In loving memory of a dear friend.

Set between Episodes 16 and 17.

"Well," Shinji turned to Rei, "here we are…"

Yes, there they were, standing in a lonely hallway of a rundown apartment complex. Rei's apartment complex. Shinji had always hated this place. It was dark, dreary and miserable. He still had a hard time believing that the building hadn't been condemned. Hell, for all he knew, it had been.

The boy fidgeted slightly, unsure of how to compose himself. He awkwardly moved his hands about before finally resting them in his pockets. Rei watched this strange display with almost childlike curiosity.

Despite her obvious social shortcomings, Rei truly desired to understand Shinji. The way he acted around her and others was… puzzling. How he was always so hesitant, so fearful. To a certain extent, she could theorize about the reasons for his behavior—from a purely clinical standpoint—but understanding the emotions that drove him to act in such ways? She feared she would never be entirely capable.

Blood immediately rushed to Shinji's face when he noticed her staring at him. He couldn't help it; there was just something so mesmerizing about the way Rei looked in that moment. How she held herself with such grace and resolve, as well as her striking gaze and porcelain skin, unmarred by any blemishes or cosmetics. She possessed an almost otherworldly beauty. Without even realizing, he found himself staring back.

After a few more moments of silent observation, Rei spoke.

"Ikari?"

"Huh?" Shinji said, snapping out of his stupor. "Y-yes?"

"Why did you want to walk with me?"

That question caught Shinji off guard. He went quiet for a few seconds.

"I just…" he rubbed the back of his head, "…wanted to. Do I need an excuse to want to spend time with a friend?"

Rei's eyes widened. "Friend?" she repeated as she brushed her fingers against her forearm.

"Yes… we are friends, right?"

'Friends' was a word that Rei still didn't fully understand. What exactly was a… friend?

From what she had read in the past, Rei understood a friend to be someone with whom one shared a strong bond. Could whatever relationship she shared with Commander Ikari be considered friendship? That was a one-sided relationship of reverence and subservience—one of master and servant. As important as he was to her, Commander Ikari was not her friend.

Then was Shinji her friend? She took a few seconds to contemplate.

"Yes," Rei said firmly. "We are friends."

Shinji breathed a sigh of relief. "That's good to hear."

Opening the door in front of her, Rei offered Shinji an aside glance. "You may come inside."

"I, um…" He looked to his watch. "…It's g-getting kind of late, sorry…" He resisted the urge to slap himself. Just like me to chicken out, huh?

"I see."

Rei began to enter her apartment. As Shinji watched the door slowly close behind her, he felt a sudden surge of adrenaline. He wouldn't allow the day to end like this—he couldn't! He was so close to breaking serious ground with Ayanami! "W-wait!"

She pressed her hand against the door, stopping it in its tracks, then turned to Shinji with a look of very mild surprise.

"We can still h-h-hang out some other t-time," he stuttered. "We could, um, see a movie, go to the arcade, get something to eat…"

Shinji started to sweat under Rei's inquisitive stare. Why did showing initiative have to be so damn difficult for him?!

"W-would you be up to that?" he asked.

Rei felt a cool draft behind her. She shivered slightly. "If 'up to that' means 'willing…'"

He nodded nervously.

"…then yes."

Shinji's face lit up. "Great!" he said with a genuine smile. "I'll call you when I get home and we can arrange something then, okay?"

Rei nodded.

"See you later, Ayanami."

"Farew…" Rei stopped herself. "…See you later, Ikari."

With a wave, Shinji was off.

When Shinji had first said, "get something to eat," he had envisioned stopping for fast food while on a walk or going to a ramen stand. Something casual and you know, platonic. He certainly hadn't expected that for their first official outing, he and Rei would spend an evening together, alone, at a sit-down restaurant. A local restaurant Kensuke was always raving about, to be exact—Tomino's.

For all intents and purposes, this was a date. Maybe not in the absolute strictest sense—the word hadn't technically been spoken by either of them—but it was certainly a facsimile of one.

Shinji took a short sip of his drink then looked to the menu in front of him.

"You don't eat meat, right?" he asked quietly, to which Rei nodded. "There are plenty of vegetarian choices, so don't worry about that."

Rei simply nodded again.

In his time knowing Rei, Shinji had grown used to her silence. As an introvert himself, he was somewhat appreciative of it. Between living with Misato and Asuka, his NERV duties, and his oft-traumatizing skirmishes with the Angels, it wasn't often that Shinji could simply enjoy the company of someone else—that he could spend quiet time with someone without having to worry about their demands or expectations.

