"Oh," he says, and she doesn't have time to analyze the emotion that flashes across his face before he shuts it down, staring blankly back at her. "Okay."

She waits a beat, two, but he doesn't offer and so she nods and turns to walk up the stairs. He doesn't stop her.

The night of the banquet, Ray collects her in a limousine, and Felicity's jaw drops when she opens the door to Ray on her doorstep in a tuxedo and the limo stretching down her street behind him. He puts a hand out for her to hold as she crosses the threshold, then raises it above her head so she can twirl for him.

She went dark, for a change, selecting a midnight blue floor-length gown with a softly sloping neckline and a back that dips daringly down to the small of her back. There's some double-sided tape going on, but no one but her needs to know that. Her hair curves gently around her shoulders, and Ray lets out a low whistle as she completes her turn.

"Wow," he says, and then again: "Wow," and she ducks her head, blushing.

"Thank you. I had a lot to live up to," she adds, gesturing to the whole thing he's got going on.

"Trust me, you've got it covered." He turns, tucking her hand into the crook of his elbow, and walks her down to the car, before opening the door for her and waving her in. As soon as he takes his seat, he reaches for the bottle of champagne in an ice bucket along the wall, pouring a flute and handing it to Felicity before serving himself.

She can't help the happy sigh that escapes as she sits back in her seat. "This is the life," she says, and then scrunches her nose at him. "I guess you're used to it."

He shrugs, watching her with a smile. "It's always good to be reminded. Did Oliver never—"

She winces.

"Sorry."

Breathing out a laugh, she looks to the window, letting her eyes skim the buildings sliding past. Oliver comes with the territory, enters conversations naturally, but although Ray respects him, they aren't exactly friends. Ray did take the company, and Oliver is as civil as he can be, but they're on opposite sides of the table.

Still, Felicity has to be a grown-up about it. "No, it's fine. I'm just… a little nervous, about tonight, I guess."

"I'll do what I can to keep a brawl from breaking out," he says, tugging his cuffs down his wrists and then straightening his bow tie. He casts a cheeky grin her way and she can't help grinning back.

"I would appreciate that," she replies lightly.

They arrive partway through the cocktail hour, room stuffed with milling guests and waiters swimming carefully between them, carrying trays laden with champagne flutes and hors d'oeuvres. Ray keeps one arm firmly around Felicity's waist, holding her at his side while he greets and shakes hands with a never-ending current of admirers. He introduces each new face to Felicity, who smiles and nods and doesn't retain a single word.

She's tense under his arm, straining to keep her smile bright and not deflate under the pressure, when she hears him say, "And you already know Felicity," and looks up sharply.

There's Oliver, looking handsome and serious in his tuxedo, with Sara at his side. She grins, reaching out to touch Felicity's side, and Felicity's smile shrinks and softens, turning genuine after being put on for far too long.

"You look wonderful," she says to Sara, and then steadies herself before turning to Oliver and letting her gaze rest on his cheek, his nose, anywhere but his eyes. "And so do you."

His lips part on a sigh, and she drops her eyes to the floor. "You look beautiful, Felicity." Then, to Ray, "Thank you for having us. It's quite the function."

"Yes, well, enjoy yourselves," Ray says back, tightening his arm on Felicity's waist as he starts to turn them away. "Try the champagne," he adds, nonchalant, and Felicity's stomach twists suddenly.

Turning her face toward Ray's ear, she murmurs, "I'll be right back," and steps away. Walking back the way they came, she finds Sara and slips a hand into the crook of her elbow. "Can I steal you away for a minute?" she says as Sara turns.

"Of course," Sara says, taking Felicity's hand as she trades a look with Oliver that Felicity steadfastly does not pay attention to.

Felicity leads her to the ladies' room, ducking inside and leaning against the counter as she turns desperate eyes Sara's way.

"What's up?" Sara asks.

Opening and closing her mouth a few times, she eventually says, "I—This is not much of a date."

Watching her sympathetically, Sara says, "You'll feel better once you eat," with the confidence of experience.

"I bet you're right. I usually do," she sighs, and as if on cue, her stomach rumbles.

"Are you going to make it?"

"Sure," she says, too quickly, and pushes off the counter to stand up straight. "Anyway, I can't hide in here all night."

"Okay," Sara replies, gently doubtful. "But come find me if you need another break."

Felicity smiles gratefully. "Thank you. That's helpful."

They return to the fray and separate with a squeeze of the hand, and Felicity resumes her place at Ray's side. Thankfully, the doors to the dining room are soon opened and the guests are invited to find their seats.

