The panic attacks started after Felicity's father abandoned her. She would wake up in the middle of the night, unable to breathe, her heart beating wildly in her chest, with tears pouring down her cheeks, as her whole body trembled. Her mother did the best she could to try and comfort her, to calm her down. She would sit with her and hold her until the panic passed.

As time went on, they became more frequent. Happening if her mom was late coming home from work or when she was getting ready for school in the morning. So after a few weeks of sleepless nights, Donna brought Felicity to see the doctor. First, they tried different coping strategies, breathing techniques, counting to 100. Nothing seemed to help. Eventually, the doctor prescribed Felicity a medication that would help.

And it did. Felicity's panic attacks didn't completely disappear. But as time went on, more and more time between them.

They came back in full force while Felicity was attending MIT, after Cooper was arrested and killed himself in prison. Her roommate found her one night, curled up in a ball on the floor. When she was unable to calm Felicity down, she had called 911 and the paramedics had arrived. After seeing a doctor Felicity was prescribed another medication, which seemed to help.

When Felicity moved to Starling, she tried to convince herself that her anxiety and panic attacks were a thing of the past. Here, she could be a new person. She told herself that she was just a boring IT girl, that there was no reason for her to panic. Which worked, until Oliver Queen walked into her office.

The first time she met him, he came armed with a laptop, riddled with bullet holes. He had spun a tale of how he had spilt a latte on it while at a cafe that was in a bad neighbourhood. She knew it was a lie, but chose not to press the matter. She was surprised when he kept coming back to her, each time, his lies and excuses only got more ridiculous and unbelievable. There was the energy drink in the syringe, the black arrow for his "friend". But she didn't question him.

It really wasn't much of surprise when she climbed into her car one night and found him, dressed as the vigilante, bleeding on her backseat.

She had managed to keep it together as she drove him to his father's old factory, despite her protests that he needed a doctor. She had helped Diggle, his bodyguard, stitch him back up. She fought through the rising panic that built in her stomach. Pushing it down until she got home.

But, the second the door closed behind her, it started.

Her breathing came out in short, quick pants, her heartbeat raced and pounded in her ears. Her hands shook and her body felt too hot. Her eyes were unfocused as she stumbled through her house, until she all but collapsed on her couch. She tore at her clothing, trying to get the blood stained clothes off her body. She put her head between her knees and tried all her old strategies. She took a deep breath in, held it for a few seconds before slowly letting it out. She counted by twos, down from 100. And after repeating the strategies a few times, she could feel them working. She could feel her pulse, slowing to its normal, steady pace; her breath evening out, her muscles loosening, and the feeling of terror slowly leaving her stomach.

As Felicity became more involved with Team Arrow, it became clear that feeling fear and panic, was normal. The adrenaline helped. And her panic attacks occurred less often. Only reoccurring after particularly rough cases. Each time Felicity could feel on coming, she fought to ignore them until she was home, alone. Not wanting the rest of the team to see her in such a vulnerable state. There were a few times that she couldn't hold them off, and she would escape to the washroom, hiding out until the moment had passed.

It was easier she found, when she compartmentalized. She organized her thoughts and fears into boxes in her mind, pushing the bad ones away. Stored away where they couldn't reach her.

Her plan worked, until one night, when it didn't.

It was late, on a Tuesday night, Oliver and Diggle were out patrolling, leaving Felicity with Roy while he was training. Three weeks had passed since the team had defeated Slade Wilson and left him in a cell on Lian Yu.

Felicity had tried to convince herself that she was over it. That she was over Oliver leaving her in the Queen Mansion, with the cure clenched in her hand, as bait. But her reoccurring nightmares, told her otherwise.

Nightmares of waiting in the empty house, hearing it creek and groan in the dark, as she waited. The slamming doors and sound of thumping feet as the soldiers came. The fear and terror, as they attacked and entered the room from all sides, giving her no way to escape. The darkness, as they threw a bag over her head and all but dragged her out to the van. The cold steel of the blade that Slade held to her throat. Her nights were filled with those memories, those nightmares.