Still, Shinji did want to learn more about her. And of course, that required actual communication.

"So… what do you do in your spare time, Ayanami?" He took another sip. "You know, besides school and NERV related stuff."

"I read."

Succinct as always. At times, the brevity with which Rei spoke was frustrating to Shinji, but at other times, that quality of hers was strangely refreshing. She didn't mince words, nor was she concerned with bogging everything down with unnecessary details. Even if her answers weren't always informative, they were always clear and honest. At the very least, that was something Shinji appreciated.

"Anything in particular?" he asked.

"Textbooks."

"I, uh, see."

Rei's eyes shifted to her menu, signifying the end of that conversation. Shinji watched her for a moment before sighing. He knew going in that keeping a steady dialogue with her would be difficult, if not outright impossible. Still, he felt disappointed in himself—their night together had only just begun, and he was already struggling to maintain her interest.

Come on, Shinji, he thought to himself. Relax.

Shinji closed his eyes, taking a moment to gather his thoughts. As he let himself unwind, the various noises of the restaurant grew clearer—the idle chit-chat of nearby couples and families, the pitter patter of scurrying waiting staff, the curses of overworked chefs echoing out of the kitchen. Opening his eyes once more, Shinji released a deep breath.

"You look n-nice tonight," he finally said.

Well, it was something.

"I m-mean, you always dr-dress like that, so you always look nice…" Shinji took another sip of his drink, "…b-but I guess what I'm trying to say is that tonight you look, uh… especially n-nice."

Rei's eyes widened ever so slightly. Compliments were never something she had sought or paid much mind. For most of her existence, all that mattered was her use to Commander Ikari. His approval alone was the only kind she deemed necessary, and such approval was never expressed in the form of a compliment. Yet somehow, Shinji's clumsy remark about her appearance—a trait she'd always considered utterly inconsequential—made her feel… happy. Her cheeks tingled with newfound warmth as the beat of her heart quickened.

"You flatter me."

Her blush didn't go unnoticed by Shinji. "Wow," he mouthed.

"You… also look very nice," Rei added.

Then came Shinji's turn to blush. Honestly, he didn't believe that he looked all that nice. Low self-esteem aside, he was wearing a dark blue T-shirt and a pair of light blue jeans—hardly appropriate dress for a dinner date. Though with her school uniform, Rei wasn't exactly dressed to the nines either.

Shinji shook off his negative thoughts and smiled. For as long as he had known her, Rei had never been one to be dishonest. Regardless of how he felt, she appreciated the way he looked. That was enough to make him happy.

"Thank you, Ayanami."

"Psst! Psst!"

What's that noise?

Shinji looked to his right, then looked to his left—nothing.

"Behind you," Rei said absentmindedly before taking a sip of her water.

He raised an eyebrow, then turned around to look behind him. Sitting a few booths down was a person waving at him. Though the person's face was obscured by a newspaper, the same couldn't be said for the oddly familiar tuft of purple hair poking out from above. Whoever this person was, as if it weren't already obvious, they were certainly trying to be discreet—as discreet as you can be while saying "Psst!" loud enough for an entire restaurant to hear, that is.

"I believe she is waving at you."

"Yeah, looks like it," Shinji muttered.

With a sigh, he scooted himself out of the booth. As he walked closer to Mis… erm, the mysterious person, he took notice of the newspaper's headline.

"Two boys went to a—wait, shouldn't that be an?" He furrowed his brow and continued reading. "Abandoned McDonald's restaurant in the far side of—"

Before he could finish, the newspaper was yanked away

"Hello, Shinji," a feminine voice said playfully.

Well, he couldn't say he was surprised by who it was. On the other hand, he was a bit surprised by what she was wearing.

Groucho glasses? Really?

"Look, you don't have to chaperone us, Misato," Shinji said. "N-nothing funny is going to happen, I promise."

"Now, now," she said, holding her hands out in front of her. "Don't be like that. I'm just here as a kind of… safety net. I don't wanna embarrass or baby you, I'm only here in case of an emergency."

Shinji relaxed, though only slightly. "Well… okay then. This isn't an emergency, is it? Because if not, I'd like to get back to Ayanami."

"Hey!" Misato reached a hand into her purse. "Don't be so hasty! I did have a reason for calling you over here, y'know."

After a moment of rummaging around, she looked Shinji in the eye. "Hold out your hand."