Playing the good host, Ray hangs back with Felicity, ensuring that everyone has what they need and knows where to go. When they're the last stragglers, the maître d' leads them through the arrangement of tables to the one closest to the stage. The man pulls out Felicity's chair, but before she can sit down Ray is turning her again to face the guests.

He raises his free arm in a wave high above his head, a politician's grin on his face. "Thank you so much for coming! Please enjoy your dinner; following the meal we will have speeches and—of course—dancing. Bon appétit!" There's a swell of applause, and then Ray is turning to kiss her cheek, murmuring at the same time, "You're doing great. Thank you." The look in his eyes matches the sincerity in his voice, and she smiles softly back.

As she turns to take her seat, her gaze passes over the crowd and she can hardly believe it when Oliver's eyes, in a sea of eyes, snag hers and hold them. Her easy motion stutters, hand landing on the back of her seat as her heart leaps to her throat, and then she breaks the contact and faces the table. Breathe, she tells herself. Open your eyes. Smile. She does so mechanically, following Ray's introductions around the table with the motion of her head but not her mind.

That they are served first is a small mercy and Felicity is thankful. As soon as dessert rolls around, Ray leaves her to take the stage and she watches, painfully aware that as many eyes will be on her as on him as he delivers his speech. This is not much of a date, she thinks again, smile frozen on her face.

But there are highs and lows, and when Ray returns and draws her out of her chair and onto the dance floor, she feels a seed of hope. When he takes her in his arms and carries her across the floor, it feels like a fairytale and she briefly, briefly thinks it might be all worth it.

Briefly, because Ray's responsibilities include dancing with all the rich wives, which means Felicity's responsibilities lie in taking on the husbands. Seriously? Seriously.

When Sara pops up to take her turn with Ray, Felicity thinks that maybe she'll get a chance to sit down and rest her aching feet. She should know better. In fact, she should just leave, run off into the night and leave her shoes behind like some cheap Cinderella knock-off.

Instead, she faces Oliver with that tragic look in his eyes, and she closes her own and resigns herself to her fate.

He touches her stiffly, his fingertips barely skimming the fabric of her dress, his hand loose around her own. Too loose, as she stumbles, the toe of her shoe catching on the floor, and he has to tighten his grip or lose her altogether.

Why? she thinks. Why am I here, why am I trying, why do I bother with any of this? She's suddenly glad of the pain in her feet, as it distracts from the pain of her heart. Oliver is an impeccable dancer, of course—of course!—and it doesn't take any thought to follow his lead. Her brain occupies itself with the feel of his body against hers—when was the last time they were this close? The night of their date, they hugged; just a hug, and yet... She misses him so much.

Glancing out the corner of her eye, she sees his face turned away, nowhere near her own. It's not like she thinks this doesn't hurt him too—he's not exactly hiding it. Not from her. But that doesn't make it easier for her. If anything, it's worse, because I don't love you is a fair and legitimate reason to not be with someone. Sure, his reasons are fair and legitimate too. To him, anyway. She accepted them, claimed to understand them, because she knew she couldn't change his mind and she has too much pride to beg.

Sometimes she really does want to run away. For now, she shifts her hand down to the front of his shoulder and pushes, shaking her other hand to be free of him and then turning and racing for the doors. She doesn't cry—she hasn't cried since that day—but she walks quickly down the hall, her heels tap-tap-tapping, and she gasps for air. The pressure on her chest could kill her, she's almost sure of it.

She hears the doors slam open again and doubles her pace, glancing around for a place to hide but finding only locked doors and fire exits.

"Felicity!" His voice is loud and then his feet are pounding, running to catch up with her, and she stops in defeat.

"Go away, Oliver."

"I..." He doesn't reach for her, stands a few feet away with his hands dangling by his sides. "I just wanted to make sure..."

She looks around, gestures to herself, flicks her hands at him without meeting his eyes. "Here I am, no threats in sight."

"Okay, but..."

"If you ask me one more time if I'm okay, Oliver, I swear to God." She glances up at him then, sees his mouth open and working, but nothing comes out. "Go away, Oliver," she says again, softly.

He shuts his mouth, clenches his jaw and his fist, turns and walks away.

At the end of the evening, Ray takes her home in a town car, shrugging in response to her questioning look. "I'm not crazy about being driven, honestly." She invites him in, makes him a cup of chamomile tea, and curls into his side on the couch as he recounts a few of the nearly-inappropriate comments he received throughout the night. "Comes with the territory, I guess," he says a bit tiredly, and Felicity pats her hand on his chest, says, "Poor hunk."