It was a quiet night in Starling, as most nights had been since catching Slade. Felicity was sitting at her computer, guiding Oliver and Diggle towards the criminal. But she was tired. More tired than normal. She had woken up multiple times throughout the night. Waking from nightmares of the night in the mansion, nightmares of Oliver not getting to her in time, of Oliver choosing Laurel.

She found herself drifting off as she heard Oliver announce that he and Diggle had caught the criminal and they were waiting for Lance to arrive, before they would return to the foundry for the night. She slowly stood up, getting ready to gather her things, when a loud crash rang through the lair.

Felicity fell to the floor, startled. She dove under the safety of her desk. Her heart beat rang in her ears and her breath came out in fast pants. She closed her eyes tightly, as she tried to ignore the images of Slade's men attacking that came into her mind. She covered her ears with her hands as a loud buzzing sound rang through her head. She thought she could hear someone screaming.

She tried in vain to calm herself down. She tried to use her old methods, tried to slow her breathing, but nothing seemed to work.

"Felicity!"

She heard her name being called but it sounded mumbled and far away.

"Felicity!"

It came again, only this time it sounded clearer, breaking through the buzzing in her head. There was something familiar about the voice.

"Felicity, open your eyes," the voice called again. This time it came with hands, gently grasping her wrists, carefully prying them away from her ears. The hands were familiar, she recognized their roughness, the calluses and strength.

Oliver.

"Felicity, come on sweetie, take a deep breath," Oliver said gently.

She slowly pried her eyes open. Oliver was crouched in front of her. He still wore his mask over his eyes, but his hood was pushed back. His eyes were filled with concern and worry as he watched her.

"There you go," he coached. "Breathe with me. Deep breath in and let it out." He moved one of her hands to rest on his chest. She could feel it moving with each breath he took, she could feel the steady beats of his heart. She tried to slow her breaths to match his.

After a few minutes, she could feel her breathing and heart rate slowing to their regular speed. She watched as relief passed over Oliver's feature and he gently pulled her into his arms, running a hand through her hair.

Felicity looked over his shoulder. She could see Diggle sitting on one of the chairs, his eyes wide and filled with worry. Roy was standing by the training mats, his body tense and his eyes seemed to be filled with tears as he watched the scene in front of him.

"What…" Felicity's voice croaked out, she cleared her throat and tried to speak again. "What happened?"

Roy stepped forward. "It was my fault. I knocked a stand of arrows over," he explained. "And you.. you went under the desk and you were shaking and screaming and I couldn't get you to calm down. I didn't know what to do. How to help you. So, I called Oliver, he was still waiting for Lance. But he came and you were still screaming and crying. And he… he helped you."

Felicity pulled back from Oliver's embrace. She brushed the tears off that still clung to her cheeks. She avoided Oliver's questioning gaze as she shakily tried to stand. She felt her cheeks heat with embarrassment. She tried to reach for her bag, but Oliver's hand on her arm stopped her.

"Felicity," he whispered. "What happened? I've never seen you like that. You were shaking and not breathing properly, screaming. I was calling your name but it was like you couldn't hear me."

Felicity shook her head, not wanting to answer. "I'm just… Can I just go home? I'm tired."

Oliver furrowed his brow as he looked at her, his face filled with concern. He looked like he wanted to ask more questions.

"Please," Felicity begged. "I just want to go home."

Oliver sighed but nodded. "At least let me drive you home," he pleaded.

Felicity closed her eyes, all she wanted right now was to be curled up in her bed. Alone. But she knew that Oliver wouldn't back down. She nodded tiredly. "Okay," she agreed quietly.

Oliver smiled, he let go off her arm, saying he was going to change and then they could go. He moved quickly, going to the washroom to change out of his suit. He returned to her side a few minutes later, wearing jeans and his grey hoodie.

"Let's get you home," he said softly. He put his hand on her lower back, guiding her out of the foundry. She muttered a quiet goodnight to Diggle and Roy as she and Oliver walked passed them.

"I'm sorry," Roy called to her, his voice filled with remorse.

"It's okay, Roy," she tried to smile at him. "I'm fine.

The drive to Felicity's condo was silent, but Felicity could see Oliver's body was filled with tension. He pulled to a stop outside her house and waited, not speaking.