Shinji backed up nervously. "W-why?"

Misato rolled her eyes. "C'mon, I won't bite. Just hold it out."

With a gulp, he obliged.

"Here, take these."

Misato slapped three small objects onto Shinji's palm—three square packages with the same minimalistic logo.

A.T. FEEL

Shinji's face went red as a tomato.

"C-c-co-co-co-con—"

"This is serious, Shinji!" Misato interrupted. "When you're all alone with you-know-who," she winked, "and those pesky hormones start acting up—and they will, trust me—you'll thank me."

"It's only our first date!" Wait, did he just call this evening a date? Out loud? "Th-thanks but no thanks, Misato!" Shinji said as he threw Misato's… gifts on the table. "You can keep your… filth!"

As Shinji began to walk away, Misato suddenly said, "Wait!"

He turned around, his expression more than a little flustered. "What now?"

"At least take this," she said as she grabbed something else from her purse. "It isn't anything icky, I swear."

Shinji cautiously approached her. "Okay, what is it?"

Misato reached out her hand, revealing a plastic cassette case.

"A Barry White tape?" Shinji blinked several times. That wasn't exactly what he had expected. Not that he had really expected anything. It certainly could've been worse—Barry White did have some damn smooth tunes, after all. With an exasperated sigh, he grabbed the tape.

"If that won't get you in the mood for love, nothing will," Misato said dreamily.

If Shinji's already frighteningly red face could've gotten any redder, it would've. "I'm not letting Ayanami listen to this! I don't need anyone else getting dirty ideas…"

Misato slammed her hands on the table. "You're such a prude!"

Shinji started to walk away, not even bothering to spare Misato a parting glance. "Thank God one of us is…"

When he returned to his and Rei's booth, Shinji found it deserted.

Did she go to the restroom?

His eyes darted across the restaurant, stopping finally at the sight of two girls standing at a payphone area. With her trademark school uniform and black socks combo along with her instantly recognizable mop of blue hair, the girl on the left was unmistakably Rei.

Unfortunately, with her red hair and similarly colored nerve clips, the girl on the right was also familiar. Shinji slapped his palm against his forehead.

Oh no… she's here, too?

"Listen, First," the fiery-tempered redhead, Asuka, began, "I don't know what moron ordered you to spend time with Shinji and I really don't care." She clicked her tongue. "Point is—if that idiot gets carried away, don't be afraid to knock some sense into him!"

She brandished a fist for emphasis.

"I do not understand," Rei said.

"Oh, come on." Asuka rolled her eyes. "I knew you were off, First, but I didn't peg you as this naïve. You should know damn well that pervert is only after," she raised the index finger of her brandished fist, "one thing."

Rei briefly paused. "Happiness?"

Asuka deadpanned. "No."

"Purpose in life?"

"What?" Asuka said with an incredulous expression. "No!"

Furrowing her brow, Rei tapped a finger against her chin. "The approval of others?"

Hanging her head, Asuka closed her eyes and pinched the bridge of her nose. "Ooookay, it's obvious this exchange isn't going anywhere. Just… don't let him touch you, okay? A girl's gotta preserve her virtue, right?"

Rei narrowed her eyes. She was rapidly losing patience with Asuka. The insinuations she made about Shinji, the complete lack of respect with which she treated him… Asuka's behavior stirred up feelings inside her not unlike ones from months ago. Feelings of anger that had been directed towards Shinji for so brazenly disrespecting her Commander.

Rei reached out her hand, and her face fell. The way she silently gazed upon her open palm seemed almost… remorseful. Somehow, that boy she'd slapped so long ago had wormed his way into her heart. He had become someone important to her, someone dear to her. To what extent did her feelings for Shinji reach? Rei was still unsure. What she was sure of, though, was that she cherished him deeply.

"Sohryu," Rei said coolly, "are you telling me this for my benefit, or for yours?"

"Wha-what?!" Asuka's face went red. "What the hell are you implying?!"

Rei lifted her head, then looked across the restaurant to where her and Shinji's booth was. He was sitting there, watching them.

"If Ikari feels the desire to touch me, so be it." Eyes now fixated on Shinji; Rei began to walk away. "Besides, who is to say the desire would only be his?"

Asuka felt the vein in her forehead throb as she watched Rei amble away.

"Mein Gott!" she huffed, folding her arms. "They're both perverts!"

The night had passed by in a flash. Already, the dinner rush had died down, allowing for a much calmer atmosphere. Having just paid for their meal, Shinji and Rei removed themselves from their seats.