She goes to bed smiling, thinks, Maybe. Maybe, dreams of dancing on clouds in a white dress, Oliver in his green leathers with the hood down on his shoulders. When she wakes up, she cries her eyes out.

xxx

So surprised you want to dance with me now,
you always said I held you way too high off the ground.

It was a mistake, but one that Oliver won't make again. There are other banquets, other dance floors, and Oliver stays on the other side of the room, shakes Ray's hand only when Felicity has stepped away. Charming smile. What a shame, you just missed her.

He can't protect her from pain, but he can do everything he's capable of to stop being the one who causes it. Be present, but don't ask if she's okay. Be available, but don't expect her to ever take you up on that.

Be a friend, but only the kind of friend that could never, ever be mistaken for something more. Keep it to yourself. Keep it in.

You walked away, man. That was your choice.

Let her be happy with someone else. Stay out of the way. Make it easy for her.

It's never going to be easy, Oliver. This isn't what I wanted.

Breathe. Take one step after the other. Focus on the city. Love the city. Live for the city.

Realize, on the day she stands in the middle of the lair and says to no one in particular, "Ray and I broke up and I don't want to talk about it," that you can't actually conceive of a life without her. Realize that your heart—that place in your chest that you tried so hard to disregard, that you tried to pretend didn't affect you—doesn't recognize the difference between loving her together and loving her apart. Wonder if maybe her heart behaves the same, if maybe it's not too late.

For weeks, he maintains his careful distance, circles around her so that he doesn't make anything worse, doesn't hurt her more. He has to be sure. Some things, he's sure about now; I love you, I think I could love you forever, being without you doesn't make sense. He needs to know he can feel those things and still do what needs to be done, so he waits. He marinates in it. Situations come up and are dealt with and he loves her. He is injured and she stitches him up, her jaw set and her fingers delicate, and he loves her.

She refuses to meet his eyes, touches him only when she is tending to his wounds, and he loves her.

When he can look at her and think, I will. I will love you. I am determined to love you, he starts to make a plan.

Lucky Diggle and Roy are good at keeping secrets, because he needs them out of the lair and off the comms without Felicity finding out why. He also needs to borrow Digg's turntable and record collection and hide them in the lair, hooking them up to the speakers without Felicity's knowledge. That entails walking her to her car the night before, and then circling back around to sit on the floor at 3am surrounded by wires and cursing under his breath.

The next day, he arrives just before her, checking that everything is ready and then hiding in the bathroom to get ready and, well, hide. She comes down the stairs, calls out a hello, which he echoes. A few minutes later she should receive two texts in quick succession from Digg and Roy saying they'll be a few hours late. Not calling off the night, or she might leave; just enough wiggle room to let Oliver work.

He cracks the door to check that she's at her desk, then walks out to where the record player is concealed by a stack of folded towels. A normal room's length from her back, he hits the on switch and moves the needle to the edge of Frank Sinatra's Frankly Sentimental. The opening saxophone of Body and Soul blares out of the speakers and Oliver cringes, adjusting the volume as Felicity's head pops up in surprise.

Just as she looks around, he takes a step forward, and she does a double-take at seeing him in formal wear. "I'm—" she starts, staring at him in confusion, and then turns back around and places her hands on the keyboard. "I'm working." She doesn't start typing; she knows something is up; she waits for his next move.

With a confidence that is all bluster, he strides across the floor and stops at her side, offering his hand. "Take a break and dance with me."

She doesn't look up. "That's not a good idea."

"It is," he replies. "You just don't know why yet."

That gives her pause, and she looks warily up at him.

"Five minutes," he promises. "If I don't change your mind, I'll owe you anything you want."

She doesn't take his hand, but stands, pushing off the arms of her chair. She walks to the middle of the floor and turns, looking at him with her head tilted and suspicion in her eyes. He joins her, and takes her in his arms—not like last time. Not stiffly, but devotedly, because she is the most precious thing he will ever hold. Can you feel that? he wonders, but just starts to sway, moving her gently around the floor.

"I was sorry to hear about you and Ray," he says.

After a second, she asks, "Were you?" and he reconsiders.

"I was sorry to see you hurt," he amends. "I didn't want you to be with him."

She takes that the way it sounds and tenses, getting ready to pull away, and he tugs her a little closer.

"Hang on." He loosens his arms again, hoping she'll stay but unwilling to hold her there, and she waits as he falls silent for a moment. He hears the lyrics in that moment: You know I'm yours for just the taking. I would gladly surrender myself to you, body and soul.

"I'm sorry," he says finally. "I made a mistake, and I'm afraid I won't be able to undo it." He's still dancing, but Felicity's feet stop moving, suddenly planted to the ground, and he ends up standing still in the middle of the floor with her in his arms.