"I have panic attacks," Felicity blurted, unable to sit in the silence anymore.

Oliver turned to look at her.

"They started after my dad left," Felicity continued. "At first, it was just at night. I would have nightmares of my dad leaving and I'd wake up, unable to breathe. But they got worse, and happened more often. It got to the point where my mom could barely leave me alone without me freaking out.

"We tried everything, therapists, breathing exercises, mediation, nothing worked. Finally the doctor prescribed me an anti-anxiety medication and it helped. I could sleep through the night again, go to school, my mom could go to work without worrying.

"I still take them sometimes. When everything is too much. And I haven't had any attacks in a while," Felicity babbled.

Oliver reached over and took her hand. "Why didn't you tell me?" he questioned.

Felicity chewed her lip nervously, unsure how to answer.

"I don't know," she muttered. " I thought I was in control of them. They weren't happening very often and the times that I had them, I was usually able to hold them off until I was alone. At home or…"

"The bathroom," Oliver filled in, a look of realization crossed his face. "But I still don't understand why you didn't tell me, or Digg. We could have helped you."

"I just," Felicity struggled to find the right words to explain. "I didn't want you to treat me differently. You have enough to worry about. With Thea and trying to get your family's company back and saving the city. The last thing you needed to worry about was my issues."

"Felicity," Oliver tried to interrupt.

"And I was fine, for a long time," Felicity continued over top of him. "I wasn't really having the attacks anymore. But then… Everything happened with Slade. And the house. They've been happening again. And I can handle it. But I haven't been sleeping. And sometimes, it's like my brain thinks I'm still there. That I'm in the mansion. Alone. Waiting."

"So tonight, when Roy knocked the arrows over," Oliver cut in. "You thought that it was Slade's men, coming to take you."

"Yes," Felicity answered. "No. Logically, I know that I wasn't being attacked. I know that. But sometimes my brain forgets. And I didn't want you to see that. I never wanted you to see me like that."

"Felicity," Oliver cut her off, gently squeezing her hand. "I'm sorry. I'm so sorry that I put you through that. I never meant…"

"No," Felicity said forcefully. "No. I didn't tell you what happened to make you feel guilty. I was bait for Slade because it was our only option. The only way to catch him. And I would do it again. If we had go back and do it all again, I would still let myself be taken by his men to catch him."

"But. I…"

"No, Oliver," Felicity cut him off again, pulling her hand out of his grasp. "No guilt Oliver. I have been dealing with this since I was little. I handled it then and I will handle it now."

Oliver sat in silence. After a few seconds he looked over at Felicity.

"Not alone," he said to her.

"What?" Felicity asked confused.

"You don't have to handle it alone," Oliver repeated. "I told you once that if you ever needed to tell someone about your day, you could tell me. That still applies. Next time you feel like you're going to have a panic attack. Call me. I will come. I don't care if it's 3 in the morning. I will be there."

Felicity stared at Oliver, not sure how to respond.

"I promise, Felicity," Oliver swore, looking at her seriously, his blue eyes focused on her. "Anywhere, anytime."

"Okay," Felicity whispered, unable to look away.

They stared at each other for a few more minutes, until Felicity's phone buzzed, breaking the silence.

Felicity cleared her throat awkwardly. She dug through her bag to find her phone. She pulled it out, checking the message.

"It's Digg," she told Oliver. "He's just making sure I got home okay. And wants to know if we want to get breakfast tomorrow."

"You should tell him," Oliver suggested. "He won't treat you any different. Roy too. He felt terrible. I've never heard him so scared when he called me tonight."

"I will," Felicity promised as she reached for the door handle. "I'll tell them."

"Good," Oliver replied. "Goodnight Felicity."

"Goodnight," Felicity echoed as she climbed out of the car and walked towards her house.

Once she reached her front door, she looked back to see Oliver watching her, a small smile on his face, he raised a hand, waving at her. She waved back, before turning back and going inside.

A few nights later, Felicity shot up in her bed, her heart racing and unable to catch her breath. She sat in silence for a few seconds, before reaching for her phone. She dialled the familiar numbers and waited for the voice on the other end.

"Oliver."