"Ikari," Rei said. "Thank you for tonight."

Shinji's eyes widened. Was that the first time I've ever heard her say "Thank you?"

Turning to face her, he scratched his cheek. "N-no problem, Ayanami. I'm just glad you had a good time." Several seconds passed without so much as a nod of acknowledgment. Shinji started to sweat. "You did have a good time, r-right?"

Another prolonged moment of silence followed. If he didn't know Rei better, he'd swear she was messing with him.

"The experience was…" Rei finally said, apparently in deep contemplation, "…fun? Is that the appropriate word?"

Shinji looked to the booth where Misato sat. At some point during the night Asuka had joined her, though Shinji wondered whether that was of her own will. The look on her face was practically screaming: "I really wish I weren't here right now!"

He then looked back to Rei. "Uh, more or less…"

Fixating her gaze on Shinji, Rei tilted her head curiously. For what seemed to be almost a minute, she stared at him with the same curious expression.

What's she thinking?

Finally, Rei stepped in front of him, leaving about an inch, if that, between their faces. Her eyes were locked on his. He froze, completely unprepared for what was about to come. She shut her eyes, then began to close the distance.

Shinji's mind had gone blank by this point. What finally brought him back to his senses was the pleasant tickle of something warm and soft pressing against his left cheek. He blinked several times.

Had Rei… kissed him?

About five seconds later, Rei stepped away.

"W-what was that for?" Shinji asked in a daze.

She stared blankly at him. "A kiss is customary at the end of a date, is it not?"

"I, uh, d-don't… m-maybe… I guess?" He took a deep breath. "I'll accompany you home. Th-that is, if you don't mind…"

Shinji immediately braced himself for the worst. It didn't matter how well things had gone so far; he just couldn't help it. Always expecting the worst seemed to be an inescapable aspect of his character. He forced himself to look her in the eyes. There was something about the way they looked—maybe it was just the lighting of the restaurant, Shinji wasn't sure, but they seemed almost… inviting.

"Please," Rei finally said.

Releasing a long sigh, Shinji shakily moved his hand towards Rei's. She had accepted his offer. Great. If only that hadn't worsened his already insane nerves.

Am I moving things too fast? He thought frantically. She did kiss me, but I don't know if this is appropriate… What do I do? What the hell do I do?!

Sweat poured down his face as his arm continued to writhe uncontrollably.

From across the restaurant, Asuka watched in frustration. Shinji had Rei right in the palm of his hand and all he could do was wriggle around pathetically like a hopeless child. Typical.

"Oh, for fu—Just hold her hand already!" Asuka shouted.

Shinji nearly tumbled over in surprise. He looked to Asuka with an expression that conveyed equal anger and embarrassment. "A-Asuka!"

Asuka rolled her eyes. "Someone had to say something! Otherwise you'd just stand there all night until the manager kicked your sorry ass out!"

Shinji muttered a few curses. As embarrassing as Asuka's outburst had been, he had to admit that she was completely right. He was acting like—for lack of a better term—a complete fucking basket case. He took a deep breath, then gently grasped Rei's hand. Almost immediately, goosebumps spread across his arm as her slender fingers securely tightened around his hand.

Without conscious effort, Rei's thumb slowly began to slide back and forth across the side of Shinji's hand. The sensation felt nice—very nice.

Shinji lightly squeezed her hand in response.

Rei blinked twice as she suddenly felt tugging at the corners of her mouth. Not entirely sure how to handle herself in this kind of situation, she simply did what felt natural.

She smiled.

You know the one; that warm, all-too-rare, uniquely Rei smile. The kind of smile Shinji would never get used to seeing. A luminous blush spreading across his cheeks, he smiled right back at her.

As the two started to leave, Rei turned her head to spare one last look at Asuka. "Thank you, Sohryu," she said sincerely.

Asuka's eyes widened. Rei's comment was from a distance and it hadn't been spoken loudly, but to her, it sounded clear as day. She almost smiled. Almost. Instead, she suppressed that urge and scowled. Smiling for the Commander's Pet was not something she would allow herself to do—she still had some pride, dammit!

"Tch, don't mention it."

Once the young couple had finally left the restaurant, a few sniffles could be heard.

"Ah, young love!" Misato said as she wrapped an arm around Asuka's shoulder. "Doesn't it just bring a tear to your eye?"

"Misato…" Asuka said tiredly, "…shut up."