Felicity leaned forward in her chair and rubbed the bridge of her nose, pushing her glasses up her face. She could feel a headache rolling into her brain. The Foundry was silent. Everybody had gone home hours ago. She was running a search through Interpol looking for their latest target and so far had gotten nowhere. Part of her wished Oliver had stayed; the Foundry doesn't seem quite so lonely when he's there – even if he isn't talking, which he usually isn't. Things had been strained between them since the debacle of their first date. Both of them wanted to try again, but Felicity felt firm that it was Oliver who needed to make the first move not her – she had done nothing wrong.

After reaching another dead end with Interpol Felicity let out an exasperated "GRRR!" and knocked her fists onto the table. "I give up!" and she got up to collect her stuff.

"Shouldn't you be home?" Oliver's voice frightened Felicity and she let out a small shriek.

She clasped her hand to her chest and said, "Holy Cow Oliver you scared me half to death. When did you get here?"

A small smile spread across his face, "I didn't mean to scare you. I actually was upstairs working on some stuff for Verdant. Technically, I never left."

Felicity continued to collect her stuff, tossing her glasses and things in her purse and rummaging for her car keys.

Oliver stuffed his hands in his pockets, "So, Happy Valentine's Day." And he sheepishly glanced at Felicity. Her cheeks flushed instantly and for a reason she didn't understand.

"I guess it's been so long since I've had a reason to celebrate Valentine's Day I didn't even realize it was today." Felicity refused to make eye contact. The whole situation felt very awkward and she was embarrassed about her flushed cheeks.

Oliver let out a half-hearted snicker, "Yeah, I know what you mean." And he shuffled his feet.

She turned around and started heading to the door, "Yeah, well, good night."

"Felicity!" Oliver called out, "I actually have something to give to you." And now it was his turn to have flushed cheeks.

She was so surprised she wasn't quite sure how to react, "For me? Huh?" She turned back around and walked towards him closing the space between them.

He pulled his hand out of his pocket and held up a delicate silver chain and dangling from it was a small charm, a heart with an arrow through it. "I..um..I..uh..well, I…uh I made this for you. I thought…well, I just thought it was my way of saying I'm sorry for all the times I hurt you."

Felicity was speechless. It shimmered in the low light of the Foundry but even then she could tell the delicate workmanship and the fact that he made it…for her, and her heart fluttered. "Oliver, I don't know what to say. It's beautiful…I…I can't believe you made that for me." And she took the necklace and held it in her hand studying it carefully. She then looked up at him, smiled and said, "Can you help me put it on?" She held up the unlocked chain to him. He silently nodded and took both ends and delicately placed it around her neck closing the clasp. His body so close to hers that he could feel her breathing and smell her hair. His hands shook with the anticipation of touching her, holding her, kissing her. She turned around, now standing dangerously close to him and looked up at his blue eyes. When she opened her mouth her voice was small, "I love it! How does it look?"

Before he knew what he was doing he wrapped one arm around her waist, pulled her flush against him and passionately kissed her. He pulled back, their bodies still close and trembling from the moment, neither one knowing what to say.

"I..I, um…yeah. I should head home." Felicity turned, headed to the stairs and then stopped, looked behind her, smiled and said, "Happy Valentine's Day Oliver."