"What do you mean," she says flatly, and he looks down to see her face; sees her staring straight ahead at his shoulder.

He takes a breath, rubs his thumb across the side of her hand, brings her hand to his mouth and presses his lips to her knuckles. She watches that, watches her hand at his mouth with nothing at all showing on her face, and he aches to see into her eyes.

"I understand," he says against her skin, "that it might be impossible for me to take back this mistake. If it mattered less I would never ask, because I know I don't deserve to. But it matters—it's the only thing that matters."

She looks into his eyes then, narrowing her own, asking what her mouth won't say, and he sighs.

"I'm afraid to ask, because if the answer is no, then that will be it, and it will be fine, I'll accept it, but—"

She's getting more and more frustrated, her lips pressing together into a white line.

Maybe he should have written a speech. "I made a mistake," he says again, and then draws in a breath and holds it before saying all in a rush, "letting go of you, because being without you is—is absurd, and it doesn't make sense, and it's no less painful, and if you are past that then it's fine, because I want you to be happy, but I will be happy if I can be with you..." He releases her then and turns away, dropping his head into his hands, feeling like a complete idiot because he is a complete idiot and he should never have wasted her time with this ridiculous plan.

"What," he hears from behind him, and then her arms are snaking around his waist and her body is pressed to his back and he draws in a sharp gasp. "What would ever give you the idea..." She trails off and he turns in her arms, cupping her face in his hands and staring into her eyes. The suspicion has dropped away, her eyes soft and sad, but he's not sure if he sees what he needs to see in them.

She covers his hands with her own and whispers, "Tell me you won't go away again."

He shakes his head, once and then again and again. "I wouldn't ask if I didn't know for sure. I wouldn't do that to you twice."

"I don't—" she says, and drops her eyes to his mouth, staring at it like it might be able to give her the answers she's searching for. "I'm... scared," she says finally. "I'm really, really scared."

"Me too." He wraps his arms around her back and she tucks her face into his neck. "We can take it slow. I love you," he says gently, and wraps her up tighter when she responds with a sob.

"I know. I love you too." She breathes into his neck for a minute, and then says, "Are we gonna be okay?"

"I think so." He says it quietly, but from him it may as well be a shout from the rooftops, and she relaxes in his arms.

He does not think, Maybe, because the only other thing he's been this certain about was his mission and that wasn't at all the same. Instead, he thinks, Finally, even though he doesn't believe in happy endings. He doesn't, but he believes that his life is better with her in it—obviously, the most true statement he can think of—and despite the doubts he carries about his self, he believes that her life is better with him in it, too. Because she loves him, against all odds, and he didn't screw it up even when he tried.

He inhales, breathing all the way down to his stomach for the first time tonight, and sets her back, cradling her face once more. He smiles because he can't not, even though her eyes are full of tears, and says, "Can I?"

She nods, smiling through her tears, and when he kisses her, it feels like that long deep breath, like it's filling him up but only with what belongs in his body, what already has a place there. It's sweet, not quite chaste but almost, because they're taking it slow, and it's something like belonging.

"We, um." She looks up at him and blinks at the tears as if they came unbidden and serve no purpose. He smooths the tracks away with his thumbs before dropping his arms to lock around her waist. She says, "I was working."

"Right. Diggle and Roy—"

"Oh!" she exclaims. "They were in on this!"

He chuckles and raises one hand, seesawing it back and forth. "That might be overstating things. Digg made me a promise—if I hurt you again..."

The implication is clear—and violent—but it makes her smile and she tips her head. "And Roy?"

"He'd probably watch."

"I guess I'm all set, then," she says quietly, brushing her fingertips over the stubble on his jaw and through the hair above his ears. His reply is unspoken—You won't need it—and she nods, kissing him softly and then taking a step back. "I should work," she says, one hand wrapped around his, the other resting on his waist. The fear is there in her eyes—If I let go, will you stay?—and he doesn't know what to say to alleviate it. He brings her hand to his lips again, kisses her knuckles, and she blinks, nods again, walks away.

It remains true, what he learned long ago: that loving someone to your core is a scary, terrifying risk. You can love without being afraid, but in Oliver's experience, that love isn't as deep or as real. He has no choice but to love her, and to fear for her, and she the same in return. He tried to choose differently, and he doesn't quite want to regret that because maybe it was necessary to bring them here, but it didn't work.

Will this work? There are no guarantees in life. He wants it to, and she wants it to, and he won't be giving up again, not without a fight.

So, will it work?

Find out. Let time do the telling. Stop making decisions on the universe's behalf. Wait; listen; try.

Will it work?

It just might.